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Ormat Technologies, Inc. – IPO: ‘S-1/A’ on 9/28/04 – EX-10.4.26

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

  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-10.4.26 — Geothermal Resources Lease – Guisti
Exhibit Table of Contents

Page	(sequential)	\|	(alphabetic)	Top
			Alternative Formats (Word, et al.) Lessee Lessor
1	1st Page - Filing Submission
16	Lessor
17	Lessee

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

EX-10.4.26	1st Page of 19	TOC	↑Top	Previous	Next	↓Bottom	Just 1st


EX-10.4.26 2nd Page of 19 TOC 1st Previous Next ↓Bottom Just 2nd
CONFIDENTIAL TREATMENT REQUESTED. CONFIDENTIAL PORTIONS OF THIS DOCUMENT HAVE
BEEN REDACTED AND HAVE BEEN SEPARATELY FILED WITH THE COMMISSION.

                                                                 Exhibit 10.4.26

                           GEOTHERMAL RESOURCES LEASE

              THIS LEASE, entered into this 27th day of June, 1988, by and
between BERNICE GUISTI, JUDITH HARVEY and KAREN THOMPSON, Trustees and
Beneficiaries of the Guisti Trust ("Lessor"), and FAR WEST CAPITAL, INC., a Utah
corporation ("Lessee").

              1. INTEREST GRANTED:

              In consideration of the covenants and agreements contained herein,
Lessor hereby grants and leases to Lessee the exclusive right and privilege to
drill for, extract, produce, remove, utilize, sell, and dispose of geothermal
steam and associated geothermal resources as defined in NRS 534A.010,
(hereinafter called "geothermal resources"), in or under that certain parcel of
property (the "Premises") consisting of approximately sixty (60) acres, as more
particularly described as follows:

               All that certain real property consisting of 60 acres located in
               Washoe County, state of Nevada, more particularly described as
               the W1/2 NE 1/4 SE 1/4 and the SE 1/4 SE 1/4 Section 29, T. 18
               N., R. 20 E., M.D.B.&M.

together with:

              (a) The non-exclusive right to conduct within the leased area
       geological and geophysical exploration;

              (b) The right to construct or erect and to use, operate, and
       maintain within the leased area, together with ingress and egress
       thereupon, all wells, pumps, pipes, pipe lines, buildings, plants,
       stumps, brine pits, reservoirs, tanks, waterworks, pumping stations,
       roads, electric power generating plants, transmission lines, industrial
       facilities, electric telegraph or telephone lines, and such other works
       and structures and to use so much of the surface of the land may be
       reasonably necessary or convenient for the production, utilization, and
       processing of geothermal resources or for the full enjoyment of the
       rights granted by this Lease, subject to applicable laws and regulations.
       The Lessor shall have the right to

EX-10.4.26 3rd Page of 19 TOC 1st Previous Next ↓Bottom Just 3rd
       approve the location of the various facilities including plant, lines,
       wells, pipes, etc., provided that approval shall not be unreasonably
       withheld.

              (c) The non-exclusive right to drill potable water wells in
       accordance with Nevada statutory water laws within the leased area and to
       use the water produced therefrom for operation of the leased lands, free
       of costs, provided that such drilling and development conducted in such a
       way that they do not interfere with Lessor's activities on the leased
       land.

              (d) The right, without the payment of royalties hereunder, to
       reinject into the leased lands geothermal resources and condensates to
       the extent that such resources and condensates are not utilized; but
       their reinjection is necessary for operation under this Lease in the
       recovery or processing of geothermal resources. If the Lessee, pursuant
       to a plan approved by the Nevada Division of Environmental Protection,
       disposes of the usable brine and waste products into underlying
       formations, it may do so without the payment of royalties.

              2. TERM:

              The term of this Lease shall commence upon the date of its
execution and subject to the conditions set forth below shall continue for a
term of twenty (20) years and for so long thereafter as geothermal resources are
produced or utilized in commercial quantities on the leased property, or lands
pooled or unitized therewith.

              (a) Within ninety (90) days of date hereof, Lessee shall decide
       whether or not to construct a production well upon the Premises. A
       production well shall be defined as one of adequate size and depth to
       supply a conventional geothermal power generation project. Should Lessee
       choose not to construct the production well, then it shall promptly
       notify

                                       2

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       Lessor of such fact. In that event, this Geothermal Resource Lease shall
       be immediately terminated, without further liability of either party. In
       the event Lessee elects to construct a production well, then such
       construction shall be concluded by February 1, 1989.

              (b) In the event Lessee drills a well on the Premises for the
       purpose of producing geothermal fluid in commercial quantities, the term
       of this Lease shall be automatically extended for five years from the
       date of execution hereof.

              (c) If Lessee shall obtain a contract for the sale of electrical
       energy generated by the use of geothermal fluids produced from the
       Premises during either of the periods in subparagraphs (a) or (b) above,
       then in that event the term of this Lease shall be automatically extended
       for an additional three years from the termination date that would
       otherwise be applicable. If a power plant capable of generating
       electrical energy by the use of geothermal fluids is thereafter
       constructed within the extended lease term then the Lease term shall then
       be as provided in the initial paragraph of this section 2.

              3. RENTALS AND ROYALTIES:

              (a) After Lessee has commenced the production of electrical
       energy, Lessee may, at its option, suspend or defer such production. If
       Lessee does not then resume production within one year, Lessee shall pay
       rent for the year, in arrears, at the rate of $*** per acre. If
       production is suspended for more than eighteen (18) months at any one
       time, this agreement shall terminate automatically as to both parties.

              (b) Royalty. On or before the last day of the calendar month after
       the month of commencement of production in commercial quantities of
       geothermal resources and thereafter on a monthly basis, the Lessee shall
       pay to the Lessor:

*** Confidential material redacted and filed separately with the Commission.

                                       3

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                    (i) During the period of time required to amortize the
              initial long term financing (as opposed to construction financing)
              of a plant built to generate electrical energy utilizing
              geothermal resources produced from the Premises (which period
              shall not exceed 10 years), a royalty equal to the greater of (a)
              *** percent (***%) of the gross sales of electricity from a power
              plant built upon or utilizing geothermal resources from the
              Premises, or land pooled or unitized therewith or (b) *** percent
              (***%) of the Net Distributable Cash Flow derived from such sales.

                    (ii) After the initial long term financing is amortized,
              Lessor may elect to receive a royalty of *** percent (***%) of the
              Net Distributable Cash Flow or *** percent (***%) of the gross
              sales of electricity from a power plant built upon or utilizing
              geothermal fluids produced from the Premises or land pooled or
              unitized therewith.

              (c) For purposes of this agreement "Net Distributable Cash Flow"
       shall mean all cash proceeds from the sale of electrical power generated
       from geothermal resources produced from the Premises less debt service,
       operating cost, insurance, legal, accounting, or other expert or
       consulting services, taxes including but not limited to severance and
       property taxes and other expenses or costs directly attributable to
       ownership or operation of the power plant and reasonable overhead and
       administrative cost reasonably allocable to the management of the power
       plant.

              4. TAXES AND ASSESSMENTS:

              Taxes and Improvements. Lessee shall pay all taxes levied against
the Property and against the Lessee's improvements on the Property. Lessor shall
promptly supply Lessee all tax notices and statements. Should Lessor install
improvements upon the real property, then Lessor

*** Confidential material redacted and filed separately with the Commission.

                                       4

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shall pay its pro rata and fair share of the real property and ad valorem real
property taxes. Lessee, at its option, may pay and discharge any delinquent
taxes, mortgages, trust deeds, or, other delinquent liens or encumbrances
existing, levied or assessed on or against the Property. If Lessee exercises
such option, Lessee thereof and shall have the right, in addition to other
remedies provided by law or equity, to reimburse itself by applying to the
discharge of any such mortgage, tax, or other lien or encumbrance any and all
payments accruing to Lessor hereunder.

              Severance Taxes. If any tax should be levied or assessed against
Geothermal Resources appurtenant to or produced from the Property, Lessor shall
pay its royalty share (as determined pursuant to Section 2.3) of such taxes and
Lessee shall pay the remainder.

              Depletion Allowance. In the event income tax depletion allowances
become available to Lessor and become available to the Property, then Lessor
shall be allocated its royalty share (as determined pursuant to section 2.3) of
any such available income tax depletion allowances and Lessee shall be allocated
the remainder.

              5. WELLS:

              (a) Lessee shall not drill or operate water wells or take water in
       such a way as to injure water wells, ponds or reservoirs of Lessor or
       interfere with or restrict the supply of water to Lessor or its tenants
       for domestic, livestock, or agricultural use. If Lessee elects to
       permanently abandon any well drilled by Lessee on the leased land, Lessor
       shall have the option of requiring, in writing, that Lessee turn over
       such well to Lessor. In that event, Lessee shall have the right to remove
       the pump, motor, and ancillary equipment. Lessor shall have the right to
       possession and ownership of the well and will assume all responsibility
       for plugging when abandoned and bonding the well as required by Nevada
       law. Conversely, should Lessor choose to abandon the well, then Lessee
       agrees to plug

                                       5

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       each well in accordance with the then existing regulations of the Nevada
       State Engineer and the Nevada Department of Minerals.

              (b) Subject to the terms of this paragraph 5, within six (6)
       months after abandonment of any well, including those abandonments
       resulting from termination of this Lease, Lessee shall remove all
       machinery, material, and structures used in connection with said well and
       not used in its other operations, if any, on the leased land, and shall
       fill in and level off all excavations, pits, or other alterations to the
       surface of the leased land caused in connection with said well, and,
       insofar as practical, shall, restore the leased land and the means of
       ingress and egress to as good a condition as existed when Lessee
       commenced operations under this Lease, except reasonable wear and tear,
       acts of nature and conditions beyond the control of Lessee.

              6. COMMINGLING, POOLING, AND UNITIZATION:

              (a) Lessee shall have the right to commingle (for purposes of
       storing, transporting, handling, unitizing, selling or processing)
       geothermal resources produced or extracted from the leased land and lands
       pooled, unitized or combined therewith, with similar substances produced
       or extracted from other lands or units. In the event of such commingling,
       Lessee shall meter, gauge, or measure, according to prevalent industry
       standards, the production from the Premises at the well head, or from the
       unit or units including the leased land or other units or lands, as
       applicable, and compute and pay Lessor's royalty attributable to Lessor's
       land on the basis of such production as so determined or allocated.

              (b) Lessee may, as a recurring right for drilling, development or
       operating purposes, pool, unitize, or combine all or part of the leased
       land into a unit with any other land or lands (whether held by Lessee or
       others), whether or not adjacent or contiguous, which

                                       6

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       Lessee desires to develop or operate as a unit. Any well (whether or not
       Lessee's well) commenced, drilled, drilling and/or producing or being
       capable of producing in any part of such unit shall for all purposes of
       this Lease be deemed a well commenced, drilled, drilling and/or producing
       on the leased land, and the Lessee shall have the same rights and
       obligations with respect thereto and the drilling and producing
       operations upon the lands from time to time included within any such unit
       as Lessee would have if such lands constituted the leased lands;
       provided, however, that notwithstanding this or any other provision or
       provisions of this Lease to the contrary:

                    (i) Production as to which royalty is payable from any such
              wells or wells drilled upon any such unit, whether located on the
              leased land or other lands, shall be allocated to the leased land
              in the proportion that the acreage of the leased land in such unit
              bears to the total acreage of such unit. Such allocated portion
              thereof shall for all purposes be considered as having been
              produced from the leased land, and the royalty, payable under this
              Lease with respect to the leased land in such unit shall be
              payable only upon that proportion of production so allocated, and

                    (ii) If taxes of any kind are levied or assessed (other than
              taxes on the surface and on Lessor's improvements), any portion of
              which is chargeable to Lessor under the provisions of this Lease,
              then this share of such taxes to be borne by Lessor shall be in
              proportion to the share of the production from such unit allocated
              to the leased land.

              7. RESERVATIONS TO LESSOR:

              All rights in the leased area not granted to Lessee by this Lease
are hereby reserved to Lessor. Without limiting the generality of the foregoing,
such reserved rights include:

                                       7

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              (a) Disposal - the right to sell or otherwise dispose of the
       surface of the leased lands or any resource in the leased lands under
       existing laws, or laws hereinafter enacted, subject to the rights of the
       Lessee under this Lease.

              (b) Rights of Way - the right to authorize geological and
       geophysical explorations on the leased land which do not interfere with
       or endanger actual operations under this Lease and the right to grant
       such easements or rights of way for joint or several use upon, through,
       or in the leased area for steam lines and other public or private
       purposes which do not interfere with or endanger planned or actual
       operations or facilities constructed under this Lease.

              (c) Mineral Rights - the ownership of the right to extract
       minerals, oil, hydrocarbon gas, and helium from the leased lands.

              (d) Casing - the right to acquire the well and casing at the fair
       market value of the casing where the Lessee finds only potable water, and
       such water is not required in lease operations.

              (e) Measurements - the right to measure geothermal resources and
       to sample any production thereof.

              (f) Exploit Unused Geothermal Potential - to the extent Lessee
       does not construct a power plant which utilizes the full potential of the
       geothermal resource available from the Premises (estimated to be capable
       of serving a ten (10) megawatt plant) or is not preceding in a reasonable
       manner to expand its plant within a reasonable period, Lessor shall have
       the right after giving twelve (12) months' written notice to construct a
       power plant to utilize the potential not being exploited by Lessee's
       power plant or power plants. However, Lessor shall not construct an
       additional power plant if Lessee provides an opinion of

                                       8

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       Geothermex, Inc. which opinion states that the plant planned by Lessor
       would adversely affect the geothermal fluids or the use of the geothermal
       resource currently being made by Lessee.

              8. DEFAULT AND TERMINATION:

              Whenever the Lessee fails to comply with any of the terms and
provisions of this Lease, and does not commence to remedy such failure within
ninety (90) days after receipt of written notice from Lessor, the Lessor may (a)
suspend operations until the requested action is taken to correct the
noncompliance, or (b) cancel this Lease by delivering written notice of its
intent to do so to Lessee. Such cancellations shall be effective immediately
upon delivery of said notice. The following property shall be excepted from any
Lease termination hereunder as a result of default: (a) each and any well then
capable of producing in commercial quantities the substances covered by this
Lease, and in respect to which Lessee is not in default; and (b) rights of way
and easements across lands subject to such Lease termination, which rights of
way and easements are necessary for conducting Lessee's operations on or in the
vicinity of the lands retained, with respect to which Lessee is not in default,
including sites for electric generating units.

              9. INDEMNIFICATION:

              The Lessee shall indemnify and hold harmless Lessor, its officers,
agents and employees from any and all claims for liability of any kind arising
from or connected with Lessee's activities and operations under this Lease.
Lessee shall pay to the person beneficially interested in the damaged object all
damages caused by Lessee's operations on the surface of the leased land,
including but not limited to damages to growing crops, pasture and improvements
on

                                       9

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the leased land, or to animals or livestock. Lessee agrees to take reasonable
steps to prevent its operation from:

              (a) Causing or contributing to soil erosion, or to the injury to
       soil conserving structures on the leased land;

              (b) Polluting the waters of reservoirs, springs, streams, or water
       wells on the leased land;

              (c) Damaging crops or pasture, consistent with the purposes of
       this Lease; or

              (d) Harming or injuring in any way the animals or livestock owned
       by Lessor or his tenants, or kept or pastured on the leased land,
       including the erection and maintenance of fences, gates, and cattle
       guards where necessary for such purposes.

              In no event shall Lessor be indemnified for liability or loss
resulting from its sole negligence.

              10.     CONDEMNATION:

              Eminent domain proceedings resulting in the condemnation of a part
of the Premises leased herein, but leaving the remaining Premises reasonably
usable by Lessee for the purposes of the activities described in paragraph 1
above, will not terminate this Lease unless Lessor and Lessee mutually agree to
such termination. The effect of any such partial condemnation will be to
terminate the Lease as to the portion of the Premises condemned, and the Lease
of the remainder of the Premises shall remain intact. Lessee hereby assigns and
transfers to Lessor any claim it may have to compensation for damages or award
as a result of any condemnation, that does not materially impair its ability to
carry out the activities described in paragraph 1.

                                       10

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              11. PERMITTING:

              Lessee shall obtain and maintain any and all permits, licenses,
and governmental approvals necessary for the conduct of Lessee's activities on
the leased land. All labor to be performed and material to be furnished in the
operations hereunder shall be at the sole cost and expense of Lessee, and Lessee
shall hold Lessor free and harmless from liability thereunder. Lessee shall keep
the leased Premises fully protected against any and all liens of every character
arising from or connected with Lessee's operations hereunder.

              Lessee, on behalf of Lessor, shall record a Notice of
Non-Responsibility with the Washoe County Recorder. A true copy of that document
is attached hereto as Exhibit "A".

              12. ASSIGNMENTS AND SUBLEASES:

              (a) Neither party shall voluntarily assign this Lease without the
       prior written consent of the other party, unless the assignment is to a
       partnership in which one of the parties to this Lease is a general
       partner.

              (b) In the event that either party to this Lease wishes to assign
       this Lease to a corporation or other entity, which does not fall into
       subsection (a) above, said party shall provide the other party with
       written notice of such intent. Said written notice shall describe the
       financial structure and assets of the potential assignee in sufficient
       detail to permit the noticed party to evaluate the effect of the
       assignment on its interest in this Lease. The party giving such notice
       shall have thirty (30) days from its receipt of the notice to consent or
       refuse to consent to the assignment. Failure to give written consent or
       refusal within said thirty day period shall be deemed consent by the
       noticed party. In no event shall consent to any assignment be
       unreasonably withheld.

                                       11

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              (c) In the event Lessee is contemplating an assignment such as
       described in subsection (b) above, Lessor shall have a prior right to
       regain Lessee's rights under the Lease, together with any and all related
       improvements, at the price and on the terms of the intended assignment.
       Lessor may exercise this right by notifying Lessee of its intent to do so
       by the end of the thirty day period described in subsection (b) above.
       Such notice shall also be deemed a refusal of consent to the assignment
       of Lessee's right to a third party. Subject to the provisions of this
       paragraph, all obligations hereunder shall be binding upon, and every
       benefit hereof shall inure to the heirs, executors, administrators,
       successors, and assigns of the respective parties hereto.

              13. INSURANCE:

              Lessee, at its own expense, prior to commencing operations on the
leasehold, shall obtain and thereafter while operations are conducted on the
Premises and this Lease is in effect maintain adequate Workmen's Compensation
Insurance and deliver to Lessor evidence of same.

              Lessee, at its own expense prior to commencing operations on the
leasehold, shall obtain and thereafter while this Lease is in effect maintain
Comprehensive Liability and Automobile Liability of not less than $500,000
combined single limit or equivalent for bodily injury, personal injury, and
property damage as the result of any one occurrence, naming Lessor as additional
insured as its interests may lie. Lessee shall tender to Lessor prior to taking
possession of the leasehold or commencing any work, a certificate of insurance
confirming coverage for the benefit of Lessor. Further, Lessee agrees that
should any change in insurance carriers be effected, adequate notice and an
additional certificate shall be delivered to Lessor accordingly.

              14. RESERVATION OF WATER RIGHTS:

                                       12

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              Lessor believes that it owns water rights which are valuable in
connection with the utilization of geothermal fluids for the generation of
electrical energy and that those rights can only be protected by drilling a
production well on or before February 1, 1989. In the event that Lessee is
convinced of the value of Lessor's water rights, Lessee is willing to take the
necessary action to preserve those rights including drilling a production well
on or before February 1, 1989. Lessee will investigate the value of Lessor's
water rights and what is necessary to preserve those rights and satisfy itself
on both issues within ninety (90) days following the execution of this
agreement.

              15. NOTICES:

              Lessor may give any notice or deliver any document hereunder to
Lessee by mailing the same by certified mail addressed to Lessee at:

                          Far West Capital, Inc.
                          1135 East South Union Avenue
                          Midvale, Utah  84042

or by delivering the same in person to the above-referenced address Lessee.
Lessee may give any notice or deliver any document hereunder to Lessor by
mailing the same by certified mail addressed to Lessor at:

                          Bernice Guisti
                          Judith Harvey
                          Karen Thompson
                          1745 Aquila Avenue
                          Reno, Nevada  89509

or by delivering the same to Lessor in person. For purposes of this paragraph,
either party may change its address by written notice to the other. In case of
any notice or document delivered by certified mail, the same shall be deemed
delivered when deposited in any U.S. Post Office, properly addressed as herein
provided, with postage fully prepaid. Lessee may make any payment due Lessor to
Lessor personally or by mail at the address of Lessor given above.

                                       13

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              16. INSPECTION BY LESSOR:

              Inspection of Property. Lessor, or his authorized agents or
representatives, shall be entitled to enter upon the leasehold at all reasonable
times for the purposes of inspection or other reasonable purposes associated
with Lessor's rights as owner of the subject property.

              17. MISCELLANEOUS PROVISIONS:

              Binding Effect. This Lease shall inure to the benefit of and be
binding upon the parties hereto, their respective heirs, executors,
administrators, successors, and assigns.

              Applicable Law.  The terms and provisions of this Lease shall be
interpreted in accordance with the laws of the State of Nevada.

              Entire Lease. This Lease terminates and replaces all prior
agreements, either written, oral, or implied, between the parties hereto and
constitutes the entire agreement between the parties.

              Recording Memorandum of Lease. The parties hereto agree to execute
a Memorandum of this Lease (short form) for the purpose of recording same in the
records of Washoe County, Nevada, so as to give public notice, pursuant to the
laws of the State of Nevada, of the existence of this Lease.

              Void and Invalid Provisions. In the event any part or portion or
provision of this instrument shall be found or declared to be null, void, or
unenforceable for any reason whatsoever by any Court of competent jurisdiction
or any governmental agency having authority thereover, then and in such event
only such part, portion or provision shall be affected thereby, and such
finding, ruling or decision shall not in any way affect the remainder of this
instrument or any of the other terms or conditions hereof, which said remaining
terms and conditions shall remain binding, valid, and subsisting and in full
force and effect between the parties hereto, it

                                       14

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being specifically understood and agreed that the provisions hereof are
severable for the purposes of the provisions of this clause.

              Time of the Essence. Time is of the essence of this Lease and each
and every part thereof. Confidentiality. Each party agrees, to the extent that
it may, to retain all information, whether geological or financial, in strict
confidence, delivering the same only to governmental entities which require it,
or to financial, geological, or other similar consultants.

              Counterparts. This Lease may be executed in any number of
counterparts and all such counterparts shall be deemed to constitute a single
Lease and the execution of one counterpart by any party Lessor shall have the
same force and effect as if such party had signed all the other counterparts.

              Warranty of Title. Lessor hereby warrants that it is the lawful
owner vested in title in the property subject of the leasehold herein. Lessor
makes no warranties or representations, however, with regard to mineral rights,
geothermal rights, or the extent thereof and Lessee hereby assumes all risk with
regard to title, validity, or extent of geothermal interests subject hereof.

              Cooperation. The parties agree to cooperate in the execution of
any other documentation necessary to carry out the intent and terms of this
Lease.

              IN WITNESS WHEREOF, the parties hereto have executed this Lease as
of the day and year first above
written.

LESSOR:                                  TRUSTEES AND BENEFICIARIES OF THE
                                         GUISTI LEASE

                                         ---------------------------------------
                                         BERNICE GUISTI

                                       15

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                                         ---------------------------------------
                                         JUDITH HARVEY

                                         --------------------------------------
                                         KAREN THOMPSON

LESSEE:                                  FAR WEST CAPITAL, INC.

                                         By:____________________________________
                                                  Its:__________________________

                                       16

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Mail Recorded Document To:

P. O. Box 2790                    EXHIBIT "A"
Reno, Nv 89505

                          NOTICE OF NON-RESPONSIBILITY
                          ----------------------------

NOTICE IS HEREBY GIVEN:

     1. That the GUISTI TRUST is the owner of real property more particularly
described as:

          All that certain real property consisting of 60
          acres located in Washoe County, State of Nevada,
          more particularly described as the W 1/2 NE 1/4 SE
          1/4 and the SE 1/4 SE 1/4 Section 29, T. 18 N., R.
          20 E., M.D.B.&M.

     2. The owner of the real property described herein has entered into a
certain Geothermal Resource Lease dated the 27th date of June, 1988 with Far
West Capital, Inc., a Utah corporation.

     3. This Notice of Non-Responsibility is given pursuant to the provisions of
NRS 108.234, as amended.

     4. None of the Trustees of Guisti Trust or the Trust itself shall be
responsible for any building, structure or other improvements mentioned in or
falling within the purview of the agreement described above, constructed,
altered or repaired, and none of the same which may hereafter be constructed on
the property during the term of the Geothermal Resource Lease are or shall for
any reason be deemed to be constructed, altered, repaired or done at the
instance of the owner of the said property.

     5. None of the Trustees of the Guisti Trust or the Trust itself shall be
responsible for any construction, alteration or repair of any building,
structure or other

EX-10.4.26 Last Page of 19 TOC 1st Previous Next ↓Bottom Just 19th
improvements placed upon the real property or constructed on all or any portion
of the real property, whether directly or indirectly, at the instance of any
person or entity acting under or by virtue of any agreement with or at the
instance of Far West Capital, Inc., a Utah corporation.

     6. The address of the owner of the real property is as follows:

                                  GUISTI TRUST
                                  c/o Judith Harvey, Trustee
                                  1745 Aquila Avenue
                                  Reno, Nevada   89509

     DATED this 28th day of June, 1988.

                                       /s/ Ross E. de Lipkau
                                       ---------------------
                                       ROSS E. de LIPKAU
                                       On Behalf of GUISTI TRUST

STATE OF NEVADA           )
                          :ss:
COUNTY OF WASHOE          )

     On this 28th day of June, 1988, personally appeared before me, ROSS E. de
LIPKAU, who acknowledged to me that he executed the foregoing Notice of
Non-Responsibility on behalf of the Guisti Trust.

                  LINDA B. ELLER
        Notary Public -- State of Nevada                 /s/ Linda B. Eller
[SEAL]  Appointment Recorded in Washoe County      -----------------------------
        MY APPOINTMENT EXPIRES FEB. 9, 1990        Notary Public

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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.)

Ormat Technologies, Inc. – IPO: ‘S-1/A’ on 9/28/04 – EX-10.4.26

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: By: Ormat Technologies, Inc. – ‘10-K’ on 2/25/22 for 12/31/21 By: Ormat Technologies, Inc. – ‘10-K’ on 2/26/21 for 12/31/20

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

EX-10.4.26 — Geothermal Resources Lease – GuistiExhibit Table of Contents

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

2 Subsequent Filings that Reference this Filing

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:

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

EX-10.4.26 — Geothermal Resources Lease – Guisti
Exhibit Table of Contents