APS Solar Partners Incentive Program

APS Solar Partners Incentive ® Program - Grid Tied Photovoltaic Systems

This program is ACC approved and funded by APS customers

nstruction Sheet - If you have any questions regarding this process, please call 602-216-0318, fax 602-250-2754 or email

solar&renewableenergy@apsc.com

Complete and submit a Reservation Packet

The reservation packet consists of:

A quote providing itemized total cost for the system, including installation costs

A completed and signed Reservation Application and Credit Purchase Agreement (the "Incentive Agreement")

Submittal address for Reservation Packet is:
APS Solar Partners ® Incentive Program

P O Box 53999, Mail Station 9674
Phoenix, AZ 85072-3999.

2. Receive Reservation Confirmation
When your reservation has been approved, you will receive written notification along with a fully executed copy of the Incentive
Agreement from APS. If the request for funding is denied, you will receive written notification. Funding is limited and is allocated on a
first come, first-served basis.

3. Complete and submit Interconnection Application and Required Drawings (Either you or your vendor can complete this step)
Upon request, APS will send an interconnection packet to you.

4. Return and Sign Interconnection Agreement and Purchase Supply Agreement
Upon approval of the Interconnection Application and associated drawings, APS will prepare an Interconnection Agreement and, if you
elect to sell excess generation produced by your system to APS, a Purchase/Supply Agreement. Review, sign and return to APS all copies
of the Interconnection Agreement and, if applicable, the Purchase/Supply Agreement. APS will then sign all copies and return an executed
set to you for your records.

Submittal address for Interconnection Documents and Purchase/Supply Agreement:
APS, Attn: DG Interconnect
PO Box 53933, Mail Station 3108,
Phoenix, AZ 85072-3933

5. Proceed with Installation

6. Schedule interconnection inspection to receive authorization to interconnect with the APS grid.
After your system has been installed and inspected by the local Authority Having Jurisdiction (AHJ), as applicable, contact APS @
DG_Interconnect@aps.com to request an APS site inspection to be scheduled. After the system installation has passed the Inspection and
the necessary metering has been installed, APS will send you an authorization letter providing permission to operate the system in parallel
with the APS grid. Note that APS will not generally schedule a site inspection unless all applicable agreements have been executed.

7. Complete and submit the Commissioning Packet
Upon completion of the installation, please submit the following (collectively the "Commissioning Packet"):

Acceptance and Commissioning of Photovoltaic System Agreement ("Commissioning Form)"

Receipt confirming the system purchase price, payment, and installation by an Arizona licensed contractor

Submittal address for Commissioning Packet is:
APS Solar Partners ® Incentive Program

P O Box 53999, Mail Station 9674
Phoenix, AZ 85072-3999

8. Receive incentive payment from APS
Upon verification that all requirements outlined in this Agreement have been met, APS will issue an incentive check.

APS Solar Partners Incentive® Program

Grid Tied Photovoltaic Electric System
Reservation Application and Credit Purchase Agreement

This program is ACC approved and funded by APS customers

This Grid Tied Photovoltaic Electric System Reservation Application and Credit Purchase Agreement (the "Incentive
Agreement"), dated and effective this ______ day of __________, 2007, is made by and between Customer and Arizona
Public Service Company, an Arizona Corporation ("APS"). The definitions and information included in the APS Solar
Partners ® Program Reservation Application are also incorporated into this Incentive Agreement. This Incentive Agreement is
entered into based on the following considerations, each of which the Parties agree is a necessary part of the terms and
conditions that follow:

Customer is the APS retail customer of record for the Property, as defined below. APS supplies the Customer's
electrical power requirements.

Customer plans to install a Photovoltaic System ("PV System") on its property (the "Property"), which is in the APS
service territory, for the purpose of generating its own electrical power.

APS would like to take title to and interest in any environmental credits associated with the electrical power
produced from Customer's PV System. APS will pay Customer for such credits ("Credit Purchase Payment" or
"CPP" in accordance with the terms and conditions provided herein).

September

, ,

RESERVATION APPLICATION
CUSTOMER
APS Account Number __________________________
Home Phone ________________________________ Business Phone _________________________________
Email Address ________________________________ Fax Number ____________________________________
First Name _______________________________________ Last Name _________________________________
Company Name (if applicable) ____________________________________________________________________
Mailing Address _______________________________________________________________________________
Installation Address _____________________________________________________________________________
Are you a Dealer or Manufacturer of PV Systems, or an employee of a Dealer or Manufacturer? (Y/N) ___________
Will customer own the PV system? (Y/N) _____________
SYSTEM INFORMATION [ Please contact your dealer if unsure of the information to provide in this section]

Estimated Installation Date ____________ __________
PV Module Manufacturer ________________________ Model # ________________ UL Listing ____________
Inverter Manufacturer ___________________________ Model # _________________ UL Listing ____________

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APS Solar Partners Incentive Program
Grid Tied Photovoltaic System
Application and Credit Purchase Agreement, 2007-1

Equipment conforms to IEEE 929 standard (Y/N) ________
Total Watts (PV Module DC Watts W-STC Rating) ___________________________________________________
EQUIPMENT DEALER INFORMATION
Contact Name _________________________________ Telephone ______________________________________
Fax __________________________________________ Email _________________________________________
Mailing Address _______________________________________________________________________________
INSTALLER INFORMATION (If same as equipment dealer, check here )
Contact Name _________________________________ Telephone ______________________________________
Fax __________________________________________ Email _________________________________________
Mailing Address _______________________________________________________________________________
Arizona Registrar of Contractors (AZROC) License Information
Number _____________________ Class _________________________ Expiration ________________________
INCENTIVE REQUEST
Available Residential Incentive is a one time payment $3.00/Watts DC; Available Commercial Incentive is a one time
payment of $2.50/Watts DC. Incentive payments for system expansions are capped at 50% of total cost. Incentive Payments
for dealers or manufacturers of PV systems or employees of dealers or manufacturers of PV systems are capped at 50% of the
system cost basis.

Reservation Calculation: $____________/Watt x ______________ = $__________________________________

Incentive Level

DC Watts STC Total Incentive

Will payment be assigned to an installer, dealer or manufacturer of the qualifying solar system? (Y/N) ___________
Name and Address for 3 rd Party Payment (if applicable) ________________________________________________

NOTE THAT ANY MATERIAL CHANGES TO THE INFORMATION PROVIDED IN THE RESERVATION
APPLICATION WILL BE ADDRESSED IN AN AMENDED INCENTIVE AGREEMENT

CREDIT PURCHASE AGREEMENT -

APS Solar Partners

Incentive Program [the "Program"] funds will be reserved only after a signed Incentive Agreement

has been approved by APS. APS will notify Customer in writing when the Incentive Agreement has been approved.
Customer agrees that approval of the Incentive Agreement does not entitle Customer to any payment from APS.
Customer has 180 days from the date of this Incentive Agreement to purchase and install a PV system that meets
the requirements set forth in Paragraph 4 below.

Incentive Agreement must be submitted within 180 days of the installation of the PV System.

System must be installed by a contractor holding an active license with the Arizona Registrar of Contractors with
one of the following certifications: C-11, K-11, L-11. Other license certifications can be approved if
demonstrated to be appropriate. License certifications for Arizona contractors can be found at
http://www.azroc.gov/clsc/AZROCLicenseQuery . As with any significant purchase, Customer is encouraged to shop
around when considering a PV system and should check references and otherwise perform its own due diligence with

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APS Solar Partners Incentive Program
Grid Tied Photovoltaic System
Application and Credit Purchase Agreement, 2007-1

respect to any installer that it hire. APS does not endorse the workmanship of any contractor, nor does it guaranty,
warranty, or in any way represent or assume liability for any work proposed or carried out by any contractor. Customer
shall remain solely and exclusively responsible for the selection of the installer and APS shall have no liability with
respect to the installer or its work.

PV System must conform to the following system requirements in order to qualify for an incentive payment. PV
System shall:

be new, with all new parts including, but not limited to, the inverter and solar panels, and Customer shall be
the original purchaser of the System;
be a complete solar system which includes solar panels, inverter, and other related equipment to provide
AC electricity to the customer site;
consist of UL-approved components and meet all applicable UL and IEEE 929 standards;
be equipped with a meter, capable of metering the net energy output of the PV System, which shall be
separate from, but installed adjacent to, the APS meter located on the Customer's property and shall be
marked as "Photovoltaic System Dedicated kWh Meter" or with some other similar designation, unless
otherwise approved by APS; and
be installed with the manufacturer's recommendations and comply with all applicable governmental
statutes, codes, ordinances, rules and regulations, as well as generally accepted engineering and installation
practices.
comply with all APS interconnect and associated contractual requirements.
system has passed the APS Site Inspection

APS will require dealer, installer and the Customer to execute Acceptance and Commissioning of Photovoltaic
System Agreement ("Commissioning form") certifying that PV System meets the foregoing requirements. The
parties acknowledge and agree that the Credit Purchase Payment is specifically conditioned upon the PV System meeting
such requirements and upon APS' acceptance and approval of the Commissioning Form.

Customer agrees to comply with all APS Interconnection and Contractual Requirements

APS will pay a one time up front incentive of $3 per watt (based on the DC STC rating of the solar panels) for residential
customers and $2.50 per watt (based on the DC STC rating of the solar panels) for commercial customers for up to a
maximum one-time payment of $500,000 to any single customer per year. If applying for an incentive for a system
expansion, incentive payment is capped at 50% of the total cost for expansion. Dealers and manufacturers incentives are
capped at 50% of the system cost basis. Dealers cannot include installation in the cost basis. Dealers must be able to
verify the cost they paid for each system component. Manufacturers cannot include their own technology in the cost
basis. Customer may direct that the Credit Purchase Payment be made by APS to the installer, dealer, or manufacturer
designated by Customer on the Commissioning Form; provided, however, that APS will not make payment to any
designated third party unless and until it receives written acceptance of the PV System from Customer as part of the
Commissioning Form. The Credit Purchase Payment represents APS' sole obligation to Customer under the terms of
this Incentive Agreement.

An annual spending cap is set each year for the Program. After this cap has been reached, customers applying for
funding will be placed on a wait list. Incentive Agreements are reviewed on a first come, first-served basis.

The Parties agree that if Customer fails to maintain and operate the PV System on the Property for ten (10) years from
the date that it receives the Credit Purchase Payment, then Customer shall be in Default under this Incentive Agreement.
Customer must notify APS within five (5) business days after the PV System is either removed from the Property or is
no longer operational (the "Removal Date").

Liquidated damages shall apply if Customer fails to maintain and operate the PV System for at least one (1) year from
the date that it receives the CPP. In such event, Customer shall be responsible for reimbursing to APS the total amount
of the CPP. Customer shall submit payment to APS in certified funds no later than five (5) business days after the
Removal Date. This reimbursement requirement shall not apply if, in APS' sole discretion based on information
provided by the Customer, the PV System is not operational due to equipment malfunction or other disrepair and
Customer is actively and reasonably making efforts to repair the PV System and return it to operation.

The foregoing stipulations shall also apply in the event that Customer sells the property on which the PV System is
located (the "Property"), as follows: (a) Customer shall notify APS in writing promptly in the event that Customer sells
the Property; (b) if Customer sells the Property less than one (1) year after it receives the CPP and the subsequent owner
does not continue to operate and maintain the PV System and grant APS full title to and ownership of all environmental

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APS Solar Partners Incentive Program
Grid Tied Photovoltaic System
Application and Credit Purchase Agreement, 2007-1

credits associated with the system, Customer must reimburse to APS the total amount of the CPP as set forth above ; and
(c) if Customer sells the Property more than one (1) year after it receives the CPP, it shall be subject to the Default
provisions contained in the preceding paragraph and Paragraph 15, but APS shall waive its right to enforce such
provisions against Customer if and while the subsequent owner of the Property continues to operate and maintain the PV
System and grants APS full title to and ownership of all environmental credits associated with energy produced by the
PV System.

If Customer reimburses APS in accordance with this Paragraph 8, this Incentive Agreement shall terminate, effective as
of the date that APS receives such reimbursement. Upon such termination, neither APS nor Customer shall have any
further obligation to one another under this Incentive Agreement except that the provisions contained in Paragraphs 8, 13
and 15 shall survive any such termination, together with any other provisions that survive termination by operation of
law.

For each kilowatt-hour (kWh) of electricity produced by the PV System, there is an associated environmental credit.
Title to and ownership of any and all environmental credits associated with Customer's PV System shall pass from
Customer to APS upon payment of the Credit Purchase Payment and APS shall maintain title to and ownership of all
such environmental credits, benefits, emissions reductions, offsets and allowances, howsoever entitled, attributable to the
generation of energy from the PV System. The calculation, use and retirement of any and all environmental credits shall
be in the sole and exclusive discretion of APS. Acceptance of the Credit Purchase Payment by Customer shall
operate as a waiver by Customer of any right, title or interest in the environmental credits and shall entitle APS
to any and all environmental credits associated with Customer's PV System both presently and in the future.

10)

Customer shall be responsible for reading the meter for its PV System on an annual basis. APS will provide the
Customer with the appropriate form for documenting the meter read. Customer shall be required to read the meter
annually, within ten (10) days of receiving APS' written meter read request. Customer must then submit the
meter reading to APS, using the appropriate form. The Parties agree that failure to timely take the meter reading and
submit it to APS, as required hereunder, shall be considered a Default under this Incentive Agreement. Any project
developer that builds a PV System that also provides energy to a non-APS customer must provide metering to document
the energy received by each customer.

11)

Customer shall be solely responsible for the payment of any and all taxes applicable to the PV System and/or the Credit
Purchase Payment.

12)

APS shall have the right, at any time, to publish information about Customer in connection with its renewable energy
programs including, but not limited to, Customer's participation under this Incentive Agreement, the results of
Customer's participation, and any payments made to Customer pursuant to this Incentive Agreement. Customer
affirmatively waives any cause of action that may arise out of or relate to APS' publication of such information.

13)

Customer understands and agrees that it is solely responsible for, and bears any and all liability for, the payment of all
costs associated with the purchase and installation and operation of the PV System. Customer agrees that any failure of
the PV System shall be the responsibility of Customer and/or the installer and not the responsibility of APS.
Additionally, APS is not responsible for ensuring that the design, engineering, or construction of the PV System is
proper or complies with any particular laws, regulations, codes, licensing, certification and permit requirements or
industry standards. APS provides no warranty of any kind, whether express or implied, with respect to the PV System
and/or its installation, manufacture, or reliability, nor does APS warrant or guarantee the amount of energy or energy
savings that may be produced by the PV System. In no event shall APS be liable to customer for any consequential,
special, incidental exemplary or punitive damages in connection with the PV System and/or its installation,
maintenance, or use.

14)

It is the Customer's sole responsibility to be informed about and understand any covenants or restrictions that may
impact its ability to enter into and comply with the terms of this Incentive Agreement, whether they are federal, state or
local, including, but not limited to, homeowners' association covenants or other local neighborhood restrictions. The
existence of any such covenants or restrictions, whether in place at the time this Incentive Agreement is executed or
instituted at any time thereafter, SHALL NOT excuse Customer's performance under this Incentive Agreement, and
Customer shall be bound to comply with the terms of this Incentive Agreement notwithstanding any such covenants or
restrictions.

15)

Customer's failure at any time to fully comply with its obligations set forth herein shall be deemed a default under this
Incentive Agreement ("Default"). In the event of Default, APS shall have the right to any applicable liquidated damages
pursuant to Paragraph 8 of this Incentive Agreement, as well as any other damages that may be available to it at law or in
equity.

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Grid Tied Photovoltaic System
Application and Credit Purchase Agreement, 2007-1

26 September 2009

16)

If any claim of any nature is made by Customer and/or any third party with respect to Customer's PV System, Customer
expressly agrees to indemnify APS and hold it harmless against such claims and any costs and expenses incurred by APS
in connection with such claims.

17)

This Incentive Agreement shall be governed by and construed in accordance with the laws of the State of Arizona
without giving effect to its principles of conflicts of laws.

18)

Any dispute relating to this Incentive Agreement, or the breach thereof, shall be submitted to binding arbitration. The
arbitration shall be conducted in Phoenix, Arizona and shall be conducted by an arbitrator selected by, and in accordance
with the rules of, the American Arbitration Association. All costs and expenses of the arbitrator shall be borne equally
by the Parties. The award shall be final and binding on the Parties and judgment upon any award may be entered in any
court of competent jurisdiction. The Parties agree that the arbitrator shall have no authority to award consequential,
treble, exemplary or punitive damages of any type, regardless of whether such damages may be available under any law
or right and the Parties hereby affirmatively waive their rights, if any, to recover or claim such damages.

19)

If any provision of this Incentive Agreement (or any portion thereof) is found to be invalid, illegal or unenforceable, the
validity, legality or enforceability of the remainder of this Incentive Agreement shall not in any way be affected or
impaired thereby.

20)

The Parties agree that this Incentive Agreement represents the entire agreement between the Parties pertaining to the
subject matter hereof and APS' payment of the Credit Purchase Payment to Customer for the same. This Incentive
Agreement may not be modified or amended in any way except in writing signed by both of the Parties.
This Agreement does not modify, change or impact any other agreement between the Parties such as that relating to the
interconnection of Customer's PV System.
In case of an inconsistency of conflict between any provisions in this Agreement, Purchase/Supply Agreement, and/or a
rate schedule, the inconsistency shall be resolved by giving priority to this Agreement, the rate schedule and then the
Purchase/Supply Agreement in said respective order.

CUSTOMER

APS

By

Signature

______________________________ ______________________________
Name

______________________________ ______________________________
Signature
______________________________ ______________________________
Date

Date

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APS Solar Partners Incentive Program
Grid Tied Photovoltaic System
Application and Credit Purchase Agreement, 2007-1