Independent Power Producers Editing and Proofreading Services

A power purchase agreement is a twenty-year document about a plant that does not exist yet, negotiated by people who will have moved on before the first difficult year. What survives them is the wording — and the clauses that get argued about are never the price. They are the ones dealing with the plant being available and the offtaker not wanting the power.

We edit what independent power producers and their advisers produce — power purchase agreements and their technical schedules, availability and performance guarantee terms, curtailment and dispatch provisions, metering and settlement schedules, operation and maintenance agreements, connection and grid compliance documentation, project information memoranda and lender documentation, technical due diligence responses, insurance and force majeure documentation, performance reporting to offtakers and lenders, and commercial operation and testing documentation. Our editors work on the clauses that decide who bears which risk.

Availability and curtailment are where a PPA either allocates risk or defers an argument, and the failure is treating them as adjacent when they are opposites. Availability is about the plant being able to generate; curtailment is about somebody not wanting it to. We work through these so availability is defined as a measurable state with its formula, its measurement interval and its exclusions listed exhaustively, since every exclusion is a transfer of risk and a list ending in "and other similar events" transfers an unknown quantity; so planned outage rights are stated in hours, seasons and notice, given that an outage right without a seasonal restriction will be taken in the highest-value month; so curtailment is separated by cause — network instruction, offtaker economic decision, negative prices, and market suspension — because these are compensated differently and are routinely collapsed into one clause; so deemed generation is defined with the method for calculating what would have been produced, as this calculation is the entire remedy and it is frequently left to be agreed later; so force majeure names events rather than describing categories; and so the interaction between availability, curtailment and the performance guarantee is worked through rather than assumed. Agreements written this way survive their first bad year.

Everything you send is treated in confidence, including agreements, project data and commercial terms. We are editors rather than energy, commercial or legal advisers, and we offer no view on terms, risk allocation or dispatch. What we can do is make each clause say which party carries what.