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Ormat Technologies, Inc. – IPO: ‘S-1/A’ on 9/28/04 – EX-10.3.17

On:  Tuesday, 9/28/04, at 9:30am ET   ·   Accession #:  950136-4-3123   ·   File #:  333-117527

Previous ‘S-1’:  ‘S-1’ on 7/21/04   ·   Next:  ‘S-1/A’ on 10/22/04   ·   Latest:  ‘S-1/A’ on 11/10/04   ·   2 References:   

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  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

 9/28/04  Ormat Technologies, Inc.          S-1/A                 90:15M                                    Capital Systems 01/FA

Initial Public Offering (IPO):  Pre-Effective Amendment to Registration Statement (General Form)   —   Form S-1
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: S-1/A       Amendment 1 to Form S-1                             HTML   3.29M 
 2: EX-1.1      Form of                                             HTML    194K 
11: EX-10.1.10  Amendment # 1 to Loan Agreement                     HTML     27K 
12: EX-10.1.11  Capital Note                                        HTML     22K 
13: EX-10.1.12  Amendment No. 1 to Capital Note                     HTML     22K 
14: EX-10.1.13  Guarantee Fee Agreement                             HTML     22K 
15: EX-10.1.14  Reimbursement Agreement                             HTML     25K 
16: EX-10.1.15  Services Agreement                                  HTML     40K 
 3: EX-10.1.2   Amended and Restated Bridge Loan Agreement          HTML    100K 
 4: EX-10.1.3   Bank Hapoalim Credit Facility Agreement             HTML    386K 
 5: EX-10.1.4   Credit Agreement Dtd 12/31/02                       HTML    730K 
 6: EX-10.1.5   Credit Agreement Dtd 12/18/03                       HTML   1.09M 
 7: EX-10.1.6   Eximbank Credit Agreement                           HTML    557K 
 8: EX-10.1.7   Indenture                                           HTML    703K 
 9: EX-10.1.8   First Supplemental Indenture                        HTML     39K 
10: EX-10.1.9   Loan Agreement                                      HTML     38K 
84: EX-10.10    Indemnification Agreement                           HTML     46K 
17: EX-10.2.1   Purchase and Sale Agreement                         HTML    360K 
18: EX-10.3.1   Power Purchase Contract                             HTML    121K 
23: EX-10.3.11  Amended and Restated Power Purchase and Sale Agmt   HTML    237K 
24: EX-10.3.13  Power Purchase Contract                             HTML    197K 
25: EX-10.3.14  Amendment No. 1 Power Purchase Contract             HTML     64K 
26: EX-10.3.16  Power Purchase Contract Dtd 4/16/85                 HTML    206K 
27: EX-10.3.17  Amend 1 to Power Purchase Contract Dtd 10/25/85     HTML     46K 
28: EX-10.3.18  Amend 2 to Power Purchase Contract Dtd 12/20/89     HTML     25K 
29: EX-10.3.19  Interconnections Facilities Agreement               HTML     77K 
30: EX-10.3.20  Interconnection Facilities Agreement                HTML     35K 
31: EX-10.3.21  Interconnection Facilities Agreement                HTML     58K 
32: EX-10.3.22  Interconnection Agreement                           HTML     31K 
33: EX-10.3.23  Plant Connection Agreement                          HTML     58K 
34: EX-10.3.24  Plant Connection Agreement                          HTML     96K 
35: EX-10.3.25  Transmission Service Agreement                      HTML     87K 
36: EX-10.3.26  Plant Connection Agreement                          HTML     53K 
37: EX-10.3.27  Plant Connection Agreement                          HTML     61K 
38: EX-10.3.28  Plant Connection Agreement                          HTML     64K 
39: EX-10.3.29  Plant Connection Agreement                          HTML    186K 
19: EX-10.3.3   Power Purchase Contract                             HTML    111K 
40: EX-10.3.30  Plant Connection Agreement                          HTML    187K 
41: EX-10.3.31  Transmission Service Agreement                      HTML     81K 
42: EX-10.3.32  Transmission Service Agreement                      HTML     83K 
43: EX-10.3.33  Transmission Service Agreement                      HTML     85K 
44: EX-10.3.34  Transmission Service Agreement                      HTML    100K 
45: EX-10.3.35  Plant Amendment No. 1                               HTML     28K 
46: EX-10.3.39  Agreement Addressing Renewable Energy Pricing       HTML     74K 
47: EX-10.3.40  Amnd No.1 to Agrt Address Renewable Energy Pricing  HTML     58K 
48: EX-10.3.41  Agreement Addressing Renewable Energy Pricing       HTML     72K 
49: EX-10.3.42  Amend No. 1 to Agrnt Addr Renewable Energy Pricing  HTML     64K 
50: EX-10.3.43  Energy Services Agreement                           HTML     79K 
51: EX-10.3.44  Purchase Power Contract, Dated March 24, 1986       HTML     92K 
52: EX-10.3.45  Firm Capacity Amendment                             HTML     78K 
53: EX-10.3.46  Amendment to Purchase Power Contract                HTML     32K 
54: EX-10.3.47  Third Amendment to Purchase Power Contract          HTML     76K 
55: EX-10.3.48  Performance Agreement                               HTML    167K 
56: EX-10.3.49  Agreement to Design 69 Kv Transmission Lines        HTML     79K 
20: EX-10.3.5   Amendment #1 to Power Purchase and Sales Agreement  HTML     49K 
21: EX-10.3.6   Settlement Agreement                                HTML     37K 
22: EX-10.3.7   Power Purchase Contract Dtd 4/16/85                 HTML    155K 
57: EX-10.4.1   Ormesa Blm Geothermal Resources Lease               HTML    160K 
63: EX-10.4.12  Lease Agreement, Dated 3/17/64                      HTML     89K 
64: EX-10.4.13  Lease Agreement, Dated 2/16/64                      HTML     72K 
65: EX-10.4.18  Geothermal Lease Agreement, Dated 7/18/79           HTML     79K 
66: EX-10.4.19  Lease Agreement                                     HTML     82K 
58: EX-10.4.2   Ormesa Blm License for Electric Power Plant         HTML     42K 
67: EX-10.4.20  Lease Agreement, Dated 6/14/71                      HTML     56K 
68: EX-10.4.21  Lease Agreement                                     HTML     63K 
69: EX-10.4.23  Geothermal Lease Agreement                          HTML     55K 
70: EX-10.4.24  Geothermal Lease Agreement, Dated 8/31/83           HTML    128K 
71: EX-10.4.26  Geothermal Resources Lease - Guisti                 HTML     55K 
72: EX-10.4.27  Amendment to Geothermal Lease                       HTML     27K 
73: EX-10.4.28  Second Amendment to Geothermal Lease                HTML     39K 
74: EX-10.4.29  Geothermal Resources Sublease                       HTML    144K 
59: EX-10.4.3   Geothermal Resources Mining Lease, Dated 2/20/81    HTML    126K 
75: EX-10.4.30  Klp Lease                                           HTML    265K 
76: EX-10.4.31  Klp Lease Amendment No. 1                           HTML    341K 
77: EX-10.4.32  Second Amendment to Klplease                        HTML     25K 
60: EX-10.4.4   Geothermal Lease Agreement, Dated 10/20/75          HTML     55K 
61: EX-10.4.5   Geothermal Lease Agreement                          HTML     78K 
62: EX-10.4.6   Geothermal Resources Lease, Dated 11/18/83          HTML     77K 
78: EX-10.5.1   Engineering, Procurement and Construction Contract  HTML    434K 
79: EX-10.5.3   Engineering, Procurement and Construction Contract  HTML   1.00M 
80: EX-10.5.4   Patent License Agreement                            HTML    144K 
81: EX-10.7     Executive Employment Agreement of Lucien Bronicki   HTML     70K 
82: EX-10.8     Exec Employment Agreement of Yehudit Bronicki       HTML     75K 
83: EX-10.9     Executive Employment Agreement of Yoram Bronicki    HTML     82K 
85: EX-23.1     Consent of Independent Accountants                  HTML     22K 
86: EX-23.3     Consent of Dani Falk                                HTML     21K 
87: EX-23.4     Consent of Edward Muller                            HTML     21K 
88: EX-23.5     Consent of Lester P. Silverman                      HTML     21K 
89: EX-23.6     Consent of Jacob Worenklein                         HTML     21K 
90: EX-99.3     Material Terms Deviations                           HTML     21K 


EX-10.3.17   —   Amend 1 to Power Purchase Contract Dtd 10/25/85
Exhibit Table of Contents

Page (sequential) | (alphabetic) Top
 
11st Page   -   Filing Submission
2Mammoth Pacific

This exhibit is an HTML Document rendered as filed.  [ Alternative Formats ]

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Exhibit 10.3.17 AMENDMENT NO. 1 --------------- TO THE ------ POWER PURCHASE CONTRACT ----------------------- BETWEEN ------- SOUTHERN CALIFORNIA EDISON COMPANY ---------------------------------- AND --- MAMMOTH PACIFIC --------------- (CASA DIABLO GEOTHERMAL III) ---------------------------- 1. PARTIES ------- The Parties to this Amendment No. 1 to the Power Purchase Contract are Mammoth Pacific, hereinafter referred to as "Mammoth Pacific", and Southern California Edison Company, a California corporation, hereinafter referred to as "Edison", individually "Party", collectively "Parties". 2. RECITALS -------- 2.1 On April 15, 1985, the Parties executed an agreement entitled Power Purchase Contract between Mammoth Pacific and Southern California Edison Company (referred to in this Amendment as the "Original Contract"). 2.2 The parties wish to amend the Original Contract to revise the date construction shall commence.
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3. AGREEMENT --------- In consideration of the terms and conditions contained in this Amendment No. 1, the Parties agree as follows: 3.1 Effective Date -------------- This Amendment No. 1 shall become effective when it has been duly executed by the Parties. 3.2 Changes to Contract Provisions ------------------------------ The date Seller shall commence construction of the Generating Facility, as specified on page 1a, Section 1.2.e, in the Original Contract, is hereby amended to be July 1987. 4. OTHER CONTRACT TERMS AND CONDITIONS ----------------------------------- Except as expressly amended herein, all terms and conditions of the Original Contract shall remain in force and effect. 2
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5. DUPLICATE ORIGINALS ------------------- This Amendment No. 1 is executed in two originals. The signatories hereto represent that they have been appropriately authorized to enter into this Amendment on behalf of the Party for whom they sign. This Amendment is hereby executed as of this 25th day of October, 1985. ATTEST: MAMMOTH PACIFIC By: By: /s/ Lee H. Freeman ------------------------------------ ------------------------------- LEE H. FREEMAN Vice President Pacific Lighting Energy Systems ATTEST: SOUTHERN CALIFORNIA EDISON COMPANY By: By: ------------------------------------ ------------------------------- Edward A. Myers, Jr. Vice President Approved as to form: John R. Bury Vice President and General Counsel By /s/ John R. Bury ------------------------------- Attorney 10/25/1985 3
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[Southern California Edison LOGO] 2244 Walnut Grove Avenue, Rosemead, California 91770 Revised Cal. P.U.C. Sheet No. 10266-E 7816-E & Cancelling Revised Cal. P.U.C. Sheet No. 8637-E -------------------------------------------------------------------------------- Rule No. 21 Sheet 1 of 3 COGENERATION AND SMALL POWER PRODUCTION INTERCONNECTION STANDARDS A. General. This rule sets forth requirements and conditions for interconnected non-Company-owned generation where such generation may be connected for (i) parallel operation with the service of the Company, or (2) Isolated operation with standby or breakdown service provided by the Company. For purposes of this rule, the interconnecting entity shall be designated the Producer. B. Conditions. 1. An agreement executed by the Company and the Producer shall be required for interconnected service. Terms for the purchase of power by the Company, if applicable, shall be included therein. 2. Interconnection with the Company's system may not be made until and unless the Company has determined that the interconnection complies with the design and operating requirements set forth herein. 3. Where interconnection protective equipment is owned, operated and maintained by the Producer, the Producer shall be responsible for damages to the Company or to others arising out of the misoperation or malfunction of the Producer-owned equipment. 4. The Producer is solely responsible for providing adequate protection for the Producer's facilities interconnected with the Company's system. C. Design and Operating Requirements. Each generation facility which is or can be connected to the Company's electric system shall be designed and operated so as to prevent or protect against the following adverse conditions on the Company's system. These conditions can cause electric service degradation, equipment damage, or harm to persons: 1. Inadvertent and unwanted re-energization of a utility dead line or bus. 2. Interconnection while out of synchronization. 3. Overcurrent. 4. Utility system load imbalance. 5. Ground faults. 6. Generated alternating current frequency outside permitted safe limits. 7. Voltage generated outside permitted limits. 8. Poor power factor. 9. Harmful wave forms. The necessary protective equipment (relays, switchgear, transformers, etc.) can be provided by the Producer or by the Company. Criteria, operating rules, and explanatory information regarding the above requirements for small (below 100 kW), medium (100-1000 kW), and large (above 1000 kW) facilities are contained in the Company's Requirements For Operating, Motoring, and Protective Relaying For Cogenerators and Small Power Producers ("Requirements"). Copies of the Requirements are available from the Company. D. Interconnection Facilities 1. Interconnection facilities include all required means, and apparatus installed, to interconnect the Producer's generation with the Company's system. Where the Producer desires to sell power to the Company, Interconnection facilities include also all required means, and apparatus installed, to enable the Company to receive power deliveries from the Producer. Interconnection facilities may include, but are not limited to: a. Connection, transformation, switching, communications, control, protective and safety equipment; and b. Any necessary reinforcements and additions to the Company's system by the Company. (Continued) -------------------------------------------------------------------------------- (To be inserted by utility) Issued by (To be insured by Cal. P.U C.) Advice Letter No. 793-E Michael R. Peevay Date Filed June 27, 1988 Name Effective August 6, 1988 Decision No. 88-03-079 Executive Vice President Resolution No. Title --------- RULE 21
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[Southern California Edison LOGO] 2244 Walnut Grove Avenue, Rosemead, California 91770 Revised Cal. P.U.C. Sheet No. 11131-E Cancelling Revised Cal. P.U.C. Sheet No. 10267-E -------------------------------------------------------------------------------- Rule No.21 Sheet 2 of 3 COGENERATION AND SMALL POWER PRODUCTION INTERCONNECTION STANDARDS (Continued) D. Interconnection Facilities. (Continued) 2. Where interconnection facilities are to be installed for the Producer's use as added facilities, the Producer shall advance to the Company the installed cost of the added facilities. At the Producer's option, and where such Producer's generation is a qualifying facility and the Producer has established creditworthiness to the Company's satisfaction, the Company shall finance those added facilities it deems to be removab1e and reusable equipment. Such equipment shall include, but not be limited to, transformation, disconnection, and metering equipment. Added facilities provided under either of the foregoing arrangements are subject to the monthly charge as set forth in Section H of the Company's Rule No. 2. Description of Service, on file with and authorized by the Commission. 3. When a Producer wishes to reserve facilities paid for by the Producer, but idled by an energy sale conversion, the Company shall impose a special facilities charge reimbursing the Company for costs related to its operation and maintenance of the facility. When a Producer no longer needs facilities for which it has paid, the Producer shall, at a minimum, receive from the Company credit for the net salvage value of the facilities dedicated to Company use. If the Company is able to make use of these facilities to serve other customers, the Producer shall receive the fair market value of the facilities determined as of the date the Producer either decides no longer to use the facilities or fails to pay the required maintenance fee. 4. The Producer shall be responsible for the costs of exploring the feasibility of a project or its interconnection with the Company system, including reasonable advance charges imposed by the Company for feasibility studies. 5. An interconnection line study for any Producer shall take no more than one year to complete. 6. The Producer shall be responsible for the costs of telemetering and safety checks except to the extent that, under the Company's effective tariffs, a comparable customer would not be similarly charged. 7. The Company shall, upon request, give the Producer a binding estimate for line extension and interconnection costs: however, such estimates shall be in effect for a period not to exceed one year from the date provided. A reasonable breakdown of cost estimates shall also be provided in a form sufficiently detailed and understandable by the Producer. 8. The Company shall have the right to inspect the Producer's interconnection facilities prior to the commencement of parallel operations and require modifications as necessary. 9. The site of interconnection facilities shall be accessible to Company personnel. E. Allocation of the Company's Existing Line Capacity. 1. a. For purposes of interconnecting the Producer with the Company, existing capacity on the Company's transmission and/or distribution system and a priority to such line capacity will be allocated in accordance with the applicable Qualifying Facility Milestone Procedure ("QFHP"). In order to establish and maintain a priority for existing line capacity, the Producer must perform each of the milestones of such applicable QFHP. b. The following Producers shall be exempt from QFMP compliance: 1. projects of less than 100 kW design capacity; 2. projects using all power internally; 3. Producers that executed an interconnection facilities agreement prior to January 16, 1985; 4. Producers that bid for and receive Final Standard Offer No. 4 contracts; and 5. Producers that sign Uniform Standard Offer 1 contracts. c. For a Producer that bids for and receives a Final Standard Offer No. 4 power purchase agreement, entitlement to existing capacity on the Company's transmission and/or distribution system and a priority to such line capacity will be established as of the date its bid is determined to be a winner. Such Producers must thereafter comply with the Commission's authorized bidding protocol and not default in performance of its agreement or it shall lose entitlement to line capacity. (Continued) -------------------------------------------------------------------------------- (To be inserted by utility) Issued by (To be inserted by Cal. P.U.C.) Advice Letter No. 825-E Michael R. Peevey Date Filed March 24, 1989 Name Effective May 3, 1989 Decision No. Executive Vice President Resolution No. Title --------- RULE 21
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[Southern California Edison LOGO] 2244 Walnut Grove Avenue, Rosemead, California 91770 Revised Cal. P.U.C. Sheet No. 11132-E Cancelling Revised Cal. P.U.C. Sheet No. 8638-E -------------------------------------------------------------------------------- Rule No. 21 Sheet 3 of 3 COGENERATION AND SMALL POWER PRODUCTION INTERCONNECTION STANDARDS (Continued) E. Allocation of the Company's Existing Line Capacity. (Continued) 1. (Continued) d. For a Producer that sign a Uniform Standard Offer No. 1 power purchase agreement, entitlement to existing capacity on the Company's transmission and/or distribution system and a priority to such line capacity will be established as of the date the Producer pays the project fee and provides information for and pays the cost of the Preliminary Interconnection Study or the Interconnection Study pursuant to its agreement. Such a Producer must thereafter not default in performance of its agreement or it shall lose its entitlement to line capacity. 2. Where existing line capacity is allocated to a Producer, the Producer shall incur no obligation for costs associated with future line upgrades needed to accommodate other producers or customers. If two or more producers establish priority rights simultaneously, the producers shall share the costs of any additional line upgrade necessary to facilitate their cumulative capacity requirements. Costs shall be shared based on the relative proportion of capacity each producer will add to the line. F. Interconnection Reinforcement and/or Additions. The Company's effective tariffs governing interconnection costs and added or special facilities agreements shall be applied to line and system reinforcement and/or additions. In addition, the following shall apply: 1. A Producer shall pay for new or additional line capacity if necessary for the Company to receive the Producer's power. 2. The costs of any line reinforcement and/or addition undertaken at the option of the Company to serve additional future customers or Producers shall be borne by the Company. 3. The applicable Company tariff provisions shall be applied to a Producer who pays for interconnection reinforcement and/or additions that later accommodate a second Producer as those provisions which would be applied to a comparable Company customer. 4. The Producer shall be responsible for the costs of only those future system alterations which are necessary to maintain the California Public Utilities Commission's adopted interconnection standards for the Producer's particular interconnection facilities. The relevant interconnection standards shall be those in effect at the time the contract is signed. Should such alterations not be directly required by, or beneficial to the Producer, the Producer shall be treated like any other customer on the Company's system. G. Metering. 1. If the Producer desires to sell electric power to the Company, the Company shall provide, own and maintain at the Producer's expense all necessary meters and associated equipment to be utilized for the measurement of energy and capacity for determining the Company's payment to the Producer pursuant to an applicable agreement. 2. For purposes of monitoring generator operation and determination of standby charges, the Company shall have the right to install generation metering at the Producer's expense. Where the Producer's generation is 10 KW or greater, telemetering equipment may also be required at the Producer's expense. 3. The Producer shall provide, at no expense to the Company, a suitable location for all meters and associated equipment in accordance with Rule No. 16. 4. Where necessary the Company and the Producer shall agree on an appropriate compensation method for transformer losses as specified in the agreement. 5. The Company shall install a ratchet device so as to prevent reverse operation on the meter(s) recording power provided by the Company and where appropriate in each of the following cases on (i) the meter(s) recording reactive demand imposed on the Company's electric system, and (ii) the meter(s) recording power purchased by the Company. 6. Provision for meter tests and adjustments of bills or payments to the Producer for meter error shall be consistent with Rule No. 17. -------------------------------------------------------------------------------- (To be inserted by utility) Issued by (To be insured by Cal. P.U.C.) Advice Letter No. 826-E Michael R. Peevey Date Filed March 24, 1989 Name Effective May 3, 1989 Decision No. Executive Vice President Resolution No. Title --------- RULE 21

2 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 2/25/22  Ormat Technologies, Inc.          10-K       12/31/21  143:66M                                    RDG Filings/FA
 2/26/21  Ormat Technologies, Inc.          10-K       12/31/20  144:33M                                    RDG Filings/FA
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Filing Submission 0000950136-04-003123   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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