20070730_2006.pdf

DECISION MEMORANDUM
TO:COMMISSIONER KJELLANDER
COMMISSIONER SMITH
COMMISSIONER REDFORD
COMMISSION SECRETARY
LEGAL
WORKING FILE
FROM:RICK STERLING
SCOTT WOODBURY
DATE:JULY 25, 2007
RE:CASE NO. IPC-06-35 (Idaho Power)
FIRST AMENDMENT TO BENNETT CREEK WINDF ARM FIRM
ENERGY SALES AGREEMENT
On July 11 , 2007, Idaho Power Company (Idaho Power; Company) submitted for
Commission approval an amendment (First Amendment) to the December 20, 2006, Firm
Energy Sales Agreement (Agreement) between Idaho Power and Bennett Creek Windfarm LLC
(Bennett Creek). The original Agreement was approved on February 20, 2007 , in Order No.
30245 (Order). Idaho Power and Bennett Creek desire to amend the Agreement to (1) revise the
wind turbine manufacturer and specifications; (2) revise the scheduled operation date; and (3)
provide liquid security in the amount of estimated Delay Damages.
BACKGROUND
In the original Agreement, Bennett Creek selected December 31 , 2007 as the
estimated scheduled operation date for the Bennett Creek Windfarm Project (Project). The
Agreement contains provisions that require the Project to pay Idaho Power liquidated damages if
the Project comes online after December 31 , 2007 (Delay Damages). The Delay Damages will
accrue for a period of up to ninety days. (Agreement Sections 5.6).
In the Order approving the original Agreement, the Commission noted that the
Bennett Creek Windfarm Project had not signed an interconnection agreement at the time of the
Commission s approval of the Agreement. During the negotiation of the Agreement, Bennett
Creek indicated to Idaho Power that it believed that the costs of interconnection would be
DECISION MEMORANDUM - 1 -JULY 25 , 2007
manageable and that the time required for interconnection studies would not adversely impact its
ability to meet the December 31 , 2007 scheduled operation date.
Bennett Creek has now completed initial discussions with Idaho Power s delivery
business unit as required by the Agreement. As a result of those discussions, it has become
apparent that the Bennett Creek Project will require network upgrades in order to accommodate
the Project's generation and that the time required for completion of necessary studies and the
construction of necessary interconnection facilities and network upgrades will delay the Project'
online date beyond the December 31 , 2007 scheduled operation date. Such a delay will trigger
Delay Damages.
Bennett Creek is also now concerned about its ability to absorb all of the network
upgrade costs. Bennett Creek has indicated that the type of settlement that is proposed in Case
No. IPC-06-21 (Cassia Case) will allow it to proceed with its Project. However, until Case
No. IPC-06-21 is resolved; Bennett Creek is reluctant to proceed.
FIRST AMENDMENT
1. Wind Turbine Manufacturer and Specifications
The delay in interconnection of the Project has caused Bennett Creek's investor and
wind turbine supplier to reallocate the project's turbines to another project. Bennett Creek must
now wait for the next available turbines, which are due before the end of the year. One of the
new turbine options requires a modification of the type and size of wind turbines allowed under
the Agreement. The First Amendment reflects this change in turbine manufacturer and size.
also recognizes that the turbine market is volatile and additional changes in turbine configuration
may be required in the future.
2. Scheduled Operation Date
In light of the foregoing, Bennett Creek has requested that Idaho Power agree to
amend the Agreement to extend the scheduled operation date for a period of approximately one
year. Bennett Creek believes this time is necessary to ensure that it will be able to meet the
revised scheduled operation date and give the Project the opportunity to avoid the payment of
Delay Damages.
3. Liquid Security
Idaho Power states that it is willing to enter into the First Amendment for two
reasons. First, in exchange for this Amendment, Bennett Creek is willing to provide Idaho
DECISION MEMORANDUM - 2 -JUL Y 25 , 2007
Power with liquid security in an amount sufficient to cover the liquidated Delay Damages. This
provision is not currently included in this or other QF contracts and Idaho Power believes that
the inclusion of this provision provides value for the Company and its customers. Second, Idaho
Power is aware of two other wind projects in the same area facing similar delays due to
unanticipated (by the developer) interconnection delays (Bennett Creek; Alkali Wind). If the
Commission concurs, Idaho Power indicates that it will propose a similar resolution for those
projects.
The Bennett Creek and Hot Springs contracts were the first wherein the firm energy
sales agreements will be separate from the interconnection agreements. When power sales
agreements are approved first, without signed transmission interconnection agreements, projects
can be delayed and necessitate later amendments to firm energy sales agreements. FERC's
Standard of Conduct rules make it impossible for the Company s power supply business unit to
independently confirm the reasonableness of the QF developer s selection of a particular date for
scheduled operation. To address this problem in the future, Idaho Power states that it has
implemented new contract procedures. As a result, Idaho Power states that it will now be the
policy of the power supply business unit not to sign firm energy sales agreements until the QF
project developer can demonstrate that it has completed its interconnection application to the
extent that the scheduled operation date is unlikely to be modified due to delays in the
interconnection study and transmission construction process. This is the only way that the
Company can be reasonably certain that the scheduled operation dates selected by the QF
developer are realistic.
COMMENTS OF IDAHO WINDS LLC
Idaho Winds LLC is the developer of Alkali Wind Farm (IPC-06-36; Order No.
30253), a PURP A qualified facility with an Idaho Power contract. The Alkali project (Project)
faces similar obstacles to meeting its online date due to unanticipated interconnection delays.
Idaho Winds is currently engaged in discussion with the Idaho Power delivery business unit and
like Hot Springs and Bennett Creek, it has become apparent that Alkali will require network
upgrades in order to accommodate the Project's generation and the time required for completion
of necessary studies and the construction of necessary interconnection facilities and network
upgrades will delay this Project's online date beyond the December 31 , 2007 Scheduled
Operation Date, triggering Delay Liquidated Damages.
DECISION MEMORANDUM - 3 -JULY 25 , 2007
Idaho Winds believes that the Delay Liquidated Damages provlSlon of Alkali
Project's contract is adequate to protect Idaho Power and its customers and objects to Idaho
Power s proposal to require Delay Security from Idaho Winds and its PPA, or upon any other
developer in a similar situation.
STAFF ANALYSIS
Staff has no objection to amending the Agreement to reVIse the wind turbine
manufacturer and specifications. The particular turbine manufacturer and specifications are not
critical, and do not change the energy product Idaho Power will be purchasing under the
Agreement.
As a condition of the one-year contract extension, the parties propose extending the
scheduled operating date by approximately one year. Because both Idaho Power and Bennett
Creek are in agreement, Staff does not oppose the proposed changes. Unlike most of the other
wind contracts wherein the projects have yet to come online, this Agreement contains liquidated
damages provisions in the event of delays in achieving the expected online date.
Staff believes strongly that approval of the First Amendment should not carry with it
either explicit or implicit approval of any terms of interconnection.The Interconnection
Agreement, which is yet to be signed, and the Firm Energy Sales Agreement are clearly two
separate agreements. The Bennett Creek project is not included in the "Twin Falls" cluster and
will not be included in a settlement stipulation in the Case IPC-06-24; therefore, whether any
terms of the proposed settlement in the pending IPC-06-24 case relating to QF interconnection
can be applied to this project is yet to be determined. Staff expects that a separate
interconnection agreement for this project will be submitted for Commission approval at a later
date.
Bennett Creek agrees to provide liquid security in the amount of estimated Delay
Damages. Staff has no objection to this change in security. Idaho Power states that if the
Commission concurs, Idaho Power would propose a similar resolution for other wind projects in
the same vicinity that are facing similar transmission interconnection delays. Although Staff
does not have any particular objections to proposals for similar resolutions for other projects
Staff wishes to make it clear that it does not believe that Commission approval of the Bennett
Creek First Amendment should be interpreted by the Company as blanket approval for any other
DECISION MEMORANDUM - 4 -JULY 25, 2007
wind contracts. Staff recommends that the Commission decline to comment on this proposal of
the Company.
ST AFF RECOMMENDATION
Staff recommends that the Commission issue an Order: (1) approving the First
Amendment to the Firm Energy Sales Agreement (Attachment 1) without change or condition;
and (2) confirming that the costs associated with the Agreement as amended will be approved as
prudent expenditures for ratemaking purposes as originally provided in Order No. 30245. Staff
recommends that the Commission decline to comment on the Company s proposal to use the
Liquid Security" amendment to the online delay damages provision agreed to by the contract
parties in this case as a template for other instances of QF failure to achieve scheduled operation
dates.
COMMISSION DECISION
The underlying Agreement between Idaho Power and Bennett Creek was approved on
February 20, 2007, in Order No. 30246 (Order). Idaho Power and Bennett Creek desire in this
case to amend the Agreement to (1) revise the wind turbine manufacturer and specifications; (2)
revise the scheduled operation date; and (3) provide liquid security in the amount of estimated
Delay Damages. Staff recommends that the First Amendment be approved.
Does the Commission wish to approve the First Amendment to the Firm Energy Sales
Agreement between Idaho Power and Bennett Creek Windfarm LLC?
Does the Commission agree with Staff s recommendation that the Commission
decline to comment on the Company s proposal to use the "Liquid Security" amendment to the
online delay damages provision agreed to by the contract parties in this case as a template for
other instances of QF failure to achieve scheduled operation dates? Staff has contacted both
Idaho Power and Idaho Winds LLc. Neither party objects to Staffs recommendation. The
respective positions of each need not be resolved in this docket, can be raised later and are
preserved and not waived.
Scott Woodbury
M:IPC-O6-35 _sw2
DECISION MEMORANDUM - 5 -JUL Y 25, 2007