Mercer Thompson’s attorneys are national leaders in representing utilities and IPPs in their Long Term Service Agreements and O&M Agreements for gas turbines, nuclear facilities, wind power projects, solar projects, biomass projects and battery energy storage projects.
Gas Turbine LTSA Services and Experience
Agreements relating to the long term maintenance of gas-fired and steam-driven power turbines come in many forms and with many names, including:
- Long Term Service Agreements
- Term Warranty Agreements
- Contractual Services Agreements
- Long Term Parts Agreements
- Long Term Program Agreements
- Long Term Maintenance Program Contracts
- Parts Lease Pooling Agreements
For the sake of brevity, we refer to them as “LTSAs.” When it comes to LTSAs, we have a bold statement to make: Our depth and range of experience helping energy clients handle LTSA matters is unparalleled.
LTSA matters have been an area of constant focus for us since 1998. During this time, we have drafted, negotiated, renegotiated, analyzed and advised clients on LTSAs:
- for more than 240 gas turbines and more than 90 steam turbines totaling over $8.0 billion of LTSA commitments;
- for projects in North and South America, Europe, Asia and the Middle East;
- involving services from the major original equipment manufacturers (OEMs), including General Electric, Siemens, Mitsubishi and Ansaldo, as well as third-party providers like PSM, Pratt & Whitney, NAES and The Wood Group;
- covering multiple types of equipment, including GE 6Bs, 7EAs, 7FAs, 9FAs, D11STs, LMS100s and LM6000s; Siemens Westinghouse V94.3A1s, 501Fs and 501Gs; Mitsubishi 501Fs and 501Gs; Alstom GT24s, Ansaldo V94.2GTs; and Wartsila 18V50SGs; and
- for projects where the OEM is also providing operational and routine maintenance (O&M) services.
Thus, alongside our clients, we have literally been “across the table” from every major OEM on a worldwide basis. Based upon thousands of man-hours of experience on these matters, our attorneys have amassed unparalleled in-depth knowledge of every aspect of the “LTSA business.” In the process, we have pioneered many cutting-edge contractual solutions to address the day-to-day practical challenges of structuring and implementing these complex agreements. However, our greatest satisfaction has come from knowing that our clients’ LTSAs - critical components of their project development efforts - are structured and implemented for long-term economic success.
Our Services:
- Helping clients analyze their maintenance needs and understand the potential contractual structures with OEMs and non-OEMs that would enable them to meet those needs
- Drafting and negotiating new LTSAs and related documentation
- Auditing currently existing LTSAs to identify and assess significant risk factors, and offering practical solutions to mitigate such risks
- Renegotiating and amending LTSAs to improve contractual clarity and to consolidate fleet-wide concepts for consistent and practical LTSA management
- Performing due diligence on LTSA documents in the context of acquisitions of power generation assets
We have had the honor of representing the following companies in connection with LTSA matters:
- AES Corporation and its affiliates (USA, Spain, Canada, Argentina, Turkey)
- Alabama Electric Cooperative (USA)
- Associated Electric Cooperative, Inc. (USA)
- Asiagen Philippines (The Philippines)
- ATCO Power (Canada)
- BOC Gases, Inc. (Mexico)
- Brazos Electric Cooperative, Inc. (USA)
- Calpine Corporation (USA)
- Cleco Corporation and its affiliates (USA)
- CMS Energy (USA)
- Consolidated Edison Company of New York (USA)
- Duke Energy (USA)
- Dynegy, Inc. and its affiliates (USA)
- Electricité de France (Vietnam, Brazil)
- Essential Power, LLC (USA)
- Fujairah Asia Power Company (Abu Dhabi, UAE)
- Fulcrum Power Company (USA)
- Globaleq (Peru)
- GMR Group (India)
- Greater Toronto Airport Authority (Canada)
- Gregory Power Partners (USA)
- Lower Colorado River Authority (USA)
- LS Power (USA)
- Mirant Corporation and its affiliates (USA, Italy, Norway, Chile, Jamaica)
- Mitsui & Co. Power Development (Mexico)
- Moxie Energy, LLC (USA)
- MPC Yulchon Generation Co., Ltd. (South Korea)
- New York Power Authority (USA)
- Northland Power Inc. (Canada)
- NRG Energy, Inc. (USA)
- OG&E Energy (USA)
- Panda Power Fund (USA)
- Portland General Electric Company (USA)
- Public Service Company of New Mexico (USA)
- Rezia Energia Italia, s.r.l. (Italy)
- Southern California Public Power Authority (USA)
- Southern Company and its affiliates (USA)
- Star West Generation (USA)
- Suez Energy North America (USA)
- Tampa Electric Company and its affiliates (USA)
- Termovalle Power Company (Colombia, South America)
- Topaz Power Group, LLC (Texas)
- UTE North Fluminense (Brazil)
Representative LTSA transactions: Given that our experience spans over two decades years and covers many matters and issues, the depth and volume of our experience is best illustrated by this list of contracts that we have analyzed, negotiated and/or renegotiated for our clients:
- Long Term Service Agreement for five (5) gas turbines in Florida
- Long Term Service Agreement for six (6) gas turbines in Georgia
- Long Term Service Agreement for two (2) gas turbines in North Carolina
- Long Term Parts Agreement and Term Warranty for three (3) gas turbines in New Jersey
- Long Term Program Contract for four (4) gas turbines in Louisiana
- Contractual Service Agreements for three (3) gas turbines in Texas
- Long Term Service Agreement for one (1) gas turbine in Texas
- Long Term Service Agreement for two (2) gas turbines in Maryland
- Long Term Service Agreements for two (2) gas turbines in Mississippi
- Long Term Service Agreement for two (2) gas turbines in Nevada
- Long Terms Service Agreement for two (2) gas turbines in North Carolina
- Long Term Service Agreement for one (1) gas turbine in Massachusetts
- Contractual Service Agreement for one (1) gas turbine in Ontario, Canada
- Long Term Service Agreement one (1) gas turbine in Ontario, Canada (different client)
- Long Term Service Agreement for one (1) gas turbine in Oregon
- Long Term Service Agreement for three (3) gas turbines and one (1) steam turbine in New York
- Contractual Service Agreement for two (2) gas turbines in New York
- Long Term Service Agreement for two (2) gas turbines and one (1) steam turbine in California
- Long Term Service Agreement for two (2) gas turbines and one (1) steam turbine in California (different client)
- Long Term Service Agreements for three (3) gas turbines and one (1) steam turbine in Louisiana
- Long Term Service Agreements for four (4) gas turbines and one (1) steam turbine in Michigan
- Long Term Service Agreement for two (2) gas turbines in Michigan
- Long Term Service Agreements for ten (10) gas turbines in Georgia
- Long Term Service Agreements for four (4) gas turbines and two (2) steam turbines in Georgia
- Long Term Service Agreements for four (4) gas turbines and two (2) steam turbines in Georgia
- Long Term Service Agreement for two (2) gas turbines and one (1) steam turbine in Indiana
- Long Term Service Agreement for three (3) gas turbines in Florida
- Long Term Service Agreement for one (1) gas turbine in Washington State
- Long Term Service Agreement for seven (7) gas turbines and two (2) steam turbines in Arkansas
- Long Term Service Agreements for six (6) gas turbines designated for unspecified U.S. sites
- Long Term Service Agreements for ten (10) gas turbines designated for unspecified U.S. sites
- Long Term Service Agreements for ten (10) gas turbines designated for unspecified U.S. sites
- Long Term Service Agreements for six (6) gas turbines designated for unspecified U.S. sites
- Long Term Service Agreement for one (1) gas turbine in Italy
- Long Term Service Agreement for two (2) gas turbines and two (2) steam turbines in Italy
- Long Term Service Agreements for seven (7) gas turbines and seven (7) steam turbines to be sited in Western or Eastern Europe
- Long Term Service Agreement for one (1) gas turbine and one (1) steam turbine in Chile
- Long Term Service Agreement for two (2) gas turbines and one (1) steam turbine in Jamaica
- Contractual Service Agreements for four (4) gas turbines in Canada
- Long Term Service Agreements for two (2) gas turbines in Korea
- Contractual Service Agreements for four (4) gas turbines in Mexico
Speeches and Articles: As experts in this field, we are often invited to speak about LTSA matters at energy industry conferences. Our speaking engagements have included presentations at the following industry conferences:
- Electric Power 2003 Conference, Houston, Texas (March 2003)
- Spanish Power & Gas Conference, Madrid, Spain (March 2003)
- ASME Turbo Expo Conference, Atlanta, Georgia (May 2003)
- GE 7FA User’s Group Annual Conference (May 2003)
- Power-Gen International Conference, Las Vegas, Nevada (December 2003)
- Electric Power 2004 Conference, Baltimore, Maryland (March 2004)
- ASME Energy Conference, Baltimore, Maryland (March 2004)
- GE 7FA User’s Group Annual Conference (May 2004)
- ASME Turbo Expo Conference, Vienna, Austria (June 2004)
- Power-Gen Asia, Bangkok, Thailand (October 2004)
- Canada Power, Toronto, Canada (October 2004)
- Power-Gen International Conference, Orlando, Florida (December 2004)
- 501F User’s Group Annual Conference, San Francisco, California (March 2005)
- Electric Power 2005 Conference, Chicago, Illinois (April 2005)
- GE 7FA User’s Group Annual Conference, Atlanta, Georgia (May 2005)
- ASME Turbo Expo Conference, Reno, Nevada (June 2005)
- European O&M Conference, London, United Kingdom (October 2005)
- Power-Gen International Conference, Las Vegas, Nevada (December 2005)
- Electric Power 2007 Conference, Baltimore, Maryland (May 2007)
- Power-Gen Europe Conference, Cologne, Germany (May 2009)
- 501F User’s Group Annual Conference, Orlando, Florida (February 2010)
- Power-Gen International, Orlando, Florida (December 2010)
- 501F User's Group Annual Conference, Tampa, Florida (February 2012)
- 501F User's Group Annual Conference, Charlotte, North Carolina (March 2013)
- EUCI Conference, Atlanta, Georgia (September 2017)
Articles
We regularly author articles in major energy industry publications regarding LTSA matters. These include:
- "Your LTSA is Ending, What Should You Do?", Power Engineering Magazine (December 2010)
- “Minding the Gap” (re: Strategies on Turbine Contracts, EPC and LTSAs to Protect an Owner), Power Engineering Magazine (June 2005)
- “Avoiding Pitfalls in Service Contracts,” Turbomachinery International Magazine (October 2004)
- “Avoiding the Pitfalls – Plant Servicing Contracts,” Power Engineering International Magazine (May 2004)
- “How to negotiate LTSAs Like a Pro,” Power Magazine (June 2004)
- “LTSAs: Avoiding Costly Pitfalls,” International Power Generation Magazine (May 2004)
- “Long Term Service Agreements: Top Ten Contractual Pitfalls and How to Avoid Them,” Power Engineering Magazine (February 2003)
O&M and Other Maintenance Agreements
As seasoned power project development attorneys, we have for many years helped our clients’ structure, draft, and negotiate short and long-term agreements for the operation and maintenance (including routine maintenance and/or major maintenance) of their power generation facilities. We are intimately familiar with the fundamental details of these agreements, including the critical concepts underlying the various potential payment and risk allocation structures. Mercer Thompson has served as counsel to a wide variety of clients in connection with the preparation and negotiation of O&M Agreements and Maintenance Agreements for:
- a 2,430 MW nuclear power plant in Georgia
- a 1,026 MW nuclear power plant in Wisconsin
Fossil-Fuel Projects
- a 3,520 MW coal-fired power plant in Georgia
- a 1,116 MW simple and combined cycle natural gas plant in Virginia
- a 1,875 MW combined-cycle facility in Ohio
- a 1,000 MW combined-cycle facility in Pennsylvania
- a 975 MW combined-cycle facility in Pennsylvania
- a 950 MW combined-cycle facility in Pennsylvania
- a 950 MW combined-cycle facility in Ohio
- a 950 MW combined-cycle facility in Ohio
- a 625 MW combined-cycle facility in West Virginia
- a 600 MW combined-cycle facility in Missouri
- a 600 MW gas-fired power project in Louisiana
- a 600 MW combined-cycle facility in Pennsylvania
- a 548 MW gas-fired power project outside Little Rock, Arkansas
- a 300 MW gas-fired power project in New Jersey
- a 200 MW simple-cycle facility in Massachusetts
- a 200 MW simple-cycle facility in Michigan
- a 160 MW simple-cycle facility in Massachusetts
- a 100 MW simple-cycle facility in Jamaica
- a 60 MW oil-fired combustion turbine in Georgia
- a 200 MW wind facility in Reading, Kansas
- a 165 MW wind facility in Wisconsin
- a 148 MW wind facility in Concho County, Texas
- a 145 MW wind facility in Wisconsin
- a 137 MW wind facility in Lewis and Thurston Counties, Washington
- a 125 MW wind facility in Cooke County, Texas
- a 100 MW wind facility in Iowa
- a 100 MW wind facility in Pushmataha County, Oklahoma
- a 49 MW wind facility in Palm Springs, California
- a 40 MW wind facility in Wisconsin
- a 175 MW solar photovoltaic facility in Imperial Valley, California
- a 125 MW solar photovoltaic facility in Arlington Valley, Arizona
- a 20 MW solar PV project in Nevada
- a 20 MW solar photovoltaic facility in Kern County, California
- a 10 MW solar PV facility in Dover, Delaware
- a 50 MW biomass-fueled cogeneration facility in Wisconsin
- a 20 MW biomass facility outside of Chicago, Illinois
Battery Energy Storage Projects
- an 800 MWh battery energy storage project in Contra Costa, California
- a 352 MWh battery energy storage project in Kern County, California
- a 125 MWh battery energy storage project in Imperial County, California
- a 60 MWh battery energy storage project in Goleta, California
- a 30 MWh battery energy storage project in Kern County, California