Attachment M

Joint Development and/or Joint Ownership – Required Detailed Participant Information

Unlike the other ownership and PPA structures in this Solicitation, joint development and/or joint ownership structures can result in a partnership between the utility and the Participant during the Project’s development and/or operation period. As a result, PG&E will carefully scrutinize the qualifications and experience of potential joint development and/or joint ownership counterparties, and will work with only the most qualified counterparties who are likely to complement PG&E’s capabilities and experience and who can demonstrate their attributes, experience, and capabilities in the functions related to the Project’s development and operation that are relevant to their Offer. Participants seeking a joint development/ownership opportunity must provide the following information:

General Description & Qualifications

(1)Detailed Business Description: Participants must provide a detailed business description, including:

  • Business activities/model
  • Length of time in operation, both total and in current business model
  • Organization structure (including parent and subsidiary entities, if applicable)
  • Business location(s)
  • Number of employees
  • Description of the role of joint development and/or joint ownership within the Participant’s business model

(2) Description of Transaction Structure: Participants should provide a description of how a partnership will function, including:

  • A detailed description of the partnership structure, including roles and responsibilities for the parties.
  • If a Power Purchase Agreement for a portion of the project is expected, a detailed term sheet, including energy price, is required (please complete Attachment D)
  • If PG&E ownership for a portion of the project is proposed, a detailed Purchase Sale Agreement term sheet, including price, is required (please completeAttachment J).
  • A projection of the capital spending for the project, by quarter, if PG&E is expected to participate in the development cost.

(3)Financial Information: Participants must provide detailed financial information, including:

  • Detailed quarterly capital outlay requirements for the offered project, including the identification of funding responsibility (Participant vs. PG&E).
  • Financial statements for the last three years for relevant Participant entities
  • Market capitalization, as of the offer date (if publicly traded)
  • Credit rating (if available)
  • Description of the Participant’s ability to raise/contribute capital for the development, construction, and operation of the Project, as per the Participant’s offer (proof to be provided, if Offer is shortlisted)
  • Description of the Participant’s ability to support its obligations, as per the Participant’s offer (e.g. ability to post security deposits, provide parent entity guarantees, etc.)

Detailed Description of Participant Attributes (relate to Offer)

(3)Project Development Attributes: Participants must provide a detailed description of the Participant’s project development attributes, including:

  • Indication of whether project development (e.g. site acquisition, permitting, etc.) represents a core function within Participant’s business
  • Description of prior experience with project development of large scale electric generation facilities, renewable or conventional (including capacity, location, and technology of projects under active development, construction and/or in operation), including specific mention of project development related to the technology to be deployed by the Project
  • Number of employees directly involved with project development activities, including specific mention of number of employees dedicated to technologies to be deployed by the Project
  • Detailed description of existing project development assets (e.g. sites, permits, etc.) specific to the proposed Project

(4)Technology Attributes: Participants must provide a detailed description of the Participant’s technology attributes, including:

  • Indication of whether technology assessment represents a core function within Participant’s business
  • Description of prior experience with technology assessment for electric generation projects, including specific mention of technology assessment related to the technology to be deployed by the Project
  • Number of employees directly involved with technology assessment, including specific mention of number of employees dedicated to the technology to be deployed by the Project
  • Description of Participant’s proprietary technology assets (e.g. intellectual property, know how, etc.) related to the technology to be deployed by the Project
  • Description of Participant’s (including affiliates) ability to provide performance guarantees related to the technology to be deployed by the Project

(5)Procurement/Supply Attributes: Participants must provide a detailed description of the Participant’s ability to reliably procure/supply critical components of the proposed Project (e.g. wind turbines, concentrating solar thermal receiver tubes, etc.):

(6)Engineering & Construction Attributes: Participants must provide a detailed description of the Participant’s engineering and construction attributes, including:

  • Indication of whether the provision of engineering and construction services or the oversight/management of such services represents a core function within Participant’s business
  • Description of prior experience providing engineering and construction services or the oversight/management of such services for large scale renewable/conventional electric generation projects (including capacity, location, and technology of projects constructed), including specific mention of the provision of engineering and construction services or the oversight/management of such services related to the technology to be deployed by the Project
  • Number of employees directly involved with providing engineering and construction services or the oversight/management of such services, including specific mention of number of employees dedicated to those activities related to the technology to be deployed by the Project
  • Description of Participant’s (including affiliates) ability to provide performance guarantees related to construction and operation of the Project

(7)Operation & Maintenance Attributes: Participants must provide a detailed description of the Participant’s operation and maintenance attributes, including:

  • Indication of whether the provision of operation and maintenance services or the oversight/management of such services represents a core function within Participant’s business
  • Description of prior experience with operating and maintaining large scale renewable/conventional electric generation projects (including capacity, location, and technology of projects constructed), including specific mention of operation and maintenance related to the technology to be deployed by the Project
  • Number of employees directly involved with providing operation and maintenance services or the oversight/management of such services, including specific mention of number of employees dedicated to those activities related to the technology to be deployed by the Project
  • Description of Participant’s ability to provide performance guarantees related to the long-term operation of the Project

PG&E 2010 RPS Solicitation Buyout Option Term Sheet

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