NIGERIAN ELECTRICITY REGULATORY COMMISSION

REGULATION FOR MINI-GRIDS 2016

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REGULATION NO: NER/-R-110/17

NIGERIAN ELECTRICITY REGULATORY COMMISSION

In exercise of the powers to make regulations conferred by Sections 96(1) and 70(8) of the
Electric Power Sector Reform Act 2005 (Act No.6 of 2005) and all other powers enabling it, the
Nigerian Electricity Regulatory Commission makes the following Regulations for Mini-Grids.

Arrangement of Sections

CHAPTER I

GENERAL
1. Short Title
2. Commencement
3. Interpretation
4. Application of the Regulations

CHAPTER II
CHARACTERISTICS OF MINI-GRIDS
5. Structure/Arrangement
6. Geographical Delineation of Distribution Systems

CHAPTER III
REGISTRATION; GRANT OF PERMIT AND MANDATORY CONDITIONS
7. Isolated Mini-Grids larger than 100 kW of Distributed Power and up to 1 MW of
power Generation Capacity
8. Isolated Mini-Grids up to 100 kW of Distributed Power
9. Interconnected Mini-Grids
10. Application procedure for a Permit
11. Obligations of the Mini-Grid Operator
12. Accounts of the Mini-Grid Operator
13. Inspection of accounts

CHAPTER IV
OPERATION OF THE MINI-GRID
14. Installation and maintenance of the Mini-Grid
15. Quality of Service
16. Safety
17. Environmental protection
18. General Provision for Connection to Customers

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 19. Interconnection of the Distribution Licensee’s Network to an Isolated Mini-Grid
operated under a permit and Re-integration of an Interconnected Mini-Grid into the
Distribution Licensee’s Network

CHAPTER V
COMMERCIAL ARRANGEMENT
20. Determination of Tariffs and Other Charges

CHAPTER VI
MISCELLANEOUS
21. Exclusivity Period and Site Reservation for Project Development Purposes
22. Procedure for Securing Compliance with Permit or Tripartite Contract as applicable
23. Proceedings before the Commission
24. Complaint Procedure
25. Dispute Resolution
26. Amendment or repeal

LIST OF ANNEXES

FORMS FOR COMMUNICATION WITH NERC

Annex 1: Agreement Form for an Exclusive Project Development Period at a Site
Annex 2: Registration form for Mini-Grids with a Distributed Power of up to 100 kW
Annex 3: Application Form for Mini-Grid Permit
Annex 4: Reporting Form

GUIDELINES
Annex 5: Application Proceedings for Permit
Annex 6: Health and Safety Guidelines (including Recommendations on Environmental
Protection)
Annex 7: Technical Requirements for Registered Mini-Grid Operators
Annex 8: Recommendations for Calculation of Usage Charges by the Distribution Licensee in
Interconnected Mini-Grids
Annex 9: Complaints Procedure Guidelines
Annex 10: Dispute Resolution Mechanism

CONTRACT TEMPLATES
Annex 11: Tripartite Contract between Interconnected Mini-Grid Operator, Distribution
Licensee and Connected Community
Annex 12: Contract Template between Isolated Mini-Grid Operator and Community
Annex 13: Mini-Grid Customer Contract Template
Annex 14: Asset Handover Document and Compensation Confirmation Sheet

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CALCULATION TOOLS
Annex 15: Tariff calculation tool based on the MYTO methodology

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 CHAPTER I
GENERAL

1. Short Title
This regulation may be cited as the Nigerian Electricity Regulatory Commission Mini-
Grid Regulation, 2016.

2. Commencement
(1) This Regulation shall come into force on the date on which it is approved by a
resolution of the Commission.

(2) This Regulation shall be signed by the Chairman of the Commission who shall
also cause the seal of the Commission to be affixed thereon.

3. Interpretation

(1) In this regulation, unless the context otherwise requires:

“Act” means the Electric Power Sector Reform Act, 2005;

“Business Rules” mean the Nigerian Electricity Regulatory Commission (Business Rules
of the Commission) Regulations, 2006 as amended;

“Commission” means the Nigerian Electricity Regulatory Commission (NERC);

“Community” means a group of people within the same geographic location organized
under a local leadership structure or a legally recognised corporate entity and in both
cases capable of entering into contracts and being capable of suing and being sued;

“Connected Community” means Community connected to the distribution network of

a Distribution Licensee;

“Connection” means the electrical equipment and materials that allow the transfer of
electricity between the distribution system and an electrical system that is not part of that
network and includes any transformers, switchgear, switch or relay at the point of
interconnection that are necessary for the transfer, but does not include the lines and
switchgear at the connection that form part of the transmission or distribution system;

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 “Connection Point” means an entry or an exit point on a distribution network;

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 “Distributed Power” means the active electric power fed into a Distribution Network
on average within any 15 minutes time interval of its operation period;

“Distribution Code” means the code and guidelines for the Nigerian electricity
distribution system, as approved from time to time by the Commission;

“Distribution Licensee” or “DisCo” means a holder of a Distribution Licence who

operates a Distribution Network that is connected to the transmission system
operated by the system operation Licencee;

“Distribution Network” means any connection of cables, service lines and overhead
lines, electrical apparatus/equipment and having design voltage of 33kV and below
used to transport electric power on a distribution system;

“Feeder” means a low voltage or medium voltage line of a distribution network being
capable of supplying or absorbing at least 30 kVA of electricity in compliance with the
Distribution Code;

“Generation” means the production of electricity to be fed into a distribution network or

supplied to the consumer directly;

“Generation Capacity” means the guaranteed active power that a generation plant can
supply to a load or network at any point in time under the given environmental
constraints (temperature, humidity, etc.) and a power factor of 0.8 (inductive) for at
least one hour under the assumption that the plant is well maintained and fully
functional;

“Independent Electricity Distribution Network” or “IEDN” means a distribution network not

directly connected to a transmission system operated by the system operator. For the
specific purpose of this Regulation, the term IEDN shall exclude Mini-Grids;

“Independent Electricity Distribution Network Operator” or “IEDNO” means an IEDN

operator Licensed by the Commission;

“Interconnected Mini-Grid” means a Mini-Grid which is connected to a Distribution

Licensee’s network;

“Isolated Mini-Grid” means a Mini-Grid which is not connected to any Distribution

Licensee’s network;

“Letter of Intent (“LoI”)” means

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 “Licence” means a Licence granted by the Commission under the Act;

“Licensee” means any Person who holds a Licence issued by the Commission;

“Metering Code” means the Nigerian Metering Code approved by the Commission for use
in measuring the flow of energy within the transmission and distribution systems in the
Nigerian Electricity Supply Industry;

“Mini-Grid” means any electricity supply system with its own power Generation Capacity,
supplying electricity to more than one customer and which can operate in isolation from
or be connected to a Distribution Licensee’s network. Within this Regulation, the term
Mini-Grid is used for any Isolated or Interconnected Mini-Grid generating between 0kW
and 1MW of Generation Capacity;

“Mini-Grid Developer” means any entity legally established under Nigerian law which has
applied for Registration or a Permit by the Commission to operate an Isolated Mini-Grid or
which is preparing a Tripartite Contract for an Interconnected Mini-Grid;

“Mini-Grid Operator” means any entity who operates an Isolated Mini-Grid and is
registered or holds a Permit or who operates an Interconnected Mini-Grid under a
Tripartite Contract;

“Mini-Grid Permit Holder” means a Mini-Grid Operator which holds a Permit issued by
the Commission under this regulation;

“NESIS Regulation” means the Nigerian Electricity Supply and Installation Standards
Regulation 2015;

“Mini-Grid Permit” means a permit granted by the Commission to an Isolated Mini-Grid

Operator, who applied, for the construction, operation and/or maintenance and where
applicable ownership of a Mini-Grid;

“Person” includes an individual, a company, partnership or any association of

individuals, whether incorporated or not;

“Registered Mini-Grid Operator” means a Mini-Grid operator operating one or more

system(s) of less than 100 kW of Distributed Power per site who has gone through a
Mini-Grid Registration procedure with the Commission successfully.

“Registration” means the submission to the Commission of a registration form as shown

in Annex 2 by a Mini-Grid Operator for one or more system(s) of up to 100 kW of
Distributed Power per site;
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 “Technical Codes” means Grid Code, Distribution Code; Metering Code, Health &
Safety Code, NESIS Regulation and other codes approved by the Commission for the
technical regulation of the electricity supply industry in Nigeria;

“Tripartite Contract” means the contract between an Interconnected Mini-Grid

Operator, Distribution Licensee and Connected Community which shall be as agreed
between the parties or as provided in the form of the contract template in Annex 11
and approved by the Commission;

“Underserved Area” means an area within a Distribution Licensee’s Network with an

existing but poorly supplied or non-functional distribution system;

“Unserved Area” means an area within a Distribution Licensee’s Network without an

existing distribution system otherwise called off-grid.

(2) Unless otherwise specified, in this regulation:

(a) Words importing any one gender includes the other gender and the singular
includes the plural and vice versa;

(b) Words or expressions used in this regulation but not defined shall have the
same meanings respectively assigned to them in the Act;

(c) Any reference to a statute or statutory provision includes a reference to that

provision as amended, re-enacted or replaced and any regulations or orders
made under such provisions from time to time; and

(d) If the date on which an event is scheduled to occur by this regulation is a day
which is not a business day, then the event shall be deemed to occur on the
next business day.

4. Application of the Regulations

(1) This regulation shall apply to all Mini-Grids with Generation Capacity of up to 1MW, the
owners, operators and users of the Mini-Grids as well as all other private or public
stakeholders such as the Distribution Licensees or any federal or state institution or
agency as the case may be interacting with Mini-Grid owners, operators and users in
Nigeria.

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 CHAPTER II
CHARACTERISTICS OF MINI-GRIDS

5. Structure/Arrangement

(1) A Mini-Grid may be any one of the following:

a. Isolated Mini-Grid
b. Interconnected Mini-Grid

(2) A Mini-Grid is required to have a generator in its network. The generator may be
operated by the Mini-Grid Operator or a third party.

6. Geographical Delineation of Distribution Systems

(1) The Commission may on request of a Mini-Grid Developer grant a Permit to construct,
own, operate and/or maintain an Isolated Mini-Grid in a designated Unserved Area.

(2) The Commission may on request of a Mini-Grid Developer approve the Tripartite
Contract, as agreed with the respective Connected Community and Distribution
Licensee, to construct, operate and/or maintain an Interconnected Mini-Grid in an
Underserved Area within a geographic location.

(3) A Mini-Grid Developer applying for a Mini-Grid Permit shall submit to the Commission
an accurate description of the proposed distribution and generation system, including
geographical depiction.

(4) The geographical depiction shall be in the prescribed form as shown in Annex 3.

(5) In case of different Feeders being connected to the same generator, the Commission
may define each Feeder a separate Mini-Grid or all feeders together as one Mini-Grid
as long as the aggregate power generated and distributed through these feeders does
not exceed 1 MW.

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 CHAPTER III
REGISTRATION; GRANT OF PERMIT AND MANDATORY CONDITIONS

7. Isolated Mini-Grids larger than 100 kW of Distributed Power and up to 1 MW of Generation

Capacity

(1) For an Isolated Mini-Grid, the Commission may grant a Permit mentioned in S .6(1)
above upon the fulfillment of the following conditions:

(a) an application has been received by the Commission for the intended area;

(b) confirmation that based on the Distribution Licensee’s expansion plans approved
by the Commission the Mini-Grid activities will not interfere with the expansion
plans into the designated Unserved Area;

(c) written consent of the Distribution Licensee of the intended area where the
proposed operational area of the Mini-Grid Developer will be within the five
year expansion plan of the Distribution Licensee;

(d) the intended geographic location is an Unserved Area which has not been
assigned to an IEDNO or any other Mini-Grid Developer;

(e) submission of the executed agreement between the Community and Mini-
Grid Developer for approval by the Commission;

(f) all necessary land for construction and installation of all assets has been acquired
or leased and all other necessary permits have been granted to the Mini-Grid
Developer;

(g) the tariff is calculated based on the MYTO methodology and approved by the
Commission; and

(h) execution of the Health and Safety confirmation form in Annex 6 and submit
to the Commission.

8. Isolated Mini-Grids up to 100 kW of Distributed Power

(1) The Mini-Grid Developer of an Isolated Mini-Grid with a Distributed Power of up to

100kW may select one of the following options:

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 (a) Apply for a Permit mentioned in S. 6(1) above following all procedures as
described in S. 7(1) above with all rights and obligations of a Mini-Grid Permit
Holder as described under this regulation;

(b) A registration using the form in Annex 2.

9. Interconnected Mini-Grids

(1) For an Interconnected Mini-Grid, the Connected Community, the Mini-Grid Developer and
the Distribution Licensee have to sign a Tripartite Contract which becomes binding for all
parties upon approval by the Commission. The Commission may approve the Tripartite
Contract mentioned in S. 6(2) above upon the fulfilment of the following conditions:

(a) an application has been received by the Commission for the intended area;

(b) the proposed retail tariff is calculated using the MYTO methodology, agreed
by the Mini-Grid Developer, the Distribution Licensee and Connected
Community and approved by the Commission;

(c) the Mini-Grid Developer, the Distribution Licensee and the Connected
Community have executed a Tripartite Contract using the template in Annex
11 and which shall contain at the minimum the information below:

(i) the usage right for the Distribution Licensee’s network infrastructure
which shall become an Interconnected Mini-Grid;

(ii) the construction and ownership right for additional infrastructure (if
applicable);

(iii) the tariff for electricity generated by the Mini-Grid and fed into the
Distribution Licensee’s network (if applicable);

(iv) the availability of stable nominal voltage and effective system protection
at the Connection Point of the generator with the Licensee’s Distribution
Network (if applicable);

(v) the tariff for the purchase of electricity from the Distribution Licensee’s
network (as applicable); and

(vi) the agreement of the Connected Community to purchase electricity from

the Mini-Grid for the tariffs defined.

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 (2) Once an area has been identified either by a Connected Community or Mini-Grid
Developer, and a notification is made to the Commission for the purpose of
considering the development of an Interconnected Mini-Grid, a Mini-Grid
Developer can submit a proposal to the Distribution Licensee.

10. Application procedure for a Permit

(1) A Permit shall not be granted unless the mandatory conditions provided in S. 7
above are fulfilled.

(2) The Commission shall issue a Permit pursuant to S. 7 or S. 8 above or approve a

Tripartite Contract pursuant to S. 9 above to an applicant within a maximum period of
30 days from the date of receipt of complete documentation. Application proceedings
related to S.7, S.8 and S.9 are described in Annex 5. Where Annex 5 deviates from the
Regulation, the Regulation shall prevail.

(3) Pending when a response is received from the Commission, the Mini-Grid
Developer of a Mini-Grid of up to 100kW of Distributed Power who has applied for
a Permit can commence operations as a Registered Mini-Grid Operator.

(4) Notwithstanding S.10(3) above, the Registered Mini-Grid Operator who wants to
operate as a Mini-Grid Permit Holder shall:

a. be required to use the MYTO calculation methodology in determining its tariff;

b. have the right to compensation as provided in S.19 (2) (b) only where a Permit
has been granted by the Commission.

11. Obligations of the Mini-Grid Permit Holder

(1) The Mini-Grid Permit Holder shall construct, operate and/or maintain its Distribution
Network in accordance with the relevant Technical Codes and Standards.

(2) The Mini-Grid Permit Holder shall comply with the Act, terms and conditions of the
Permit, the Tripartite Contract, the Agreement with the Community, Customer
Contract, the rules and regulations, as well as the decisions, orders and directions
of the Commission as applicable.

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 (3) The Mini-Grid Permit Holder shall comply with all other regulations unless expressly
excluded in this regulation, including the regulations specified by the Commission
regarding utilisation of the distribution assets for a business other than distribution
of electricity.

(4) The Mini-Grid Permit Holder shall grant the Commission and its duly authorized
representatives access to any information that is relevant to fulfill the tasks
assigned to the Commission under the Act and this regulation.

12. Accounts of the Mini-Grid Permit Holder

(1) The Mini-Grid Permit Holder shall –

(a) maintain separate accounting records for the Mini-Grid business, including the
business of utilizing the assets of a Distribution Licensee’s Network, in such form
and containing such particulars as may be specified by the Commission and in
accordance with the Companies and Allied Matters Act, 2004 Cap. 20 LFN, or as
may be amended from time to time;

(b) prepare from such records, accounting statements for each financial year
comprising a profit and loss account and a balance sheet; and

(c) ensure that the accounting statements prepared in accordance with the foregoing
sub-sections are duly certified by an independent auditor in respect of each
financial year, stating whether in the opinion of the auditor, the statement has been
properly prepared and giving a true and fair view of the revenue, costs, assets,
liabilities and reserves reasonably attributable to the business to which the
statement relates.

13. Inspection of accounts for the purpose of adjustment of tariffs and ascertaining
depreciated value

(1) Any Person authorised by the Commission shall be entitled to inspect and verify the
accounts of a Mini-Grid Permit Holder at any reasonable time and the Mini-Grid
Operator shall be under obligation to render all necessary assistance, including provision
of required documents to the Person so authorized to inspect the accounts.

(2) The Mini-Grid Permit Holder shall provide reports in the form prescribed in Annex 4
to the Commission at least once every two years in accordance with Annex 6; and

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 (3) Where the authorized person inspecting the accounts of the Mini-Grid Permit
Holder proves that the actual costs incurred or the actual revenue earned by
the Mini-Grid Permit Holder deviate from the costs and revenues stated
during tariff definition with the Commission at the point of application for the
Permit or approval of Tripartite Contract as applicable:

(a) the input parameters for tariff calculation using the MYTO methodology
shall be adjusted to the actual values; and

(b) the tariffs as well as the calculation of the depreciated value may be
adjusted and approved by the Commission accordingly.

(4) The new tariffs as adjusted in S. 13(2) above shall be applied within 30 days
after approval by the Commission.

(5) A Mini-Grid Permit Holder may request an inspection of accounts with the
Commission in order to update its tariffs and depreciated value.

(6) The Community may request an inspection of accounts of the Mini-Grid Permit
Holder with the intention to trigger an adjustment of tariffs.

(7) In case of the Mini-Grid Permit Holder asking for an inspection of accounts with
the Commission, the Mini-Grid Permit Holder shall pay a flat fee of 200 NGN
per customer connected to its Mini-Grid to the Commission.

(8) In case of the Community asking for an inspection of accounts with the
Commission, the Community shall pay a flat fee of 200 NGN per customer
connected to the Mini-Grid operated under a Permit in their Community to
the Commission.

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 CHAPTER IV
MINI-GRID OPERATION UNDER A PERMIT

14. Installation and maintenance of the Mini-Grid operated under a Permit

(1) The Mini-Grid Permit Holder shall design, construct, commission, operate and/or
maintain and de-commission its Distribution Network and related facilities in
compliance with the Technical Codes and Standards, terms and conditions of its
Permit or Tripartite Contract as applicable and in accordance with any other
standards of design, construction, and maintenance as may be prescribed by the
Commission from time to time. Where there is any inconsistency between
this regulation and the Technical Codes and Standards, the provisions of the
Technical Codes shall prevail.

(2) The Registered Mini-Grid Operator is not bound by the Technical Codes and
Standards for design, construction, commissioning, operation and maintenance
of its distribution systems, but may apply the minimum technical requirements
as set out in Annex 7.

15. Quality of Service

(1) The Mini-Grid Permit Holder shall supply electricity according to the
contract signed with the Community or Connected Community as proposed
in Annexes 11 and 12 respectively.

(2) The Registered Mini-Grid Operator shall supply electricity in accordance with
the agreement executed with the Community.

16. Safety

(1) All Mini-Grid Operators shall apply safety guidelines as described in Annex 6
for the design, construction, commissioning, operation and maintenance of
their generation and distribution assets.

17. Environmental protection

(1) All Mini-Grid Operators shall comply with the existing environmental legislation.

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18. General Provision for Connection to Customers

(1) The Mini-Grid Permit Holder shall enter into the standardized connection
agreements as proposed in Annex 13 with every customer who accepts to
connect to the Mini-Grid operated under a Permit.

(2) The Metering Code shall be mandatory for all Registered Mini-Grids and
Isolated Mini-Grids operated under a Permit and Interconnected Mini-Grids
operated under a Tripartite Agreement. The Commission may on request of
the Mini-Grid Operator grant a derogation where it deems fit.

(3) The tariff and billing model of Mini-Grids operated under a Permit shall be
described in the standardized contract between the Mini-Grid Operator and the
customers in the Community as proposed in Annex 13.

19. Interconnection of the Distribution Licensee’s Network to an Isolated Mini-Grid

operated under a Permit and Re-integration of Interconnected Mini-Grid into a
Distribution Licensee’s Network

(1) Each Mini-Grid Permit Holder shall operate in the geographical area
specified in its Permit or Tripartite Contract as applicable.

(2) Where a Distribution Licensee extends its network to an Isolated Mini-Grid

operated under a Permit, two options are available to the Mini-Grid Permit
Holder:

(a) Convert to an Interconnected Mini-Grid Operator; or

(b) Transfer all assets the Isolated Mini-Grid Operator does not want to
remove from the Mini-Grid system to the Distribution Licensee in
return for compensation. Where the Mini-Grid Permit Holder elects
to take this transfer option, the compensation mechanics shall be as
follows:

(i) where the Distribution Licensee extends its Distribution Network

within the first 5 years of the commissioning of the Mini-Grid
operated under a Permit (Initial Period), the Isolated Mini-Grid
Operator shall receive a compensation from the Distribution
Licensee before handover of assets equal to the remaining
depreciated value of assets (including the construction and
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 development cost) as defined during the tariff definition by the
Commission plus the revenue the Mini-Grid Operator generated
from the Mini-Grid, commencing 12 months prior to the date of
connection of the Mini-Grid operated under a Permit to the
Distribution Network and document the payment process in Annex
14 and submit the signed document to the Commission;

(ii) where the Distribution Licensee extends its Distribution Network

after the Initial Period, the Mini-Grid Permit Holder shall receive a
compensation from the Distribution Licensee before handover of
assets equal to the remaining depreciated value of the assets as
defined during the tariff definition by the Commission plus the
revenue the Mini-Grid Operator generated from the Mini-Grid
commencing 12 months prior to the date of connection of the
Mini-
Grid to the Distribution Network and document the payment process in Annex 14
and submit the signed document to the Commission;

(iii) where the system setup has been changed since the latest tariff definition by the
Commission, the Mini-Grid Permit Holder shall initiate an inspection of accounts
according to S. 13(3) above in order to determine the depreciated value of assets.
Pending the outcome of the inspection, the Mini-Grid Permit Holder shall receive
immediate compensation based on the latest tariff definition by the Commission.
Upon receipt of the outcome of the account inspection, the Mini-Grid Permit Holder
shall be paid the difference between the compensation paid and the compensation
amount determined following the inspection.

(3) Pursuant to S. 19(2)(b)(ii) above, where the parties fail to agree to the terms of
the compensation, the Commission shall act as an arbiter to determine the
compensation to be paid.

(4) Notwithstanding S. 19(2)(b)(iii), costs and depreciation times fixed with the tariff
approval apply. Costs for assets not covered in the tariff approval procedure shall
not be refunded to the Mini-Grid Operator.

(5) The Mini-Grid Permit Holder is obliged to remove and recycle (if possible) or dispose
the assets and equipment that are fully depreciated in an environmentally friendly
manner in accordance with environmental legislation. The Mini-Grid Operator may
follow the guidelines on environmental matters as set out in Annex 6.

(6) Where a Distribution Licensee extends its Distribution Network to a Mini-Grid of a

Registered Mini-Grid Operator, on request of the Distribution Licensee, the
Registered Mini-Grid Operator has to de-commission and remove all its assets and
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 equipment within 2 months after the Distribution Licensee has started supplying
electricity to the area. The Registered Mini-Grid Operator shall not be entitled to
any refund or compensation.

(7) After the expiry of a Tripartite Contract of an Interconnected Mini-Grid, and

where not renewed, a Distribution Licensee may re-integrate an Interconnected
Mini-Grid into its network subject to:

(a) the written proof of endorsement by the Connected Community; and

(b) notification to the Commission.

(8) The refund procedure described in S. 19(2)(b) would apply in this instance unless
otherwise agreed in the Tripartite Contract.

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 HAPTER V
COMMERCIAL ARRANGEMENT

20. Determination of Tariffs and Other Charges

Licensee Distribution Network Usage Charges

(1) The Interconnected Mini-Grid Operator shall pay the Distribution Licensee a usage
charge which shall be agreed upon between the Interconnected Mini-Grid Operator
and the Distribution Licensee and approved by the Commission.

(2) Where the Interconnected Mini-Grid Operator and the Distribution Licensee are
unable to agree on the usage charges, the methodology described in Annex 8 shall be
applied as a guideline.

Retail Tariffs

(3) For Mini-Grid Permit Holders, retail tariffs and other charges are determined using the
MYTO methodology included in Annex 15 and approved by the Commission subject to
a limitation of

(a) Technical losses to a maximum of 10%

(b) non-technical losses to a maximum of 10%

(4) The Registered Mini-Grid Operator may decide to determine retail tariffs and other
charges

(a) using the MYTO calculation tool in Annex 15; or

(b) by an agreement between the Mini-Grid Operator and the Community (being a
minimum of electricity customers representing 60% of the electricity output of that
same Community); subject to the Commission’s right in S.13, to intervene and
adjust the tariff that has been agreed with the Community where the rate of return
of the Mini-Grid Operator exceeds a usual non-recourse commercial debt interest
rate in local currency and with adequate tenure for these kind of projects + 6%.

(c) The executed agreements in S. 20(3) above shall be submitted to the

Commission for its records.

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 CHAPTER VI

MISCELLANEOUS

21. Exclusivity Period and Site Reservation for Project Development Purposes

(1) The procedure for acquiring/renewing an exclusivity agreement for project

development purposes by an Isolated Mini-Grid Developer shall work as follows:

(a) A Community may grant an exclusive right to develop an Isolated Mini-Grid

project until commissioning at a certain site. The Community may grant to the
Mini-Grid Developer an exclusivity period of up to 12 months as shown in
Annex 1A.

(b) If required, the Isolated Mini-Grid Operator may request the Commission an
extension beyond 12 months upon justification as shown in Annex 1A.

(c) The Distribution Licensee and the Community may grant an exclusive right to
develop an Interconnected Mini-Grid project until commissioning at a certain
site as shown in Annex 1B.

(2) The Community and the Commission or the Distribution Licensee may ask the
developer to provide any proof of its commitment (e.g. Letter of Intent (“LOI”) from
investor, endorsement letter from the State Government) before signing the
exclusivity agreement.

(3) The Commission shall not grant a Permit or Licence or approve a Tripartite Contract
as applicable to a Mini-Grid Developer for a certain site, where an exclusivity
agreement has been executed in respect of that site.

(4) The Commission shall not grant an extension of an Exclusivity Period beyond 12 months
where the site is within the 5 year extension plan of a Distribution Licensee. The Mini-
Grid Developer is recommended to consult the Commission or the Distribution Licensee
before signing the initial exclusivity agreement with the community.

(5) Notwithstanding the right granted in S. 21(1)(a), the Distribution Licensee reserves
the right to integrate the Community to its distribution network.

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22. Procedure for Securing Compliance with the Permit or Tripartite Contract as applicable

(1) Where the Commission, on the basis of material evidence in its possession is satisfied
that the Mini-Grid Operator is contravening, or is likely to contravene, the terms and
conditions of the Permit or Tripartite Contract as applicable, it shall serve an order to the
Mini-Grid Operator to do, or not to do, such things as are specified in the order for the
purpose of rectifying or avoiding any contravention or threatened contravention of any
term or condition of the Permit or Tripartite Contract as applicable.

(2) The order shall specify the period within which the Mini-Grid Operator shall rectify or
avoid the contravention or threatened contravention of any term or condition of the
Permit or Tripartite Contract as applicable.

(3) Upon expiry of the period specified in the order, if no compliance is achieved, the
Commission shall proceed to enforce the order through the enforcement mechanism
established by it.

23. Proceedings before the Commission

(1) All proceedings before the Commission under this regulation shall be governed by the
Business Rules of the Commission as may be amended from time to time.

24. Complaints Procedure

(1) Unless otherwise stated in this regulation, all customer complaints shall be resolved
in accordance with the Complaints Procedure Guidelines in Annex 9.

25. Dispute Resolution

(1) Disputes between parties in connection with this regulation shall be resolved in line
with the Dispute Resolution Mechanism in Annex 10.

26. Amendment or repeal

(1) The Commission may amend or repeal, in whole or in part, the provisions of this
regulation.

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THE COMMON SEAL OF
NIGERIAN ELECTRICITY REGULATORY COMMISSION
Was affixed pursuant to the ORDER OF THE COMMISSION

On this ……............................ day of…….........................................…………………. 2017.

Sanusi Garba Dafe C. Akpeneye

Vice Chairman Commissioner
Legal, Licensing & Enforcement

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ANNEX 1A
AGREEMENT FORM FOR AN EXCLUSIVE PROJECT DEVELOPMENT PERIOD AT A SITE FOR AN
ISOLATED MINI-GRID

N.B – This is a template form that can be amended to suit the specific circumstance and
peculiarities of the parties

This Agreement is dated [XXX]

Between

[XXXX], a company duly incorporated under the laws of the Federal Republic of Nigeria with
registration number [RC Number] and having its registered office at [OFFICE ADDRESS] called
the “Mini-Grid Developer”.
And
[XXXX] a legally authorised representative of [NAME OF COMMUNITY] in its capacity as
[Village Head] called the “Community Representative”.
OR
[XXXX] a Company/Association duly incorporated/registered under the laws of the Federal
Republic of Nigeria and having its registered office at [OFFICE ADDRESS] acting as the legally
authorised representative of [NAME OF COMMUNITY/CHAIRMAN OF THE LOCAL
GOVERNMENT AREA] called the “Community.”

(In this Agreement, the Mini-Grid Developer and Community Representative are referred to
as “Parties” or “Party”).

RECITAL/ BACKGROUND
A. The Mini-Grid Developer is in the business of developing and constructing Mini-Grids.

B. The Mini-Grid Developer seeks to develop a Mini-Grid to supply electricity to the

Community from electricity generated by the Mini-Grid.

C. The Mini-Grid Developer has identified the Location as suitable for a Mini-Grid in
accordance with the Mini-Grid Regulations and seeks to undertake feasibility studies
preparatory to developing a Mini-Grid to supply electricity to the Community.

24
D. In view of the above, the Community Representative has agreed to grant the Mini-Grid
Developer an exclusivity period to develop the Mini-Grid under the terms set out in this
Agreement.

NOW THEREFORE, the Parties agree as follows:

1. DEFINITIONS AND INTERPRETATIONS

1.1 In this Agreement each of the following words and expressions shall have the following
meanings:

“Confidential shall include but is not limited to technical know-how, information

Information” and data, plans, strategies, techniques, processes, operations,
formulae, proprietary information and material belonging to
any of the Parties in respect of the Mini-Grid Project.

“Effective Date” means the date of this Agreement.

“Exclusivity Period” means the Initial Exclusivity Period, Supplementary Exclusivity

Period and any further extensions of the exclusive period
granted pursuant to Clause 4.

“Location” means the area within the distribution network where a Mini-
Grid is proposed to be located.

“NERC” means the Nigerian Electricity Regulatory Commission.

“Permit” means a Permit granted by NERC to a Mini-Grid Operator for

the construction, operation, maintenance and where applicable
ownership of Mini-Grids.

“Technical Codes” shall have the same meaning in the Mini-Grid Regulations.

1.2 In this Agreement, except where the context otherwise requires:

1.2.1 any reference to “this Agreement” includes the Schedules and Annexures to it,
each of which forms part of this Agreement for all purposes;

1.2.2 if a period of time is specified as from a given day, or from the day of an act or
event, it shall be calculated exclusive of that day; and

25
 1.2.3 if a period of time is specified as to a given day, or to the day of an act or event,
it shall be calculated inclusive of that day.

2. COMMENCEMENT

This Agreement shall commence on the Effective Date.

3. MINI-GRID PROJECT

The Parties agree that the Mini-Grid Developer shall have the right to investigate,
develop and commission a Mini-Grid in the Community (“Mini-Grid Project”).

4. EXCLUSIVITY PERIOD

4.1 The Exclusivity Period shall start on the Effective Date and shall end [12 or 24
months] after (“Initial Exclusivity Period”) unless extended pursuant to this Clause 4
in this Agreement.

4.2 Where the Initial Exclusivity Period is for 12 months, the Community Representative shall
have the discretion to extend the Initial Exclusivity Period for up to an additional 12
months after the expiration of the Initial Exclusivity Period (“Supplementary Exclusivity
Period”), provided that the Mini-Grid Developer has made significant progress to the
satisfaction of the Community. [NOTE: the Parties can set out specific conditions
precedent that needs to be satisfied by the Parties during the exclusivity period.]

4.3 A Supplementary Exclusivity Period can only be granted by the Community

Representative subject to NERC’s approval.

4.5 Pursuant to Clause 4.3, NERC’s approval for the extensions shall be granted provided
that:

4.5.1 the Parties are able to set out progress made and provide a justification to
the satisfaction of the Community why an extension is required; and

4.5.2 any delays experienced are due to no fault of the Mini-Grid Developer.

4.6 Where the Initial Exclusivity Period exceeds 12 months, the Mini-Grid Developer and
the Community shall in addition to this Agreement, execute Form A in Schedule 1 and
26
 thereafter submit to NERC for approval.

4.7 Where a Supplementary Exclusivity Period is required, the Mini-Grid Developer and
the Community shall execute Form B in Schedule 1 and thereafter submit to NERC for
approval.

4.8 Where an extension is required, the Mini-Grid Developer shall duly notify the
Community Representative at least a month before the expiration of the Exclusivity
Period using the applicable form in Schedule 1 to this Agreement stating the reasons
for the extension.

5 DUTIES AND OBLIGATIONS OF THE PARTIES

5.1 For the duration of the Exclusivity Period, the duties and obligations of the
Community Representative shall be as follows:

5.1.1 The Community Representative shall not and shall ensure that the Community
does not:

5.1.1.1 directly or indirectly take any action to solicit, initiate, encourage, assist
the submission of any proposal, negotiation or offer from any person or
entity for the purpose of developing, installing, commissioning and/or
operating a Mini-Grid; and

5.1.1.2 act in a manner that will adversely affect the Mini-Grid Project.

5.1.2 Cooperate in good faith and provide the Mini-Grid Developer all such
information, documentation and authority required for the Mini-Grid Project.

5.2 For the duration of the Exclusivity Period, the duties and obligations of the Mini-Grid
Developer shall be as follows:

5.2.1 undertake the feasibility and investigations required for Mini-Grid

Project in a timely manner;

5.2.2 ensure that the Mini-Grid Project is in compliance with the Technical
Codes.

27
6 TIME IS OF THE ESSENCE

The Parties agree that, for the purpose of this Agreement and for the duration of the
Exclusivity Period, they will carry out their respective obligations with respect to the
Mini-Grid Project in a timely and efficient manner.

7 POST EXCLUSIVITY PERIOD

7.1 At the end of the Exclusivity Period, where the Mini-Grid Developer decides to
implement the Mini-Grid Project:

7.1.1 A definitive agreement will be executed between the Parties;

7.1.2 The Mini-Grid Developer shall comply with the Mini-Grid Regulations 2016.

7.2 At the end of the Exclusivity Period, where the Mini-Grid Developer decides not to
implement the Mini-Grid Project:

7.2.1 it shall duly notify the other Party stating the reasons for its decision;

7.2.2 make the necessary restorations required following investigative activities

undertaken for the Mini-Grid Project; and

7.2.3 Save for Clause 7.2.2, the Mini-Grid Developer shall have no liability.

8 T ERMINATION

8.1 This Agreement may terminate by mutual agreement by all Parties.

8.2 This Agreement automatically terminates, where the Parties execute a definitive
agreement pursuant to Clause 7.1.1 for the Mini-Grid Project.

8.3 The Community Representative may terminate this Agreement on written notice to
the other Parties if:

8.3.1 it decides to expand before the expiration of the Exclusivity Period;

8.3.2 where the Mini-Grid Developer breaches Clause 5.2.1 and Clause 5.2.2
28
 8.3.3 Mini-Grid Developer abandons the Project for a period of more than 3
consecutive months;

8.4 The Mini-Grid Developer may terminate this Agreement on written notice to the
other Parties if:

8.4.1 it decides not wish to pursue the Mini-Grid Project; or

8.4.2 the Community Representative breaches Clause 5.1.

9 R EMEDIES

If during the Exclusivity Period, the Community Representative breaches any of its
obligations to the Mini-Grid Developer which results to a loss suffered by the Mini-Grid
Developer, the Community Representative must reimburse the Mini-Grid Developer all
the costs incurred as a result of the loss.

10 CONFIDENTIAL INFORMATION

10.1 A Party shall not intentionally disclose or allow to be disclosed to any third party
any Confidential Information concerning the other Parties or any information
obtained under this Agreement and in furtherance to the execution of the Mini-Grid
Project unless:

10.1.1 the disclosure is expressly assented to in writing by the Party to which the
Confidential Information belongs; or

10.1.2 the disclosure is subject to a legal obligation of disclosure.

10.2 Each Party, after consultation with the others, shall adopt reasonable procedures to
preserve the Confidential Information of the other Parties.

10.3 No information shall constitute Confidential Information if:

10.3.1 the information is generic in nature, or have at the relevant time become
public knowledge or has been in the public domain, other than as a result of
disclosure by the Parties or their representative;

10.3.2 the information has at the relevant time become, already in the possession of
the Parties free from any obligation of confidentiality to either of the Parties or
29
 any other person and has not been acquired by any person in breach of any
obligations of confidentiality;

10.3.3 the information is required to be disclosed by law or order of any court, tribunal
or agency of competent jurisdiction or by any governmental body, department
or agency having jurisdiction or it or by any equivalent laws or regulations of
institutions or other equivalent authorities in jurisdictions outsider Nigeria; or

10.3.4 the information is expressly stated in writing to be non-confidential.

11 NON-CIRCUMVENTION

11.1 At any time prior to the expiration of the Exclusivity Period and two years thereafter, it is
expressly agreed that the identities of any individual or entity and any other third
parties (including, without limitation, suppliers, customers, financial sources,
manufacturers and consultants) discussed and made available by the any Party in
respect of the Mini-Grid Project and any related business opportunity shall constitute
Confidential Information and the recipient or any group company or associated entity
or individual shall not (without the prior written consent of the disclosing Party):

11.1.1 directly or indirectly initiate, solicit, negotiate, contract or enter into

any business transactions, agreements or undertakings with any such
third party identified or introduced by the disclosing Party; or

11.1.2 seek to by-pass, compete, avoid or circumvent the disclosing Party from
any business opportunity that relates to the Mini-Grid Project by
utilising any Confidential Information or by otherwise exploiting or
deriving any benefit from the Confidential Information.
11.2 Except insofar as the Party was engaged in a prior business relationship with the
individual or entity or third party.

12 ENTIRE AGREEMENT

The Parties agree that this Agreement including the Schedules and the Forms therein executed
for extensions of the Exclusivity Period constitutes the entire Agreement between the parties
irrespective of all previous agreements, promises, assurances, warranties, representations and
understanding between them, whether written or oral, relating to its subject matter.

IN WITNESS whereof this Agreement was executed the day and year first above written.

30
For [MINI-GRID DEVELOPER]

Signed at ....................... on this..............day of ................... 2016.

By:

Name:

WITNESSES

1.

2.

For [COMMUNITY REPRESENTATIVE]

Signed at ....................... on this..............day of ........................... .

By:

Name:

WITNESSES

1.

2.

31
SCHEDULE 1

FORM A – INITIAL EXCLUSIVITY PERIOD REQUEST FORM

Company Representative name: _______________________
Company name: ________________________________
Company address: _____________________________
Company registration number: ______________________
Duly authorised representative of the abovementioned company
and
Community Representative name:______________________
Position:________________________________________
Address:
Duly authorised representative of the Community of [Name of Community]
Pursuant to Clause 4.1, 4.4 and 4.6 of the Exclusivity Agreement dated [ ], I [ NAME ], the Mini-
Grid Developer of the Mini-Grid Project, hereby request for an initial exclusivity period for [ ]
months (“Initial Exclusivity Period”). The reasons for exclusivity are as follows: [NOTE: The
Parties shall only use Form A for an Initial Exclusivity Period which exceeds 12 months. Where the
Initial Exclusivity Period does not exceed 12 months, the Agreement shall be sufficient].

(Reasons of your request and/or forecasted tasks to be performed):

(Attach the necessary documentation to support the above request)

I, [NAME OF COMMUNITY REPRESENTATIVE] hereby grant the exclusivity requested under
the same terms and conditions of the Agreement. Thus, the exclusivity period expires on XX
of the month of XXXXX of the year XXXX.
This exclusivity is subject to approval of Nigerian Electricity Regulatory Commission (NERC).
Date: Date: Date:

_ _ _
Signature: [NERC Signature: [Mini-Grid Signature: [Community
Representative] Developer Representative Representative]

32
FORM B – SUPPLEMENTARY EXCLUSIVITY PERIOD REQUEST FORM

Company Representative name: __________________________

Company name: ______________________________
Company address: ______________________________
Company registration number: _________________________
Duly authorised representative of the abovementioned company
and
Community Representative name: ____________________________
Position: ______________________________________
Address: ______________________________________
Duly authorised representative of the Community of [Name of Community]
Pursuant to Clause 4.2, 4.3 and 4.7 of the Exclusivity Agreement dated [ ], I [ NAME ], the Mini-
Grid Developer of the Mini-Grid Project, hereby request for an extension of an additional [XX]
months (“Supplementary Exclusivity Period”) under the same terms and conditions of said
Agreement.

(Reasons of your request and/or outstanding tasks to be performed):

(Attach the necessary documentation to support the above request)

I, [NAME OF COMMUNITY REPRESENTATIVE] hereby grant the extension requested under the
same terms and conditions of the Agreement. Thus, the extended exclusivity period expires on
XX of the month of XXXXX of the year XXXX.

Date: Date: Date:

_ _ _
Signature: [NERC Signature: [Mini-Grid Signature: [Community
Representative] Developer Representative Representative]

33
ANNEX 1B
AGREEMENT FORM FOR AN EXCLUSIVE PROJECT DEVELOPMENT PERIOD AT A SITE FOR
AN INTERCONNECTED MINI-GRID
N.B – This is a template form agreement that can be amended to suit the specific circumstance
and peculiarities of the parties.

This Agreement is dated [XXX]

Between

XXXX, a company duly incorporated under the laws of the Federal Republic of Nigeria and
having its registered office at [OFFICE ADDRESS] hereinafter called the “DisCo” which
expression shall where the context so admits include its successors-in-title.
And
XXXX, a company duly incorporated under the laws of the Federal Republic of Nigeria with
registration number [RC Number] and having its registered office at [OFFICE ADDRESS]
hereinafter called the “Mini-Grid Developer”.
And
[XXXX] a legally authorised representative of [NAME OF COMMUNITY] in its capacity as
[Village Head] hereinafter called the “Community Representative”.
OR
[XXXX] a Company/Association duly incorporated/registered under the laws of the Federal
Republic of Nigeria and having its registered office at [OFFICE ADDRESS] acting as the legally
authorised representative of [NAME OF COMMUNITY/CHAIRMAN OF THE LOCAL
GOVERNMENT AREA] hereinafter called the “Community”.
(In this Agreement, the DisCo, Mini-Grid Developer and Community Representative are
referred to collectively as “Parties” and individually as “Party”.)

RECITAL/ BACKGROUND
A. The Mini-Grid Developer is in the business of constructing and developing Mini-Grids.

B. Pursuant to Section 67 of the Electric Power Sector Reform Act (“EPSRA”), Nigerian
Electricity Regulatory Commission (“NERC”) has issued to the DisCo a distribution
Licence to undertake distribution activities and other related businesses within [ AREA
OR ZONE WHERE THE DISCO CAN OPERATE] which includes the Distribution Network.
34
C. The Mini-Grid Developer has identified the Location as suitable for a Mini-Grid in accordance
with the Mini-Grid Regulations, 2016 and seeks to undertake feasibility studies preparatory
to developing a Mini-Grid to be connected to the DisCo’s distribution network described in
Schedule 1 below to supply electricity to the Community.

D. In view of the above, the Community Representative and the DisCo have agreed to grant
the Mini-Grid Developer an exclusive period to develop the Mini-Grid under the terms
set out in this Agreement.

NOW THEREFORE, in view of the foregoing and in consideration of the mutual benefits to be
derived contained herein, and any other good and valuable consideration, the sufficiency of
which is hereby acknowledged, and intending to be legally bound, the Parties hereby agree
as follows:

1. DEFINITIONS AND INTERPRETATIONS

1.1 In this Agreement each of the following words and expressions shall have the
following meanings:

“Confidential shall include but is not limited to technical know-how, information

Information” and data, plans, strategies, techniques, processes, operations,
formulae, proprietary information and material belonging to any
of the Parties in respect of the Mini-Grid Project.

“Effective Date” means the date of this Agreement.

“Exclusivity Period” means the Initial Exclusivity Period any further extensions of the
exclusive period granted pursuant to Clause 4.
“Location” means the area within the distribution network where a Mini-
Grid is proposed to be located.
“Permit” means a Permit granted by NERC to a Mini-Grid Operator for
the construction, operation, maintenance and where applicable
ownership of Mini-Grids.

“Technical Codes” shall have the same meaning as in the Mini-Grid Regulations

“Tripartite means the contract between an Interconnected Mini-Grid

Contract” Operator, Distribution Licensee and Connected Community which

35
 shall be as agreed between the Parties

1.2 In this Agreement, except where the context otherwise requires:

1.2.1 any reference to “this Agreement” includes the Schedules and Annexures to
it, each of which forms part of this Agreement for all purposes;

1.2.2 if a period of time is specified as from a given day, or from the day of an act
or event, it shall be calculated exclusive of that day; and

1.2.3 if a period of time is specified as to a given day, or to the day of an act or event,
it shall be calculated inclusive of that day.

2. COMMENCEMENT

This Agreement shall commence on the Effective Date.

3. MINI-GRID PROJECT

The Parties agree that the Mini-Grid Developer shall have the right to investigate,
develop and commission a Mini-Grid in the Community (“Mini-Grid Project”).

4. EXCLUSIVITY PERIOD

4.1 The Exclusivity Period shall commence on the Effective Date and shall terminate
[12 or 24] months thereafter (“Initial Exclusivity Period”).

4.2 Where the Initial Exclusivity Period is for 12 months, the DisCo and the Community
Representative shall have the discretion to extend the Initial Exclusivity Period for up
to an additional 12 months after the expiration of the Initial Exclusivity Period
(“Supplementary Exclusivity Period”), provided that the Mini-Grid Developer has
made appreciable progress to the satisfaction of the DisCo and Community [NOTE:
the Parties can set out specific conditions precedent that needs to be satisfied by the
Parties during the exclusivity period.]

4.3 Where an extension is required, the Mini-Grid Developer shall duly notify the DisCo
and the Community Representative at least a month before the expiration of the
Exclusivity Period using the applicable form in Schedule 1 to this Agreement stating
the reasons for the extension.

36
5 DUTIES AND OBLIGATIONS OF THE PARTIES

5.1 For the duration of the Exclusivity Period, the duties and obligations of the DisCo and
the Community Representative shall be as follows:

5.1.1 The DisCo and the Community Representative shall ensure that
the Community does not:

5.1.1.1 directly or indirectly take any action to solicit, initiate, encourage,

assist the submission of any proposal, negotiation or offer from
any person or entity for the purpose of developing, installing,
commissioning and/or operating a Mini-Grid ; and

5.1.1.2 act in a manner that will adversely affect the Mini-Grid Project.

5.1.2 Cooperate in good faith and provide the Mini-Grid Developer all
such information, documentation and authority required for the
Mini-Grid Project.

5.2 For the duration of the Exclusivity Period, the duties and obligations of the Mini-
Grid Developer shall be as follows:

5.2.1 undertake the feasibility and investigations required for the Mini-
Grid Project in a timely manner;

5.2.2 ensure that the Mini-Grid Project is in compliance with the

Technical Codes.

6 TIME IS OF THE ESSENCE

The Parties agree that, for the purpose of this Agreement and for the duration of the
Exclusivity Period they will carry out their respective obligations with respect to the Mini-
Grid Project in a timely and efficient manner.

7 POST EXCLUSIVITY PERIOD

7.1 At the end of the Exclusivity Period, where the Mini-Grid Developer decides to
implement the Mini-Grid Project, a Tripartite Contract will be executed between
the Parties;

37
 7.2 At the end of the Exclusivity Period, where the Mini-Grid Developer decides
not to implement the Mini-Grid Project:

7.2.1 it shall duly notify the other Parties stating the reasons for its decision;

7.2.2 make the necessary restorations required following investigative

activities undertaken for the Mini-Grid Project; and

7.2.3 Save for Clause 7.2.2, the Mini-Grid Developer shall have no liability.

8 T ERMINATION

8.1 This Agreement may terminate by mutual agreement by all Parties.

8.2 This Agreement automatically terminates, where the Parties execute a Tripartite
Contract for the Mini-Grid Project or any other definitive agreement.

8.3 The DisCo and/or Community Representative may terminate this Agreement on
written notice to the other Parties if:

8.3.1 it decides to expand before the expiration of the Exclusivity Period;

8.3.2 where the Mini-Grid Developer fails to make appreciable progress with the
Exclusivity Period and this is as a result of no fault of the Disco or Community; or

8.3.3 where the Mini-Grid Developer breaches Clause 5.2.1 and Clause 5.2.3.

8.4 The Mini-Grid Developer may terminate this Agreement on written notice to the
other Parties if:

8.4.1 it decides not to pursue the Mini-Grid Project; or

8.4.2 where the DisCo or the Community Representative breaches Clause 5.1.

9 R EMEDIES

If during the Exclusivity Period, the Community Representative and/or the DisCo breaches
any of its obligations to the Mini-Grid Developer which results to a loss suffered by the Mini-
Grid Developer, the Community Representative and DisCo will be held jointly liable and must
reimburse the Mini-Grid Developer all the costs incurred as a result of the loss.

38
10 CONFIDENTIAL INFORMATION

10.1 A Party shall not intentionally disclose or allow to be disclosed to any third party
any Confidential Information concerning the other Parties or any information
obtained under this Agreement and in furtherance to the execution of the
Mini-Grid Project unless:

10.1.1 the disclosure is expressly assented to in writing by the Party to which

the Confidential Information belongs; or

10.1.2 the disclosure is subject to a legal obligation of disclosure.

10.2 Each Party, after consultation with the others, shall adopt reasonable procedures
to preserve the Confidential Information of the other Parties.

10.3 No information shall constitute Confidential Information if:

10.3.1 the information is generic in nature, or have at the relevant time become
public knowledge or has been in the public domain, other than as a result
of disclosure by the Parties or their representative;

10.3.2 the information has at the relevant time become, already in the
possession of the Parties free from any obligation of confidentiality to
either of the Parties or any other person and has not been acquired by
any person in breach of any obligations of confidentiality;

10.3.3 the information is required to be disclosed by law or order of any court,

tribunal or agency of competent jurisdiction or by any governmental
body, department or agency having jurisdiction or it or by any equivalent
laws or regulations of institutions or other equivalent authorities in
jurisdictions outsider Nigeria; or

10.3.4 the information is expressly stated in writing to be non-confidential.

11 NON-CIRCUMVENTION

11.1 At any time prior to the expiration of the Exclusivity Period and two years thereafter, it
is expressly agreed that the identities of any individual or entity and any other third
parties (including, without limitation, suppliers, customers, financial sources,
manufacturers and consultants) discussed and made available by the any Party in
respect of the Mini-Grid Project and any related business opportunity shall constitute

39
 Confidential Information and the recipient or any group company or associated entity
or individual shall not (without the prior written consent of the disclosing Party):

11.1.1 directly or indirectly initiate, solicit, negotiate, contract or enter into any
business transactions, agreements or undertakings with any such third
party identified or introduced by the disclosing Party; or

11.1.2 seek to by-pass, compete, avoid or circumvent the disclosing Party from
any business opportunity that relates to the Mini-Grid Project by
utilising any Confidential Information or by otherwise exploiting or
deriving any benefit from the Confidential Information.

11.2 Except insofar as the Party was engaged in a prior business relationship with the
individual or entity or third party.

12 ENTIRE AGREEMENT

The Parties agree that this Agreement including the Schedules and the Forms therein
executed for extensions of the Exclusivity Period constitutes the entire Agreement
between the parties irrespective of all previous agreements, promises, assurances,
warranties, representations and understandings between them, whether written or oral,
relating to its subject matter.

IN WITNESS whereof this Agreement was executed the day and year first above written.

For [MINI-GRID DEVELOPER]

Signed at ...................... on this ............. day of ................2016.

By:

Name:

WITNESSES

1.

2. __________________________

For [ELECTRICITY DISTRIBUTION COMPANY]

Signed at ...................... on this ............ day of ................

40
By:

Name:

WITNESSES

1.

2.

For [COMMUNITY/COMMUNITY REPRESENTATIVE]

Signed at ..................... on this ............. day of .......................... .

By:

Name:

WITNESSES

1.

41
ANNEX 2
REGISTRATION FORM FOR MINI-GRIDS BELOW 100 KW

(Pursuant to S. 8 (1) (b) of the NERC Regulations for Mini-Grids, 2016)

IMPORTANT NOTES Your Registration is incomplete unless all required documents are
submitted.
NERC reserves the right to verify the accuracy of this information.

In compliance with the NERC Mini-Grid Regulations, 2016 I am herewith certifying that I
[NAME], ___________________ have commissioned a Mini-Grid system of up to 100 kW of
Distributed Power on _________ (date)

I hereby apply to register my project as a Mini-Grid below 100 kW.

1.0 PARTICULARS OF APPLICANT AND CONTACT PERSON

Name of Applicant:
Physical address:
Postal address:
Tel:

Fax:
Mobile Phone:
E-mail:
Website Address:
Name of Contact Person:
Mobile Phone of Contact Person:
E-mail for Contact Person:

2.0 LEGAL STATUS OF APPLICANT

2.1 Indicate legal status of Applicant (Tick relevant option)

A. Sole Proprietorship

42
 B. Partnership
C. Public Limited Liability Company
D. Private Limited Liability Company
E. Cooperative Society
F. Incorporated Trustee
G. Other (please specify)

(Attach Certificate of Registration, Certificate of Incorporation, Memorandum and Articles of

Association, Deed of Partnership, Deed of Trust, as applicable)

3.0 NATURE OF APPLICATION

3.1 State whether Application is a fresh Application or Renewal

3.2 Existing Permits/Licences/Tripartite Contracts

Does the Applicant have an existing Permit or Licence and/or Tripartite Contract issued by
the Commission for other systems?

If yes, state the nature of the Permit/Licence/Tripartite Contract, date issued and the
Permit/Licence/Tripartite Contract number.

3.3 Refusal, Suspension or Cancellation of Permit/Licence/Tripartite Contract

Has the Applicant ever been refused a Permit/Licence/Tripartite Contract or had its
Permit/Licence/Tripartite Contract suspended and/or cancelled by the Commission?

If yes, give details of the refusal, suspension, and/or cancellation.

4.0 MAIN BUSINESS ACTIVITIES OF APPLICANT

Please indicate the main business activities the Applicant is currently engaged in.

43
5.0 DESCRIPTION OF PROJECT
5.1 Site of the Mini-Grid (State, Local Government Area, Ward, Village)

(Attach title document to the land, relevant maps and drawings)

5.2 Generation

Type of system Size in

kW
☐ Solar kW
☐ Wind kW
☐ Biomass kW
Generation
☐ Hydro kW
☐ Diesel kW
Total : kW
Storage kW
Inverters kW

Location of the Power Plant (geographical coordinates):

Is the Power Plant new? If no, please state number of years the plant has been in operation

5.3 Distribution

Type of system Size of system

metres
 Single phase MV
☐ Three-phase MV metres

Lines ☐ Single phase LV metres

 Three-phase LV
metres

Total : metres

☐ Overhead
Type of Lines
☐ Underground
☐ Cement poles

44
 Poles
☐ Wood _______ poles

☐ Other poles
Total : poles
Transformers kW

Length of distribution network (indicate geographical coordinates of four reference points)

5.4 Customers
Number of customers:

 Residential:
 Commercial:
 Industrial:
 Special: __

5.5 Revenue and Sources of Funding

Expected electricity sales [kWh/year]: __________

Electricity tariff [NGN/kWh or flat rate per W]: ___
Share Capital contribution (specify foreign or local):

Loan capital (specify source and provide evidence):

Others (specify): ___________________________

DECLARATION BY THE APPLICANT

The project is not unlawful or contrary to the interest of the Federal Republic of Nigeria,
provisions of the Electric Power Sector Reform Act and relevant NERC Regulations. I/we hereby
declare that the details stated above are, to the best of my/our knowledge, true and correct.

Dated this _______________ day of __________________________________ 20

THE COMMON SEAL OF THE WITHIN NAMED APPLICANT

(Name of Applicant)

45
 Has hereunto been affixed in the presence of:
Sign: Sign:
Name: Name:
Designation: Designation:

Sworn to this ______ day of __________________ 200 _______ at

BEFORE ME

NOTARY PUBLIC/COMMISSIONER OF OATHS

46
ANNEX 3

APPLICATION FORM FOR MINI-GRID PERMIT

(Pursuant to S.7 and S. 8 (1) (a) of the NERC Regulations for Mini-Grids, 2016)
IMPORTANT NOTE: Your Application is incomplete unless all required documents are
submitted and the application is accompanied by the appropriate processing fee.

In compliance with the NERC Mini-Grid Regulations, 2016, I am herewith certifying that I
[NAME] ___________ , hereby apply for a Permit pursuant S. 7 or S. 8 (1) (a) of the Mini-Grid
Regulations.

1.0 PARTICULARS OF APPLICANT AND CONTACT PERSON

Name:
Physical address:
Postal address:
Tel:

Fax:
Mobile Phone:
E-mail:
Website Address:
Name of Contact Person:
Mobile Phone of Contact Person:
E-mail of Contact Person:

2.0 LEGAL STATUS OF APPLICANT

2.1 Indicate legal status of Applicant (Tick relevant option)
H. Sole Proprietorship
I. Partnership
J. Public Limited Liability Company
K. Private Limited Liability Company
L. Cooperative Society
M. Incorporated Trustee
N. Other (please specify)
47
 (Attach Certificate of Incorporation, Memorandum and Articles of Association, Deed of
Partnership, Deed of Trust, as applicable)

3.0 NATURE OF APPLICATION

3.1 State whether Application is a fresh Application or Renewal

3.2 Existing Permit/Licences/Tripartite Contract

Does the Applicant have an existing Permit/Licence/Tripartite Contract issued by
the Commission for other systems?

If yes, state the nature of the Permit/Licence/Tripartite Contract, date issued and the
Permit/Licence/Tripartite Contract number

3.3 Refusal, Suspension or Cancellation of Permit/Licence/Tripartite Contract

Has the Applicant ever been refused a Permit/Licence/Tripartite Contract or had its
Permit/Licence/Tripartite Contract suspended and/or cancelled by the Commission?

If yes, give details of the refusal, suspension, and/or cancellation.

4.0 MAIN BUSINESS ACTIVITIES OF APPLICANT

Please indicate the main business activities the Applicant is currently engaged in.

5.0 DESCRIPTION OF PROJECT

Detailed description of the project:

48
 5.1 Site of the Mini-Grid (State, Local Government Area, Ward, Village)

(Attach title document to the land, relevant maps and drawings)

5.2 Generation

Type of system Size in

kW
☐ Solar kW
☐ Wind kW
☐ Biomass kW
Generation
☐ Hydro kW
☐ Diesel kW
Total : kW
Storage kW
Inverters kW

Location of the Power Plant (geographical coordinates):

Is the Power Plant new? If no, please state number of years the plant has been in operation.

5.3 Distribution

Type of system Size of system

metres
☐ Single phase MV
☐ Three-phase MV metres
Lines ☐ Single phase LV metres
☐ Three-phase LV
metres
Total : metres
☐ Overhead
Type of Lines
☐ Underground
☐ Cement poles
Poles ☐ Wood poles

49
 ☐ Other (state) _______ poles

Total : _________ poles

Transformers No:……………….. Rating kW

Length of distribution networkTo

(indicate geographical coordinates of four reference points)

5.4 Customers
Number of customers:

 Residential:
 Commercial:
 Industrial:
 Special (state):

5.5 Revenue and Sources of Funding

Expected electricity sales [kWh/year]: __________
Electricity tariff [NGN/kWh or flat rate per W]: ___
Share Capital contribution (specify foreign or local):

Loan capital (specify source and provide evidence):

Others (specify): ___________________________

6.0 DECLARATION BY THE APPLICANT

The project is not unlawful or contrary to the interest of the Federal Republic of Nigeria. I/we
hereby declare that the details stated above are, to the best of my/our knowledge, true and
correct.

Dated this _______________ day of ________________ 20 _______ .

THE COMMON SEAL OF THE WITHIN NAMED APPLICANT

50
(Name of Applicant)

Has hereunto been affixed in the presence of:

Sign: Sign:

Name: Name:

Sworn to this ________day of __________________200 _______ at

BEFORE ME

NOTARY PUBLIC/COMMISSIONER OF OATHS

51
 ACCOMPANYING DOCUMENTATION
Please submit 2 hard copies and a soft copy of all supporting documents, including;

1. Contract between the Community Representative and Mini-Grid Operator, where

applicable
2. Power station layout drawings
3. Map with position of power station and distribution network marked using indicators to
distinguish single phase and three phase as well as medium voltage networks
4. Certified copy of Certificate of Incorporation, Memorandum and Articles of
Association, Deed of Partnership or Deed of Trust, as applicable
5. Certified copy of Certificate of Occupancy or Lease Agreement for Project Site
6. Certified copy of Building Permit
7. Filled Standardized Spreadsheets for Tariff Calculation

Year 2016 2017 2018 2019

Number of customers

Size generation plant component

Revenue from electricity sale

Other revenue

Fuel Cost

O&M Cost

Replacement Cost

Other cost (Please specify)

Profit/Loss

52
ANNEX 4
REPORTING FORM

In compliance with the NERC Mini-Grid Regulations, 2016 S. 13, I [NAME], _____________ am
presenting the report on the following Mini-Grid.

1.0 PARTICULARS OF COMPANY; CONTACT PERSON AND MINI-GRID

Company Name:
Physical address:
Postal address:
Tel:
Fax:
Mobile Phone:
E-mail:
Website Address:
Name of Contact Person:
Mobile Phone of Contact Person:
E-mail for Contact Person:

Name of Mini-Grid site:

Geographical coordinates of the Mini-Grid:

53
 2.0 SYSTEM SIZE; COST AND REVENUE REPORTING

3.0 INCIDENTS AND ACCIDENTS

Description of incident 1:

Date and time of incident:

Description of incident 2:

Date and time of incident 2:

Description of incident 3:

Date and time of incident 3:

4.0 SIGNATURE
I herewith confirm that the above information is true according to the best of my
knowledge.

Name

, Signature

Date,

54
ANNEX 5
APPLICATION PROCEEDINGS FOR REGISTRATION, PERMIT OR TRIPARTITE CONTRACT
These proceedings for a Permit/Tripartite Contract shall guide the Mini-Grid Developers to
make use of the NERC Mini-Grid Regulations, 2016. It shall not replace the regulation itself. In
case of any conflict between the regulations and this document, the regulations shall prevail.

1. KEY CONSIDERATIONS
In order to apply for a Permit or the approval of a Tripartite Contract, the process differs if
the main grid is already present in the area where the project will be developed or the site
is off-grid.
Where an area has no existing distribution grid, the area is considered as unserved and may
receive an Isolated Mini-Grid.
Where the grid is present but the area is poorly electrified or has a non-functional distribution-
grid, it is considered as underserved and is eligible for an Interconnected Mini-Grid.

2. U NSERVED AREAS – ISOLATED M INI -G RIDS

The entire application process for unserved areas is summarised in the figure 1 (left part)
and 2 located at the end of this document. In these figures, the steps are described from the
point of view of the Mini-Grid Developer.

STEP 1: IDENTIFICATION OF THE ELIGIBILITY OF UNSERVED AREA

In order to be eligible, the area selected must meet the following conditions:
 The area is being unserved.
 The area must not have been assigned to an IEDNO (Independent Electricity Distribution
Network Operator) or any other Mini-Grid Developer.

 The area is not part of an already existing expansion plan (5-year plan) of a DisCo. Where
it is identified that the area is part of an expansion plan of a DisCo, the Mini-Grid
Developer needs the consent of the DisCo before the area identified becomes eligible.
If the area identified fulfils all the requirements listed above, the process can continue and
the contact with the Community can be established.
As a repository of the expansion plans of the DisCos and applications from IEDNOs and
other Mini-Grid developers, NERC may also assist Mini-Grid developers in identifying a
suitable area that fulfils the above mentioned criteria. Federal and State authorities
responsible for electrification should also be consulted.

55
 STEP 2: CONTACT WITH THE COMMUNITY AND SETTLEMENT OF AN EXCLUSIVITY PERIOD
Now, that the area located can potentially receive an Isolated Mini-Grid, the Community
concerned should be contacted in order to know whether the local population is interested
in benefitting from the services provided by the Mini-Grid Operator.
Both, the Community or the Mini-Grid Developer can approach the other party to start
negotiations.
At that stage, the Community and the Mini-Grid Developer can decide to set an exclusivity
period.
This exclusivity period is used to investigate the feasibility of implementing a Mini-Grid at
the location and ensures that no other operator is conducting any other feasibility during
the investigation period.
The exclusivity period is an agreement only between the Community and the Mini-Grid
Operator is only valid up to 12 months. This period could then be extended once and only
for a further 12 months subject to the approval of the Commission.
If at the inception, the Mini-Grid Operator needs an exclusivity period of more than 12
months, it can also enter into an exclusivity agreement. However, this would need to be
justified, submitted to the Commission and the agreement approved by the Commission.
The Annex 1A of the NERC Mini-Grid Regulations, 2016 (called “Agreement for exclusivity
period”) provides a form that shall be used to draft the exclusivity agreement.

STEP 3: SIZE OF THE SYSTEM AND REGISTRATION

If the power distributed by the isolated Mini-Grid is larger than 100 kW, the Mini-Grid
Developer will need to apply for a mandatory Permit. If the Generation Capacity of the
power station installed is larger than 1 MW the plant is not a Mini-Grid under this regulation
and other regulations apply. Generation Capacity is defined as the guaranteed active power
that a generation plant can supply to a load or network at any point in time under the given
environmental constraints (temperature, humidity, etc.) and a power factor of 0.8
(inductive) for at least one hour under the assumption that the plant is well maintained and
fully functional;
If the power distributed by the isolated Mini-Grid is below 100 kW, the Mini-Grid Developer can
voluntarily apply for a Permit following the same procedure as for the mandatory permit.
A distribution network distributes a power up to 100 kW if the average active power fed
into the distribution network in each 15 min interval of its operation period is below or
equal to 100 kW.
In case it is granted with the Permit by the Commission, the Mini-Grid Operator will be entitled
to receive a compensation before the Mini-Grid can be connected to the main distribution grid

56
 and will enjoy any other protection given to the Mini-Grid Operator under the Mini-Grid
Regulations, 2016.
The Mini-Grid Operator that has been granted a Permit will need to establish an agreement
with the beneficiary community. The Mini-Grid Operators may decide to use the template
included in Annex 12.
In case the Mini-Grid Developer decides not to apply for a Permit, it shall register by
submitting the registration form called “Registration form for Mini-Grids smaller 100 kW”
(Annex 2 of the NERC Mini-Grid Regulations, 2016).

3. U NDERSERVED AREAS – I NTERCONNECTED M INI -G RIDS

The entire application process for underserved areas is summarised in the figure 1 (right
part) and 3 located at the end of this document. In these figures, the steps are described
from the point of view of the Mini-Grid Developer/Operator.

STEP 1: IDENTIFICATION OF THE ELIGIBILITY OF AN UNDERSERVED AREA

In order to be eligible, the Community concerned should be first contacted in order to know
whether the local population is interested in benefitting from the services provided by the
Mini-Grid Operator. The Community selected should meet the following criteria:
 The Community is being underserved. The Main grid is present in that area, but does not
provide a sufficient level of service to meet the Community’s electricity demand.
 The Community is ready to pay higher tariffs than the Main grid tariff in order to
improve the reliability of electricity supply.

STEP 2: CONTRACT WITH THE DISTRIBUTION LICENSEE AND SETTLEMENT OF AN EXCLUSIVITY PERIOD
Once it has been established that the area located can potentially receive an Interconnected
Mini-Grid, the Distribution Licensee should be contacted to know if it would be willing to enter
in a Tripartite Contract (refer to Annex 11 for a proposed template).
At that stage, the Community, the Mini-Grid Developer and the Distribution Licensee can
decide to set an exclusivity period.
This exclusivity period is used to investigate the feasibility of implementing a Mini-Grid at
the location and ensures that no other operator is conducting any other feasibility study
during the investigation period.
The exclusivity period is an agreement between the Community, the Mini-Grid Developer and
the Distribution Licensee valid for up to 12 months. However, this period can be extended once
and only for a further 12 months subject to the approval of the Commission (refer to Annex 1B).

57
 If at the inception, the Mini-Grid Developer needs an exclusivity period of more than 12
months, it can also enter into an exclusivity agreement. However, this would need to be
justified to the Commission and the agreement approved by the Commission.
The Annex 1B of the NERC Mini-Grid Regulations, 2016 (called “Agreement for exclusivity period
for Interconnected Mini-Grid”) is the document to use in order to set an exclusivity period.

STEP 3: TRIPARTITE CONTRACT AND REGISTRATION

An agreement between the Connected Community, the Mini-Grid Operator and the
Distribution Licensee must be reached and a Tripartite Contract (Annex 11 of the NERC Mini-
Grid Regulations, 2016) must be established.
The contract is then submitted to NERC for approval.

58
APPLICATION PROCESS FOR A PERMIT OR TRIPARTITE CONTRACT PURSUANT TO
S.7, S.8 AND S.9

1. Form of Application
a. In case of a Permit, the application shall be in the form specified in Annex 3 below
and shall contain the information specified therein. In case of a Tripartite, the Mini-
Grid Developer shall submit the Tripartite Contract, as agreed with the DisCo and the
Beneficiary Community, for approval.
b. The application shall be addressed to the Secretary of the Commission, and delivered by
hand or sent by regular mail or courier to the Commission’s headquarters.
c. The application shall be signed and dated by the applicant or authorized
representative of the applicant.
d. The application shall be submitted in three paper copies and an electronic version in
Microsoft Office software format.
e. The applications for the Permit or Tripartite Contract must contain all the
information specified in the Application form or the Contract respectively.

2. Acknowledgement of the Application

On receipt of the Application, the Commission shall note thereon the date of its receipt,
and shall send to the Applicant an acknowledgement stating the date of receipt.

59
3. Approval or Refusal of Permit/Tripartite Contract

a. After due consideration of the Application, the Commission shall issue or refuse to
issuance of the Permit/Tripartite Contract.

b. The period between the acknowledgement of receipt of the Application as specified

in Paragraph 2, and the date on which the Commission notifies the Applicant of its
decision or proposed decision to approve or refuse the Permit/Tripartite Contract as
the case may be, shall not exceed thirty (30) days.

c. Where the Commission has approved a Permit/Tripartite Contract, the Commission

shall inform the Applicant of such approval and the conditions to be satisfied before
the grant of the Permit/Tripartite Contract.

d. If the Commission intends to refuse the issuance of a Permit or approval of a

Tripartite Contract, it shall notify the Applicant in writing of its intention stating the
reasons for the decision.

e. The Applicant shall have the opportunity to make adequate representations to the
Commission within thirty (30) days of the Applicant’s receipt of the notification from
the Commission of the refusal of a Permit/Tripartite Contract.

f. The Commission shall consider the representation made by the Applicant and shall, if the
representation is unsuccessful, or no representation was made, duly notify the Applicant
in writing that the Application for a Permit/Tripartite Contract has been refused.

g. The reasons for refusing the Permit shall be clearly stated in writing by the
Commission to the Applicant.

60
 Fig. 1: Isolated or Interconnected Mini-grid

I have located an Area

No, It is unserved area Is Main Grid Present? Yes

Has it been assigned to an IEDNO or any other mini-

grid Developer?
Is it an underserved Area?
The grid does not provide a sufficient level of service according to
the Community’s perception and community is prepared to pay
higher tariffs in order to get access to reliable electricity supply
Yes No

Is it part of an already existing expansion

I can not consider plan (5-year plan) from Disco?
Yes
further this area No

Yes
No

I could operate an
interconnected Mini-grid
I contact the Disco to see if an
agreement to use this area is possible I cannot consider
further this area

Can I reach an agreement with the Disco? See the chart on interconnected Mini-grid

I could build and operate

Yes isolated Mini-grid
No

I can not consider

See the chart on isolated Mini-grid
further this area

61
 Fig 2: Interconnected Mini-grid

I could operate an interconnected Mini-grid

I establish Contact with the Distribution Licensee and the

Community

I want to have an exclusivity period in the area

I do not want to have an

exclusivity period for the area I first want an exclusivity period less than 12 month (I can
extend this period later)
I directly sign an agreement for an exclusivity period
of more than 12 months with the Disco and the
Community (Annex 1B- Agreement for exclusivity
period for interconnected mini-grid)
I need an extension to beyond 12 months. I sign
an extension agreement with the Disco and the
Community (Annex 1B- Agreement for exclusivity
period for interconnected mini-gri

I have reached an agreement for a tripartite contract with the disco and the community (ANNEX
11- Tripartite contract for interconnected MG)

I submit the executed tripartite contract to NERC for approval(ANNEX 11- Tripartite
contract for interconnected MG)

I receive the approval for tripartite

contract from NERC

I can install and commission the system

62
 Fig 3: Isolated Mini-grid

I could build and operate an isolated Mini-grid

I establish Contact with the Community

I want to have an exclusivity period in the area

I do not want to have an I submit an application for an exclusivity period of I first want an exclusivity period less than 12 month (I can extend
exclusivity period for the area more than 12 months to NERC(Annex 1A- Agreement this period later) and sign exclusivity agreement with the Community
for exclusivity period) I do not need an extension
beyond 12 months
I need an extension to beyond 12 months. I submit application for
extension to NERC (Annex 1A-Agreement for exclusivity period)

I receive the approval for the exclusivity period from NERC

Is the distributed power of my Mini-grid <=100kW?

My system has>100kW of distributed power and <=1MW installed

generation capacity
My system has<=100kW of distributed
power

I prepare all documents required for the permit (design, assets, authorizations
acquired, tariffs etc) according to Annex 03- Application for permit
I prefer applying for a permit
I register my minigrid and submit the filled
registration form to NERC (Annex 02- I submit my application form for a permit to NERC(Annex 03- Application for
Registration form for Mini-grid under 100kW) permit)

I receive the approval for the permit from NERC.

I start installing and commissioning the system
I can install, commission and operate the isolated Mini-grid

63
 ANNEX 6
HEALTH AND SAFETY GUIDELINES (INCLUDING RECOMMENDATIONS ON ENVIRONMENTAL
PROTECTION)

1. GENERAL GUIDELINES AND REQUIREMENTS

1.1 ENVIRONMENTAL PROTECTION RECOMMENDATIONS

Set out below are general requirements to be adhered to by the Mini-Grid Operator to
mitigate any adverse effect and impact of its operations and activities on the environment.

For every Mini-Grid Project, prior consideration and all efforts shall be made, at an early
stage, to identify the environmental effect and impact of the proposed project.

Where the proposed project is likely to affect the environment because of its extent,
nature or the location, an Environmental Impact Assessment (EIA) shall be undertaken as
applicable.

1.2 HEALTH AND SAFETY GUIDELINES

Set out below are general requirements to be adhered to by the Mini-Grid Operator in
order to mitigate any adverse effect and impact of its operations and activities on the
health and safety of staff members, customers and other individuals.

The Mini-Grid Operator may decide, during the validity of the Permit, to maintain the
usual insurance policies recommended for Mini-Grid operations. Not having the right
insurance policies in place involves considerable risks for the operations of Mini-Grids.

64
2. SPECIFIC GUIDELINES AND REQUIREMENTS FOR TYPES OF EQUIPMENT
The table below provides specific requirements regarding the different types of equipment that are components in Mini-Grids

TYPE OF PHASE IN THE RECOMMENDED LINK TO ENVIRONMENTAL

HEALTH AND SAFETY
EQUIPMENT PROJECT PROTECTION

Transport & - Wear protection gear: shoes, helmet, goggles

Storage and gloves.

Installation - Must only be installed by professional electricians.

- Keep battery cells clean and clean with dry cloth.
- Do not overcharge the batteries to avoid explosive hydrogen production.
- Must be a safe working environment.
- A comprehensive occupational safety program, including training and site orientation.
Battery VRLA - Competent persons to effectively respond to emergency events.
Operation - Keep a record of all occupational injuries and illnesses and divulge these records to NERC or
body on demand for examination and analysis.
- Functional risk management process.
- Should have comprehensive insurance policy to adequately cover facilities, employees and
third parties.
- See installation and commissioning.
Decommissioning - Batteries must be collected at State Government
& Disposal Collection point after end of lifetime.

Transport & - Wear protection gear: shoes, helmet, goggles

and gloves.
Battery Lead-Acid Storage
Vented - Transport battery in upright position - Must only be installed by professional electricians.
Installation and/or transport acid in separate - Wear acid-proof protection apron.
containers. - During the filling, follow the manufacturers’

65
 TYPE OF PHASE IN THE RECOMMENDED LINK TO ENVIRONMENTAL
HEALTH AND SAFETY
EQUIPMENT PROJECT PROTECTION
- Acid is a hazardous product: follow the recommendations.
transportation rules for hazardous - Install only in rooms with adequate ventilation.
products. - Avoid any electronics or electric equipment
that can generate sparks in the same room.
- Keep battery cells clean.
- Do not overcharge the batteries to avoid explosive hydrogen production.
- Must be a safe working environment.
- A comprehensive occupational safety program, including training and site orientation.
Operation - Competent persons to effectively respond to emergency events.
- Keep a record of all occupational injuries and illnesses and divulge these records to NERC or
body on demand for examination and analysis.
- Functional risk management process.
- Batteries must be collected at state government
collection point after end of lifetime.
Decommissioning - Collect acid separately in appropriate canisters
& Disposal prepared for storage and transport

- Do not discharge completely and do

Installation &
Lithium Battery not overcharge (risk of explosion).
Operations
- Keep away from solar radiation.
- Use lifting equipment.
Transport & - Fuel transport is dangerous and should follow
Storage the applicable transport Regulation.
Diesel Generator
Installation - Must only be installed by professional electricians.
- Used oil and oil filters shall be collected - Must only be operated by trained electricians.
Operation and disposed of in an environmentally - Must be a safe working environment.

66
 TYPE OF PHASE IN THE RECOMMENDED LINK TO ENVIRONMENTAL
HEALTH AND SAFETY
EQUIPMENT PROJECT PROTECTION
friendly (safe) way. - A comprehensive occupational safety program,
- Select site to meet the following including training and site orientation.
requirements: - Testing and monitoring of air quality is strictly
Noise Emission should be limited to an carried out where employees may be exposed to
extent acceptable by the neighbours. harmful substances, including worker respiratory
protection and an emergency response plan.
- Competent persons to effectively respond to
emergency events.
- Keep a record of all occupational injuries and
illnesses and divulge these records to NERC or
body on demand for examination and analysis.
- Functional risk management process.
Should have comprehensive insurance policy
to adequately cover facilities, employees and
third parties.
- Used oil and oil filters shall be collected
Decommissionin and disposed of in an environmentally
g & Disposal friendly way.
- Wear safety gear.
- Must be a safe working environment.
- A comprehensive occupational safety program,
including training and site orientation.
Solar PV Operation - Competent persons to effectively respond to
emergency events.
- Keep a record of all occupational injuries and
illnesses and divulge these records to NERC or
body on demand for examination and analysis.

67
 TYPE OF PHASE IN THE RECOMMENDED LINK TO ENVIRONMENTAL
HEALTH AND SAFETY
EQUIPMENT PROJECT PROTECTION
- Functional risk management process.
- Should have comprehensive insurance policy
to adequately cover facilities, employees and
third parties.
- For CdTe modules: Hazardous Waste must
be collected and brought to a recycling
Decommissioning
centre.
& Disposal
- Consult manufacturer’s guidelines or
where necessary the manufacturer

Transport & - Due to the weight of equipment, use appropriate

Storage lifting and installation equipment (e.g. crane).

Select site to meet the following

requirements: - Due to the weight of equipment, use appropriate
- Noise Emission should not be limited to an lifting and installation equipment (e.g. crane).
Installation
extent acceptable by the neighbours. - By selecting the site, take into consideration the
Shading shall not be more than acceptable ground characteristics for integrity of the turbine
Wind Turbine < 50
kW by the neighbours
- Maintain moving parts regularly according to
the requirements of the manufacturers.
- Switch off wind turbine during main
- Must be a safe working environment.
flying hours of bats.
- A comprehensive occupational safety program,
Operation - Used oil and oil filters shall be collected
including training and site orientation.
and disposed of in an environmental
- Competent persons to effectively respond
friendly way.
to emergency events.
- Keep a record of all occupational injuries and

68
 TYPE OF PHASE IN THE RECOMMENDED LINK TO ENVIRONMENTAL
HEALTH AND SAFETY
EQUIPMENT PROJECT PROTECTION
illnesses and divulge these records to NERC or
body on demand for examination and analysis.
- Functional risk management process.
- Should have comprehensive insurance policy
to adequately cover facilities, employees and
third parties.

Decommissioning - Due to the weight of equipment, use appropriate

-
& Disposal lifting and installation equipment (e.g. crane).

Transport & - Due to the weight of equipment, use appropriate

Storage lifting and installation equipment (e.g. crane).
Hydro < 50 kW - Comply with the water rights and - Moving parts of machinery must be designed
related legislation. and constructed in such a way as to prevent
Installation risks of contact which could lead to accidents or
must, where risks persist, be fitted with guards
or protective devices
- Comply with the water rights and See Transport & Storage
related legislation.
Decommissioning - Used oil and oil filters shall be collected
& Disposal and disposed off in an environmental
friendly way.
- Sewage from biomass shall be kept from
entering the ground water - Depending on the type of biomass, the biomass
Biomass Transport & - Biogas shall be stored in a way to minimize may carry the risk of fire. Therefore, it shall
Storage losses to the atmosphere (reduce be stored in a safe fire protected place
greenhouse gas emission)

69
 TYPE OF PHASE IN THE RECOMMENDED LINK TO ENVIRONMENTAL
EQUIPMENT PROJECT PROTECTION HEALTH AND SAFETY

- Due to the weight of equipment, use appropriate

Installation lifting and installation equipment (e.g. crane).
- Use appropriate Fire protection.
- Must be a safe working environment.
- A comprehensive occupational safety program, including training and site orientation.
- Competent persons to effectively respond to emergency events.
Operation - Keep a record of all occupational injuries and illnesses and divulge these records to NERC or
body on demand for examination and analysis.
- Functional risk management process.
- Should have comprehensive insurance policy to adequately cover facilities, employees and third
parties.
- Any lubrication oil needs to be disposed
off in an environmentally friendly manner
Due to the weight of equipment, use appropriate
Decommissionin - The flow of river as it has been before
lifting and installation equipment (e.g. crane).
g & Disposal installation of the equipment has to be
reestablished

Installation Must only be installed by professional electricians.

- Must be a safe working environment.
Inverters, charge - A comprehensive occupational safety program,
controller and including training and site orientation.
other electronic - Competent persons to effectively respond to
equipment Operation emergency events.
- Keep a record of all occupational injuries and
illnesses and divulge these records to NERC or
body on demand for examination and analysis.

70
 TYPE OF PHASE IN THE RECOMMENDED LINK TO ENVIRONMENTAL
HEALTH AND SAFETY
EQUIPMENT PROJECT PROTECTION
- Functional risk management process.
- Should have comprehensive insurance policy to
adequately cover facilities, employees and third
parties.
- Must be disposed in an environmental
Decommissioning friendly way. Waste must be collected
& Disposal and brought to a recycling centre.

Transport & - Due to the weight of equipment, use appropriate

Storage lifting and installation equipment (e.g. crane).
- Installation only by an electrician
- Select a site where the risk of flooding - Wear all applicable safety gear like safety shoes,
Installation is low. safety gloves
- Use fire proved material. - Comply with the NERC Distribution Code.

Switch Gear and - Must be a safe working environment.

Distribution Box - Wear appropriate safety gear
Conductors - Must only be operated by trained electricians.
Transformers - Comply with the NERC Distribution Code.
- A comprehensive occupational safety program,
including training and site orientation.
Operation - Competent persons to effectively respond
to emergency events.
- Keep a record of all occupational injuries and
illnesses and divulge these records to NERC or
body on demand for examination and analysis.
- Functional risk management process.

71
 TYPE OF PHASE IN THE RECOMMENDED LINK TO ENVIRONMENTAL
HEALTH AND SAFETY
EQUIPMENT PROJECT PROTECTION
- Should have comprehensive insurance policy to
adequately cover facilities, employees and
third parties.
- The foundations must be removed and the
place recover its original status.
Decommissionin - Transformer may contain hazardous and - Due to the weight of equipment, use appropriate
g & Disposal polluting material which has to be brought lifting and installation equipment (e.g. crane).
to a collection point where it can be
treated.

72
I,_______________ (name), representative of

Mini-Grid Developer/Operator name: _________________________

Mini-Grid Developer/Operator address:________________________

Company registration number: _____________________________

am applying for a Permit and therefore warrant that I will comply with the above-mentioned
environmental, health and safety guidelines.

In the event of any failure to comply with these guidelines, I am conscious that the competent
authorities can impose fines according to the gravity of the infraction.

Date:

COMPANY REPRESENTATIVE

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ANNEX 7
RECOMMENDED TECHNICAL GUIDES FOR REGISTERED MINI-GRIDS
While Mini-Grids of up to 100 kW are excluded from regulation, it has been observed that for
such type of systems mistakes in sizing and design of technical components have caused
accidents and poor performance of systems. This applies particularly to developers and
operators of small Mini-Grids, as these are often not aware of the existence of or cannot
access technical standards and guidelines. They also often lack or cannot access the necessary
practical experience/training. The desire to cut down on costs of lead to systems that fall
short of basic technical standards. Therefore, this Annex 7 summarizes some basic design
criteria in terms of “rules of thumb” that should be used by small Mini-Grid Developers and
Registered Mini-Grid Operators with low voltage mini-grids wherever the national and
international technical standards are not at hand or cannot be understood, in order to
improve the safety and reliability of their systems.

In all cases, NERC requires the application of the relevant technical standards and guidelines as
set; for example in NERC’s Distribution Code as well as the respective manufacturers’ rules.
Where this is not possible, the following rule-of-thumb standards/guidelines may be applied.
As these requirements are scientifically not 100% correct, but are just an indication, NERC does
not assume any liability for failures or accidents resulting from the application of the rules
mentioned below.

1 DIMENSIONING OF CABLES

There are three design criteria for cable and conductor dimensioning:

1) The heat that is produced by the current flowing through the resistance of the cable
must be dissipated without risk of melting the insulation and without risk of causing
fire.

2) The voltage drops along the cable must result in a voltage at the last customer which
is high enough for appliances to work. For most appliances it is recommended that
voltage losses not exceed 10% of the nominal grid voltage.

 The resistance of the cable must be low enough so that a short circuit current at all
customer connections causes circuit breakers or fuses to trip reliably. This, together
with criterion 1 (above) protects from fire and electrocution from bare cables with
molten insulation.

In small Mini-Grid systems, distribution of electricity is sometimes done on a house-to-house

wiring basis by looping from one house to another. The use of such type of distribution system is
not recommended for safety reasons. However, where Distribution Code compliant distribution
grids are not financially viable and house-to-house wiring or similar approaches are required for
74
financial feasibility, the following dimensioning of cables can be used for alternating current (AC)
and direct current

75
(DC) electricity supplies together with circuit breakers of B10 characteristic (see chapter
“Circuit breakers and fuses” below) typical for a household or shop at the end customer
connection. The max current values are meant to be continuous currents for 30 minutes or
more on a specific line. In three phase systems, the current indicates the current over one
of the line-conductors in the three phase system.

In radial distribution systems, currents of lines which split into more lines to connect more
customers are larger than the currents in the split lines. In order to design the cross sections
of lines that split

I2 I2
I1

I3 I3
Assume that line 2 and line Then add the cross-sections
3 are connected to the of line 2 and line 3 to
source individually and calculate the proposed
identify the right cross- cross-section for line 1.
section of line 2 and line 3
from the tables below.
Cross-sections of conductors in copper cables

The following table indicates recommended conductor cross-sections for certain currents and
cable lengths of a copper conductor. Below 0.75 mm2 of conductor cross-section, the
mechanical strength of the cable is rather low and the cable may break easily causing the risk of
electrocution and fire. Therefore, it is not recommended to use these low diameters. As in very
small Mini-Grid systems, these small cross sections are sometimes the only economically
feasible option, they are indicated in the table below anyway but marked red. Special attention
should be given to safe installation of these thin conductors..

Max continuous Up to 100 m Up to 200 m Up to 300 m Up to 400 m

current (for 30 distance distance distance distance
min or more) between between between between
source and source and source and source and
load load load load
2 2 2 2
<1.5 A rms 0.15 mm2 0.5 mm 1.5 mm 2.5 mm
2 2 2 2
<5 A rms 0.5 mm 1.5 mm 2.5 mm 4 mm

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 2 2 2 2
<10 A rms 1.5 mm 2.5 mm 4 mm 6 mm
2 2 2 2
<16 A rms 2.5 mm 4 mm 6 mm 10 mm
2 2 2 2
<25 A rms 4 mm 6 mm 10 mm 16 mm
2 2 2 2
<40 A rms 6 mm 10 mm 16 mm 25 mm
2 2 2 2
<60 A rms 10 mm 16 mm 25 mm 35 mm
2 2 2 2
<100 A rms 16 mm 25 mm 35 mm 50 mm

It is a requirement to attach cables to guy wires where cables are connected from one house to
the other and no fixed attachment to walls can be made. Where cables are moved during
operation, flexible (stranded) cables are required.

Cross sections of conductors in aluminium cables

The following table indicates required conductor cross-sections for certain currents and cable
lengths of an aluminium cable assuming a B10 circuit breaker at the last customer’s connection
and a maximum of 10% voltage drop at the customer’s connection.

Max continuous Up to 100 m Up to 200 m Up to 300 m Up to 400 m

current (for 30 distance distance distance distance
min or more) between between between between
source and source and source and source and
load load load load
2 2 2 2
<1.5 A rms 4 mm 6 mm 10 mm 16 mm
2 2 2 2
<5 A rms 6 mm 10 mm 16 mm 25 mm
2 2 2 2
<10 A rms 10 mm 16 mm 25 mm 35 mm
2 2 2 2
<16 A rms 16 mm 25 mm 35 mm 50 mm
2 2 2 2
<25 A rms 25 mm 35 mm 50 mm 70 mm
2 2 2 2
<40 A rms 35 mm 50 mm 70 mm 95 mm
2 2 2 2
<60 A rms 50 mm 70 mm 95 mm 120 mm
2 2 2 2
<100 A rms 70 mm 95 mm 120 mm 150 mm

Aluminium cables with the dimensions mentioned above may be used without a guy wire
carrying the cable. Distance between poles carrying the cables should not be more than 50 m.

1 CIRCUIT BREAKERS AND FUSES

Circuit breakers switch off short circuits and overloads. They protect the lines from getting too
hot and therefore prevent fire or electrocution from bare cables with molten insulation. Circuit
breakers have a rated current and an instantaneous tripping current. If the actual current is
larger than the rated current, the circuit breaker will trip with a delay. If the actual

77
current is larger than the instantaneous tripping current, the circuit breaker will trip
immediately within 100 milliseconds.

There are circuit breakers with rated currents of 6A \ 10A \ 13A \ 16A \ 20A \ 25A \ 32A \ 40A \
50A \ 63A \ 80A \ 100A available on the market. The immediate tripping current is determined
by the letter in front of the number indicating the rated current. Breakers can have B
characteristic (immediate tripping at 3 to 5 times the rated current) for usual household and
shop loads, C characteristic (immediate tripping at 5 to 10 times the rated current) for
machines and a larger number of lamps and D characteristic (immediate tripping at 10 to 20
times the rated current) for heavy machines and transformers.
Each connection to the distribution grid should be protected using the smallest circuit
breaker possible. Households in rural villages typically need B6, B10 or sometimes B16
circuit breakers single phase. Mills, wood, metal and welding workshops may require three
phase C20 or similar.

The line dimensioning in the tables above was prepared for B10 circuit breakers. If the
rated current of the circuit breakers is higher or the characteristic of the circuit breaker is C
or D cross-sections of cables need to be larger. Please consult an electrician in this case.

Fuses are available in the ratings of 3A \ 5A \ 10A \ 15A \ 20A \ 25A \ 30A \ 45A \ 60A \ 80A
\ 100A. The fuse is a slow disconnector. If the actual current is higher than the rated current
for a certain time, the fuse trips. The fuse rating should be the same as the maximum
continuous current used for line dimensioning.

2 G ROUNDING

Mini-Grids for village electrification are typically TN-C-Systems or TN-C-S-Systems. This means
that there needs to be grounding of the PE and N conductor or the combined PEN conductor in
order to operate the system safely. Grounding takes place at the generator, in the distribution
grid, at the end of each line of the distribution grid and at the customers’ buildings.

Depending on the conditions of the ground and the ground water level, different methods
of grounding can be applied. In predominantly wet soil, grounding can be performed
through ground rods that are driven into the ground. In dry areas, a conductor with a large
surface needs to be dug in. After installation of the grounding equipment contact between
the conductor and the soil can be established by pouring large amounts of water on the
surface to be soaked up by the soil around the grounding material.

The ground resistance should preferably be smaller than 2 Ohm but in any case smaller
than 10 Ohm. To measure this resistance value, special measuring equipment is required.

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3 IP Ratings

Ingress Protection (IP) refers to the ability of an electrical device’s covering to protect
against dust and water ingress. All electric equipment exposed to a voltage should be
covered by a box with adequate protection class, or the device itself should have adequate
protection class. IP 42 or higher numbers should be printed on the boxes containing
electrical equipment which are installed outside of buildings and only exposed to rain but
no water from below the box. In some cases higher IP classes are required to cater for
adequate protection.

4 ROTATING MACHINES
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Moving parts of machinery must be designed and constructed in such a way as to prevent risks
of contact which could lead to accidents or must, where risks persist, be fitted with guards or
protective devices. All necessary steps must be taken to prevent accidental blockage of moving
parts involved in the work. In cases where, despite the precautions taken, a blockage is likely to
occur, the necessary specific protective devices and tools must, when appropriate, be provided
to enable the equipment to be safely unblocked. The instructions and, where possible, a sign on
the machinery shall identify these specific protective devices and how they are to be used.

5 FREQUENCY AND VOLTAGE

For quality and safety reasons, the generator should be operated to maintain a stable
voltage and frequency at the electricity consumer. The voltage shall not deviate more than
+-10% from its nominal value at the consumer’s site. The grid frequency shall not vary more
than 20% from its nominal value.

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ANNEX 8
RECOMMENDATIONS FOR CALCULATION OF USAGE CHARGE OF INTERCONNECTED MINI-
GRIDS

The Distribution Licensee and the Mini-Grid Developer or Operator are free to define any usage
charge for distribution grids of the Licensee as they deem adequate. This document provides
some guidance in finding an agreement which is fair and acceptable for both parties.

Interconnected Mini-Grids are meant to be installed where the Licensee cannot supply
reliable electricity to customers for economic or technical reasons.

From a Licensee’s perspective, often, the operation of some parts of the Distribution Licensee’s
network is unprofitable or has got a very low profitability to the Distribution Licensee under the
given regulatory constraints. This is because some distribution network areas, particularly those
located in sparsely populated rural remote areas, require high efforts related to collection of
money from customers and reduction of non-technical losses. Good personal relationships with
the community and each electricity customer may solve this problem. However, the cost for
such an engagement outweighs the revenue collected from the same area.

In contrast to Distribution Licensees, Mini-Grid Operators supplying electricity to a smaller

number of customers (due to the limitation in size of Mini-Grids) typically have got closer
relationships with their customers and therefore have got the opportunity to run more
community oriented customer management and demand development approaches than
Distribution Licensees. This enables the Mini-Grid Operator to run the Mini-Grid profitably
if the tariffs are high enough to cover its additional cost. This right for higher tariffs is
provided in the Mini-Grid Regulation, 2016 under the condition that the community and
the Commission approve the tariff requested by the Mini-Grid Operator.

For the Distribution Licensee, cooperation with an Interconnected Mini-Grid Operator provides
the opportunity to fulfil its mandate and provide access to reliable electricity within its Licence
area without suffering financial losses. The Interconnected Mini-Grid provides the opportunity
for Distribution Licensees to bridge a certain duration of time until electricity from the main
grid can be supplied to the area reliably. Within this period of time, the distribution network
infrastructure is maintained by the Interconnected Mini-Grid Operator. Alternatively, it can be
maintained by the Distribution Licensee while the costs for the maintenance of the distribution
network infrastructure are covered by the usage charge to be paid by the Mini-Grid Operator.
Ideally, the Distribution Licensee takes over electricity supply after the period handled by the
Mini-Grid Operator has expired with the distribution network in a good technical condition and
with customers who are used to pay for electricity.

From a Mini-Grid Operator’s perspective, underserved areas already covered by distribution

networks often enable Mini-Grid Operators to increase electricity sales faster than in areas

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which are completely off-grid. Therefore, Interconnected Mini-Grids may become
profitable more quickly than Isolated Mini-Grids. By having the opportunity to establish
Interconnected Mini-Grids, the Interconnected Mini-Grid Operator may select areas with
good demand potential and well organized communities.

From a community’s perspective, unreliable electricity supply hinders economic uptake of an

area and therefore is not acceptable to the community in the long run. In most cases, even a
considerably higher electricity tariff combined with reliable electricity supply is better for the
local economy than a low tariff with unreliable electricity. However, from a community’s
perspective, the usage charge for the distribution network to be paid by the Mini-Grid
Operator to the Distribution Licensee shall be low enough to provide sufficient incentive to the
Distribution Licensee to re-connect the Mini-Grid to the distribution network after the contract
with the Mini-Grid Operator has expired.

Therefore, the usage charge for the distribution network shall cater for both, the reduction of
financial losses on the Distribution Licensee’s side on the one hand and the requirement for low
cost distribution grids in high electricity demand areas of Mini-Grid Operators on the other hand.
Accordingly, the basis for the calculation shall be the lost profit of the Distribution Licensee from
electricity sales within the part of the distribution network hired out to the Mini-Grid Operator.
The usage charge shall be calculated based on the average profit generated by the Distribution
Licensee within the last 12 months plus any operation and maintenance costs that are not
transferred from the Distribution Licensee to the Mini-grid Operator. As mentioned before, in the
Tripartite Agreement, the Distribution Licensee, the Mini-Grid Operator and the community are
free to define any usage charge they can agree on considering or not considering the above
mentioned clause. In case the Distribution Licensee’s assets to be hired out to the Mini-Grid
Operator are loss-making, the parties shall consider a hiring arrangement without any
compensation at least for a certain period of time (e.g. 5 years).

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ANNEX 9
COMPLAINTS PROCEDURE GUIDELINES

Pursuant to Section 24 of the NERC Mini-Grid Regulations, set out below are the Complaints
Procedure Guidelines for all Customer complaints.

1. Definitions
“Community” means a group of people within the same geographic location
organized under a local leadership structure or a legally recognized corporate entity
and in both cases capable of entering into contracts and can sue and be sued.

“Community Power Committee” means a committee established by a Community to

coordinate all electricity customers, to address enquiries and Complaints.

“Complainant” means:

(i) A customer; or
(ii) One or more customers where there are numerous customers having the
same interest; or in the case of a dead customer, his or her legal heirs or
representatives making or continuing a Complaint. Provided that the
contract with the customer also includes his or her legal heirs and
representatives
“Complaint” means any allegation in writing made by a Complainant against a Mini-
Grid Operator or a Registered Mini-Grid Operator.

“Customer Complaints Unit” means the dispute resolution body to be set up by a

Mini-Grid Operator.

“Distribution Licensee” means the holder of a Distribution Licence who operates a

Distribution Network that is connected to the transmission system operated by the
system operation Licensee.

“Forum” means the forum for customer Complaints established by the Commission
under the NERC Customer Complaints Handling Standards and Procedures.

“Government” means the Federal, State or Local Government of Nigeria.

“Mini-Grid Operator” means any entity who operates an Isolated Mini-Grid and is
registered or holds a Permit or who operates an Interconnected Mini-Grid under a
Tripartite Contract;

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2. Customer Complaints Units

2.1 Every Mini-Grid Operator shall establish a Customer Complaints Unit within its business
premises. A Registered Mini-Grid Operator may also establish a Customer Complaints
Unit. The Units shall have the responsibility of receiving and resolving Complaints.

2.2 Whilst every Mini-Grid Operator is required to establish at least one Customer
Complaints Unit, it may choose to establish more than one based in different
locations within its operational area.

2.3 Each Customer Complaints Unit shall be headed by a senior officer of the Mini-Grid
Operator designated as the Customer Complaints Officer and staffed by employees
of the Mini-Grid Operator. Overall responsibility for ensuring that Complaints are
satisfactorily resolved and that lessons learnt from these Complaints are
incorporated into the operational procedures of the Mini-Grid Operator, however,
rests with the Mini-Grid Operator’s Chief Executive Officer.

3. Procedure for Filling a Complaint at the Customer Complaints Unit

3.1 All Complaints must be lodged firstly, in writing, with the Customer Complaints Unit of
the Mini-Grid Operator.

3.2 A Complaint may also be lodged via e-mail to the nearest Customer Complaint Unit’s
email address, which shall be published on the Mini-Grid Operator’s website.

3.3 For non-literate Complainants, the Complaint shall be made to the Customer
Complaints Officer who shall record it and insert a statement indicating that the
Complaint was recorded by him and that it was understood by such Complaint. The
Complainant would be required to sign or apply a thumb print to such a statement
to confirm his or her understanding.

3.4 Complaints may also be lodged via a Community Power Committee which shall be
directed to the Customer Complaints Unit of the Mini-Grid Operator.

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 4. Resolution of a Complaint

4.1 All Complaints shall be resolved, and the customer notified expeditiously, but in any
case within 15 working days of the written Complaints being received by the
Customer Complaints Unit. Where additional time is required, the customer must be
notified within 15 working days of receipt of the Complaint of the action(s) being
taken and every 7 working days until the Complaint is resolved.

4.2 Any Complainant who is dissatisfied with the outcome of the handling of his or her
Complaint(s) by the Customer Complaints Unit or who encounters delay/failure in
the handling of such Complaint(s) may refer his Complaint(s) to the Forum.

4.3 Where the Mini-Grid Operator and the Complainant are unable to agree on a
resolution to a Complaint, either party may refer the Complaint to the Forum.

5. Procedure for Filing Complaints to the Forum

5.1 Every Complaint must be filed in writing by the Complainant and addressed to the
Chairperson of the Forum.

5.2 A Complaint may also be lodged by e-mail to the Forum’s email address (which shall
be published) or may also be forwarded in writing.

6. Jurisdiction of the Forum

6.1 The Forum shall have jurisdiction to entertain Complaints within the entire
operational area of the Mini-Grid Operator.

7. Duty of the Mini-Grid Operator to Notify

Each Mini-Grid Operator shall notify and bring to the notice of its customers by public
notice, the existence and details of the Customer Complaints Unit and the Forum for
hearing customers’ Complaints.

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8. Procedure for Handling Complaints by the Forum

8.1 On receipt of a Complaint, the Secretary of the Forum shall endorse the Complaint
and date it. Each Complaint received shall be registered and serially numbered.

8.2 The secretary of the Forum shall send an acknowledgement to the Complaint within
3 working days of receipt of the Complaint.

8.3 Where a registered consumer files a Complaint on behalf of a customer, it shall

provide the customer’s written authority to act on his or her behalf.

8.4 On receipt of a Complaint, the Forum may hear or reject a Complaint.

8.5 The admissibility of a Complaint for hearing shall be decided within ten working days
from the date on which the Complaint was received.

8.6 Where a Complaint is rejected, the Complainant shall be informed in writing within 5
working days of the decision to reject the Complaint giving reasons why the Complaint
was rejected and providing the Complainant a further opportunity to explain his or her
case. The Complainant shall also be advised of his or her right to appeal the decision of
the Forum to the Commission.

8.7 Every Complaint shall be heard as expeditiously as possible and a decision shall be
made within a maximum period of one month from the date of receipt of a
Complaint by the Forum.

8.8 No adjustment of hearing shall be granted by the Forum unless sufficient cause is
shown and the reasons for granting the adjournment have been recorded by the
Forum;

8.9 In the event that a Complaint is not concluded within the maximum period specified
above, the Complainant shall be informed in writing of the reasons for the delay; and

8.10 Every proceeding shall be conducted by the Chairperson of the Forum and the members
sitting together; provided that where a member, for any reason, is unable to

86
 be present at the entire proceeding, the Chairperson and the other members shall
conclude such a proceeding bearing in mind the requirement for a quorum.

9. Decisions of the Forum

9.1 All decisions of the Forum shall be taken by a majority of the members present and
in the event of a tie, the Chairperson shall have the casting vote.

9.2 All decisions made by the Forum shall be in writing and signed by its Chairperson and
the members that conducted the proceedings.

9.3 The proceedings and decisions of the Forum along with the time stipulated for
compliance shall be recorded and communicated to the Complainant and the Mini-
Grid Operator.

9.4 The Mini-Grid Operator shall implement the decisions of the Forum within the time
specified in the directives of the Forum. The Mini-Grid Operator shall also report its
compliance with the directives of the Forum, or the reasons for any delay in
complying with the directives of the Forum, to the Forum within five working days
from the date of such directives.

10. Appeal

10.1 A Complainant, Mini-Grid Operator aggrieved by a decision made by the Forum

may seek an appeal against such a decision to the Commission within a period of
ten working days from the date of the decision, in such form and manner as may be
directed by the Commission.

10.2 The Commission may entertain an appeal after the expiry of the said period of ten
working days if it is satisfied that there was sufficient cause for not filing the appeal
within that period.

10.3 The Commission shall not entertain an appeal by a Complainant who, in terms of a
decision by a Forum, is required to pay an amount to the Mini-Grid Operator unless
that amount has been paid.

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ANNEX 10
DISPUTE RESOLUTION MECHANISM

Pursuant to Section 25 of the NERC Mini-Grid Regulations, set out below is the Dispute Resolution
Mechanism for all disputes arising from or in connection with a Mini-Grid.

1. Definitions

“Act” means the Electric Power Sector Reform Act, 2005

“Commission” means the Nigerian Electricity Regulatory Commission.

“Community” means a group of people within the same geographic location organized under a local
leadership structure or a legally recognised corporate entity and in both cases capable of entering
into contracts and can sue and be sued.

“Connected Community” means a Community connected to the distribution network of a

Distribution Licensee.

“Dispute Resolution Counsellor” or “DRC” means the individual appointed by the Commission to
that office pursuant to section 3 of this Annex.

“Dispute Resolution Panel” or “DRP” means the panel established by the Commission pursuant to
section 6 of this Annex.

“Distribution Licensee” means the holder of a Distribution Licence who operates a Distribution
Network that is connected to the transmission system operated by the system operation Licensee.

“Government” means the Federal, State or Local Government of Nigeria.

“Mini-Grid Operator” means the operator of an Isolated or Interconnected Mini-Grid in form of any
entity legally established under Nigerian law including but not limited to private companies,
cooperatives, non-governmental organizations and government institutions.

2. Purpose
Disputes arising between a Mini-Grid Operator; a Distribution Licensee; a Community; or Connected
Community, as applicable in connection with a Mini-Grid that are not resolved by the Parties and
have been referred by any of the Parties to the Commission, shall be resolved in line with the
dispute resolution mechanism provided below in this Annex.

3. The Dispute Resolution Counsellor

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 3.1 The Commission shall appoint a Dispute Resolution Counsellor (“DRC”) who shall have the
following powers and duties:
(a) administering and ensuring effective operation of the dispute resolution
provisions of this Regulation;
(b) specifying the format for notices of dispute and the response thereto;
(c) nomination of members of the Dispute Resolution Panel who shall be appointed by
the Commission;
(d) assigning members of the Dispute Resolution Panel to mediate, conciliate,
arbitrate or otherwise resolve Disputes; and
(e) facilitating the resolution of disputes.

4. Qualification of Dispute Resolution Counsellor

4.1 No person shall be appointed by the Commission as the DRC unless that person:

4.1.1 has experience or professional qualifications as described in section 34 of the Act;

4.1.2 has a detailed understanding and experience of dispute resolution practice and procedures
beyond civil litigation before the courts, including mediation and arbitration;

4.1.3 has an understanding of the Nigerian electricity industry

4.1.4 or his spouse or relative is not a director, officer, employee or agent of a Distribution
Licensee, a Mini-Grid Operator;

4.1.5 or his spouse or relative has no direct or indirect legal or beneficial interest in, or commercial
affiliation with:
i. a Distribution Licensee or an affiliate of a Distribution Licensee;
ii. a Mini-Grid Operator or an affiliate of a Mini-Grid Operator;
iii. a Community or an affiliate of a Community; or
iv. a Connected Community or an affiliate of a Connected Community.

4.1.6 is not an employee of the Government of Nigeria; or

4.1.7 is not or has not been a member of the Commission.

5. Resolution of disputes by the Dispute Resolution Counsellor

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 5.1 All matters arising between a Mini Grid Operator/; a Distribution Licensee; a Community; or
Connected Community, as applicable, connected with a Mini-Grid which are not resolved by the
parties or under the Complaints Procedure Guidelines in Annex 9 of the Mini-Grid Regulations, shall
be directed to the Commission, after which the Commission shall assign the matter to the DRC who
shall take all reasonable and necessary steps to resolve the matter within a period of 21 days.

5.2 The DRC shall act impartially and shall not favour any party to a dispute directly or indirectly; and
the outcome of the resolution by the DRC shall be legally binding on the parties.

5.3 Where the parties are unable to resolve a matter through the DRC, the DRC may refer all or part of
the issues arising for determination in a proceeding by the Dispute Resolution Panel (“DRP”).

6. The Dispute Resolution Panel

6.1 The Commission shall constitute the DRP which shall be responsible for arbitrating or otherwise
resolving disputes between Mini-Grid Operator(s); Distribution Licensees; a Community; or
Connected Community, and where the DRC is unable to resolve such disputes.

6.2 Each member of the DRP shall act impartially and shall not favor any party to a dispute
directly or indirectly.

7. Membership of the Dispute Resolution Panel

7.1 The DRP will consist of at least three (3) members with the same qualifications as a
Dispute Resolution Counsellor in section [4] above.

7.2 No person shall be appointed by the Commission as a member of the DRP unless that person:

7.2.1 has a detailed understanding and experience of dispute resolution practice and procedures
beyond civil litigation before the courts, including mediation and arbitration;

7.2.2 has an understanding of the Nigerian electricity industry;

7.2.3 is not, and does not have a spouse or relative that is, a director, officer, employee or agent of:
i. a Distribution Licensee or an affiliate of a Distribution Licensee;
ii. a Mini-Grid Operator or an affiliate of a Mini-Grid Operator;

iii. a Community or an affiliate of a Community; or

iv. a Connected Community or an affiliate of a Connected Community.

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 8. Resolution of disputes by the Dispute Resolution Panel

8.1 The DRP shall resolve disputes in accordance with the following procedure, which shall be
construed liberally to secure the most expeditious, just and least expensive determination on its
merits, of every proceeding conducted:
8.1.1 The DRP shall examine and acquaint itself with the details of the dispute and procure such
other information it may require for the purpose of settling the dispute.

8.1.2 The Parties may appear in person before the DRP and/or may have legal representation.

8.1.3 After the DRP has examined the dispute and heard the parties, it shall submit its terms
of settlement to the parties.

8.1.4 The DRP may, on the recommendation of any member resolving a dispute, impose such
penalties, make such other order or issue such directives as may be deemed appropriate.

8.2 The decisions of the DRP shall be legally binding on the parties.

9. Remuneration of members of Dispute Resolution Panel

9.1 The members of the DRP shall be entitled to a fee for any arbitration or dispute
resolution procedure conducted by them.

9.2 The Commission shall be responsible for paying any such fee; and the fee shall be payable at
the rates specified by the Commission from time to time.

10. Disputes between a Mini-Grid Operator/Distribution Licensee/Community/Connected

Community and the Commission

10.1 Disputes between Mini-Grid Operators /Distribution Licensee/Community/Connected Community

and the Commission with respect to a Mini-Grid shall be resolved amicably between the parties.

10.2 Any Mini-Grid Operator, Distribution Licensee, Community or Connected Community that is
aggrieved by a decision of the Commission pursuant to this regulation may, within twenty-one (21)
days after the decision is made, apply to the Commission for a review of the decision. The
Commission shall in accordance with its rules of proceedings reaffirm, reconsider, vary or rescind its
decision before issuing a final Order. Provided, such review or reconsideration shall be completed
within sixty (60) days of the date it is requested. If the review or reconsideration is not completed
within sixty (60) days, the Commission shall notify the parties of the delay and explain the reason for
such delay.

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 10.3 If any question of law arises from an order or decision of the Commission, the Commission may,
on its own initiative or at the request of any party directly affected by such order, reserve that
question for the decision of a court of competent jurisdiction in Nigeria.

11. Escalation of matters to courts of competent jurisdiction.

11.1 Without Prejudice to Clause 10 above, no party may commence proceedings in any court of
competent jurisdiction in Nigeria in relation to the whole or part of a dispute until all other
proceedings prescribed in this Annex 10 have been fully exhausted without a resolution.

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ANNEX 11
TRIPARTITE CONTRACT BETWEEN INTERCONNECTED MINI-GRID OPERATOR, DISTRIBUTION
LICENSEE AND CONNECTED COMMUNITY

Note: This Agreement has been included pursuant to S.9 of the Mini-Grid Regulation 2016. This
Agreement is in template format for the Parties to liberally adopt. However, the mandatory
provisions must be incorporated by the Parties.
THIS AGREEMENT is made on this [DATE]
BETWEEN:

[NAME OF DISCO], a company duly incorporated under the laws of the Federal Republic of
Nigeria and having its registered office at [OFFICE ADDRESS] hereinafter called the “DisCo”
which expression shall where the context so admits include its successors-in-title.
A ND
[NAME OF MINI-GRID OPERATOR], a company duly incorporated under the laws of the
Federal Republic of Nigeria and having its registered office at [OFFICE ADDRESS] hereinafter
called the “Mini-Grid Operator” which expression shall where the context so admits include
its successors-in-title.
A ND
[NAME] a legally authorised representative of [NAME OF COMMUNITY] connected to the
Interconnected Mini-Grid hereinafter called the “Interconnected Community Representative”.
OR
[NAME] a Company/Association duly incorporated/registered under the laws of the Federal
Republic of Nigeria and having its registered office at [OFFICE ADDRESS], acting as the legally
authorised representative of [NAME OF COMMUNITY] connected to the Interconnected
Mini-Grid hereinafter called the “Interconnected Community”.
In this Agreement, the DisCo, Mini-Grid Operator and Interconnected Community
Representative/Interconnected Community are referred to collectively as “Parties” and
individually as “Party”.
RECITAL/ BACKGROUND
A. The Mini-Grid Operator is in the business of constructing, operating and maintaining
mini-grids.
B. Pursuant to Section 67 of the Electric Power Sector Reform Act 2005 (“EPSRA”), Nigeria
Electricity Regulatory Commission (“NERC”) has issued to the DisCo a Distribution Licence to

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 distribute and trade (retail supply) electricity within [AREA OR ZONE WHERE THE DISCO
CAN OPERATE] which includes the Distribution Network.
C. The Mini-Grid Operator seeks to connect to the DisCo’s distribution network described
in Schedule 1 below and operate as an Interconnected Mini-Grid, supplying electricity to
the Connected Community under the terms set out in this Agreement.
D. The DisCo has agreed to delineate part of its distribution network to be operated in an
island mode and as part of an Interconnected Mini-Grid.
E. This Agreement sets out the conditions for the connection and operation in Recital C
above, which include but are not limited to the following:
i. the usage right for the DisCo’s network infrastructure;
ii. the construction and ownership right for additional infrastructure;
iii. the tariff for electricity generated and supplied by the Mini-Grid Operator;
iv. the availability of stable nominal voltage at the Connection Point of the
generator with the DisCo’s Network; and
v. the agreement of the Connected Community to purchase electricity from the
Mini-Grid.

NOW THEREFORE, in view of the foregoing and in consideration of the mutual benefits to be
derived contained herein, and other good and valuable consideration, the sufficiency of which is
hereby acknowledged, and intending to be legally bound, the Parties hereby agree as follows:
1. DEFINITIONS AND INTERPRETATIONS
1.1 In this Agreement each of the following words and expressions shall have the
following meanings:

“Applicable means the Constitution of the Federal Republic of Nigeria, any

Laws” national, state or local law, statute, bye-law, ordinance, decree,
directive, regulation, standard, circular, guideline, rule, code,
delegated or subordinated legislation, judicial act or decision,
judgment, order, proclamation, directive, executive order, other
legislative measure, binding actions or enactments of the Federal
Republic of Nigeria or any other relevant authority in Nigeria.

“Assets and means those assets and infrastructure within the Distribution
Infrastructure“ Network that forms part of the Interconnected Mini-Grid.

“Effective Date” means [NUMBER OF DAYS] following the fulfilment of the Conditions
in Clause 2 of this Agreement or as agreed otherwise by the Parties.

“Commission” means the Nigerian Electricity Regulatory Commission

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“Connected [Name and location of Community including the Local Government
Community” Area]

“Default Interest means the rate of (X%) per annum above Central Bank of Nigeria
Rate” Monetary Policy Rate or such equivalent rate as may be agreed
between the Mini-Grid Operator and the DisCo.

“Distribution means any connection of cables, service lines and overhead lines,
Network” electrical apparatus/equipment and having design voltage of 33kV
and below used to transport electric power on a distribution system.

“Generation means the generation assets owed by the Mini-Grid Operator

Assets” that forms part of the Interconnected Mini-Grid.

“Initial Term” shall have the meaning ascribed in Clause 3.2

“Interconnected means the interconnected network specified in the map in Schedule

Network” 1 of this Agreement for the connection of the distribution network
at [(coordinates) (Distribution Grid) to the Mini-Grid Operator].

“Renewal Term” shall have the meaning ascribed in Clause 3.4

“Maximum means the maximum amount of electricity expressed in kW or

Capacity” kVA which can be transmitted from the Mini-Grid Operator’s
Generator and to the Interconnected Network.

“Mini-Grid means the NERC Regulations for Mini-Grids Up To 1MW in force

Regulations” from time to time

“Standardized shall be the standardized spreadsheet in Annex 15 of the Mini-

Spreadsheets for Grid Regulations
Tariff
Calculation”
shall have the meaning ascribed in Clause 3.3
“Subsequent
Term”

“Technical shall have the same meaning in the Mini-Grid Regulations

Codes”

1.2 In this Agreement, except where the context otherwise requires:

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 1.2.1 any reference to “this Agreement” includes the Schedules and Annexures to it,
each of which forms part of this Agreement for all purposes, and where any such
Schedule or Annexure conflicts with the provision of this Agreement the relevant
provisions of this Agreement( excluding the Schedules and Annexures) shall apply;

1.2.2 a reference to an enactment or statutory provision shall include a reference to any

subordinate legislation made under the relevant enactment or statutory provision
or subordinate legislation as from time to time amended, consolidated, modified,
re-enacted or replaced;

1.2.3 words in the singular shall include the plural and vice versa;

1.2.4 a reference to a Clause, paragraph, Annexure or Schedule shall be a reference

to a Clause, paragraph, Annexure or Schedule (as the case may be) of or to this
Agreement;

1.2.5 a reference to this Agreement and any other document referred to in this
Agreement is a reference to such document as amended, varied, or
supplemented at any time;

1.2.6 if a period of time is specified as from a given day, or from the day of an act or
event, it shall be calculated exclusive of that day;

1.2.7 if a period of time is specified as to a given day, or to the day of an act or event,
it shall be calculated inclusive of that day;

1.2.8 a reference to "writing" or "written" shall include any legible reproduction of

words delivered in permanent and tangible form (including email);

1.2.9 a reference to "includes" or "including" shall mean "includes without limitation"

or "including without limitation";

1.2.10 the headings in this Agreement are for convenience only and shall not affect
its interpretation.

2. C ONDITIONS

This Agreement shall become effective upon approval by the Commission.

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 [NOTE THAT THIS IS NOT AN EXHAUSTIVE LIST OF CONDITIONS. HOWEVER THE CONDITIONS
LISTED ARE MANDATORY AND MUST BE MET BEFORE A TRIPARTITE CONTRACT BECOMES
EFFECTIVE].

3. COMMENCEMENT AND TERM

3.1 This Agreement shall commence on the Effective Date of the Commission’s Approval.

3.2 Subject to the earlier termination in accordance with this Agreement, the initial
duration of this Agreement shall be as stated in the Annex 1B from the Effective Date
for the purpose of project planning, securing necessary permissions where
applicable, construction and commissioning of the project (“Initial Term”);

3.3 Upon expiration of the Initial Term, this Agreement will be automatically renewed for
a period of 20 years (“Subsequent Term”).

3.4 Except where the Parties agreeing otherwise, this Agreement will automatically be
renewed for a successive (1) year period (each “Renewal Term”) unless a Party
provides the other Party with notice of its intent not to renew this Agreement at least
1 year prior to the expiration of the Subsequent Term.

3.5 From the Effective Date, any exclusivity agreement entered into between the parties in
respect of this Project, if not terminated will be deemed to have been terminated.

4. RIGHT OF USAGE OF THE DISTRIBUTION NETWORK

4.1 The DisCo hereby grants the Mini-Grid Operator an exclusive right of usage of the
Interconnected Network for the duration of the Term.

4.2 The Mini-Grid Operator confirms that it has undertaken an analysis of the physical
condition of the Distribution Network and confirms that, save for those listed as
deficient in Schedule 2 below, the Assets and Infrastructure of the DisCo within the
Distribution Network are in good condition and conform with the requirements in the
Technical Codes.

4.3 Pursuant to Clause 4.1, the Mini-Grid Operator shall have the following rights:

4.3.1 carry out such repairs that are required to perform its obligations under this
Agreement;

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 4.3.2 make new connections to, expand and/or extend the Interconnected Network
provided that, the Commission’s approval has been obtained and these
connections and extensions are in accordance with the requirements of the
Technical Codes;

4.3.3 to connect such amount of generators up to a total Generation Capacity of 1

MW to the Distribution Network sufficient to cover the demand by the
Interconnected Community within the Maximum Capacity and the technical
limits of the Distribution Network.

4.4 The cost of the repairs in Clause 4.3.1 above shall be borne by the [Mini-Grid
Operator AND/OR DisCo].

5. DUTIES AND OBLIGATIONS OF THE PARTIES

5.1 Subject to the terms of this Agreement, the DisCo shall:

5.1.1 pay the compensation prescribed in Clause 14.3.1 below in the event of
termination which occurs pursuant to Clause 14.1.1 and Clause 14.2 of this
Agreement.

5.1.2 make available to the Mini-Grid Operator such information and documents in
its possession and control and such reasonable assistance required for the
performance of its obligations under this Agreement;

5.1.3 prior to the Effective Date, provide the Mini-Grid Operator with a copy of its
expansion plan of the Distribution Network and as relates to the Interconnected
Network, a copy of all existing operational procedures, plans and regulations
applicable to the Distribution Network which are available to the DisCo; and

5.1.4 promptly provide to the Mini-Grid Operator, in relation to the Interconnected

Network, all technical and operational information in the DisCo’s possession or
produced by or provided to the DisCo during the Term. If the Mini-Grid Operator
identifies technical and operational information that should be available in
relation to the Interconnected Network but is not in the DisCo’s possession and
is required by the Mini-Grid Operator in order to perform in accordance with this
Agreement, the DisCo and the Mini-Grid Operator shall in co-operation use
reasonable endeavours to obtain such information.

5.1.5 obtain the necessary approvals from the Commission required by the Mini-Grid
Operator to undertake the activities in Clause 4.3.2 above

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 5.2 Subject to the terms of this Agreement, the Mini-Grid Operator shall:

5.2.1 have a generator within the Interconnected Network to supply electricity to

the Connected Community;

5.2.2 operate the Interconnected Network and ensure that it has an availability of at
least [95%] at all times;

5.2.3 operate, maintain and carry out such repairs to the Asset and Infrastructure in
the course of its operations in accordance with the Technical Codes; and

5.2.4 ensure that new connections, installations and extensions made pursuant to
Clause 4.3.2 conform with the requirement in the Technical Codes and this
Agreement1.

5.3 The Mini-Grid Operator shall carry out its obligations under this Agreement in
accordance with the Mini-Grid Regulations, Good Industry Practice, Technical Codes
and the standards and requirements of the Commission.

5.4 The [Mini-Grid Developer OR DisCo]2 shall be responsible for making the necessary
repairs to the Assets and Infrastructure listed in Schedule 2; and this shall ensure
that such repairs conform to the requirements of the Technical Codes.

5.5 Subject to the terms of this Agreement, the Connected Community/Connected

Community Representative shall:

5.5.1 ensure that the Connected Community provides sufficient land required by the
Mini-Grid Operator required for the installation and operation of the
Generation Assets as depicted in the map in Schedule 4 below;

5.5.2 that the land provided pursuant to Clause 5.4.1 above shall be either at no cost to
the Mini-Grid Operator or at a minimal cost agreed upon by the parties. In any
case, all costs(including cost of land acquisition or lease) are recoverable from
the electricity tariff;

1
This is to be decided between the Parties

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 5.5.3 ensure that other than the nominal fee imposed pursuant to Clause 5.4.2
above, the Mini-Grid Operator shall not be required to make any further
payments in respect of the usage of the land;

5.5.4 procure the payment of the tariff as stipulated in the Agreement by the
Interconnected Community;

5.5.5 procure such security measures that are reasonably necessary and required by
the Mini-Grid Operator to prevent any vandalism and/or electricity theft
within the Interconnected Network;

5.5.6 be responsible for any vandalism and/or theft within the Interconnected
Network which occurs due to its breach of Clause 5.5.5.

6. OWNERSHIP OF THE NEW INSTALLATIONS

6.1 The DisCo and the Mini-Grid Operator agree that all new installations,
improvements, extensions and expansions to the Interconnected Network made
by the Mini-Grid Operator shall vest in and continue to vest in and remain the
property of the [DisCo or Mini-Grid Operator]3.

6.2 [The Mini-Grid Operator and the DisCo agree that the provision in Clause 6.1
above is applicable, notwithstanding that the Mini-Grid Operator paid the cost of
these new installations and extensions]4.

7. CONNECTION OF THE GENERATION ASSETS TO THE DISTRIBUTION NETWORK AND EXPANSION OF THE
DISTRIBUTION NETWORK

GENERATION ASSETS CONNECTIONS

7.1 The cost for the connection of the Mini-Grid Operator’s generation assets to the
Distribution Network shall be borne by the Mini-Grid Operator.

7.2 Except where Parties agree to do otherwise, the Mini-Grid Operator shall install the
Generation Assets, connect them to the Distribution Network and construct all
the foundations, buildings, fencing as well as roads and other infrastructure
required for installing, securing and accessing the Generation Assets.

3
The Parties to decide how to handle ownership and compensation of new installations.
4
To be decided by the Parties

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 7.3 Except where Parties agree to do otherwise, the cost of the constructions
undertaken by the Mini-Grid Operator pursuant to Clause 7.3 above shall be
borne by the Mini-Grid Operator.

7.4 The Generation Assets shall be as depicted in Schedule 5.

7.5 Except where Parties agree to do otherwise, the Mini-Grid Operator shall at its own
cost maintain the Generation Assets for its generation activities and operations.

EXPANSION OF THE DISTRIBUTION NETWORK

7.6 Subject to the approval of the Commission and except where the Disco and Mini
Grid Operator agree otherwise, the Mini-Grid Operator shall bear the costs for
any extensions of the Distribution Network it undertakes.

7.7 Where the Parties agree that the DisCo shall perform the extensions at its own cost,
the modalities for such extensions shall be as follows:

7.7.1 [DETAILS OF SUCH MODALITIES TO BE INCLUDED HERE]

8. AVAILABILITY OF THE DISTRIBUTION NETWORK

8.1 The DisCo undertakes to the Mini-Grid Operator that the main grid shall be available
at the minimum [XX] times per week between the hours of [XX] am and [XX] pm for
at least [XX] hours.

8.2 The Mini-Grid Operator warrants to the Interconnected Community, an availability of

[95]% of the Distribution Network. For the purpose of clarity, the Distribution
Network is considered as available if the grid voltage and frequency at the customer’s
connection does not deviate more than plus/minus 20% from the nominal values as
specified in Schedule 6.

8.3 Where the average monthly availability of the Distribution Grid is lower or greater than
the value in Clause 8.2 above more than three months in a row, the Interconnected
Community shall have a right to contact NERC for a change in the tariffs.

9. EXTRACTION LIMITS

9.1 The Mini-Grid Operator undertakes not to extract more than the Maximum Capacity
in any 15 minute interval in both directions.

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 9.2 Where the Mini-Grid Operator extracts more than the Maximum Capacity, a penalty
[XX] NGN for each 15 minute interval exceeding the Maximum Power shall be paid
by the Mini-Grid Operator to the DisCo.

10. SALE OF ELECTRICITY BETWEEN THE MAIN GRID AND THE DISTRIBUTION NETWORK

10.1 The Mini-Grid Operator shall purchase electricity from the main grid for a tariff of
[XX] NGN/kWh.

10.2 The Mini-Grid Operator shall sell excess electricity to the main grid, subject to the
Commission’s consent.

11. USAGE FEE AND PAYMENT TERMS

11.1 Pursuant to the rights granted in Clause 4.1 and 4.3 above, the Mini-Grid Operator shall
be required to pay a usage fee to the DisCo of [XX] NGN monthly (“Usage Fee”).

11.2 Except where the Parties have agreed otherwise with NERC’s approval, the Usage fee
shall be calculated using the procedure in Annex 8 of the Mini-Grid Regulations 2016.

11.3 Following the issuance of an invoice by the DisCo, the Usage Fee shall be payable on
the 10th business day following the day the invoice is delivered to the Mini-Grid
Operator into a bank account designated by the DisCo. Where such date is a public
holiday or weekend, the payment will be due on the first working day after this day.

11.4 Where the Mini-Grid Operator fails to pay the Usage Fee on the day it is due and
payable, interest shall accrue at the Default Interest Rate on the unpaid balance
from the date on which payment is due until the date on which payment is received
by the DisCo.

12. T ARIFF

12.1 The Mini-Grid Operator shall provide electricity to the Connected Community at the
tariffs as approved by NERC and calculated with the Standardized Spreadsheets in
Annex 15.

12.2 The Mini-Grid Operator shall be required to give sufficient notice to the other
Parties where it intends to apply for an adjustment of tariff.

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 12.3 This tariff can be adjusted according to the procedures mentioned in the Mini-Grid
Regulations.

12.4 The Parties agree that an inspection of accounts for the purpose of an adjustment of
tariffs may be carried out by NERC. This inspection may be initiated by the
Community, the Mini-Grid Operator or by NERC.

13. REPRESENTATION AND WARRANTIES

13.1 Each Party represents and warrants to the other, on the date of this Agreement, and
continuing throughout the Term that:

13.1.1 it is duly organized under the Applicable Laws of its jurisdiction of formation
and that is has the requisite legal power and authority to enter into, and carry
out its obligations under, this Agreement;

13.1.2 it shall continue to have all necessary corporate power and authority
(corporate and regulatory) to carry on its business as presently conducted and
to perform its obligations under this Agreement;

13.1.3 the execution and delivery of this Agreement and the consummation of the
transactions contemplated thereby have been duly authorized by all necessary
corporate actions on its part;

13.1.4 Agreement constitutes legal, valid and binding obligations enforceable against
it in accordance with the terms hereof;

13.1.5 the execution of this Agreement is not prohibited by its constituent documents
nor does its execution contravene provisions of any Applicable Law;

13.1.6 the execution, delivery, and performance of this Agreement have been duly
authorized by all requisite actions and will not constitute a violation of:

13.1.6.1 any statute, judgment order, decree or regulation of any court,

commission, government authority or arbitral tribunal applicable or
relating to itself, its assets or its functions, or

13.1.6.2 any other documents, or to the best of its knowledge any indenture,
contract or agreement to which it is a party or by which it may be
bound;

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 13.1.7 there are no actions, suits or proceedings pending or, to the best of its
knowledge threatened against it before any court, government authority or
arbitral tribunal that could reasonably be expected to restrain it from
performing or result in a material adverse effect on its ability to perform its
duties and obligations under this Agreement; and

13.1.8 no representation or warranty made by it herein contains any untrue or

misleading statement.

14. TERMINATION

14.1 The DisCo may terminate this Agreement on written notice to the other
Parties if:

14.1.1 the DisCo decides to re-integrate the Mini-Grid into the main-grid before the
expiration of the Term or Renewal Term, which may be due to any of the
following events in the paragraphs below:

i. the Mini-Grid Operator fails to pay any amount due to the DisCo,
provided that the DisCo has given the Mini-Grid Operator not less
than [30] days’ notice of such failure and the non-payment has not
been cured within such [30] day period;

ii. the Mini-Grid Operator commits a breach of this Agreement, other

than that provided in Clause 14.1.1 (i) above, which in the case of a
breach which is capable of remedy has not been remedied within [30]
days (or such other period as may be agreed by the Mini-Grid
Operator and the DisCo) of the DisCo notifying the Mini-Grid Operator
of the breach.

14.1.2 the Mini-Grid Operator becomes insolvent unable to pay its debts (as defined
by section 4 of the Bankruptcy Act 1979 and section 409 of the Companies and
Allied Matters Act 2004) or makes any arrangement or composition with its
creditors generally or has a receiver, manager, liquidator, administrator or
trustee in bankruptcy appointed or suffers any event analogous to the
foregoing in any jurisdiction;

14.1.3 any of the representations made by the Mini-Grid Operator under this Agreement
is not true and correct in all material respects and this has a material

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 adverse effect on the DisCo or the performance of the Mini-Grid’s Operation
under this Agreement.

14.2 The Mini-Grid Operator may on written notice to the DisCo terminate the
Agreement if:

14.2.1 The DisCo’s Licence expires and is not renewed within [30] days of its
expiration or the DisCo’s Licence is cancelled by NERC;

14.2.2 The DisCo becomes unable to pay its debts (as defined by section 4 of the
Bankruptcy Act 1979 and section 409 of the Companies and Allied Matters
Act 2004) or makes any arrangement or composition with its creditors
generally or has a receiver, manager, liquidator, administrator or trustee
in bankruptcy appointed or suffers any event analogous to the foregoing
in any jurisdiction;

14.2.3 the DisCo commits a breach of this Agreement which in the case of a breach
which is capable of remedy has not been remedied within [30] days (or such
other period as may be agreed by the Mini-Grid Operator and the DisCo) of
the Mini-Grid Operator notifying the DisCo of the breach;

14.2.4 Any of the representations made by the DisCo under this Agreement is not
true and correct in all material respects and this has a material adverse
effect on the Mini-Grid Operator or the performance of the DisCo’s
obligations under this Agreement.

14.3 The consequences of termination shall be as follows:

14.3.1 Where termination occurs pursuant to Clause 14.1.1 and Clause 14.2, the
DisCo shall pay compensation to the Mini-Grid Operator as provided in the
Mini-Grid Regulations.

14.3.2 The DisCo may set off any liability of the Mini-Grid Operator to pay a Usage
Fee or any other costs (where applicable) to the DisCo against any
compensation due from the DisCo to the Mini-Grid Operator.

14.3.3 Where termination occurs, the DisCo would immediately re-integrate the
Connected Community in order to provide electricity supply for as long as
necessary until another Mini-Grid Operator is ready to take over
operations or the DisCo can go on operating the Interconnected Network.

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 14.4 Upon termination, the Mini-Grid Operator shall at its own cost:

14.4.1 remove the Mini-Grid’s Generation Assets which it does not want to form
part of the re-integrated network;

14.4.2 disconnect any connection of its generator(s) to the Distribution Network

and restore the connections which existed prior to the connection of its
generators.

14.5 On the termination date the Mini-Grid Operator shall deliver up to the DisCo all
materials, documents, records, data and other information of whatever nature in the
Mini-Grid-Operator‘s possession, custody or power relating to the Distribution
Network and the performance of the obligations under this Agreement and required
for the continued operation and maintenance of the Distribution Network.

15 FORCE MAJEURE

15.1 A party is not liable for failure to perform its obligations if such failure is as a result of:

15.1.1 Acts of God (including fire, flood, earthquake, storm, hurricane or other
natural disaster);

15.1.2 war, invasion, act of foreign enemies, hostilities (regardless of whether war is
declared), civil war, rebellion, revolution, insurrection, military or usurped
power or confiscation, terrorist activities, government sanction, blockage,
embargo, labour dispute, strike (excluding any strikes by staff of either the
Disco or Mini-Grid Operator). (“Force Majeure”)

16 CONFIDENTIAL INFORMATION

16.1 A Party shall not intentionally disclose or allow to be disclosed to any third party any
Confidential Information concerning the other Parties or any information obtained
under this Agreement and in furtherance to the execution of the Interconnected Mini-
Grid unless:

16.1.1 the disclosure is expressly assented to in writing by the Party to which the
Confidential Information belongs;

16.1.2 the disclosure is subject to a legal obligation of disclosure.

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 16.2 Each Party, after consultation with the others, shall adopt reasonable procedures to
preserve the Confidential Information of the other Parties.

16.3 No information shall constitute Confidential Information if:

16.3.1 the information is generic in nature, or have at the relevant time become
public knowledge or has been in the public domain, other than as a result of
disclosure by the Parties or their representative;

16.3.2 the information has at the relevant time become, already in the possession of
the Parties free from any obligation of confidentiality to either of the Parties
or any other person and has not been acquired by any person in breach of any
obligations of confidentiality.

16.3.3 the information is required to be disclosed by law or order of any court, tribunal
or agency of competent jurisdiction or by any governmental body, department or
agency having jurisdiction or it or by any equivalent laws or regulations of
institutions or other equivalent authorities in jurisdictions outsider Nigeria; or

16.3.4 the information is expressly stated in writing to be non-confidential.

17 CONFLICT OF INTEREST

The Parties to this Agreement declare that there is no existing conflict of interest which
would affect their entry into this Agreement.

18 AMENDMENTS

No amendments to this Agreement shall be effective unless it is in writing and signed by

the parties or their authorized representatives.

19 WAIVERS

Save where expressly set out herein to the contrary, a waiver of any term or provision of
this Agreement shall only be effective if given by a written instrument executed by the
Party waiving the provision of this Agreement and no forbearance, indulgence or inaction
by any Party at any time to require performance of any of the provisions of this Agreement
nor any single or partial exercise of any such right shall, in any way, affect, depreciate or
prejudice the right of such Party to require performance of that provision in the future.

20 NOTICES

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 20.1 All notices or other documents to be furnished by the Parties under or in connection
with this Agreement shall be in English language and shall be sent to the addresses
stated above and marked for the attention of the persons designated in this clause
20. Notices and other documents may be sent by hand delivery, registered post,
courier or email, provided that law suits arising out of or in connection with this
Agreement may not be served by email.

20.2 The addresses and contacts for the service of notices and other documents are as
follows (or such other address or contacts as may be subsequently notified by the
relevant Party in accordance with this clause 20):

If to DisCo:

[ADDRESS]

Attention:
Tel:
E-mail address:

If to Mini-Grid Operator:

Attention: [.]
Tel: []
E-mail Address: [.]

If to Interconnected Community or Representative of Interconnected Community:

Attention: [.]
Tel: []
E-mail Address: [.]

Each Party shall notify the other in writing promptly of any change in the above
address or contact person.

21 COUNTERPARTS

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 This Agreement may be executed in any number of counterparts, each of which when
executed and delivered shall be an original, but all the counterparts shall together
constitute one and the same instrument.

22 SEVERABILITY

22.1 If any provision or part-provision of this Agreement is or becomes invalid, illegal

or unenforceable, it shall be deemed modified to the minimum extent necessary
to make it valid, legal and enforceable. If such modification is not possible, the
relevant provision or part-provision shall be deemed deleted. Any modification
to or deletion of a provision or part-provision under this clause shall not affect
the validity and enforceability of the rest of this Agreement.

22.2 If one Party gives notice to the other of the possibility that any provision or part-
provision of this Agreement is invalid, illegal or unenforceable, the parties shall
negotiate in good faith to amend such provision so that, as amended, it is legal,
valid and enforceable, and, to the greatest extent possible, achieves the intended
commercial result of the original provision.

23 ENTIRE AGREEMENT

23.1 This Agreement constitutes the entire Agreement between the parties and
supersedes and extinguishes all previous agreements, promises, assurances,
warranties, representations and understandings between them, whether written
or oral, relating to its subject matter.

23.2 Each Party agrees that it shall have no remedies in respect of any statement,
representation, assurance or warranty (whether made innocently or negligently)
that is not set out in this Agreement. Each party agrees that it shall have no claim
for innocent or negligent misrepresentation or negligent misstatement based on
any statement in this Agreement.

24 SUCCESSORS AND ASSIGNS

This Agreement is binding upon, and inures to the benefit of, the parties and their
respective successors and assigns.

25 C OST

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 Except as otherwise agreed, each Party shall bear its own costs incurred in connection
with the negotiations, preparation and execution of this Agreement.

26 GOVERNING LAW AND DISPUTE RESOLUTION

Governing Law

26.1 This Agreement and any disputes or claims arising out of or in connection with its
subject matter or formation including non-contractual disputes or claims) are
governed by and construed in accordance with the laws of the Federal Republic of
Nigeria.

Dispute Resolution

26.2 Except as otherwise provided in this Agreement, any dispute of whatever nature
which may arise between all or any of the Parties out of or in connection with this
Agreement shall be dealt with in accordance with the procedure set out in Annex
10 (Dispute Resolution Mechanism) of the Mini-Grid Regulations.

26.3 The Parties acknowledge and agree that, except as expressly provided in this
Agreement, the provisions of Annex 10 (Dispute Resolution Mechanism) of the
Mini-Grid Regulations constitute the sole remedy of the Parties.

IN WITNESS whereof this Agreement was executed the day and year first above

written. For [ELECTRICITY DISTRIBUTION COMPANY]

Signed at ...................... on this ..............day of ............... 2014.

By:

Name:

WITNESSES

1.

For [MINI-GRID OPERATOR]

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 Signed at ........................on this .............. day of .................2014.

By:

Name:

WITNESSES

1.
2.
For [INTERCONNECTED COMMUNITY /REPRESENTATIVE OF INTERCONNECTED COMMUNITY]

Signed at ........................on this .............. day of .................2014.

By:

Name:

WITNESSES

1.
2.

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ACCOMPANYING DOCUMENTATION (IN ADDITION TO SCHEDULES BELOW)
1. Certified copy of Certificate of Incorporation, Memorandum and Articles of
Association, Deed of Partnership or Deed of Trust, as applicable
2. Certified copy of Certificate of Occupancy or Lease Agreement for Project Site
3. Certified copy of building permit
4. Filled Standardized Spreadsheets for Tariff Calculation

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 SCHEDULE 1 – MAP OF THE INTERCONNECTED NETWORK

DisCo to provide survey plan and geographic coordinates where available

Signature DisCo
Signature Mini-Grid Operator
Signature Interconnected Community

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 SCHEDULE 2 – LIST OF DEFICIENCIES IN THE DISTRIBUTION GRID

Deficiencies

Signature DisCo
Signature Mini-Grid Operator

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 SCHEDULE 3 – DISTRIBUTION NETWORK INFRASTRUCTURE INSTALLED BY THE MINI-GRID OPERATOR

Map of new connections and lines

(the Mini-Grid Operator) hereby certifies that the new Distribution Grid infrastructure will
conform with the requirements in the Technical Codes. The contribution of the DisCo to the
construction of new assets is [ XXX NGN to be paid on the date of commissioning of the new
infrastructure]

5.
• The contribution of the Interconnected Community to the construction of new assets
is [XXX NGN to be paid on the date of commissioning of the new infrastructure]6.
Signature DisCo

Signature Mini-Grid Operator

Signature Interconnected Community

5
To be decided by the parties
6
To be decided by the parties

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SCHEDULE 4 – MAP OF PLOT FOR POWER GENERATION ASSETS

Signature DisCo
Signature Mini-Grid Operator
Signature Interconnected Community

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SCHEDULE 5 – DIAGRAM OF FIXED INFRASTRUCTURE FOR GENERATION ASSETS

Cost split between the partners

DisCo: XXX NGN or XX %
Interconnected Community: XXX NGN or XX %
Mini-Grid Operator: XXX NGN or XX %

Others: XXX NGN or XX %

Dismantling of infrastructure after contract termination:

Signature DisCo

Signature Mini-Grid Operator

Signature Interconnected Community

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 SCHEDULE 6 – BOUNDARY VALUES OF THE DISTRIBUTION GRID

The Distribution Grid is considered as available if the grid voltage and frequency at the
customer’s connection does not deviate more than +- 20% from the following values:
Grid Voltage Nominal Value: XX V
Grid Frequency Nominal Value: XX Hz

Therefore, the average monthly availability of the Distribution Grid (for more than 3 months
in a row):
- cannot be lower than XX * 80% V or XX * 80% Hz
or
- greater than XX * 120% V or XX * 120% Hz
In case of complaints, these values should be checked at least 2 times in a period of one month
and with a time interval between the 2 measures of at least 5 days.

Signature DisCo
Signature Mini-Grid Operator
Signature Interconnected Community

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ANNEX 12
CONTRACT TEMPLATE BETWEEN ISOLATED MINI-GRID OPERATOR AND COMMUNITY

THIS AGREEMENT is made on this [DATE]

BETWEEN
[NAME], a company duly incorporated under the laws of the Federal Republic of Nigeria and
having its registered office at [OFFICE ADDRESS] hereinafter called the “Mini-Grid Operator”
which expression shall where the context so admits include its successors-in-title.
AND
[NAME] a legally authorised representative of [NAME OF COMMUNITY] in his capacity as
[village Head] connected to the Interconnected Mini-Grid hereinafter called the
“Community Representative”.
OR
[NAME] a company/association duly incorporated/registered under the laws of the
Federal Republic of Nigeria and having its registered office at [OFFICE ADDRESS], acting as
the legally authorised representative of [NAME OF COMMUNITY/CHAIRMAN OF THE
LOCAL GOVERNMENT AREA] connected to the Interconnected Mini-Grid hereinafter
called the “Community”.

In this Agreement, the Mini-Grid Operator and Community/Community Representative

are referred to collectively as “Parties” and individually as “Party”.

RECITAL/ BACKGROUND

A. The Mini-Grid Operator is in the business of constructing, operating and

maintaining Mini-Grids.

B. The Mini-Grid Operator seeks to develop a Mini-Grid and supply electricity to the
Community from electricity generated by the Mini-Grid (“Project”).
C. In view of the above, this Agreement sets out the terms and conditions under
which the Mini-Grid Operator shall supply electricity to the Community.

1. DEFINITIONS AND INTERPRETATIONS

5.1 In this Agreement each of the following words and expressions shall have the
following meanings:
“Applicable means the Constitution of the Federal Republic of Nigeria, any
Laws” national, state or local law, statute, bye-law, ordinance, decree,
directive, regulation, standard, circular, guideline, rule,

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 code, delegated or subordinated legislation, judicial act or decision,
judgment, order, proclamation, directive, executive order, other
legislative measure, binding actions or enactments of the Federal
Republic of Nigeria or any other relevant authority in Nigeria.
“Effective Date” means date of execution of this Agreement or as agreed otherwise
by the Parties.
“Community” [Name and location of Community including the Local Government
Area]

“Community means a committee established by the Community to coordinate

Power all electricity customers in the Community, to address enquiries
Committee” or and complaints.
“CPC”

“Distribution means an electricity distribution company Licenced by NERC.

Company”

“Qualified means those customers that are deemed qualified pursuant to

Customers” Clause 3.2.

“NERC” means the Nigerian Electricity Regulatory Commission.

“Standardized means the standardized spreadsheets in Annex 15 of the Mini-

Spreadsheets Grid Regulations.
for Tariff
Calculation”

“Technical shall have the same meaning in the Mini-Grid Regulations.

Codes”)

5.2 In this Agreement, except where the context otherwise requires:

5.2.1 any reference to “this Agreement” includes the Schedules and Annexures to
it, each of which forms part of this Agreement for all purposes;
5.2.2 if a period of time is specified as from a given day, or from the day of an act
or event, it shall be calculated exclusive of that day;
5.2.3 if a period of time is specified as to a given day, or to the day of an act or
event, it shall be calculated inclusive of that day;

2. COMMENCEMENT AND TERM

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 2.1 This Agreement shall commence on the Effective Date.

2.2 Subject to the earlier termination in accordance with this Agreement:

2.2.1 the initial duration of this Agreement shall be [12] months from the
Effective Date to undertake the activities in Clause [4.1.] (“ Initial
Term”);

2.2.2 upon expiration of the Initial Term, this Agreement will be

automatically renewed for a period of 20 years (“Subsequent Term”).

2.3 From the Effective Date, any exclusivity agreement entered into between the
parties in respect of this Project, if not terminated will be deemed to have
been terminated.

3. MINI-GRID PROJECT

3.1 The [TECHNOLOGY FOR THE MINI-GRID] system, which supplies electricity at a
low voltage to a distribution network, shall be used.

3.2 The Parties acknowledge that the decision as to who qualifies as a Qualified
Customer to be supplied electricity is dependent on the technical design of the
Mini-Grid system and the economic evaluation of the feasibility study already
carried out by the Mini-Grid Operator, with the full consent of the Community
and the Community Power Committee (“CPC”).

3.3 Where new components are to be integrated, this shall be mutually agreed and
understood between the Parties.

3.4 The Parties acknowledge that:

3.4.1 The Mini-Grid Operator is a [private and profit-oriented company], with the
aim of supplying electricity to rural communities and investing its own
funds into projects to generate profits from the sale of electricity to
customers; and

3.4.2 The Mini-Grid Operator is committed to the provision and supply of a long-
term and high quality electricity service, which is contingent upon regular
payments from customers.

4. LAND

4.1 The Parties shall jointly identify suitable land within the Community for the
Mini-Grid Project according to the criteria of the Mini-Grid Operator;

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 4.2 The Community shall at its own expense procure the land identified pursuant to
Clause 5.1 above which shall be leased to the Mini-Grid Operator at no cost to the
Mini-Grid Operator or a nominal fee of no more than N10, 000 annually; and

4.3 The Community and the Mini-Grid Operator shall execute a separate agreement
for the lease arrangement in Clause 4.2 above.

5. DUTIES AND OBLIGATIONS OF THE PARTIES

5.1 Subject to the terms of this Agreement, the Mini-Grid Operator shall:

5.1.1 During the Initial Term, carry out the project planning, acquire the necessary
permissions to install, operate and maintain the energy system;

5.1.2 plan, design, procure, install, commission, operate and maintain the power
station and the distribution network;

5.1.3 sell electricity generated to the customers who are deemed qualified
pursuant to Clause 3.2 above (“Qualified Customers”);

5.1.4 provide reliable and satisfactory energy services to the Qualified Customers
within the Community; and

5.1.5 carry out its operations in accordance with Good Industry Practice, Technical
Codes and the standards and requirements set out in this Agreement.

5.2 Subject to the terms of this Agreement, the Community/Community

Representative shall:

5.2.1 ensure that the Community provides sufficient land required by the Mini-
Grid Operator required for its operation;

5.2.2 ensure that other than the nominal fee imposed pursuant to Clause 4.2
above, the Mini-Grid Operator shall not be required to make any further
payments in respect of the usage of the land;

5.2.3 procure the payment of the tariff as stipulated in this Agreement and

5.2.4 ensure that the Community establishes a Community Power Committee

(“CPC”) to coordinate all electricity customers, to address enquiries and
complaints.

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 6. Tariff

Tariff Model and Tariff

6.1 The Parties acknowledge that:

6.1.1 the tariff will be calculated either by:

6.1.1.1 using the Standardized Spreadsheets and approved by NERC; or

6.1.1.2 In case of Registered Mini-Grids, by an agreement between the

Registered Mini-Grid Operator and the Community/Community
Representative preferably based on the Standardized
Spreadsheet with a minimum of 60% of the Qualified Customers
in the Community consenting to the tariff in the agreement.

6.1.2 The tariff applied will be higher than the tariff charged by the DisCo and this
is due to the fact that smaller power supply systems have higher costs of
energy generation.

6.1.3 The Mini-Grid Operator’s goal is to offer the lowest possible tariffs to its
customers based on efficient technology and operational practices.

6.1.4 The tariff is lower than the cost of alternative sources of energy currently
being used by the Community

6.1.5 Based on Clauses 6.1.1 to 6.1.4 above, the Parties agree to that the tariff
shall be [XXXX] based on:

☐ Tariffs set by NERC based on the Standardized Spreadsheets;

Or

☐ In case of Registered Mini-Grids, tariffs agreed between the Registered Mini-

Grid Operator and the Community Representative to which the consent of a
minimum of the 60% of the Qualified Customers within the Community has
been obtained (preferably calculated using the calculation tool in Annex 15).

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 Change in Tariffs
6.2 The Parties agree that an inspection of accounts for the purpose of an adjustment
of tariffs may be carried out by NERC. This inspection may be initiated by the
Community, the Mini-Grid Operator or by NERC.

6.3 The Parties agree to give sufficient notice to each other where it intends to
change its tariffs and apply to NERC for an adjustment of tariff.

7. METERS AND INDOOR INSTALLATIONS

7.1 Pre-paid energy meters with [Specification of Meters] shall be installed at each
Qualified Customer’s premises.

7.2 The financing method for the indoor installation packages shall be agreed
between the Parties on a case by case basis with the consent of the Commission.

7.3 The payment of electricity shall be subject to the subscribed power of each
customer.

8 COMMUNITY POWER COMMITTEE

8.1 The Community/Community Representative shall facilitate the establishment of a

CPC which shall:

8.1.1 support the Mini-Grid Operator in all Mini-Grid Project related activities
that are not detrimental to the Community;

8.1.2 assist in providing labour for the construction of the Mini-Grid Project;

8.1.3 assist financially to cover for the capital cost of some assets required for
the Mini-Grid Project;

8.1.4 assist in acquiring the necessary permits to install, operate and maintain
the energy system;

8.1.5 convey and communicate the Community’s issues to the Mini-Grid

Operator and vice versa;

8.1.6 [collection on behalf of the Mini-Grid Operator fees for the electricity
used for public lighting and transfer such fees collected to Mini-Grid
Operator, where applicable];

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 8.1.7 Take the necessary measures against theft or vandalization of
equipment; and

8.1.8 assist the Mini-Grid Operator in identifying suitable personnel for power
station guards, electricians and locally based sales agents.

9 E XCLUSIVITY

9.1 For the duration of this Agreement, the Community Representative shall not enter
into and shall ensure that the Community does not enter into any agreement with
third parties in respect of other electricity supply initiatives.

10 TERMINATION

10.1 The Agreement may terminate upon mutual agreement by the Parties.

10.2 With the consent of the Community, the Community Representative may
terminate this Agreement by giving thirty (30) days written notice to the Mini-
Grid Operator where:

10.2.1 the Distribution Company decides to re-integrate the Mini-Grid into

the main-grid before the expiration of the Term;

10.2.2 the Mini-Grid Operator’s Permit expires and is not renewed within [30]
days of the expiration or the Permit is cancelled by NERC;

10.2.3 the Mini Grid Operator abandons the Project for a period of more than
[3] consecutive months;

10.2.4 the installation of the power system has not commenced within 12
months after the execution of this Agreement;

10.2.5 the Mini-Grid Operator becomes unable to pay its debts (as defined by
section 4 of the Bankruptcy Act 1979 and section 409 of the
Companies and Allied Matters Act 2004) or makes any arrangement or
composition with its creditors generally or has a receiver, manager,
liquidator, administrator or trustee in bankruptcy appointed or suffers
any event analogous to the foregoing in any jurisdiction;

10.2.6 the Mini-Grid Operator commits a breach of Clause 5.1.4 and/or Clause
5.1.5 and fails to remedy the breach within 14 days (or as agreed
between the Parties) following receipt of the notice of breach executed
by at least 50% of all the Qualified Customers within the Community.

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10.3 The Mini-Grid Operator may terminate this Agreement by giving 30 (thirty) days
written notice to the Community Representative if:

10.3.1 where it decides not to pursue the Project;

10.3.2 the Community Representative commits a breach of Clause 5.2 which

has an adverse effect on the Project and fails to remedy this breach
within [30] working days (or as agreed between the Parties) of
receiving the notice of breach; and

10.3.3 there are repeated incidents of vandalism, thefts of electricity which

endanger the financial viability of the Mini-Grid Operator’s energy
supply and has an adverse effect on the Project.

10.4 Where termination occurs, pursuant to Clause 10.3.1, the Mini-Grid

Operator shall undertake such restorations to the land and environment
required to restore it back to good condition.

10.5 Upon termination, the Mini-Grid Operator shall at its own cost remove the
Mini-Grid assets and infrastructure.

11. NOTICES

11.1 All notices or other documents to be furnished by the Parties under or in

connection with this Agreement shall be in the English language and shall
be sent to the addresses stated above and marked for the attention of the
persons designated in this clause 11. Notices and other documents may
be sent by hand delivery, registered post, courier or email, provided that
proceedings arising out of or in connection with this Agreement may not
be served by email.
11.2 The addresses and contacts for the service of notices and other documents
are as follows (or such other address or contacts as may be subsequently
notified by the relevant Party in accordance with this clause 11):

If to Mini-Grid Operator:

Attention: [.]
Tel: []
E-mail Address: [.]

If to Representative of Community Representative:

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 Attention: [.]
Tel: []
E-mail Address: [.]

Each Party shall notify the other in writing promptly of any change in the
above address or contact person.

12. AMENDMENT

No amendments to this Agreement shall be effective unless it is in writing and

signed by the Parties or their authorized representatives.

13. WAIVER

Save where expressly set out herein to the contrary, a waiver of any term or
provision of this Agreement shall only be effective if given by a written instrument
executed by the Party waiving the provision of this Agreement and no forbearance,
indulgence or inaction by any Party at any time to require performance of any of
the provisions of this Agreement nor any single or partial exercise of any such right
shall, in any way, affect, depreciate or prejudice the right of such Party to require
performance of that provision in the future.

14 C OSTS

Each Party shall bear its own cost of or in connection with the preparation,
negotiation and execution of this Agreement.

15 COUNTERPARTS

This Agreement may be executed in any number of counterparts, each of which

when executed and delivered shall be an original, but all the counterparts shall
together constitute one and the same instrument.

16 SEVERABILITY

16.1 If any provision or part-provision of this Agreement is or becomes invalid,

illegal or unenforceable, it shall be deemed modified to the minimum
extent necessary to make it valid, legal and enforceable. If such
modification is not possible, the relevant provision or part-provision
shall be deemed deleted. Any modification to or deletion of a
provision or part-provision under this clause shall not affect the
validity and enforceability of the rest of this Agreement.

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 16.2 If one Party gives notice to the other of the possibility that any provision
or part-provision of this Agreement is invalid, illegal or unenforceable,
the parties shall negotiate in good faith to amend such provision so
that, as amended, it is legal, valid and enforceable, and, to the greatest
extent possible, achieves the intended commercial result of the
original provision.

17 CONFIDENTIAL INFORMATION

17.1 A Party shall not intentionally disclose or allow to be disclosed to any

third party any Confidential Information concerning the other Parties
or any information obtained under this Agreement and in furtherance
to the execution of the Mini-Grid Project unless:

17.1.1 the disclosure is expressly assented to in writing by the Party to

which the Confidential Information belongs;

17.1.2 the disclosure is subject to a legal obligation of disclosure,

17.2 Each Party, after consultation with the others, shall adopt reasonable
procedures to preserve the Confidential Information of the other Parties.

17.3 No information shall constitute Confidential Information if:

17.3.1 the information is generic in nature, or have at the relevant time

become public knowledge or has been in the public domain, other
than as a result of disclosure by the Parties or their representative;

17.3.2 the information has at the relevant time become, already in the
possession of the Parties free from any obligation of
confidentiality to either of the Parties or any other person and has
not been acquired by any person in breach of any obligations of
confidentiality.

17.3.3 the information is required to be disclosed by law or order of any

court, tribunal or agency of competent jurisdiction or by any
governmental body, department or agency having jurisdiction or
it or by any equivalent laws or regulations of institutions or other
equivalent authorities in jurisdictions outsider Nigeria; or

17.3.4the information is expressly stated in writing to be non-

confidential.

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 18 CONFLICT OF INTEREST

The Parties to this Agreement declare that there is no existing conflict of interest
which would affect their entry into this Agreement.

19 ENTIRE AGREEMENT

19.1 Each Party acknowledges that, in entering into this Agreement, it does
not rely on, and shall have no remedy in respect of, any statement,
representation, assurance or warranty of any person other than as
expressly set out in this Agreement.

19.2 Nothing in this Clause 17 operates to limit or exclude any liability or

fraud.

20 SUCCESSORS AND ASSIGNS

This Agreement is binding upon, and inures to the benefit of, the parties and their
respective successors and assigns.

21 GOVERNING LAW AND DISPUTE RESOLUTION

Governing Law

21.1 This Agreement and any disputes or claims arising out of or in connection
with its subject matter or formation including non-contractual disputes
or claims) are governed by and construed in accordance with the laws
of the Federal Republic of Nigeria.

Dispute Resolution

21.2 Except as otherwise provided in this Agreement, any dispute of whatever

nature which may arise between all or any of the Parties out of or in
connection with this Agreement shall be dealt with in accordance with
the procedure set out in Annex 10 (Dispute Resolution Mechanism) of
the Mini-Grid Regulations.

21.3 The Parties acknowledge and agree that, except as expressly provided in
this Agreement, the provisions of Annex 10 (Dispute Resolution
Mechanism) of the Mini-Grid Regulations constitute the sole remedy
of the Parties.

IN WITNESS whereof this Agreement was executed the day and year first above
written. For [MINI-GRID OPERATOR]

129
Signed at ........................ on this ............. day of .................. 2016.

By:

Name:

WITNESSES

1.

2.

For [CONNECTED COMMUNITY /REPRESENTATIVE OF CONNECTED COMMUNITY]

Signed at ........................ on this ............. day of .................. 2016.

By:

Name:

WITNESSES

1.

2.

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ANNEX 13:
MINI-GRID CUSTOMER CONTRACT TEMPLATE

Contract No. XXX

Type of contract:
(residential/commercial/industrial/special)

THIS AGREEMENT is made on this [DATE]

BETWEEN:
[NAME], a company duly incorporated under the laws of the Federal Republic of Nigeria and having
its registered office at [OFFICE ADDRESS] hereinafter called the “Mini-Grid Operator” which
expression shall where the context so admits include its successors-in-title,
AND
Surname:_____________________________________ First name: _______

Phone 1: _________________ Phone 2: _______________________ Email:

Address: __________________________________________ ID No.: _____

Village: ________________________ LGA: _____________________ State:

Hereinafter called “the Client”.
In this Agreement, the Mini-Grid Operator and the Client are referred to collectively as “Parties” and
individually as “Party”.
The Client agrees to the terms and conditions of this contract and subscribes to the electricity supply
service provided by the Mini-Grid Operator as described below.

ARTICLE 1
CONTRACT DURATION
1.1 This contract shall commence on the date of this contract and shall continue until terminated by
either Party upon the occurrence of a Party committing a breach of this contract, which in the
case of a breach that is capable of remedy, has not been remedied within [30] days (or such other
period as may be agreed between the Client and the Mini-Grid Operator).

ARTICLE 2
ELECTRICITY SERVICE SUBSCRIPTION
2.1 The Client agrees to have subscribed to the electricity supply service [<name service>] with the
following limits

Electrical power: max. ............ Watt (W)

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 Electrical energy: max. ........... kilowatt hours (kWh) per day/week/month
(Alternatively: Usage time: max. ........... hours (h) per day/week/month at max. electrical
power)

ARTICLE 3
QUALITY OF ELECTRICITY SUPPLY
3.1 The electricity supplied by the Mini-Grid Operator has a nominal electrical voltage of .................
Volts (V) single-phase and .............. V three-phase at a nominal electrical frequency of .......... Hertz
(Hz). The maximum voltage fluctuations will be ± ... % of the nominal value and the maximum
frequency fluctuations will be ± ... % of the nominal value.

3.2 The electricity is supplied by the means of:

Type of (prepaid) electricity meter

Number of phases:
3.3 The meter will be installed at (inside/outside of the Client’s house, distribution grid pole, others).
3.4 The Client undertakes to ensure the safety of the device and to be held liable for any damage
except for damages which are not due to the fault of the Client or are beyond the Client’s
control.

3.5 The Client agrees to grant the Mini-Grid’s staff or representatives reasonable access to his/her
premises to inspect, maintain, repair or replace the metering device provided that the Mini-Grid
Operator gives the Client at least 3 days’ notice of its intention to undertake such activities on the
metering device.

ARTICLE 4
INDOOR INSTALLATIONS
4.1 The Mini-Grid Operator agrees to finance the cost for the procurement and installation of the
following electrical equipment within the Client’s premises within ........ days after signing of this
contract:

List of material
e.g.: XX m of cable type XXX
XX energy saving light bulbs XX W
XX bulb sockets
XX switches
XX plug sockets
XX joint boxes
Accessories [...]
Total cost of indoor installation package (proc urement and installation):
NGN

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4.2 The Client agrees to grant the Mini-Grid Operator and its electricians reasonable access to
his/her premises to undertake the installations, provided that the Mini-Grid Operator gives the
Client at least 3 days’ notice of its intention to undertake such installations.

4.3 The indoor installation material(s) will remain the sole property of the Mini-Grid Operator until
the Client has paid in full the Mini-Grid Operator for such material(s).

4.4 The Client agrees to grant the Mini-Grid’s Operator’s staff and, representatives reasonable
access to his/her premises for to inspect, maintain, repair or replace the indoor installation
equipment at any time, provided that the Mini-Grid Operator gives the Client at least 3 days’
notice of its intention to undertake such activities.

ARTICLE 5
UPFRONT PAYMENT
5.1 Upon execution of this contract, the Client agrees to make an upfront payment to the Mini-Grid
Operator consisting of:
Security deposit: ____________________________________________ NGN
Contribution to indoor installations investment:
NGN
Total: NGN
5.2 The Parties agree that the security deposit shall be used to offset any payments due from the
Client to the Mini-Grid Operator.

ARTICLE 6
ENERGY PAYMENTS
6.1 Upon commencement of the electricity supply service, the Client agrees to make the following
payments to the Mini-Grid Operator:

a) Reim bursem ent to indo o r installatio ns inv estm ent: NGN per week/ mo nth
b) P r e p a y m e n t o f e l e c t r i c i t y c o n s u m p t i o n : NGN per
week/month
Total: ______________________________________________________ NGN per week/month
6.2 The payment terms are as follows:
[For the reimbursement for indoor installations investments, the Parties agree that the Client shall
make the payments set out above on the 5th day of each month (“Payment Date”). Where the 5th
day is not a working day, the Client shall make the payment, on the next working day.]

ARTICLE 7
MODE OF OPERATION
7.1 Short description of mode of operation of power station
7.2 Description of mode of operation of the electricity meter (Exceeding power and energy limits,
payment procedure, balance uploading, etc.)

133
7.3 The electricity supply can be subject to temporary disturbances due to various events which
include but are not limited to severe climatic condition, incident, vandalism and maintenance of
the system.

7.4 The Client acknowledges that the occurrence of any of these events will affect his/her access to
electricity and quality of electricity received from the Mini-Grid Operator.

7.5 Upon the occurrence of any of the events in Article 7.3 above the Parties agree that the Mini-
Grid Operator shall not be responsible for providing back-up electricity supply solution to the
Client or any additional protection electrical appliances used by the Client.
7.6 Where the Client fails to make the required payment in Article 6.1 (b) by the Payment Date, the
Client and the Mini-Grid Operator shall negotiate credit extension terms.

7.7 Where on three consecutive Payment Dates, the Client fails to make the indoor installation
investment payments in Article 6.1(b), the Mini-Grid Operator may proceed to remove the indoor
installations provided that the Mini-Grid Operator has given the Client at least one month’s
notice of its intention to the Client’s address.

ARTICLE 8
ELECTRICITY THEFT
8.1 Any attempt of electricity theft by the Client will be persecuted and leads to immediate
termination of this contract.

ARTICLE 9
LIABILITY OF THE MINI-GRID OPERATOR
9.1 Subject to the limitations described in this clause, the Mini-Grid Operator is liable for any loss,
liability or expense, which the Client may suffer or incur as a direct result of any negligence or
breach of this contract by the Mini-Grid Operator.

9.2 The Mini-Grid Operator is not liable to the extent that the Client’s equipment caused or
contributed to the problem.

9.3 The Mini-Grid Operator is not liable for any interruption of the electricity supply if the
interruption was caused by events or circumstances beyond the control of the Mini-Grid
Operator.

9.4 The Mini-Grid Operator is not liable for any damage caused to the Client due to improper use
of electricity or electrical equipment.

ARTICLE 10
GOVERNING LAW
10.1 This Agreement and any disputes or claims arising out of or in connection with its subject
matter or formation including non-contractual disputes or claims) are governed by and
construed in accordance with the laws of the Federal Republic of Nigeria.

ARTICLE 11
DISPUTE RESOLUTION

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11.1 Except as otherwise provided in this Agreement, any dispute of whatever nature which may
arise between all or any of the Parties out of or in connection with this Agreement shall be dealt
with in accordance with the procedure set out in Annex 9 (Complaints Procedure Guidelines) or
Annex 10 (Dispute Resolution Mechanism) of the Mini-Grid Regulations.

IN WITNESS whereof this Agreement was executed the day and year first above written.
For [MINI-GRID OPERATOR]

Signed at ........................ on this .............. day of ..................2016.

By:

Name:

WITNESSES

1.

2.

For [CLIENT]

Signed at ........................ on this .............. day of ..................2016.

By:

Name:

WITNESSES

1.

2.

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NNEX 14

ASSET HANDOVER DOCUMENT AND COMPENSATION CONFIRMATION SHEET

1.0 Integration of Mini-Grid Assets into Distribution Network

1.1 I, [NAME], the Mini-Grid Operator with Permit number [ ], operating the
Mini-Grid in (state/town/local government/village) hereby declare that
following the notification of the DisCo’s decision to re-integrate the Mini-
Grid into the Distribution Network pursuant to Section 19 NERC Mini-Grid
Regulations, 2016, that the assets in Table A
below have been handed over to __________ (name of DisCo).

1.2 We, _______________________________ (name of DisCo), duly represented by

_______________________ (name of individual or company) confirm receipt of
the assets in Table A and accept ownership of same. We confirm that we
will transfer the Compensation stated below to a bank account
designated by the Mini-Grid Operator within 10 (ten) days.

Table A
Total Value of
Name of Number of Depreciated Total Depreciated
Undepreciated
Asset Units Value of Unit Value of Asset
Assets

TOTAL AMOUNT (in NGN)

Please fill where applicable

1.3 I, the representative of the Mini-Grid Operator, ___________________ (name of

individual or company) hereby confirms that a grant of _____________ (currency
and amount) was received on (date) from
____________________ (name of individual, company or government body). The
following asset costs in Table B below have been provided for by the
grant:

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 Table B
Name of Asset Asset Cost Amount of Grant

2.0 Compensation
2.1 I, the Mini-Grid Operator, hereby confirm receipt of compensation from
____________________(name of DisCo) equal to the remaining depreciated
value of my assets (including the construction and development cost) plus 50% of
my revenue generated from my Mini-Grid commencing 12 (twelve) months prior
to the date of connection of the Mini-Grid to the Distribution Network.

2.2 Revenue generated within the last 12 (twelve) months prior to the date of
integration of the Mini-Grid to the Distribution Network: ___________ NGN.

2.3 Amount of compensation for the revenue generated within the last 12 (twelve) months
prior to the date of connection of the Mini-Grid to the Distribution Network:
NGN.

2.4 TOTAL COMPENSATION = Total depreciated value of asset + Total undepreciated

value of asset + Compensation for the revenue generated = ____________ NGN.

2.5 I hereby confirm that assets financed via a grant, shall remain property of the
Community, which is represented by ________ (name of individual or company),
as the Community’s legally authorised representative, and no compensation shall
be due on such assets.

3.0 Notification to NERC

3.1 Upon execution, the Mini-Grid Operator and the DisCo shall each forward a copy
of this document to NERC for information purposes.

3.2 The DisCo shall forward a copy of this document to NERC for notification purposes.
Account Name (Mini-Grid Operator account) _____________
IBAN (if applicable) __________________
BIC (if applicable) ________________
Bank Name ________________
Account Number_________________

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 Sort Code ________________
Date: Date:

Signature Mini-Grid Operator Signature DisCo

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 ANNEX 15

TARIFF CALCULATION TOOL BASED ON THE MYTO METHODOLOGY

Please ask the Commission to forward the Excel spreadsheet:

“Tariff calculation tool based on the MYTO methodology

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