Commercial Power Purchase Agreement Template for Malaysia

The Commercial Power Purchase Agreement is a fundamental document in Malaysia's energy sector, used to establish long-term electricity supply arrangements between power generators and purchasers. This agreement type is essential for both conventional and renewable energy projects, requiring compliance with Malaysian energy regulations, particularly the Electricity Supply Act 1990 and oversight from the Energy Commission. The document typically includes detailed provisions for pricing, technical specifications, operational requirements, and risk allocation, while considering Malaysia's specific market structure where Tenaga Nasional Berhad plays a significant role. The agreement must address both technical and commercial aspects while ensuring compliance with local regulatory requirements and industry standards.

1. Parties: Identification of the power producer/seller and the power purchaser/buyer, including their full legal names, registration numbers, and registered addresses

2. Background: Context of the agreement, including brief description of the power facility, purpose of the agreement, and any relevant regulatory context

3. Definitions and Interpretation: Detailed definitions of technical and legal terms used throughout the agreement, and rules for interpreting the agreement

4. Sale and Purchase Obligation: Core obligations of the parties regarding the sale and purchase of electricity, including minimum take-or-pay obligations

5. Term and Termination: Duration of the agreement, conditions for renewal, and circumstances under which either party may terminate

6. Facilities and Connection: Requirements for power generation facilities, connection points, and delivery infrastructure

7. Metering and Testing: Specifications for measuring electricity delivery, testing procedures, and dispute resolution for metering issues

8. Price and Payment: Pricing structure, payment terms, invoicing procedures, and any adjustments or escalation mechanisms

9. Operating Procedures: Day-to-day operational requirements, including scheduling, dispatch, and maintenance procedures

10. Performance Standards: Required technical standards, power quality requirements, and performance guarantees

11. Force Majeure: Definition of force majeure events and their consequences on the parties' obligations

12. Representations and Warranties: Standard legal assurances provided by each party

13. Liability and Indemnification: Allocation of risks and responsibilities between parties, including limitations of liability

14. Insurance: Required insurance coverage to be maintained by each party

15. Dispute Resolution: Procedures for resolving disputes, including choice of forum and governing law

16. Confidentiality: Obligations regarding the protection of confidential information

17. Notices: Procedures for formal communications between parties

18. General Provisions: Standard boilerplate clauses including assignment, amendments, and entire agreement provisions