AMENDED AND RESTATED LONG-TERM PORTFOLIO ENERGY CREDIT AND RENEWABLE POWER
PURCHASE AGREEMENT
BETWEEN
SIERRA PACIFIC POWER COMPANY
AND
USG NEVADA
LLC
May 31 , 2011
TABLE OF CONTENTS
ARTICLE PAGE
1. DEFINITIONS 1 2. TERM; TERMINATION AND SURVIVAL OF
OBLIGATIONS 16 3. SUPPLY SERVICE OBLIGATIONS 18 4. PRICE OF PRODUCT 29 5.
PORTFOLIO ENERGY CREDITS/RENEWABLE ENERGY BENEFITS 31 6. RIGHT OF FIRST OFFER 32
7. METERING, INVOICING AND PAYMENTS 33 8. FACILITY CONSTRUCTION; OPERATIONS AND
MODIFICATIONS 36 9. EMERGENCY AND CURTAILMENT 42 10. PLANNED OUTAGES 44 11.
REPORTS; OPERATIONAL LOG 45 12. COMMUNICATIONS 47 13. SCHEDULING NOTIFICATION 47
14. COMPLIANCE 48 15. APPROVALS 48 16. SECURITY 49 17. INDEMNIFICATION 52 18.
LIMITATION OF LIABILITY 53 19. FORCE MAJEURE 54 20. DISPUTES 55 21. NATURE OF
OBLIGATIONS 56 22. ASSIGNMENT 56 23. DEFAULT AND REMEDIES 60 24. REPRESENTATIONS
AND WARRANTIES OF SUPPLIER 62 25. REPRESENTATIONS AND WARRANTIES OF BUYER 63 26.
INSURANCE 64 27. NO EXPECTATION OF CONFIDENTIALITY; PUBLIC STATEMENTS 66 28.
MISCELLANEOUS 67
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EXHIBITS
EXHIBIT 1 DESCRIPTION OF GENERATING FACILITY 1-1 EXHIBIT 2A PRODUCT RATES 2A-1
EXHIBIT 2B FORM OF MONTHLY ENERGY INVOICE 2B-1 EXHIBIT 2C FORM OF PC REPLACEMENT
INVOICE 2C-1 EXHIBIT 3A DESCRIPTION OF PROJECT SITE 3A-1 EXHIBIT 3B MAP
DEPICTING PROJECT SITE 3B-1 EXHIBIT 4 NOTICES, BILLING AND PAYMENT INSTRUCTIONS
4-1 EXHIBIT 5 ONE-LINE DIAGRAM OF GENERATING FACILITY AND INTERCONNECTION
FACILITIES 5-1 EXHIBIT 6 PROJECT MILESTONE SCHEDULE 6-1 EXHIBIT 7 PERFORMANCE
TESTS 7-1 EXHIBIT 8 FORM OF AVAILABILITY NOTICE 8-1 EXHIBIT 9 BUYER'S REQUIRED
REGULATORY APPROVALS 9-1 EXHIBIT 10 SUPPLIER'S REQUIRED REGULATORY APPROVALS
10-1 EXHIBIT 11 SUPPLIER'S REQUIRED PERMITS FOR CONSTRUCTION AND OPERATION 11-1
EXHIBIT 12 SUPPLIER'S REQUIRED AGREEMENTS 12-1 EXHIBIT 13 SUPPLY AMOUNT 13-1
EXHIBIT 14 DIAGRAM OF GENERATING FACILITY 14-1 EXHIBIT 15 OPERATION AND
MAINTENANCE AGREEMENT; OPERATOR GOOD STANDING CERTIFICATE 15-1 EXHIBIT 16 GROUND
LEASE; RIGHTS-OF-WAY 16-1 EXHIBIT 17 FORM OF LETTER OF CREDIT 17-1 EXHIBIT 18
YEARLY PC AMOUNT 18-1
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AMENDED AND RESTATED LONG-TERM PORTFOLIO ENERGY CREDIT AND
RENEWABLE POWER PURCHASE AGREEMENT
This Amended and Restated Long-Term Portfolio Energy Credit and Renewable Power
Purchase Agreement is made and entered into as of May 31, 2011 (the "Effective
Date") by and between SIERRA PACIFIC POWER COMPANY, a Nevada corporation, d/b/a
NV Energy ("Buyer"), and USG Nevada LLC, successor in interest to Empire Farms,
a Delaware limited liability company ("Supplier"). Buyer and Supplier are
referred to individually as a "Party" and collectively as the "Parties."
WHEREAS, Buyer is an operating electric public utility, subject to the
applicable rules and regulations of the PUCN, the CPUC and the FERC;
WHEREAS, pursuant to the Renewable Energy Law, Buyer is entitled to use
Portfolio Energy Credits to comply with the Portfolio Standard as determined by
the PUCN;
WHEREAS, Supplier desires to build the Generating Facility, which is a
geothermal power plant located in Washoe County, Nevada, and which Supplier
desires to designate as a Renewable Energy System with the PUCN in order to
comply with the requirements of this Agreement;
WHEREAS, the electricity