Power Offtake Agreement Template for Switzerland

The Power Offtake Agreement serves as the primary commercial instrument for long-term power purchase arrangements in the Swiss energy market. This document is essential for projects involving dedicated power generation facilities, whether conventional or renewable, and establishes the commercial and technical framework for power sales. It is particularly relevant in the context of Switzerland's energy strategy 2050 and the country's transition towards renewable energy sources. The agreement needs to comply with Swiss federal and cantonal energy regulations, while also considering cross-border implications given Switzerland's central position in European power trading. Key elements of a Power Offtake Agreement include delivery obligations, pricing mechanisms, regulatory compliance requirements, and risk allocation between parties. The document is crucial for project financing and typically requires careful consideration of Swiss-specific market conditions and regulatory requirements.

1. Parties: Identification of the power seller/generator and buyer/offtaker, including their legal details and registered addresses

2. Background: Context of the agreement, including facility description, purpose of the agreement, and relevant regulatory framework

3. Definitions and Interpretation: Detailed definitions of technical and commercial terms, rules of interpretation, and language requirements

4. Sale and Purchase Obligations: Core obligations regarding the sale and purchase of power, including delivery points and minimum/maximum quantities

5. Term and Termination: Duration of the agreement, conditions for renewal, and termination rights

6. Delivery Specifications: Technical specifications for power delivery, including voltage, frequency, and power factor requirements

7. Metering and Testing: Requirements for measuring delivered power, testing procedures, and dispute resolution for metering issues

8. Pricing and Payment: Price structure, payment terms, invoicing requirements, and dispute procedures

9. Grid Connection and Transmission: Responsibilities for grid connection, transmission arrangements, and coordination with Swissgrid

10. Force Majeure: Definition of force majeure events and consequences, including suspension rights and termination

11. Representations and Warranties: Standard representations and specific warranties regarding power generation and delivery capabilities

12. Insurance: Required insurance coverage for both parties

13. Assignment and Change of Control: Restrictions and conditions for transfer of rights and obligations

14. Confidentiality: Protection of confidential information and permitted disclosures

15. Dispute Resolution: Procedures for dispute resolution, including jurisdiction and governing law provisions

16. Miscellaneous: Standard boilerplate provisions including notices, amendments, and entire agreement