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<br />2 <br /> <br /> <br />“Bankruptcy Event” means with respect to a Party, that either: (i) such Party has (A) applied for or <br />consented to the appointment of, or the taking of possession by, a receiver, custodian, trustee or <br />liquidator of itself or of all or a substantial part of its property; (B) admitted in writing its inability, or be <br />generally unable, to pay its debts as such debts become due; (C) made a general assignment for the <br />benefit of its creditors; (D) commenced a voluntary case under any bankruptcy law; (E) filed a petition <br />seeking to take advantage of any other law relating to bankruptcy, insolvency, reorganization, winding <br />up, or composition or readjustment of debts; (F) failed to controvert in a timely and appropriate manner, <br />or acquiesced in writing to, any petition filed against such Party in an involuntary case under any <br />bankruptcy law; or (G) taken any corporate or other action for the purpose of effecting any of the <br />foregoing; or (ii) a proceeding or case has been commenced without the application or consent of such <br />Party in any court ofcompetent jurisdiction seeking (A) its liquidation, reorganization, dissolution or <br />winding-up or the composition or readjustment of debts or, (B) the appointment of a trustee, receiver, <br />custodian, liquidator or the like of such Party under any bankruptcy law, and such proceeding or case has <br />continued undefended, or any order, judgment or decree approving or ordering any of the foregoing shall <br />be entered and continue unstayed and in effect for a period of 60 days. <br /> <br />“Bill Credit” means the monetary value of the electricity generated by the Solar System commensurate <br />with Subscriber’s Allocated Percentage, as calculated pursuant to the PPA and the Tariff, and credited to <br />Subscriber by Northern States Power Company (“NSP”) on its monthly invoice for electric service at the <br />Service Address in accordance with the PPA. The Bill Credit Rate to be used by NSP is the Enhanced <br />Bill Credit as provided in the PPA as the Operator must transfer the Solar Renewable Energy Credits <br />(“RECs”) to NSP under the PPA unless directed otherwise by Subscriber. <br /> <br />“Billing Cycle” means the monthly billing cycle established by NSP. <br /> <br />“Business Day” means any day other than Saturday, Sunday, or a legal holiday. <br /> <br />“Creditworthy” means a general obligation bond rating of (a) Baa3 or higher by Moody’s, (b) BBB- or <br />higher by Fitch IBCA, or (c) BBB- or higher by Standard and Poor’s; or, for non-governmental entities <br />not rated by Moody’s, Fitch IBCA, or Standard and Poor’s, an equivalent credit rating as determined by <br />Operator through review of such entity’s (x) most recent three (3) years of audited financial statements <br />with notes, or, if such audited financial statements are not available, (y) most recent three (3) years of <br />unaudited financials (prepared by an external accountant, if available) including income and cash flow <br />statements, a balance sheet, and accompanying notes, if any, for each. <br /> <br />“Date of Commercial Operation” means the first day of the first full calendar month upon which <br />commercial operation is achieved following completion of all Interconnection Agreement requirements <br />and processes, as defined by the PPA executed by the Operator and NSP. <br /> <br />“Delivered Energy” means the amount of alternating current (AC) energy generated by the System as <br />inverted to AC and delivered to NSP at the Production Meter (as defined in the PPA). <br /> <br />“Early Termination Date” means any date the Agreement terminates other than for expiration of the Term. <br /> <br />“Effective Date” means the date on which the Agreement is signed by authorized representatives of both <br />Parties in accordance with Section 2.1. <br />52