Structuring Solar PV Agreements: Negotiating Real Estate Entitlements and Offtake Agreements

Recording of a 90-minute CLE webinar with Q&A


Conducted on Wednesday, September 20, 2017

Recorded event now available

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Program Materials

This CLE webinar will examine key considerations for counsel prior to finalizing a solar photovoltaic (PV) transaction. The panel will discuss key components of solar PV transactions, including real estate entitlements such as easements or leases, and offtake agreements, such as power purchase agreements (PPAs). The panel will offer best practices for negotiating and structuring the key solar PV project agreements.

Description

Government incentives have sparked growth in the renewable energy industry, including an increase in solar PV energy development. To take advantage of the recent developments, solar energy project operators must secure real estate rights and negotiate offtake agreements to ensure the necessary rights to effectively finance and develop a successful solar PV project.

Solar energy projects require long-term real estate entitlements, such as easements or leases, to ensure unobstructed, direct access to sunlight for efficient operation. Solar easements enable property owners to install solar PV panels and related equipment and give project operators the right to use the air space above their land to access direct sunlight.

The easement will vary depending on the solar energy system and the landowner involved. Leases offer similar protections, although may lack some of the long-term benefits of easements.

Counsel must carefully negotiate key provisions in each real estate agreement, including scope, terms of revision and compensation. Further, counsel must evaluate considerations such as zoning regulations and restrictive covenants before executing the real estate entitlement documentation.

Counsel must understand the key concepts and best practices for negotiating and structuring offtake agreements, such as a PPA, which should be closely related to the real estate entitlement agreement and provide project developers, tax equity investors and lenders the necessary assurances of long-term energy revenue to support the project.

Listen as our authoritative panel of practitioners discusses the key components of a solar easement, as well as considerations that should be weighed before entering into any offtake related agreements. The panel will offer best practices for negotiating and structuring the easement agreement.

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Outline

  1. Overview of a solar PV project transaction structure
    1. Real estate entitlements
    2. Introduction to power purchase agreements
    3. Summary of ancillary agreements
    4. Regulatory considerations (net metering; PPAs vs. solar leases; size limits)
  2. Determining whether to use a solar easement or lease
    1. Pros
    2. Cons
    3. Zoning regulations
    4. Restrictive covenants
  3. Key provisions
    1. Scope
    2. Setback and height requirements
    3. Vegetation growth
    4. Equipment installation
    5. Terms for revisions
    6. Conditions of termination
    7. Compensation
  4. Best practices for negotiating and structuring the real estate agreement
  5. Key provisions and best practices in PPAs

Benefits

The panel will review these and other key issues:

  • What are the key provisions that should be addressed when structuring solar PV agreements?
  • What long-term considerations are there for parties and their counsel entering solar PV agreements?
  • What strategies should counsel employ in drafting and negotiating solar PV air-space entitlements?

Faculty

Hiller, Meredith
Meredith L. Hiller, Esq.

Holland & Knight

Ms. Hiller concentrates her practice on energy regulatory matters, corporate transactions and compliance for energy...  |  Read More

Peters, Kristen
Kristen Thall Peters

Partner
Cooper White & Cooper

Ms. Peters has extensive knowledge and experience with renewable energy projects having aided her clients in...  |  Read More

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