Section B: Community Solar Energy Project Description · SRE Solar Origination 2, LLC SRE Solar Origination 2, LLC. Page 7 of 28 New Jersey Board of Public Utilities Program Year

Page 6 of 28 New Jersey Board of Public Utilities Program Year 1, Application Period 1

Section B: Community Solar Energy Project Description

Instructions: Section B must be completed in its entirety. Any attachments should be placed at the end of the Application package.

I. Applicant Contact Information

Applicant Company/Entity Name: ______________________________ First Name: _____________________________ Last Name: ____________________________________ Daytime Phone: _________________________ Email: _________________________________________ Applicant Mailing Address: _______________________________________________________________ Municipality: ___________________ County: ___________________ Zip Code: __________________

Applicant is: ☐ Community Solar Project Owner ☐ Community Solar Developer/Facility Installer☐ Property/Site Owner ☐ Subscriber Organization☐ Agent (if agent, what role is represented) ___________________________________

II. Community Solar Project Owner

Project Owner Company/Entity Name (complete if known): __________________________ First Name: _____________________________ Last Name: ____________________________________ Daytime Phone: _________________________ Email: _________________________________________ Mailing Address: _______________________________________________________________________ Municipality: ___________________ County: ___________________ Zip Code: __________________

III. Community Solar Developer

This section, “Community Solar Developer,” is optional if: 1) the Applicant is a government entity (municipal, county, or state), AND 2) the community solar developer will be selected by the Applicant via a RFP, RFQ, or other bidding process. In all other cases, this section is required.

Developer Company Name (optional, complete if applicable): ___________________________________ First Name: _____________________________ Last Name: ____________________________________ Daytime Phone: _________________________ Email: _________________________________________ Mailing Address: _______________________________________________________________________ Municipality: ___________________ County: ___________________ Zip Code: __________________

The proposed community solar project will be primarily built by: ☐ the Developer ☐ a contracted engineering, procurement and construction (“EPC”) company

Stephanie Sienkowski610-405-5580 [email protected]

1515 Wilson Blvd, Suite 300, Arlington VA 22209Arlington Arlington 22209

XX

Stephanie Sienkowski610-405-5580 [email protected] Wilson Blvd, Suite 300, Arlington VA 22209

Arlington Arlington 22209

Summit Ridge EnergyStephanie Sienkowski

610-405-5580 [email protected] Wilson Blvd, Suite 300, Arlington VA 22209

Arlington Arlington 22209

X

SRE Solar Origination 2, LLC



If the proposed community solar project will be primarily built by a contracted EPC company, complete the following (optional, complete if known): If the EPC company information is left blank and the proposed project is approved by the Board for participation in the Community Solar Energy Pilot Program, the Applicant must inform the Board of the information below once the EPC company becomes known.

EPC Company Name (optional, complete if applicable): ______________________________________ First Name: _____________________________ Last Name: ____________________________________ Daytime Phone: _________________________ Email: _________________________________________ Mailing Address: _______________________________________________________________________ Municipality: ___________________ County: ___________________ Zip Code: __________________

IV. Property/Site Owner Information

Property Owner Company/Entity Name: ________________________ First Name: _____________________________ Last Name: ____________________________________ Daytime Phone: _________________________ Email: _________________________________________ Applicant Mailing Address: _______________________________________________________________ Municipality: ___________________ County: ___________________ Zip Code: __________________

V. Community Solar Subscriber Organization (optional, complete if known)

If this section, “Community Solar Subscriber Organization,” is left blank and the proposed project is approved by the Board for participation in the Community Solar Energy Pilot Program, the Applicant must inform the Board of the information below once the Subscriber Organization becomes known.

Subscriber Organization Company/Entity Name (optional, complete if applicable): __________________ First Name: _____________________________ Last Name: ____________________________________ Daytime Phone: _________________________ Email: _________________________________________ Mailing Address: _______________________________________________________________________ Municipality: ___________________ County: ___________________ Zip Code: __________________

VI. Proposed Community Solar Facility Characteristics

Community Solar Facility Size (as denominated on the PV panels):

Municipality: ___________________ County: ___________________ Zip Code: __________________ Name of Property (optional, complete if applicable): __________________________________________

Clovermill Properties, LLC

Dennis [email protected]

P.O. Box 3, Oldwick, NJ 08858Tewksbury Hunterdon 08858

1____.000______ MW AC 1.35674 MW DC

Community Solar Facility Location (Address): 36 South Adamsville Rd, Bridgewater Township, NJ 08807Bridgewater Somerset 08807

Property Block and Lot Number(s): Block 303, Lot 1.04 .

EZnergyJames Brown

215-275-0776 [email protected] U.S. 9, Toms River, NJ 08755

Toms River Ocean 08755


☐ Atlantic City Electric ☐ Jersey Central Power & Light☐ Public Service Electric & Gas ☐ Rockland Electric Co.

Estimated date of project completion* (The Applicant should provide a good faith estimate of the date of project completion; however, this data is being collected for informational purposes only.): __________ (month) __________ (year) Project completion is defined pursuant to the definition at N.J.A.C. 14:8-9.3 as being fully operational, up to and including having subscribers receive bill credits for their subscription to the project.

The proposed community solar facility is an existing project* ………………………………………….. ☐ Yes ☐ No If “Yes,” the Application will not be considered by the Board. See section B. XIII. for special provisions for projects having received a subsection (t) conditional certification from the Board prior to February 19, 2019. *Existing project is defined in N.J.A.C. 14:8-9.2 as a solar project having begun operation and/orbeen approved by the Board for connection to the distribution system prior to February 19,2019.

VII. Community Solar Facility Siting

1. The proposed community solar project has site control* ……………….………………….… ☐ Yes ☐ No If “Yes,” attach proof of site control. If “No,” the Application will be deemed incomplete. *Site control is defined as property ownership or option to purchase, signed lease or option tolease, or signed contract for use as a community solar site or option to contract for use as acommunity solar site.

2. The proposed community solar facility is located, in part or in whole, on preserved farmland*…………………………………………….………….…………………………………………………...……………… ☐ Yes ☐ No If “Yes,” the Application will not be considered by the Board.

2020August

X

X

X

Community Solar Site Coordinates: -74.593355 Longitude 40.561082 Latitude

Total Acreage of Property Block and Lots: __________________ acres Total Acreage of Community Solar Facility: 4.21 .acres

Attach a delineated map of the portion of the property on which the community solar facility will be located. In the electronic submission, two copies of the delineated map should be provided: 1) as aPDF document, and 2) as a design plan in drawing file format (.dwg) or as a shapefile (.shp), in order to facilitate integration with Geographic Information System (GIS) software.

EDC electric service territory in which the proposed community solar facility is located: (select one)

X

23.07


*Preserved farmland is defined in N.J.A.C. 14:8-9.2 as land from which a permanentdevelopment easement was conveyed and a deed of easement was recorded with the countyclerk’s office pursuant to N.J.S.A. 4:1C-11 et seq.; land subject to a farmland preservationprogram agreement recorded with the county clerk’s office pursuant to N.J.S.A. 4:1C-24; landfrom which development potential has been transferred pursuant to N.J.S.A. 40:55D-113 et seq.or N.J.S.A. 40:55D-137 et seq.; or land conveyed or dedicated by agricultural restriction pursuantto N.J.S.A. 40:55D-39.1.

3. The proposed community solar facility is located, in part or in whole, on Green Acres preservedopen space* or on land owned by the New Jersey Department of Environmental Protection(NJDEP) …………………………………..……………………………………………….……..…………………… ☐ Yes ☐ No If “Yes,” the Applicant must attach special authorization from NJDEP for the site to host a community solar facility. The Board will not consider Applications for projects located, in part or in whole, on Green Acres preserved open space or on land owned by NJDEP, unless the Applicant has received special authorization from NJDEP and includes proof of such special authorization in the Application package. *Green Acres preserved open space is defined in N.J.A.C. 14:8-9.2 as land classified as either“funded parkland” or “unfunded parkland” under N.J.A.C. 7:36, or land purchased by the Statewith “Green Acres funding” (as defined at N.J.A.C. 7:36).

4. The proposed community solar facility is located, in part or in whole, on land located in the NewJersey Highlands Planning Area or Preservation Area …………………………………………… ☐ Yes☐ No

5. The proposed community solar facility is located, in part or in whole, on land located in the NewJersey Pinelands …………………………………………………………………………………………………… ☐ Yes ☐ No

6. The proposed community solar facility is located, in part or in whole, on land that has beenactively devoted to agricultural or horticultural use and that is/has been valued, assessed, andtaxed pursuant to the “Farmland Assessment Act of 1964,” P.L. 1964, c.48 (C. 54:4-23.1 et seq.)at any time within the ten year period prior to the date of submission of the Application……………………………………………………………………………………………………………………………… ☐ Yes ☐ No

7. The proposed community solar facility is located, in part or in whole, on a landfill…….………………………………………………………………………………………………………………………. ☐ Yes ☐ No If “Yes,” provide the name of the landfill, as identified in NJDEP’s database of New Jersey landfills, available at www.nj.gov/dep/dshw/lrm/landfill.htm: ____________________________

8. The proposed community solar facility is located, in part or in whole, on a brownfield……………………………………………………………………………………………………………………………….☐ Yes☐ No If “Yes,” has a final remediation document been issued for the property? ............. ☐ Yes ☐ No

X

X

X

XX

X

X

http://www.nj.gov/dep/dshw/lrm/landfill.htm


If “Yes,” attach a copy of the Response Action Outcome (“RAO”) issued by the LSRP or the No Further Action (“NFA”) letter issued by NJDEP.

9. The proposed community solar facility is located, in part or in whole, on an area of historic fill……………………………………………………………………………………………………………………………… ☐ Yes ☐ No If “Yes,” have the remedial investigation requirements pursuant to the Technical Requirements for Site Remediation, N.J.A.C. 7:26E-4.7 been implemented? ……………..………..…..… ☐ Yes ☐ No Has the remediation of the historic fill been completed pursuant to the Technical Requirements for Site Remediation, N.J.A.C. 7:26E-5.4? ……………..………………………………….…..…..… ☐ Yes ☐ No If the remediation of the historic fill has been completed, attach a copy of the Response Action Outcome (“RAO”) issued by a Licensed Site Remediation Professional (“LSRP”) or the No Further Action (“NFA”) letter issued by NJDEP.

10. The proposed community solar facility is located on a parking lot ………………..…..… ☐ Yes ☐ No

11. The proposed community solar facility is located on a parking deck ……………..…..… ☐ Yes ☐ No

12. The proposed community solar facility is located on a rooftop ……………….…….…….. ☐ Yes ☐ No

13. The proposed community solar facility is located on a canopy over an impervious surface (e.g.walkway) ……………………………………………………………………………………….….…………….….. ☐ Yes ☐ No

14. The proposed community solar facility is located on the property of an affordable housingbuilding or complex ….….………………………………………………………………………………….….. ☐ Yes ☐ No

15. The proposed community solar facility is located on a water reservoir or other water body(“floating solar”) ……………………………………………………………………………………..……….….. ☐ Yes ☐ No

16. The proposed community solar facility is located on an area designated in need ofredevelopment ……………………………………………………………..……………………………...…..… ☐ Yes ☐ No If “Yes,” attach proof of the designation of the area as being in need of redevelopment from a municipal, county, or state entity.

17. The proposed community solar facility is located on land or a building that is preserved by amunicipal, county, state, or federal entity …………………………………………………....…..… ☐ Yes ☐ No If “Yes,” attach proof of the designation of the area as “preserved” from a municipal, county, or state entity.

18. The proposed community solar facility is located, in part or in whole, on forested lands…………………………………………………………………….…………………………………….……………...… ☐ Yes ☐ No

X

X

X

X

X

X

X

X

X

X


Construction of the proposed community solar facility will require cutting down one or more trees …..………………………………………………………….…………………………………………….…...… ☐ Yes ☐ No If “Yes,” estimated number of trees required to be cut for construction: __________________

19. The proposed community solar facility is located on land or a building owned or controlled by agovernment entity, including, but not limited to, a municipal, county, state, or federal entity……………………………………………………………………….………………………………..………......…..… ☐ Yes☐ No

20. Are there any use restrictions at the site? ……………………………………..………..………..… ☐ Yes ☐ No If “Yes,” explain the use restriction below and provide documentation that the proposed community solar project is not prohibited.

Will the use restriction be required to be modified? …………………………………..……..… ☐ Yes ☐ No If “Yes,” explain the modification below.

21. The proposed community solar facility has been specifically designed or planned to preserve orenhance the site (e.g. landscaping, land enhancements, pollination support, stormwatermanagement, soil conservation, etc.) ………………………………………………………………..… ☐ Yes ☐ No If “Yes,” explain below, and provide any additional documentation in an attachment.

VIII. Permits

1. The Applicant has completed NJDEP Permit Readiness Checklist, and submitted it to NJDEP’sPCER ………………………………………………………………………………………………………………….… ☐ Yes ☐ No If “Yes,” attach a copy of the completed Permit Readiness Checklist as it was submitted to NJDEP PCER.

X

X

X

X

X N/A forrooftops


If “No,” the Application will be deemed incomplete. Exception: Applications for community solar projects located on a rooftop, parking lot, or parking structure are exempt from this requirement.

2. The Applicant has met with NJDEP’s PCER ………….……………………………………..………… ☐ Yes ☐ No If “Yes,” attach proof of a meeting with NJDEP PCER. If “No,” the Application will be deemed incomplete. Exception: Applications for community solar projects located on a rooftop, parking lot, or parking structure are exempt from this requirement.

3. Please list all permits, approvals, or other authorizations that will be needed for the constructionand operation of the proposed community solar facility pursuant to local, state and federal lawsand regulations. Include permits that have already been received, have been applied for, andthat will need to be applied for. The Applicant may extend this table by attaching additionalpages if necessary. These include:

a. Permits, approvals, or other authorizations from NJDEP (i.e. Land Use, Air Quality, NewJersey Pollutant Discharge Elimination System “NJPDES”, etc.) for the property.

b. Permits, approvals, or other authorizations from NJDEP (i.e. Land Use, Air Quality,NJPDES, etc.) directly related to the installation and operation of a solar facility on thisproperty.

c. Permits, approvals, or other authorizations other than those from NJDEP for thedevelopment, construction, or operation of the community solar facility (including localzoning and other local and state permits)

An Application that does not list all permits, approvals, or other authorizations that will be needed for the construction and operation of the proposed community solar facility will be deemed incomplete. If a permit has been received, attach a copy of the permit.

Permit Name & Description

Permitting Agency/Entity

Date Permit Applied for (if applicable) / Date Permit Received (if applicable)

XN/A forrooftops

Building PermitElectrical Permit Bridgewater Township

Bridgewater Township


4. The Applicant has consulted the hosting capacity map of the relevant EDC and determined that,based on the capacity hosting map as published at the date of submission of the Application,there is sufficient capacity available at the proposed location to build the proposed communitysolar facility ………….……………………………………………………………………………………………… ☐ Yes ☐ No If “Yes,” include a screenshot of the capacity hosting map at the proposed location, showing the available capacity. If “No,” the Application will be deemed incomplete.

IX. Community Solar Subscriptions and Subscribers

Commercial: __________ Other: __________ (define “other”: _______________)

3. The proposed community solar project is an LMI project* ………….…………….………… ☐ Yes ☐ No *An LMI project is defined pursuant to N.J.A.C. 14:8-9 as a community solar project in which aminimum 51 percent of project capacity is subscribed by LMI subscribers.

4. The proposed community solar project will allocate at least 51% of project capacity toresidential customers ……………………………………………………………………….……….………… ☐ Yes ☐ No

5. The proposed community solar project is being developed in partnership with an affordable

If “Yes,” attach a letter of support from the affordable housing provider.

6. An affordable housing provider is seeking to qualify as an LMI subscriber for the purposes of thecommunity solar project ………………………………………………….………….…………….………… ☐ Yes ☐ No If “Yes,” estimated or anticipated percentage of the project capacity for the affordable housing provider’s subscription (provide an estimate or range): ______________________________

If “Yes,” what specific, substantial, identifiable, and quantifiable long-term benefits from the community solar subscription are being passed through to their residents/tenants?

X

1. Estimated or Anticipated Number of Subscribers (please provide a good faith estimate or range):____200_________

2. Estimated or Anticipated Breakdown of Subscribers (please provide a good faith estimate orrange of the kWh of project allocated to each category):

X

X

X

housing provider: ………………………….…………………………………………….…………….………… ☐ Yes ☐ No

Residential: 1,736,627Industrial: __________

51%

X


Additionally, the affordable housing provider must attach a signed affidavit that the specific, substantial, identifiable, and quantifiable long-term benefits from the community solar subscription will be passed through to their residents/tenants.

7. This project uses an anchor subscriber (optional) ………….…………….…………….………… ☐ Yes ☐ No If “Yes,” name of the anchor subscriber (optional): _________________________ Estimated or anticipated percentage or range of the project capacity for the anchor subscriber’s subscription: ______________________________

8. Is there any expectation that the account holder of a master meter will subscribe to thecommunity solar project on behalf of its tenants? ……..…….…………….…………………… ☐ Yes ☐ No If “Yes,” what specific, identifiable, sufficient, and quantifiable benefits from the community solar subscription are being passed through to the tenants?

Additionally, the account holder of the master meter must attach a signed affidavit that the specific, identifiable, sufficient, and quantifiable benefits from the community solar subscription will be passed through to the tenants.

If “No,” please be aware that, if, at any time during the operating life of the community solar project the account holder of a master meter wishes to subscribe to the community solar project on behalf of its tenants, it must submit to the Board a signed affidavit that the specific, identifiable, sufficient, and quantifiable benefits from the community solar subscription will be passed through to its tenants.

9. The geographic restriction for distance between project site and subscribers is: (select one)☐ No geographic restriction: whole EDC service territory☐ Same county OR same county and adjacent counties☐ Same municipality OR same municipality and adjacent municipalities

Note: The geographic restriction selected here will apply for the lifetime of the project, barring special dispensation from the Board, pursuant to N.J.A.C. 14:8-9.5(a).

X

X

X

See affidavit.

See affordable housing affidavit.


10. Product Offering: (The Applicant must also complete and attach one or more product offeringform(s) found in Appendix A. See Appendix A for exemptions.)The subscription proposed offers guaranteed or fixed savings to subscribers ……... ☐ Yes ☐ No If “Yes,” the guaranteed or fixed savings are offered as:

☐ A percentage saving on the customer’s annual electric utility bill☐ A percentage saving on the customer’s community solar bill credit☐ Other: _________________________________________________

If “Yes,” the proposed savings represent: ☐ 0% - 5% of the customer’s annual electric utility bill or bill credit☐ 5% - 10% of the customer’s annual electric utility bill or bill credit☐ 10% - 20% of the customer’s annual electric utility bill or bill credit☐ over 20% of the customer’s annual electric utility bill or bill credit

The subscription proposed offers subscribers ownership or a pathway to ownership of a share of the community solar facility ……………………………………………..………………………….……… ☐ Yes ☐ No If “Yes,” include proof of a pathway to ownership of a share of the community solar facility offered to the subscribers in Appendix A.

11. The list of approved community solar projects will be published on the Board’s website.Additionally, subscriber organizations have the option of indicating, on this list, that the projectis currently seeking subscribers.If this project is approved, the Board should indicate on its website that the project is currentlyseeking subscribers …………………………………………………………..………………………….……… ☐ Yes ☐ No If “Yes,” the contact information indicated on the Board’s website should read:

Company/Entity Name: _________________________ Contact Name: ___________________________

X. Community Engagement

1. The proposed community solar project is being developed by or in collaboration* with themunicipality in which the project is located ……………………………….……………......…..… ☐ Yes ☐ No If “Yes,” explain how and attach a letter of support from the municipality in which the project is located. *Collaboration with the municipality should include, at minimum, one or more meetings withrelevant municipal authorities and clear evidence of municipal involvement and approval of thedesign, development, or operation of the proposed community solar project.

X

X

X

X

X

X

Summit Ridge Energy Stephanie SienkowskiDaytime Phone: _______202-558-2340________________________ Email: [email protected]___________________

Note: it is the responsibility of the project’s subscriber organization to notify the Board if/when the project is no longer seeking subscribers, and request that the Board remove the above information on its website.


2. The proposed community solar project is being developed in collaboration* with one or morelocal community organization(s) …….....……………………………………………………......…..… ☐ Yes ☐ No If “Yes,” explain how and attach a letter of support from the local community organization(s). *Collaboration with a local community organization should include, at minimum, one or moremeetings with the relevant local community organization(s) and clear evidence of the localcommunity organization’s involvement and approval of the design, development, or operationof the proposed community solar project.

3. The proposed community solar project was developed, at least in part, through a communityconsultative process* ………………...….....……………………………………………………......…..… ☐ Yes ☐ No If “Yes,” please describe the consultative process. *A community consultative process should include, at minimum, one or more opportunities forpublic intervention and outreach to the municipality and/or local community organizations.

XI. Project Cost

1. Provide the following cost estimates and attach substantiating evidence in the form of chartsand/or spreadsheet models:

Applicants are expected to provide a good faith estimate of costs associated with the proposed community solar project, as they are known at the time the Application is filed with the Board. This information will not be used in the evaluation of the proposed community solar project.

Net Installed Cost (in $) Net Installed Cost (in $/Watt) Initial Customer Acquisition Cost (in $/Watt) Annual Customer Churn Rate (in %)

X

X

$3,984,550 $2.94 $0.10 2%


Annual Operating Expenses (in c/kWh) LCOE (in c/kWh)

2. Pursuant to N.J.A.C. 14:8-9.7(q), “community solar projects shall be eligible to apply, via a one-time election prior to the delivery of any energy from the facility, for SRECs or Class I RECs, asapplicable, or to any subsequent compensations as determined by the Board pursuant to theClean Energy Act.”

For indicative purposes only, please indicate all local, state and federal tax incentives which will be applied to if the proposed community solar project is approved for participation in the Community Solar Energy Pilot Program:

XII. Other Benefits

1. The proposed community solar facility is paired with another distributed energy resource:a. Micro-grid project ………………………………………………………………………….……….. ☐ Yes ☐ No b. Storage …………………………………………………………………………….…..…………….….. ☐ Yes ☐ No c. Other (identify): ___________________________ ………………………….……... ☐ Yes ☐ No

2. The proposed community solar facility provides grid benefits (e.g. congestion reduction)….………………………………………………………………………………………………………….………….….. ☐ Yes ☐ No If “Yes” to any, please explain how and provide supporting documents.

4. The proposed community solar project will create temporary or permanent jobs in New Jersey

5. The proposed community solar project will provide job training opportunities for local solartrainees ……………………………………………………………………………….………………….......…..… ☐ Yes ☐ No If “Yes,” will the job training be provided through a registered apprenticeship? .... ☐ Yes ☐ No

XXX

X

X

$0.060 $0.18

Federal Investment Tax Credit, NJ SRECs

………………………………………………………………..........................................................…..… X☐ Yes ☐ No If “Yes,” estimated number of temporary jobs created in New Jersey: _66 . If “Yes,” estimated number of permanent jobs created in New Jersey: __ _________________ 11

X


If “Yes,” identify the entity or entities through which job training is or will be organized (e.g. New Jersey GAINS program, partnership with local school): ______________________________________________________________________________

XIII. Special Authorizations and Exemptions

1. Is the proposed community solar project co-located with another community solar facility (asdefined at N.J.A.C. 14:8-9.2)? …………………………………………….…..........................…..… ☐ Yes☐ No If “Yes,” please explain why the co-location can be approved by the Board, consistent with the provisions at N.J.A.C. 14:8-9.

2. Does this project seek an exemption from the 10-subscriber minimum? ……...…..… ☐ Yes ☐ No If “Yes,” please demonstrate below (and attach supporting documents as relevant):

a. That the project is sited on the property of a multi-family building.b. That the project will provide specific, identifiable, and quantifiable benefits to the

households residing in said multi-family building.

3. Specific sections throughout the Application Form are identified as optional only if: 1) theApplicant is a government entity (municipal, county, or state), and 2) the community solardeveloper will be selected by the Applicant via a RFP, RFQ, or other bidding process. Has theApplicant left those specific sections blank? …………………………………………….….......… ☐ Yes ☐ No If “Yes,” attach a letter describing the proposed bidding process. The Applicant must further commit to issuing said RFP, RFQ, or other bidding process within 90 days of the proposed project being approved by the Board for participation in the Community Solar Energy Pilot Program. The Applicant will be required to provide the information contained in those optional sections to the Board once it becomes known.

4. Has the proposed community solar project received, in part or in whole, a subsection (t)conditional certification from the Board prior to February 19, 2019? …………...…..… ☐ Yes ☐ No If “Yes,” the project may apply to participate in the Community Solar Energy Pilot Program if it commits to withdrawing the applicable subsection (t) conditional certification immediately if it is approved by the Board for participation in the Community Solar Energy Pilot Program. Attach a signed affidavit that the Applicant will immediately withdraw the applicable subsection (t)

X

X

X

X


conditional certification if the proposed project is approved by the Board for participation in the Community Solar Energy Pilot Program.


Section D: Appendix

Appendix A: Product Offering Questionnaire

Complete the following Product Offering Questionnaire. If there are multiple different product offerings for the proposed community solar project, please complete and attach one Product Offering Questionnaire per product offering. Applicants are expected to provide a good faith description of the product offerings developed for the proposed community solar project, as they are known at the time the Application is filed with the Board. If the proposed project is approved by the Board, the Applicant must notify the Board and receive approval from the Board for any modification or addition to a Product Offering Questionnaire.

Exception: This “Product Offering Questionnaire” is optional if: 1) the Applicant is a government entity (municipal, county, or state), AND 2) the community solar developer will be selected by the Applicant via a Request for Proposals (RFP), Request for Quotations (RFQ), or other bidding process.

This Questionnaire is Product Offering number ______ of ______ (total number of product offerings).

1. Community Solar Subscription Type (examples: kilowatt hours per year, kilowatt size,percentage of community solar facility’s nameplate capacity, percentage of subscriber’shistorical usage, percentage of subscriber’s actual usage):

2. Community Solar Subscription Price: (check all that apply)☐ Fixed price per month☐ Variable price per month, variation based on: ______________________________________☐ The subscription price has an escalator of __________ % every _____________ (interval)

3. Contract term (length): ____________ months, or ____________ years OR ☐ month-to-month

4. Fees☐ Sign-up fee: __________☐ Early Termination or Cancellation fees: __________________☐ Other fee(s) and frequency: _____________________________________________

5. Does the subscription guarantee or offer fixed savings or specific, quantifiable economicbenefits to the subscriber? ..…….………………………………………………..…………………..….… ☐ Yes ☐ No If “Yes,” the savings are guaranteed or fixed:

1 1

Percentage of subscriber's historical usage.

X Utility's kWh price

X

No Fee

X


☐ As a percentage of monthly utility bill☐ As a fixed guaranteed savings compared to average historic bill☐ As a fixed percentage of bill credits☐ Other: ________________________________________________________________

6. Special conditions or considerations:

X

Market rate residential subscriber savings will be fixed at a 10% discount off the utility's kWh rate.As utility rates increase over time, the discount will be fixed at 10%, but will result in higher $savings to customers.

Low to moderate income residential subscriber savings will be fixed at a 27.5% discount off theutility's kWh rate. As utility rates increase over time, the discount will be fixed at 27.5%, but willresult in higher $ savings to customers.


Appendix B: Required Attachments Checklist

Note that this list is for indicative purposes only. Additional attachments may be required, and are identified throughout this Application Form.

Required Attachments for all Applications Page Attached? Delineated map of the portion of the property on which the community solar facility will be located.

p.7 ☐Yes ☐ No

For electronic submission only: copy of the delineated map of the portion of the property on which the community solar facility will be located as a PDF and in drawing file format (.dwg) or as a shapefile (.shp).

p.7 ☐Yes ☐ No

Proof of site control. p.8 ☐Yes ☐ NoCopy of the completed Permit Readiness Checklist as it was submitted to NJDEP PCER, if applicable.

p.11 ☐Yes ☐ No

Proof of a meeting with NJDEP PCER, if applicable. p.12 ☐Yes ☐ NoA screenshot of the capacity hosting map at the proposed location, showing the available capacity.

p.12 ☐Yes ☐ No

Substantiating evidence of project cost in the form of charts and/or spreadsheet models.

p.16 ☐Yes ☐ No

Certifications in Section C. p.19-23 ☐Yes ☐ NoProduct Offering Questionnaire(s). p.24 ☐Yes ☐ No

Required Attachments for Exemptions Page Attached? The Applicant is a government entity (municipal, county, or state), and the community solar developer will be selected by the Applicant via a Request for Proposals (RFP), Request for Quotations (RFQ), or other bidding process: Attach a letter from the Applicant describing the bidding process

p.6,p.19

☐Yes ☐ No

The proposed community solar project is located, in part or in whole, on Green Acres preserved open space or on land owned by NJDEP. Attach special authorization from NJDEP for the site to host a

community solar facility.

p.8 ☐Yes ☐ No

The proposed community solar project has received, in part or in whole, a subsection (t) conditional certification from the Board prior to February 19, 2019. Attach a signed affidavit that the Applicant will immediately withdraw

the applicable subsection (t) conditional certification if the proposedproject is approved by the Board for participation in the CommunitySolar Energy Pilot Program.

p. 19 ☐Yes ☐ No

X

X

XX N/A

X N/AX

X

X

X

X

X

X

Adamsville Rd Community Solar Supplemental Information

36 Adamsville Rd Bridgewater NJ 08807 September 9, 2019

TABLE OF CONTENTS

Section 6 – Solar Facility Layout ...........................................................................................................

Section 7, Question 1 – Site Control .....................................................................................................

Section 7, Question 16 – Area in Need of Redevelopment ..................................................................

Section 7, Question 21 – Site Preservation and Enhancement ...........................................................

Section 8, Question 4 – Hosting Capacity Map ....................................................................................

Section 9, Question 5 – Affordable Housing Letter of Support ..........................................................

Section 9, Question 6 – Affordable Housing Affidavit .........................................................................

Section 10, Question 3 – Community Consultative Process ...............................................................

Section 11, Question 1 – Project Cost Estimate ...................................................................................

Section 12, Question 4 – Job Creation ..................................................................................................

Section 6 – Solar Facility Layout

Company Contact Info

Location

Project

Customer

Designed By

Project number

Sheet Title

Sheets

Rev DateDescription Drawn By

Issue Sheet Number

COMPANY LOGO----

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PV E2.3

Company Address:

Company Phone:

Company FAX:

Company E-mail:

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Company Name: ----

Engineering StampSheet Name

ARRAY LAYOUT

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CLOVERMILL PROPERTIES, LLC

DENNIS SARGENTI

COMMUNITY SOLAR

ROOF MOUNTED SOLAR

36 SOUTH ADAMSVILLE ROAD

BRIDGEWATER TOWNSHIP,

NJ 08807

TOTAL DC SYSTEM SIZE:

1,356.74 kW-DC

TOTAL MODULES:

3,524 @ 385 WATTS EACH

TOTAL AC SYSTEM SIZE:

1,000 kW-AC

TOTAL INVERTERS:

8 @ 125 kW EACH

Section 7, Question 1 – Site Control

Please note that commercial terms have been redacted to protect confidential information with the landowner. Please reach out with any questions about information that may be redacted.

Page 1

ROOFTOP AND LAND LEASE

This ROOFTOP AND LAND LEASE AGREEMENT (this “Lease”) is entered into as of the

Effective Date by and between Landlord and Tenant (defined below).

In consideration of the mutual promises of the parties herein contained and other good and valuable

consideration, the receipt and sufficiency of which is hereby acknowledged, Tenant and Landlord

(collectively referred to herein as the “Parties”, or individually as a “Party”) hereby agree as follows:

BASIC LEASE PROVISIONS

EFFECTIVE DATE November __, 2018.

LANDLORD Clovermill Properties, LLC a New Jersey limited liability company.

TENANT SRE SOLAR ORIGINATION 2, LLC a Delaware limited liability

company.

PROPERTY

BUILDING

That certain real property located at 36 Adamsville Road and 9 Finderne

Avenue in Bridgewater, NJ, as more particularly described on Exhibit

A, attached hereto, together with any rights, benefits and easements

appurtenant to such real property.

That certain building located on the Property.

ROOFTOP SPACE The surface of the roof of the Building necessary to install and site the

roof-mounted portion of the Solar Facility (defined below), as depicted

in the site plan attached hereto as Exhibit B (the “Site Plan”).

RE-ROOFING COST

The estimated cost of re-roofing (the “Re-Roofing Cost”) is the

following, which shall be performed by and paid by Tenant. The final

scope and cost of re-roofing work shall be approved by Tenant.

9 Finderne Avenue:

36 Adamsville Road:

GROUND SPACE The ground space adjacent to the Building, as depicted in the Site Plan,

for the ground-mounted portion of the Solar Facility and any permanent

ground mounted equipment (including inverters, transformers, meters,

electrical panels, monitoring equipment conduit and related equipment)

necessary to interconnect the Solar Facility to the Delivery Point

(defined below).

Will Fischer

December 10

Page 2

BASIC RENT

From the Effective Date until

the Commercial Operation Date

From the Commercial

Operation Date and continuing

for the remainder of the Term

An annual amount equal to

to be paid in equal quarterly installments, payable pursuant to Section 5

below.

An annual amount equal to per

kWdc installed, which shall be payable pursuant to Section 5 below. For

every $50,000.00 reduction in Re-Roofing Cost, Basic Rent shall

increase by /kWdc. For every $50,000.00 increase in Re-Roofing

Cost, Basic Rent shall decrease by /kWdc.

TERM The period commencing on the Effective Date and expiring on the date

that is twenty (20) years after the Commercial Operation Date (defined

below) (the “Initial Term”). Tenant shall have the right to extend the

Initial Term for three (3) additional five (5) year period (each, a

“Renewal Term”), provided that Tenant delivers notice to Landlord of

its intent to exercise a Renewal Term at least ninety (90) days prior to

the expiration of the Initial Term or the then-current Renewal Term. The

Initial Term and any applicable Renewal Term(s) are referred to herein

collectively as the “Term”.

COMMERCIAL

OPERATION DATE

That date on which Tenant notifies Landlord that (a) completion of the

construction and successful testing of the Solar Facility has occurred,

and (b) the Solar Facility has obtained final approval for interconnected

operation by the Utility (defined below). Such notice shall contain the

final size of the Solar Facility (in installed kWdc), which shall be the

basis for determining the Basic Rent after the Commercial Operation

Date throughout the Term.

LIST OF EXHIBITS

EXHIBIT A – Legal Description of the Property

EXHIBIT B – Site Plan – Depiction of the Rooftop Space, Ground Space and Delivery Point

EXHIBIT C – Form of Memorandum of Lease

Page 3

1. Basic Lease Provisions/Certain

Definitions. The Basic Lease Provisions set forth

above and the Exhibits attached to this Lease are

each incorporated into the body of this Lease as

if set forth in full. For purposes of this Lease, the

following definitions shall apply:

(a) “Collateral” shall mean the

Solar Facility, all other personal property within

the Premises owned by Tenant, the renewable

energy, the Environmental Attributes, Solar

Incentives or any part of the foregoing.

(b) “Delivery Point” shall mean the

location at which the Solar Facility interconnects

with the local electric distribution system, as

depicted in the Site Plan.

(c) “Environmental Attributes”

shall mean, without limitation, carbon trading

credits, renewable energy credits or certificates,

emissions reduction credits, emissions

allowances, green tags, tradable renewable

credits, or Green-e® products.

(d) “Governmental Approvals”

shall mean all certificates, permits, licenses, and

other approvals related to the Solar Facility which

shall be obtained by Tenant at its sole cost and

expense.

(e) “Governmental Authorities”

shall mean all federal, state, local or regulatory

authorities.

(f) “Losses” shall mean any and all

claims, actions, causes of action, suits,

proceedings, costs, expenses (including, without

limitation, reasonable attorneys’ fees and costs),

liabilities, damages, penalties, fines, losses and

liens of any type.

(g) “Premises” shall mean those

portions of the Rooftop Space, Ground Space and

Easement Areas as shall be necessary for the

construction, installation, operation and

maintenance of the Solar Facility and the

interconnection of the Solar Facility with the

Delivery Point.

(h) “Solar Facility” shall mean the

solar electric generation and distribution facility at the Premises which shall include all

photovoltaic solar panels, mounting systems,

inverters, transformers, integrators, all electrical

lines and conduits required to collect and transmit

electrical energy to the Delivery Point and such

additional utility lines, cables, conduits,

transformers, wires, meters, monitoring

equipment and other necessary and convenient

equipment and appurtenances common to such a

facility.

(i) “Solar Incentives” include,

without limitation, any accelerated depreciation,

installation or production-based incentives,

investment tax credits and subsidies.

(j) “Utility” means the local electric

distribution owner and operator providing

electric distribution and interconnection services

to Tenant at the Premises, as well as any other

electric distribution or transmission owner or

operator with approval and/or consent rights of

any kind in connection with the Solar Facility.

(k) “Utility Approval” means all

certificates, contracts, permits, licenses, and other

approvals required by any Utility related to the

Solar Facility which shall be obtained by Tenant

at its sole cost and expense.

2. Lease of the Premises.

(a) Lease. Landlord hereby leases

and grants to Tenant exclusive rights to the

Rooftop Space and the Ground Space and Tenant

agrees to and does hereby lease from Landlord,

subject to the terms and conditions of this Lease,

the Rooftop Space and Ground Space, together

with all right, title and interest of Landlord in and

to all easements, rights, privileges and

appurtenances to the same belonging or in any

way appertaining thereto, for the purposes of

constructing, placing, operating, maintaining,

reconstructing, replacing, rebuilding, upgrading,

removing, inspecting, modifying and/or repairing

the Solar Facility.

(b) Common Areas. Tenant shall

be entitled to the non-exclusive use of all parking

areas, pedestrian walkways, driveways and

access roads, entrances and exits, and landscaped areas (“Common Areas”) during the Term to the

extent such use is necessary for Tenant’s

Page 4

maintenance, repair, and operation of the Solar

Facility.

(c) Cable Easement. Landlord

hereby grants Tenant, and Tenant hereby accepts

from Landlord, a non-exclusive easement to use

portions of the Building’s riser systems, chase

ways, exterior wall surface, roof surface, ground

surface or below ground (the “Cable

Easement”); which areas shall be referred to

herein as the “Cable Easement Area,” for the

purposes of installing, operating, maintaining,

interconnecting, repairing, removing and

replacing cables, conduits, network connections,

data acquisition and telecommunications lines

and related transmission lines, all of which shall

be used in connection with the operation of the

Solar Facility. Tenant shall exercise reasonable

care and reasonable consideration in entering

upon the Cable Easement Area so as to not

unreasonably interfere with the use and

enjoyment of the Cable Easement Area by its

owners and occupants. The Cable Easement

granted herein shall bind Landlord and its

successors under this Lease; provided, however,

that the term of the Cable Easement shall be

concurrent with the Term of this Lease and the

Cable Easement shall expire or terminate

automatically upon the expiration or termination

of this Lease.

(d) Construction Easement Area.

Landlord hereby further grants to Tenant, and

Tenant hereby accepts from Landlord, a non-

exclusive easement to use an area of the Property

in a location mutually agreed upon by the Parties

(the “Construction Easement”), which area

shall be referred to herein as the “Construction

Easement Area”, for use as a laydown and

construction staging area and for temporary

storage commencing on the Effective Date and

expiring on the Commercial Operation Date. The

Cable Easement Area and the Construction

Easement Area may be referred to collectively as

the “Easement Areas”.

3. Delivery of Premises. Landlord shall

deliver the Premises to Tenant on the Effective

Date in a condition which is clean and free of

debris. Landlord represents and warrants to

Tenant that as of the Effective Date there are no

covenants, conditions, restrictions or other

private restrictions encumbering the Property

which in any way limit or otherwise restrict the

Permitted Use (defined below).

4. Term of Lease. Notwithstanding the

foregoing, Tenant may terminate this Lease at

any time prior to the Commercial Operation Date

for any reason or no reason whatsoever, without

penalty, by providing written notice to Landlord

prior to the Commercial Operation Date.

Additionally, should more than eighteen (18)

months pass following the Effective Date without

reaching the Commercial Operation Date, Landlord shall have the ability to terminate this

Lease by providing written notice to Tenant.

Upon either such termination, except as expressly

set forth herein and except for decommissioning

obligations set forth herein, this Lease shall be of

no further force or effect and all rights, duties and

obligations of Landlord and Tenant under this

Lease shall terminate, except for those that

expressly survive termination of the Lease.

5. Basic Rent. Tenant covenants and agrees

to pay Landlord during the Term the amount of

the “Basic Rent” described in the Basic Lease

Provisions above. Basic Rent due from the

Effective Date and ending on the Commercial

Operation Date shall be payable in advance in

quarterly installments and shall be due on or

before the fifth (5th) business day of the

applicable calendar month. Basic Rent due from

the Commercial Operation Date and throughout

the rest of the Term shall be payable annually in

advance and shall be due on or before the fifth

(5th) business day after the Commercial Operation

Date and each anniversary thereafter during the

Term (prorated for any partial annual period).

6. Diligence, Use and Access.

(a) Diligence. Landlord will make

available to Tenant copies of studies, reports,

maps, surveys, and any other materials in

Landlord’s possession or reasonable control that

are material to evaluating the Property.

(b) Tenant, at Tenant’s cost, may

obtain a preliminary title report (the “Title

Page 5

Report”) and/or survey (the “Survey”) for the

Property.

(c) Permitted Use. Tenant may

evaluate, conduct and perform inspections,

including structural strength analyses and such

other tests and inspections that Tenant deems

necessary or advisable in its sole discretion.

Tenant may install one or more measuring

devices on the Property as necessary to measure

its solar characteristics. Tenant shall use the

Premises only for the installation, construction,

operation, interconnection, disconnection,

maintenance, alteration, repair, improvement, replacement, reconstruction and removal of the

Solar Facility and uses incidental thereto (the

“Permitted Use”).

(d) Other Uses. At all times during

the Term, Tenant shall have the exclusive and

continuous right to unobstructed direct sunlight

for operation of the Solar Facility. Landlord shall

not use (or allow the use of) any portions of the

roof of the Building not leased hereunder for any

purpose, or grant easements or subleases in favor

of third persons for the installation or operation

of telecommunications equipment, satellite

dishes, antennae, building service equipment or

other improvements that may interfere with the

Permitted Use (collectively, “Other Uses”)

without the prior written consent of Tenant,

which consent shall not be unreasonably

withheld, conditioned or delayed.

(e) Access. Provided that Tenant

complies with all reasonable building-standard

security measures adopted in writing by Landlord

(at Landlord’s sole cost and expense), Tenant and

Tenant’s designees (including Tenant’s

Financing Party, as defined below, and any

Utility) shall have the non-exclusive right of

ingress and egress from a public right of way,

seven (7) days a week, twenty four (24) hours a

day, over the Property and in and through the

Building (subject to the rights of all tenants with

valid written leases therein) for the purpose of

construction, installation, operation,

interconnection, inspection, maintenance, repair

and improvements of the Solar Facility.

(f) Installation. Tenant shall have

the right to install the Solar Facility on the

Premises, and to make such other installations on

the Premises as may be reasonably necessary in

connection with the Permitted Use. Subject to the

terms and conditions of this Lease, Tenant shall

have the right at any time and from time to time

to repair, replace, remove, improve, enhance,

relocate or replace the Solar Facility or any

portion thereof with new or different equipment

with the same or different specifications (each, an

“Alteration”), so long as the installation of such

Alterations are otherwise in compliance with this

Lease and all applicable Laws and are within the

Premises. Tenant shall provide Landlord with (i)

no less than thirty (30) days advance notice of the

commencement of the installation of any

Alteration; and (ii) a copy of the design

(including all applicable plans and specifications

and similar documentation reasonably requested

by Landlord in writing) of any such Alteration to

Landlord; provided, however, that Landlord

agrees that such design is the proprietary property

of Tenant.

7. Solar Facility as Personal Property.

The Parties agree that the Collateral is hereby

severed by agreement and intention of the Parties

and shall remain severed from the Premises, and

shall be considered with respect to the interests of

the Parties hereto as the property of Tenant or a

Financing Party (defined below) designated by

Tenant, and, even though attached or affixed to or

installed upon the Premises, shall not be

considered to be fixtures or a part of the Premises

and shall not be or become subject to the lien of

any mortgage or deed of trust heretofore or

hereafter placed on the Premises by Landlord.

Landlord waives any rights it may have under the

laws of the state where the Premises is located,

arising under this Lease, or otherwise, to any lien

upon, or any right to distress or attachment upon,

or any other interest in, any item constituting part

of the Collateral and consents to the filing by

Tenant, on behalf of Landlord, of a disclaimer of

the Collateral as fixtures of the Premises in the

official records of the county where the Property

is located.

8. Maintenance/Security.

Page 6

(a) Tenant’s Maintenance

Obligations. During the Term, Tenant will

maintain the Solar Facility in good working

condition. Tenant shall have no obligation to

maintain the condition of the Building or the

Premises except that Tenant shall be responsible

at its own expense for the repair of damages

caused to the Premises or the Building by Tenant

or Tenant’s contractors.

(b) Landlord’s Maintenance

Obligations. During the Term, Landlord shall

maintain, in good operating condition and repair,

the Building and the Premises. Landlord shall

perform, at its sole expense, all repairs reasonably

necessary to maintain the Premises in a

tenantable condition , so as to minimize the

impact to the operation of the Solar Facility

during the peak output periods. Landlord shall

complete any maintenance or repairs required

under this Section as soon as reasonably

practicable, but in any event within thirty (30)

days. Landlord shall endeavor to provide Tenant

with no less than ten (10) business days written

notice of any repairs to the roof of the Building

except in the case of an emergency, in which case

Landlord shall provide Tenant with as much prior

written notice of such repairs as is reasonable

under the circumstances.

(c) Landlord’s Damage. If

Landlord damages the Solar Facility, Landlord

shall immediately notify Tenant of same. Tenant

shall have the right to make all repairs to the Solar

Facility or related facilities at the sole cost and

expense of Landlord. Such costs will either be

paid directly by Landlord to Tenant within fifteen

(15) days of receipt of an invoice or shall be

deducted from the next monthly rental payment.

(d) Security. As Landlord has care,

custody and control of the Rooftop Space and the

Ground Space, Landlord agrees that Landlord

shall not allow entry upon such areas except for

the purpose of inspection and repair, and shall not

interfere with or handle the Solar Facility or any

part thereof without the prior written

authorization of Tenant. Without limiting the

foregoing, Landlord shall be responsible for any

resulting damages to the Solar Facility arising

from Landlord’s negligence or willful

misconduct in connection with this Section 8.

(e) Interruption of Electrical

Output. Landlord agrees that if its acts or

omissions result in the interruption of the Solar

Facility’s ability to generate electricity for more

than five (5) during any twelve (12) month

period, then, from and after such fifth (5th) day,

Tenant shall be entitled to (i) an abatement of

Basic Rent due hereunder until such time as the

Solar Facility has resumed commercial

operations, and (ii) an amount equal to any Losses

suffered by Tenant as a result of such interruption

including, without limitation, any penalties, fines

or reduced or eliminated payments imposed by or

received from any third parties.

(f) Sunlight Easement. Landlord

will take all reasonable actions as necessary to

prevent other buildings, structures or flora from

overshadowing or otherwise blocking access of

sunlight to the Solar Facility, including but not

limited to granting a solar access easement for

such purpose.

9. Insurance and Waiver of Subrogation.

Landlord and Tenant shall each maintain the

following insurance coverages in full force and

effect throughout the Term: (i) workers’

compensation insurance as may be from time to

time required under applicable Laws, and (ii)

commercial general liability insurance in an

amount not less than One Million Dollars

($1,000,000) of combined single limit liability

coverage per occurrence, accident or incident,

which has a commercially reasonable deductible.

Additionally, Tenant shall carry adequate

property loss insurance on the Solar Facility

which need not be covered by the Landlord’s

property coverage, and Tenant’s coverage

thereunder shall be primary and non-

contributory. Each Party, upon request, shall

furnish current certificates evidencing that the

insurance required under this Section is being

maintained. Each Party’s insurance policy shall

be written on an occurrence basis and shall

include the other Party as an additional insured as

its interest may appear. Tenant shall have the

right to obtain the insurance of the kind and in the

amounts provided for under this paragraph under

Page 7

a blanket insurance policy covering other

properties as well as the Premises or pursuant to

a corporate policy of self-insurance. Landlord

and Tenant hereby release each other, and their

respective authorized representatives, from any

claims for damage to any person, or to the

Premises (including the improvements and

personal property located therein) that are caused

by or result from risks insured against under any

property insurance policies carried by the Parties

and in force at the time of such damage, provided

that each Party is able to obtain from its

respective insurer(s), without payment of

material additional premium, a waiver by such

insurer(s) of all rights of subrogation or

assignment of claims in connection with a claim

against Landlord or Tenant, as the case may be,

covered by such insurance.

10. Taxes and Assessments. “Taxes and

Assessments” shall mean all taxes, assessments

or other impositions, general or special, ordinary

or extraordinary, of every kind or nature, which

may be levied, assessed or imposed upon or with

respect to the Property or any part thereof,

including the Premises, or upon any buildings,

improvements, fixtures, equipment or personal

property at any time situated thereon. Landlord

shall pay before the same become delinquent (i)

any transfer or conveyance tax arising out of this

Lease, and (ii) any Taxes and Assessments which

accrue during the Term and are imposed on, or

arise in connection with, the Property (except

those that are the responsibility of Tenant

pursuant to clause (a) below), including any

annual increases thereon. Tenant shall not be

responsible for payment of any municipal, state

or federal income, income profits or revenue tax

imposed on rent, inheritance, estate, succession,

transfer, gift, franchise, corporation, income or

profit tax or capital levy or any tax related to a

change of ownership of the Property.

(a) Tenant’s Taxes. Throughout

the Term, Tenant shall pay, or cause to be paid,

all Taxes and Assessments that may be imposed

on the Solar Facility, and Tenant shall pay, or

cause to be paid, any increase in Taxes and

Assessments accruing during the Term against

the Premises to the extent resulting directly from the presence of the Solar Facility on the Premises.

Landlord shall promptly forward to Tenant all

notices, bills or other statements received by

Landlord concerning any Taxes and Assessments

that are the responsibility of Tenant. To the

extent that any of the Taxes and Assessments

payable by Tenant are jointly assessed with

Landlord’s real estate taxes, assessments and

other impositions, the Parties shall cooperate in a

good faith effort to cause such Taxes and

Assessments to be separately assessed. Tenant

shall pay all such Taxes and Assessments directly

to the taxing authority as the same become due

and payable.

(b) Right to Contest Assessment.

Tenant shall have the right in its own name to

contest the validity or amount, in whole or in part,

of any Taxes or Assessments for which Tenant is

responsible by appropriate proceedings timely

instituted, provided that any such contest by

Tenant shall effectively stay or prevent any

official or judicial sale of the Premises or any part

thereof by reason of nonpayment of any Taxes or

Assessments. Landlord shall, at Tenant’s

request, and expense, fully cooperate with Tenant

in all reasonable ways to contest any Taxes and

Assessments.

(c) The provisions of this Section 10

shall survive the expiration or earlier termination

of this Lease.

11. Liens. Tenant shall pay, when due, all

charges for labor or materials furnished to Tenant

at the Premises. Tenant shall not allow any

mechanics’ liens to be filed against the Premises

or the Building unless Tenant provides to

Landlord a bond or other surety in the amount

required by any Laws to release the lien.

12. Subordination; Nondisturbance.

Landlord covenants and agrees to deliver to

Tenant within thirty (30) days of Tenant’s request

for such, a subordination, non-disturbance and

attornment agreement(s) (each a “SNDA”) from

the current holder(s) of any deed of trust,

mortgage or other lien encumbering the Premises,

in form and substance reasonably acceptable to

Tenant, which provides, among other things, that

Tenant's occupancy or use of the Premises in

accordance with the terms of this Lease will not

be disturbed and that Landlord’s lender waive

any rights or interests it may have in the

Page 8

Collateral. Such SNDA may be recorded in the

official records of the county where the Premises

is located.

13. Casualty; Condemnation.

(a) Damage; Destruction. If at any

time during the Term of this Lease all or

substantially all of the Premises shall be damaged

and or destroyed by fire or other casualty, then

Tenant may terminate this Lease by written

notice to the Landlord, which termination shall be

effective upon receipt of such notice by Landlord.

(b) Condemnation. If, at any time

during the Term, all or any part of the Premises

shall be condemned or transferred in lieu of

condemnation, the net proceeds of such

condemnation or transfer shall be divided

between Landlord and Tenant in the proportions

specified in the condemnation award or

agreement of transfer or, if not so specified, in

proportion to the fair value of Landlord’s and

Tenant’s respective interests in this Lease and the

Premises, provided that to the extent the net

proceeds of any condemnation or transfer in lieu

of condemnation are attributable to the Collateral,

such proceeds shall be paid solely to Tenant with

Landlord receiving any proceeds attributable

solely to the residual value of the Building and

the fee estate of the Premises.

14. Mortgage of Tenant’s Interest.

(a) Leasehold Financing. Tenant

may obtain financing pertaining to the Solar

Facility from one or more Financing Parties

(defined below), including but not limited to, (i)

development, bridge, construction, term or

permanent financing, (ii) investment capital or

working capital and/or (iii) structured tax equity

financing, securitization financing, sale-

leaseback financing, and/or any other debt or

equity financing, including without limitation,

any renewals, refundings, extensions or

refinancings of any of the foregoing. In

connection therewith Tenant may enter into

various agreements and execute various

documents relating to such financing, which

documents may, among other things, assign this

Lease and any easements benefiting the Premises

by way of direct or collateral assignment to a

Financing Party, assignment of a lease and

easements from such Financing Party to Tenant,

grant the Financing Parties a sublease or other

real property interest in Tenant’s interest in and

to the Premises, grant a first priority security

interest in Tenant’s interest in the Collateral

and/or this Lease and Tenant’s other interests in

and to the Premises, including, but not limited to,

any easements, rights of way or other similar

interests (such documents, “Financing

Documents”). Landlord acknowledges notice of

the foregoing and consents to the foregoing

actions and Financing Documents described

above, and Landlord agrees to execute, and

agrees to cause any and all of Landlord’s lenders

to execute, such subordination agreements,

consents, estoppels and other acknowledgements

of the foregoing as Tenant or the Financing

Parties may request. For purposes herein,

“Financing Party” or “Financing Parties” shall

include (x) any individual, entity, financial

institution, leasing company, or lender providing

funds or extending credit to Tenant or its affiliates

and (y) any collateral or administrative agent

acting on behalf of any such individual, entity,

financial institution, leasing company, or lender

in connection with such financing.

15. Assignment and Subletting.

(a) Tenant Assignment. Tenant

shall not have the right to assign any of its rights,

duties or obligations under this Lease without the

prior consent of Landlord, which consent shall

not be unreasonably withheld, conditioned or

delayed; provided, however, that Tenant may,

without Landlord’s consent, in its sole discretion

assign any of its rights, duties, or obligations

under this Lease and with respect to the Solar

Facility or the Collateral (i) to one or more of its

affiliates, (the “Affiliate Parties”), (ii) to a

Financing Party, or (iii) to any present or future

purchaser of the power generated by the Solar

Facility.

(b) Tenant Sublet. Tenant may not

sublet all or any portion of the Premises without

the prior consent of Landlord, which consent

shall not be unreasonably withheld, conditioned

or delayed.

Page 9

(c) Landlord Assignment.

Landlord may, and shall, assign its rights and

obligations hereunder to any purchaser of the

Building from Landlord. Landlord shall provide

to Tenant no less than ten (10) days’ prior written

notice of any such assignment. Landlord may

not otherwise assign this Lease without Tenant’s

prior written consent, which consent shall not be

unreasonably withheld, conditioned or delayed.

16. Default Provisions.

(a) Tenant Default. In the event of

any breach by Tenant of any of its covenants or

obligations under this Lease, Landlord shall give

Tenant written notice of such breach. After

receipt of such written notice, Tenant shall have

thirty (30) days in which to cure any monetary

breach and sixty (60) days in which to cure any

non-monetary breach hereunder, provided Tenant

shall have such extended period as may be

reasonably required beyond the sixty (60) day

period for a non-monetary cure if the nature of the

cure is such that it reasonably requires more than

sixty (60) days and Tenant commences the cure

within the sixty (60) day period and thereafter

continuously and diligently pursues the cure to

completion.

(b) Landlord Default. In the event

of any breach by Landlord of any of its

representations, warranties, covenants or

obligations under this Lease, Tenant shall give

Landlord written notice of such breach. After

receipt of such written notice, Landlord shall

have thirty (30) days in which to cure any

monetary breach and sixty (60) days in which to

cure any non-monetary breach hereunder;

provided Landlord shall have such extended

period as may be reasonably required beyond the

sixty (60) days for a non-monetary cure if the

nature of the cure is such that it reasonably

requires more than sixty (60) days and Landlord

commences the cure within the sixty (60) day

period and thereafter continuously and diligently

pursues the cure to completion. Notwithstanding

the foregoing to the contrary, it shall be a default

under this Lease if Landlord fails, within five (5)

days after receipt of written notice of such breach,

to perform an obligation required to be performed

by Landlord if the failure to perform such an

obligation interferes with the Permitted Use.

17. Remedy Provisions.

(a) Landlord Remedies. In the

event of any default and breach by Tenant beyond

all applicable cure periods, Landlord may, at any

time thereafter, and without limiting Landlord in

the exercise of any right or remedy which

Landlord may have by reason of such default and

breach:

(i) Terminate Tenant’s

right to possession of the Premises by any lawful

means, in which case this Lease shall terminate

and Tenant shall immediately surrender

possession of the Premises to Landlord. In such

event Landlord shall be entitled to recover from

Tenant all damages incurred by Landlord by

reason of Tenant’s default including, but not

limited to, (A) the cost of recovering possession

of the Premises including reasonable attorneys’

fees related thereto; and (B) the worth at the time

of the award of any unpaid rent that had been

earned at the time of the termination, to be

computed by allowing interest at three percent

(3%) per annum but in no case greater than the

maximum amount of interest permitted by law,

and (iii) any other amounts, in addition to or in

lieu of those listed above, that may be permitted

by applicable Laws; or

(ii) Maintain Tenant’s right

to possession as provided by applicable law in

which case this Lease shall continue in effect

whether or not Tenant shall have abandoned the

Premises. In such event, Landlord shall be

entitled to enforce all of Landlord’s rights and

remedies under this Lease, including the right to

recover the Basic Rent as it becomes due

hereunder; and

(iii) Pursue any other

remedy now or hereafter available to Landlord

under applicable law.

(b) Tenant’s Remedies. Upon a

default by Landlord that is not cured within the

permitted time under Section 16, Tenant may, at

its option (but without obligation to do so),

declare an event of default and (i) terminate this

Lease and seek all available remedies, or (ii)

Page 10

perform Landlord’s duty or obligation on

Landlord’s behalf, including but not limited to the

obtaining of insurance policies required to be

carried by Landlord under the Lease. At Tenant’s

discretion, the costs and expenses of any such

performance by Tenant may either (A) be offset

by Tenant against Basic Rent due under this

Lease, or (B) become due and payable by

Landlord upon its receipt of an invoice therefor

from Tenant.

18. End of Term..

(a) Decommissioning. Unless a

Governmental Authority requires

decommissioning security (in which case such

requirement shall supersede this Lease’s

requirement for any Restoration Security),

within five (5) business days of the Commercial

Operation Date, Tenant shall establish security

payable to Landlord to cover Tenant’s obligations

under Section 18(b) herein (the “Restoration

Security”) by delivering to Landlord a letter of

credit, bond, corporate guarantee from an

investment grade company or equivalent security.

The amount of the Restoration Security shall be

equal to the Net Removal Cost (as defined

below), which will be determined by the Tenant

in good faith. The terms of any letter of credit,

corporate guarantee or bond will expressly

provide that Landlord will be entitled to use

amounts received from the Restoration Security

to remedy any damage to the Premises if Tenant

fails to comply with its obligations pursuant to

subsection (b) hereof, after notice and

opportunity to cure as provided herein. The “Net

Removal Cost” means (i) the cost of performing

Tenant’s obligations under subsection (b) minus

(ii) the salvage value of the Solar Facility located

on the Premises at the time such calculation is

made.

(b) Surrender of Possession. Promptly

after the expiration or earlier termination of the

Term, Tenant shall commence to decommission,

dismantle and remove the Solar Facility and all

personal property except for mounting pads or

other support structures that could cause integrity

issues if removed, and restore the Premises to its

original condition, reasonable wear and tear,

casualty damage and condemnation excepted;

provided, however, that Tenant shall not be

required to decommission, dismantle or remove

any underground improvements or to

significantly alter the grade of the Ground Space.

Landlord agrees and acknowledges that the Solar

Facility and all of the equipment, conduits,

fixtures and personal property of Tenant shall

remain the personal property of Tenant and

Tenant shall have the right to remove the same at

any time during the Term, whether or not said

items are considered fixtures and attachments to

real property under applicable Laws. Landlord

hereby grants to Tenant and its successors and

assigns a license to enter upon the Property to

perform the activities required to be performed by

Tenant pursuant to this Section 18, which license

shall be effective commencing upon the date of

termination or expiration of the Term and shall

continue for one hundred eighty (180) days

thereafter.

19. Mutual Indemnification.

(a) Tenant Indemnification.

Notwithstanding anything to the contrary

contained in the Lease, Tenant shall indemnify,

defend and hold harmless Landlord and its

affiliates, agents, officers, directors, trustees,

employees and mortgagees (collectively, the

“Landlord Indemnified Parties”) against any

and all Losses directly arising from (i) the

negligence or willful misconduct of Tenant or

any Tenant Indemnified Party (defined below), or

(ii) any material breach by Tenant of the terms of

this Lease; provided, however, that such Losses

are not due to the negligence or willful

misconduct of a Landlord Indemnified Party.

(b) Landlord Indemnification.

Notwithstanding anything to the contrary

contained in the Lease, Landlord shall indemnify,

defend and hold harmless Tenant and its

affiliates, agents, officers, directors, trustees,

members, shareholders, managers, employees,

Tenant’s Financing Parties and mortgagees

(collectively, the “Tenant Indemnified

Parties”) against any and all Losses directly

arising from (i) the negligence or willful

misconduct of Landlord or any Landlord

Indemnified Party, or (ii) any material breach by

Landlord of the terms of this Lease; provided,

however, that such Losses are not due to the

Page 11

negligence or willful misconduct of a Tenant

Indemnified Party.

(c) Survival. The obligations of the

Parties under this Section 19 shall expressly

survive the expiration or earlier termination of the

Lease.

20. Applicable Laws. During the Term,

Landlord, at its sole cost and expense, shall

maintain the Premises, the Building (except for

those portions that are the responsibility of

Tenant or the various tenants of the Building

pursuant to their respective written leases),

Building systems, the Common Areas and all

structural elements of the Premises in compliance

with (a) all Laws, and (b) all building codes.

During the Term, Tenant shall, at Tenant’s sole

cost and expense, comply with (i) all Laws

relating solely to Tenant’s specific and unique

nature of use of the Premises; and (ii) all building

codes, to the extent the Premises requires

modifications due to the improvements being

made by Tenant to the Premises.

21. Quiet Enjoyment. Landlord covenants

that Tenant shall peaceably and quietly have, hold

and enjoy access to and the benefits of the

Premises during the Term for the Permitted Use,

and Landlord shall protect and defend the right,

title and interest of Tenant hereunder from any

other right, interest, title and claim arising

through Landlord or any other third person or

entity.

22. Disputes. If the parties are unable to

resolve amicably any dispute arising out of or in

connection with this Lease, they agree that such

dispute shall be resolved in the State court located

in the county in which the Property is situated.

NOTWITHSTANDING ANYTHING TO THE

CONTRARY IN THIS AGREEMENT,

NEITHER PARTY SHALL BE ENTITLED TO,

AND EACH OF LANDOWNER AND

TENANT HEREBY WAIVES, ANY AND ALL

RIGHTS TO RECOVER CONSEQUENTIAL,

INCIDENTAL, PUNITIVE AND/OR

EXEMPLARY DAMAGES, HOWEVER

ARISING, WHETHER IN CONTRACT, IN

TORT, OR OTHERWISE, UNDER OR WITH

RESPECT TO ANY ACTION TAKEN IN

CONNECTION WITH THIS LEASE.

23. Landlord’s Representations,

Warranties and Covenants. In order to induce

Tenant to enter into this Lease, Landlord

covenants, represents and warrants, as of the

Effective Date and throughout the Term, as

follows:

(a) Landlord is solvent and is the

sole and exclusive owner of the Premises and has

full authority to enter into, execute, deliver and

perform this Lease, and is not in default of any

mortgage, deed of trust or other similar lien

affecting the Premises;

(b) Landlord has received no actual

or constructive notice of any condemnation or

eminent domain proceedings or negotiations for

the purchase of the Building or any part thereof

in lieu of condemnation;

(c) during the six (6) month period

preceding the Effective Date, Landlord has not

performed and has not caused to be performed

any work on the Premises or any of the Building

that could give rise to any mechanic’s or

materialmen’s liens;

(d) there are no unrecorded

easements or agreements affecting the Premises

that might prevent or adversely affect the

Permitted Use or occupancy of the Premises by

Tenant for operation of the Solar Facility;

(e) to the best of its knowledge, the

Building and the Premises, including structural

elements of the Building and the Premises, and all

Building systems (including, but not limited to,

the foundations, exterior walls, structural

condition of interior bearing walls, roof, fire

sprinkler and/or standpipe and hose or other

automatic fire extinguishing system, fire hydrants

and utility systems serving the Common Areas)

are in good operating condition and repair,

reasonably sufficient and fit for the Permitted Use

during the Term;

(f) each individual executing this

Lease on behalf of the Landlord represents and

warrants that he or she is duly authorized to

execute and deliver this Lease on behalf of

Page 12

Landlord and that this Lease is binding upon the

Landlord;

(g) Landlord has obtained all third

party consents (including the consent of any

partners, shareholders, members, managers,

lenders and tenants) necessary to execute and

deliver this Lease; and

(h) Landlord understands that the

ability of Tenant to use the Premises for the Solar

Facility is expressly contingent upon Tenant

obtaining and maintaining all Governmental

Approvals and Utility Approvals that may be

required by the Utility and/or the Governmental

Authorities, and shall cooperate with Tenant’s

effort to obtain and maintain such Governmental

Approvals and Utility Approvals, including by

executing such documents as are reasonably

necessary.

24. Miscellaneous Provisions.

(a) Waiver of Jury Trial. EACH

PARTY HERETO WAIVES, TO THE FULL

EXTENT PERMITTED BY LAW, THE RIGHT

TO A JURY TRIAL IN ANY LITIGATION

CONCERNING THIS LEASE OR ANY

DEFENSE, CLAIM, COUNTERCLAIM,

CLAIM OF SET-OFF OR SIMILAR CLAIM OF

ANY NATURE.

(b) Confidentiality. Landlord will

maintain in strict confidence, for the sole benefit

of Tenant, the existence and the terms of this

Lease and the transactions contemplated herein;

provided, however, Landlord may disclose this

Lease and the transactions contemplated herein to

Landlord’s affiliates, subsidiaries, attorneys,

consultants or other agents or professional

advisors, or as required by law.

(c) Counterparts; Electronic

Signatures. This Lease may be executed in

counterparts. All executed counterparts shall

constitute one agreement, and each counterpart

shall be deemed an original. The Parties hereby

agree signatures transmitted by email shall be

legal and binding and shall have the same full

force and effect as if an original of this Lease had

been delivered and hereby waive any defenses to

the enforcement of the terms of this Lease based

on the foregoing forms of signature.

(d) Time Periods. If any date for

exercise of any right, giving of any notice, or

performance of any provision of this Lease falls

on a Saturday, Sunday or holiday, the time for

performance will be extended to the next business

day.

(e) No Waiver. The failure of either

Party to require strict performance by the other

Party of any provision of this Lease will not be

considered a waiver of any other provision, nor

prevent any Party from enforcing that or any

other performance at any time thereafter.

(f) Further Assurances. The

Parties shall at their own cost and expense

execute and deliver such further documents and

instruments and shall take such other actions as

may be reasonably required or appropriate to

carry out the intent and purposes of this Lease.

Landlord agrees that whenever it is provided in

this Lease that the prior consent or approval of

Landlord is required, Landlord will not

unreasonably withhold, condition or delay the

giving of such consent or approval.

(g) Governing Law. This Lease is

made pursuant to, and shall be construed and

enforced in accordance with, the laws of the State

of Delaware.

(h) Amendments; Entire

Agreement. This Lease contains the entire

agreement between the Parties and is intended by

the Parties to set forth their entire agreement with

respect to the subject matter hereof, and any

agreement hereafter made shall be ineffective to

change, modify or discharge this Lease, in whole

or in part, unless such agreement is in writing and

signed by the Party against whom enforcement of

the change, modification or discharge is sought.

Landlord and Tenant agree that all prior or

contemporaneous oral or written agreements

between or amongst themselves or their agents

are merged in or revoked by this Lease.

(i) Partial Invalidity. If any term or

provision of this Lease is, to any extent,

determined by a court of competent jurisdiction

to be invalid or unenforceable, the remainder of

this Lease shall not be affected thereby, and each

remaining term and provision of this Lease shall

Page 13

be valid and enforceable to the fullest extent

permitted by law.

(j) Successors and Assigns. This

Lease, and the rights and obligations of the

Parties hereto, shall be binding upon and inure to

the benefit of the Parties and their respective

successors, heirs, executors, administrators and

permitted assigns.

(k) Interpretation. Each Party

acknowledges that it has been represented by or

had the opportunity to be represented by legal

counsel in its review of this Lease and that any

rule of construction to the effect that ambiguities

are to be resolved against the drafting party shall

not be employed in the interpretation of this

Lease or any amendments or exhibits hereto.

(l) Survival of Terms. Those

provisions in this Lease which by their terms are

intended to be or must be performed in whole or

in part after the expiration or earlier termination

of this Lease shall survive such expiration or

termination of this Lease.

(m) Headings. The headings herein

are inserted only for convenience and shall have

no effect in interpreting the meaning of any

provision.

(n) Time is of the Essence. Time is

of the essence of this Lease and each and every

provision of this Lease.

(o) Memorandum of Lease.

Concurrently with the execution of this Lease,

Landlord and Tenant shall execute and

acknowledge before a notary public, in

recordable form, and deliver a short form

memorandum of lease in the form of Exhibit C

attached hereto and incorporated herein, which

shall be recorded by Tenant in the official records

of the county where the Premises is located.

(p) Notices. All notices, approvals,

disapprovals or elections required or permitted to

be given under this Lease shall be in writing and

shall be (i) delivered personally; (ii) mailed by

certified or registered mail, return receipt

requested; (iii) sent by email transmission; (iv)

sent by facsimile transmission; or (v) sent by

Federal Express or other professional carrier, to

the Parties at the addresses listed below or at such

other addresses as shall be designated by Tenant

or Landlord in writing. Except as expressly set

forth in this Lease, notices shall be deemed given

upon delivery or tender of delivery to the

intended recipient; provided, however, that (x)

notice sent by email or facsimile shall only be

deemed received when both (A) the sender has

electronic confirmation that it was sent to all

Parties (and has retained a confirmation of the

delivery) and (B) at least one addressee entitled

to notice for the applicable Party has

acknowledged receipt of the transmission; and (y)

if a post office box is provided as the notice

address, notice shall be deemed to have been

given or made five (5) days after being deposited

in the United States mail with appropriate postage

prepaid. Copies of notices are for informational

purposes only, and a failure to give or receive

copies of any notice shall not be deemed a failure

to give notice.

Landlord Address

______________________

______________________

_____________, __________ ________

Attn: ________________

Phone: _______________

E-mail: _______________

Tenant Address


1401 Wilson Blvd., Suite 800

Arlington, VA 22209

Attn: Stephen J. Raeder

Office: 202-558-2340

Email: [email protected]

[Signature Page to Follow]

Clovermill Properties, LLCPO Box 3

Oldwick New Jersey 08858Dennis Sargenti

[email protected]

Page 14

IN WITNESS WHEREOF, Landlord and Tenant have executed this Lease on the date first above

written.

LANDLORD:

Clovermill Properties, LLC

a New Jersey limited liability company

By: _______________________

Name: Dennis Sargenti

Title: Member

TENANT:


a Delaware limited liability company

By: _______________________

Name: _______________________

Title: _______________________

Will Fischer

Stephen J Raeder II

Will Fischer

CEO

Exhibit A

EXHIBIT A

THE PROPERTY

9 Finderne Avenue:

Exhibit A

36 Adamsville Road:

Exhibit B

EXHIBIT B

THE SITE PLAN

[TO BE ATTACHED]

Exhibit C

EXHIBIT C

FORM OF MEMORANDUM OF LEASE

DOCUMENT PREPARED BY AND

AFTER RECORDING, PLEASE RETURN TO:

MEMORANDUM OF ROOFTOP AND LAND LEASE

This MEMORANDUM OF ROOFTOP AND LAND LEASE (the “Memorandum”) is made and

entered into as of ___________, 201_, by and between _______________, a _______ ________________

(“Landlord”), and ______________, a ______________ limited liability company (“Tenant”).

PRELIMINARY STATEMENT

WHEREAS, Landlord is the owner of the real property located at _____________, County of

_________, State of_________, more particularly described in Exhibit A attached hereto and made a part

hereof (the “Property”).

WHEREAS, Landlord and Tenant are parties to that certain Rooftop and Land Lease (the “Lease”)

dated as of ____________, 201_ by and between Landlord and Tenant, pursuant to which Tenant leases a

portion of the Property for a rooftop and ground-mounted solar facility.

WHEREAS, the parties hereto desire to enter into this Memorandum so that third parties shall have

notice of the existence of the Lease and of the rights and obligations of Landlord and Tenant under the

Lease.

AGREEMENT

NOW, THEREFORE, the parties hereto do hereby certify and agree as follows:

1. Public Notice. All members of the general public are hereby placed on notice of inquiry

as to the specific provisions of the Lease, all of which are incorporated herein by reference with the same

force and effect as if herein set forth in full. This Memorandum shall be recorded in the real estate records

of _____________ County in lieu of recording the entire Lease.

2. Lease. As set forth more fully in the Lease, Landlord leases to Tenant, and Tenant leases

from Landlord, for the Term (as defined below), the Premises, which consists of portions of the rooftop

space and ground space located on the Property, in accordance with the terms and provisions of the Lease.

Capitalized terms used herein and not otherwise defined shall have the meaning ascribed to them in the

Lease.

Exhibit C

3. Easements. As set forth more fully in the Lease, Landlord grants to Tenant a non-exclusive

easement on, over, under, across and through portions of the Property for access and/or electrical

transmission upon the terms and subject to the terms and conditions set forth in the Lease.

4. Solar Energy Insolation. As set forth more fully in the Lease, Landlord grants to Tenant

the right and privilege to the free and unobstructed insolation of solar energy to the Premises.

5. Personal Property. The parties agree that the improvements constituting the Solar Facility

are severed by agreement and intention of the parties and shall remain severed from the Premises, and, even

though attached or affixed to or installed upon the Premises, shall not be considered to be fixtures or a part

of the Premises and shall not be or become subject to the lien of any mortgage or deed of trust placed on

the Premises by Landlord.

6. Term. The term of the Lease (the “Term”) commenced on the Effective Date and shall

terminate on the date that is twenty (20) years after the Commercial Operation Date. Tenant has three (3)

options to extend the Term for consecutive five (5) year periods.

7. Successors and Assigns. The Lease provides that the provisions of the Lease are binding

upon and inure to the benefit of Landlord and Tenant and each of their respective representatives, successors

and assigns, subject to the terms and provisions thereof.

8. Incorporation/Conflicts. All of the terms, conditions and agreements contained within the

Lease are fully incorporated herein by reference as if fully set forth herein. This Memorandum is not

intended to change the terms of the Lease and, in the event of a conflict between the terms and conditions

of this Memorandum and the Lease, the terms and conditions of the Lease shall control.

9. Governing Law. This Memorandum shall be governed by the laws of the State of New

Jersey.

10. Counterparts. The parties agree that this Memorandum may be executed in multiple

counterparts which, when signed by all parties, shall constitute a binding agreement.

[Signature Page to Follow]

Exhibit C

IN WITNESS WHEREOF, the parties have caused this Memorandum to be duly executed under

seal and delivered as of the date first written above.

LANDLORD

____________________________,

a ___________________________

By: _______________________

Name: _______________________

Title: _______________________

TENANT

______________________________,

a ____________ limited liability company

By: _______________________

Name: _______________________

Title: ______________________

Exhibit C

A notary public or other officer completing this certificate verifies only the identity of the

individual who signed the document to which this certificate is attached, and not the truthfulness,

accuracy, or validity of that document.

State of _____________

County of ____________

On __________________ ____, _____ before me ________________________, Notary Public

personally appeared ___________________________________________________________

_____________________________________________________, who proved to me on the basis of

satisfactory evidence to be the person(s), whose name(s) is/are subscribed to the within instrument and

acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and

that by his/her/their signature(s) on the instrument the person(s) or the entity upon behalf of which the

person(s) acted, executed the instrument.

I certify under PENALTY OF PERJURY under the laws of the State of ______________that the

foregoing paragraph is true and correct.

WITNESS my hand and official seal.

_________________________________________________

Notary Public

(seal)

Exhibit C

A notary public or other officer completing this certificate verifies only the identity of the

individual who signed the document to which this certificate is attached, and not the truthfulness,

accuracy, or validity of that document.

State of _____________

County of ____________

On __________________ ____, _____ before me ________________________, Notary Public

personally appeared ___________________________________________________________

_____________________________________________________, who proved to me on the basis of

satisfactory evidence to be the person(s), whose name(s) is/are subscribed to the within instrument and

acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and

that by his/her/their signature(s) on the instrument the person(s) or the entity upon behalf of which the

person(s) acted, executed the instrument.

I certify under PENALTY OF PERJURY under the laws of the State of ______________that the

foregoing paragraph is true and correct.

WITNESS my hand and official seal.

_________________________________________________

Notary Public

(seal)

Exhibit C

EXHIBIT A to EXHIBIT C

LEGAL DESCRIPTION OF THE PROPERTY

[TO BE ATTACHED]

Section 7, Question 16 – Area in Need of Redevelopment

While not specifically identified as a redevelopment area, the parcel is zoned for industrial development and the project will be placed on an industrial rooftop. Therefore, solar would be a favorable use for this site.

Section 7, Question 21 – Site Preservation and Enhancement

The site is located on the building's rooftop, preserving the existing building's use and surrounding landscape and community characteristics. No greenfield or existing farmland will be disturbed through the development of the Adamsville Road rooftop solar project.

Section 8, Question 4 – Hosting Capacity Map

PSEG’s hosting capacity map below shows there is 3.957 MW (ac) of available capacity to interconnect at this location, which will be enough capacity to support this rooftop solar project as well as the other proposed community solar projects under SRE’s development at this location. All upgrade costs are the sole responsibility of SRE and are accounted for in the project’s financial model.

Section 9, Question 5 – Affordable Housing Letter of Support

Section 9, Question 6 – Affordable Housing Affidavit

SRE is partnering with a local provider of affordable housing, L+M Development Partners (L+M), for the Adamsville Road rooftop solar project. This partnership will provide specific, identifiable, sufficient, and quantifiable benefits to its tenants through the discounted solar bill credits provided. Since Ron Moelis and Sandy Loewentheil founded L+M in 1984, the company has been an innovator in developing quality affordable, mixed-income and market-rate housing, while improving the neighborhoods in which it works. Over the past 35 years, L+M has reinforced its commitment to fostering economically diverse communities by developing mixed-income and mixed-use buildings throughout the Tri-state area. One of L+M’s core principles is that affordable housing goes hand in hand with social responsibility. L+M takes pride in its long-standing dedication to the communities it serves and looks to partner with exceptional organizations that are supporting their communities.

The following page includes a signed affidavit from L+M’s subsidiary legal entity 609 Broad Street, LLC, which owns the Hahne affordable housing property in Newark, NJ. This affidavit indicates that bill savings from subscribing to the community solar project will be passed on to its residents in the form of specific benefits. 609 Broad Street, LLC will benefit by receiving a 27.5% discount on the bill credits, and we expect the subscription sizes to be over 50% of the project’s capacity. 609 Broad Street, LLC has executed an agreement with SRE for the sale of community solar bill credits at the 27.5% discount from the Adamsville Road rooftop project.

Section 10, Question 3 – Community Consultative Process

Letters informing neighbors of the project and inviting any questions were mailed to 21 residential and commercial neighbors located within 1500’ of the solar project. Due to privacy concerns, their names are not listed here but can be provided to the BPU upon request. A sample letter can be found on the following page.

August 2, 2019

SUBJECT: Proposed Bridgewater Community Solar Rooftop Projects

Good Afternoon,

I am reaching out to you today about two proposed solar projects to be located at 9 Finderne Ave and 36

South Adamsville Rd in Bridgewater, NJ. My company, Summit Ridge Energy (SRE), has started the final

design of the projects, in consultation with the landowner and various regulatory agencies. Our goal is to

design the proposed projects in a way that maximizes the supply of, and benefits from, low-cost, clean

renewable energy to serve approximately 425 residences in the local community. These community solar

projects will specifically focus on serving low-to-moderate income residences, and we anticipate offering

a 20% discount on electricity to those subscribers.

In addition to the inherent benefits of clean energy, we are confident these projects will benefit the local

community by creating local jobs and increasing tax revenue to the Township of Bridgewater. Industrial

rooftops are the ideal place for solar projects because there are no adverse impacts to the environment or

community. The projects will be designed with low-profile solar panels that will sit on top of the roof and

be no taller than 3 feet in height.

It is our aim to create sustainable solar energy in a way that is environmentally responsible and beneficial

to both the landowner and local community. However, we understand that any new project in the

community may raise questions or concerns. The purpose of this letter is to inform you of the projects and

invite you to discuss the projects further. Please contact me at 202-558-2340 or send me an e-mail at

[email protected] to discuss the projects in greater detail.

Sincerely,

Stephanie Sienkowski

Summit Ridge Energy, Development Manager

Section 11, Question 1 – Project Cost Estimate

Please find a breakdown on Net Installed Cost below. Further details can be provided to the BPU upon request.

EPC Equipment and Services $3,463,680.00

Project Development $301,684.00

Interconnection $138,006.00

Finance & Accounting $81,180.00

Net Installed Cost ($/W) $3,984,550.00

Section 12, Question 4 – Job Creation

Permanent NJ Jobs* Temporary NJ Jobs**

System Performance Engineer 1 Electricians 6

Operations and Maintenance Manager 1 Installers 12

Asset Manager 1 Operators 2

Groundskeeping and Maintenance 2 Site prep 10

Electrical Technicians 2 Utility work 7

Community Solar Aggregator Operations 1 Landscaping/Fencing 6

Community Solar Aggregator Manager 1 Construction Manager 1

Community Solar Aggregator Sales 2 Consultants/Engineers 15

Total 11 Project Manager 2

FTE Equivalent 2.5 Commissioning Engineer 1

Project Engineer 2

QA/QC Manager 1

Safety Manager 1

Total 66

FTE Equivalent 13.2

*Some jobs may only require only a few

hours of work each year, but workers

have multiple jobs simultaneously.

**Construction work - some work

will be complete before others

start. This is the peak # workers

for any given trade or

responsibility.