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WSPP REC
Webinar Discussion Outline
September 7, 2011
Arnold PodgorskyWSPP Legal Counsel
www.wrightlaw.com
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Discussion Outline
• R-1 Introductory Provisions• R-2.1 – 2.3 Confirmations, REC Products
– Firm, Resource Contingent, Facility As-Run, each unbundled (pure REC) or bundled (with energy)
• R-2.4 Environmental Attributes– All Attributes, Program Attributes (All Attributes is the
default (2.4))
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Discussion Outline
• R-3 Delivery and Title– 3.1 Unbundled (Delivery upon Tracking System
transfer or delivery of Attestation; Acceptance upon conformation of receipt in account, or acceptance of Attestation); title passes upon Delivery and Acceptance
– 3.2 Bundled (Delivery upon transfer of REC and energy; Acceptance of REC as in 3.1 and of energy per WSPP Agreement; title to prior vintage REC on effective date; to future REC upon generation (delivery?) of each mw hour, held in trust until transfer, and for energy per WSPP Agreement
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Discussion Outline
• R-3.3 Required Actions to Assure Delivery• R-3.4 Conveyance is of all REC rights• R-4 Charges and credit – nothing new• R-5.1 Governing Law- All aspects of REC
governed by law or rules of Applicable Program• R-5.2 Change in Law (if Applicable Program is
designated)– “Change in Law” occurs if it “nullifies compliance” of
REC with Applicable Program R-5.2.2(a)– Regulatorily Continuing (the default) versus Not
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Discussion Outline
– If Reg Con’g, Seller makes commercially reasonable efforts (discuss) to fix, at a cost up to a possible designated cap
• If Seller cannot address the Change, need to resolve whether Seller must pay damages.
• R-6 Reps and Warranties• R-7 Records; Confidentiality
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Discussion Outline
• Uncontrollable Force– WSPP Agreement 10 modified to include RECs– Allocation of non-production due to UF by firmness
and purchasers’ respective entitlements. Should reconcile with product definition treatment of other intrerruptions.
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Discussion Outline
• Remedies– Unbundled R-9.1.1
• Purchaser that refused to receive pays: Contract price less Resale Price x refused Contract Quantity
• Seller that failed to deliver pays: Replacement Price less Contract Price x undelivered Contract Quantity plus penalties and alternative compliance payments subject to limits on any penalties and compliance payments stated in the Confirmation
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Discussion Outline
– Bundled price not allocated between REC/Energy R-9.1.2(a)• Purchaser failing to receive pays Contract Price less Resale Price x
undelivered Contract Quantity, plus transmission costs incurred.– If Purchaser declined REC (but received energy), Purchaser pays for
energy at the energy Resale Price– If Purchaser declined energy (but received REC), Purchaser pays
Contract Price less REC Resale Price
• Seller failing to deliver pays Replacement Price less Contract Price x undelivered Contract Quantity, plus transmission costs incurred, plus penalties and alternative compliance payments subject to limits stated in the Confirmation.
– If Seller delivers energy but not REC, no payment for energy is required (assumed that the energy was not green)
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Discussion Outline
-- When price is allocated between REC and Energy R-9.1.2(b)• Purchaser refusing to accept REC pays Resale Price less Contract
Price
• Seller failing to deliver REC pays Replacement Price less Contract Price
• Purchaser refusing to receive energy pays Resale Price less Contract Price
• Seller failing to deliver energy pays Replacement Price less Contract Price
• Injunction: allowed, due to reputation concerns R-9.2• Definitions
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Contact
For more information, please contact:
Arnold Podgorsky
202-393-1200 (O) 703-217-1827 (Mobile)
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