20240227IPC to Staff 1-10 (redacted).pdf

DONOVAN WALKER
Lead Counsel
[e-mail]

February 27, 2024

VIA ELECTRONIC MAIL

Commission Secretary
Idaho Public Utilities Commission
11331 West Chinden Blvd., Building 8
Suite 201-A
Boise, Idaho 83714

Re: Case No. IPC-E-24-01
Idaho Power Company’s Application for Approval of a Power Purchase
Agreement with PVS 2, LLC

Dear Commission Secretary:

Attached for electronic filing is the redacted version of Idaho Power Company’s
Response to the Confidential First Production Request of the Commission Staff in the
above-entitled matter.

The confidential version of Idaho Power Company’s Response to the Confidential
First Production Request of the Commission Staff, along with Confidential Attachment No.
4, will be provided through the secure FTP site, wherein login information will be shared
via email to those who have signed the Protective Agreement.

Please feel free to contact me directly with any questions you might have about this filing.

Very truly yours,

Donovan Walker

DEW:cd
Enclosures
RECEIVED
Tuesday, February 27, 2024 4:51PM
IDAHO PUBLIC
UTILITIES COMMISSION
IDAHO POWER COMPANY’S RESPONSE TO THE CONFIDENTIAL FIRST PRODUCTION REQUEST
OF THE COMMISSION STAFF – 1
DONOVAN E. WALKER (ISB No. 5921)
Idaho Power Company
1221 West Idaho Street (83702)
P.O. Box 70
Boise, Idaho 83707
Telephone: [phone]
Facsimile: [phone]
[e-mail]

Attorney for Idaho Power Company

BEFORE THE IDAHO PUBLIC UTILITIES COMMISSION

IN THE MATTER OF IDAHO POWER
COMPANY’S APPLICATION FOR
APPROVAL OF A POWER PURCHASE
AGREEMENT WITH PVS 2, LLC.
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CASE NO. IPC-E-24-01

IDAHO POWER COMPANY’S
RESPONSE TO THE
CONFIDENTIAL FIRST
PRODUCTION REQUEST OF
THE COMMISSION STAFF

COMES NOW, Idaho Power Company (“Idaho Power” or “Company”), and in
response to the Confidential First Production Request of the Commission Staff to Idaho
Power Company dated February 6, 2024, herewith submits the following information:

IDAHO POWER COMPANY’S RESPONSE TO THE CONFIDENTIAL FIRST PRODUCTION REQUEST
OF THE COMMISSION STAFF – 2
STAFF REQUEST FOR PRODUCTION NO. 1: Please respond to the following
regarding the selection of PVS 2 for Brisbie.
a. Please explain how PVS 2 was selected for Brisbie.
b. Please explain how many candidate projects were available for selection.
c. Please compare this selection process and the Company's Request for
Proposals ("RFP") process and explain the difference.
d. Please explain how the Company's process for selecting resources for
Brisbie will not favor Brisbie at the expense of higher cost resources
available for system needs.
RESPONSE TO STAFF’S REQUEST FOR PRODUCTION NO. 1:
a. Consistent with the terms of the Special Contract between Idaho Power and
Brisbie, LLC (“Brisbie”), PVS 2, LLC (“PVS 2”) was identified as a resource by
Brisbie and brought to Idaho Power. It is the same developer as Pleasant
Valley Solar, LLC (“Pleasant Valley Solar”), which was identified and brought
to Idaho Power in the same manner and approved by Commission Order No.
35739 in Case No. IPC-E-22-29. Brisbie has a dedicated renewable energy
team with significant experience in working with developers across the country
to identify projects that meet Brisbie’s goal to support 100 percent of its
operations through the addition of new renewable resources.
b. Please see the Company’s response to part (a) above. Idaho Power did not
conduct a competitive solicitation for the PVS 2 resource, although it is Idaho
Power’s understanding that Brisbie conducted its own request for proposals
(“RFP”) process to evaluate potential renewable projects.

IDAHO POWER COMPANY’S RESPONSE TO THE CONFIDENTIAL FIRST PRODUCTION REQUEST
OF THE COMMISSION STAFF – 3
c. The selection process for PVS 2 is described in parts (a) and (b) above and
part (d) below. Meanwhile, Idaho Power’s system resource RFPs are heavily
documented through Certificate of Public Convenience and Necessity filings
and adhere to the required Public Utility Commission of Oregon procurement
rules. Because PVS 2 was not considered for Idaho Power’s RFPs, the
selection processes differed as such.
d. The pricing mechanisms in Brisbie’s approved Special Contract assure that
Brisbie is responsible for the cost of the PVS 2 resource and that other
customers are not harmed by the same. Per Article 7, specifically Section 7.1:
Solicitation of Projects, in the Brisbie Energy Service Agreement,1 either the
customer or Idaho Power may bring renewable projects to the table for
consideration and negotiation. In the case of PVS 2, the customer did bring
forward this project. As such, the project was not considered in Idaho Power’s
various requests for proposals as a low-cost resource for Idaho Power system
needs.
The response to this Request is sponsored by Donovan Walker, Lead Counsel,
Idaho Power Company.

1 Filed confidentially in Case No. IPC-E-21-42.

IDAHO POWER COMPANY’S RESPONSE TO THE CONFIDENTIAL FIRST PRODUCTION REQUEST
OF THE COMMISSION STAFF – 4
STAFF REQUEST FOR PRODUCTION NO. 2: The Application states that "either
Brisbie or Idaho Power may solicit and present Renewable Resource Projects either from
third-party developers or as Idaho Power-owned resources for negotiation and
procurement to meet Brisbie's load under the ESA." Please respond to the following.
a. Please explain the resource selection process for Company-owned
resources for Brisbie.
b. Please compare this process in Part a. to the selection process the
Company uses to acquire Company-owned resources used to serve its
system and provide any differences in how resource costs and benefits are
evaluated.
RESPONSE TO STAFF’S REQUEST FOR PRODUCTION NO. 2:
a. This is largely hypothetical, as the Company has not proposed any Company-
owned resources applicable to the Brisbie, LLC (“Brisbie”) Special Contract.
The Special Contract does reserve the right for Idaho Power to propose and/or
identify incremental renewable resource projects, including Company-owned
projects, to serve Brisbie’s load under the same pricing mechanisms as
projects identified by Brisbie, insulating other customers from the cost.
b. The processes are not comparable. Please see the Company’s Response to
parts (a) and (b) of Staff’s Request No. 1 above.
The response to this Request is sponsored by Donovan Walker, Lead Counsel,
Idaho Power Company.

IDAHO POWER COMPANY’S RESPONSE TO THE CONFIDENTIAL FIRST PRODUCTION REQUEST
OF THE COMMISSION STAFF – 5
STAFF CONFIDENTIAL REQUEST FOR PRODUCTION NO. 3: The Contract
between Brisbie and the Company required that

Special Contract at 25.
Please explain whether this requirement has been met for the PVS 2 PPA.

RESPONSE TO STAFF’S REQUEST FOR PRODUCTION NO. 3:
This requirement has been met. Brisbie, LLC (“Brisbie”) posted security in the form
of a parent guaranty from Meta Platforms, Inc., in the amount of

The response to this Request is sponsored by Donovan Walker, Lead Counsel,
Idaho Power Company.

IDAHO POWER COMPANY’S RESPONSE TO THE CONFIDENTIAL FIRST PRODUCTION REQUEST
OF THE COMMISSION STAFF – 6
STAFF CONFIDENTIAL REQUEST FOR PRODUCTION NO. 4: The Special
Contract

Special Contract at 25.
Please respond to the following.
a. Please explain the value of the Guaranty associated with the PVS 2.
b. Please explain how the value of the Guaranty was determined and whether
it uses (a.) or (b.) as defined above.
c. Please define "market price" and explain specifically what market price is
used out of AURORA.
d. Does the modeled market price reflect Washington's Climate Commitment
Act ("CCA") costs? Please explain.
e. Please confirm that the currently acknowledged IRP referred to the 2021
IRP, which used the 50th percentile of load forecast. If not, please explain.
RESPONSE TO STAFF’S REQUEST FOR PRODUCTION NO. 4:
a. Meta Platforms, Inc. delivered an executed Parent Guaranty for the PVS 2,
LLC Power Purchase Agreement (“PPA”) in the amount of

b. Please see the confidential file labeled “Confidential Attachment –
Response to Staff’s Request No. 4” for the workpaper calculating the
capped amount.
c. The “market price” is the Mid-C price output from the 2021 Integrated
Resource Plan (“IRP”) Preferred Portfolio model.

IDAHO POWER COMPANY’S RESPONSE TO THE CONFIDENTIAL FIRST PRODUCTION REQUEST
OF THE COMMISSION STAFF – 7
d. While the 2021 IRP model included the resource requirements associated
with legislation and Renewable Portfolio Standards from utilities and states
throughout the Western Electricity Coordinating Council (“WECC”), the
costs for other utilities and jurisdictions to meet those requirements were
not included.
e. The currently acknowledged IRP refers to the 2021 IRP, which uses a 50th
percentile load forecast.
The response to this Request is sponsored by Grant Anderson, Regulatory
Consultant, and Jared Hansen, Resource Planning Leader, Idaho Power Company.

IDAHO POWER COMPANY’S RESPONSE TO THE CONFIDENTIAL FIRST PRODUCTION REQUEST
OF THE COMMISSION STAFF – 8
STAFF REQUEST FOR PRODUCTION NO. 5: Section 1.9 of the PPA defines
"Capacity Rights". Please explain what "Capacity Rights" means for the PVS 2 project.
RESPONSE TO STAFF’S REQUEST FOR PRODUCTION NO. 5:
Section 1.9 of the Power Purchase Agreement (“PPA”) states:
“Capacity Rights” means any current or future defined
characteristic, certificate, tag, credit, reactive power, ancillary
service or attribute thereof, or accounting construct, including
any of the same counted towards any current or future
resource adequacy or reserve requirements, associated with
the electric generation capability and capacity of the Facility
or the Facility’s capability and ability to produce energy.
Capacity Rights are measured in MW and do not include any
Tax Credits, or any other tax incentives existing now or in the
future associated with the construction, ownership or
operation of the Facility.
Capacity Rights convey to Idaho Power all the current and future benefits of a
capacity resource on the Idaho Power system, including its capacity and ancillary
services. Capacity Rights are referenced in Sections 5.7, 5.8, 6.1, 6.4, 7.10.8, 12.1.2,
12.2.3, and 13.1.5. Capacity Rights are generally mentioned as being purchased,
transferred, and included along with Net Output and Green Tags.
The response to this Request is sponsored by Donovan Walker, Lead Counsel,
Idaho Power Company.

IDAHO POWER COMPANY’S RESPONSE TO THE CONFIDENTIAL FIRST PRODUCTION REQUEST
OF THE COMMISSION STAFF – 9
STAFF REQUEST FOR PRODUCTION NO. 6: Please explain whether and how
Washington's CCA affects this PPA.
RESPONSE TO STAFF’S REQUEST FOR PRODUCTION NO. 6:
Washington’s Climate Commitment Act (“CCA”) has no identified direct effect on
this Power Purchase Agreement (“PPA”). Further, to avoid any potential impacts, Section
1.78 of the PPA in defining “Market Price Index” provides a qualification referencing a
price for energy that is not delivered to a final point of delivery in a balancing authority
area located entirely in Washington.
The response to this Request is sponsored by Donovan Walker, Lead Counsel,
Idaho Power Company.

IDAHO POWER COMPANY’S RESPONSE TO THE CONFIDENTIAL FIRST PRODUCTION REQUEST
OF THE COMMISSION STAFF – 10
STAFF REQUEST FOR PRODUCTION NO. 7: Given Section 4.7 of the PPA,
please explain how Delay Damages and Deficit Damages are calculated and provide
examples to illustrate the calculations.
RESPONSE TO STAFF’S REQUEST FOR PRODUCTION NO. 7:
Section 4.7 of the Power Purchase Agreement (“PPA”) does not set forth the
calculation of Delay and Deficit Damages. It sets forth the legal standards for those
calculations being classified as liquidated damages, being the exclusive remedy for a
delay in achieving Commercial Operation or failure to reach Final Completion based upon
100 percent of the Expected Nameplate Capacity Rating, and states that it does not limit
Idaho Power’s termination rights for failure to achieve Commercial Operation by the
Guaranteed Commercial Operation Date.
Delay Damages are defined in Section 1.24 of the PPA: “’Delay Damages’ means
for any given day the amount equal to $400 multiplied by the Expected Nameplate
Capacity Rating in MW.”
Deficit Damages are defined in Section 1.23 of the PPA: “’Deficit Damages” means
a one-time payment equal to (a) the difference between (i) Expected Nameplate Capacity
Rating and (ii) the Nameplate Capacity Rating of the Facility on the 120th day after the
Guaranteed Commercial Operation Date, stated in MWs, multiplied by (b) $150,000.”
These calculations are liquidated damages calculations.
The response to this Request is sponsored by Donovan Walker, Lead Counsel,
Idaho Power Company.

IDAHO POWER COMPANY’S RESPONSE TO THE CONFIDENTIAL FIRST PRODUCTION REQUEST
OF THE COMMISSION STAFF – 11
STAFF REQUEST FOR PRODUCTION NO. 8: Please list all the reasons that
Non-Compensable Curtailment can occur and explain how Non-Compensable
Curtailment is used for each purpose.
RESPONSE TO STAFF’S REQUEST FOR PRODUCTION NO. 8:
Non-Compensable Curtailment is defined in Section 5.4.1 of the Power Purchase
Agreement (“PPA”), which sets forth the reasons that Non-Compensable Curtailment can
occur, each of which is evident within the definition. If any of the circumstances identified
in Section 5.4.1 (a) through (d) of the PPA were to occur, then such curtailment of delivery
would be Non-Compensable.
Non-Compensable Curtailment. Idaho Power shall not be
obligated to purchase, receive, pay for, or pay any damages
associated with, Net Output if such Net Output is not delivered
to the System or Point of Delivery for any of the following
reasons: (a) the interconnection between the Facility and the
System is disconnected, suspended or interrupted, in whole
or in part, consistent with the terms of the Generator
Interconnection Agreement, (b) the Market Operator,
Transmission Provider or Network Service Provider directs a
general curtailment, reduction, or redispatch of generation in
the area, (which would include the Net Output) for any reason
(excluding curtailment of purchases for general economic
reasons unilaterally directed by the Market Operator or Idaho
Power acting solely outside the Idaho Power Transmission
function), even if and no matter how such curtailment or
redispatch directive is carried out by Idaho Power, which may
fulfill such directive by acting in its sole discretion; or if Idaho
Power curtails or otherwise reduces the Net Output in any way
in order to meet its obligations to the Market Operator,

IDAHO POWER COMPANY’S RESPONSE TO THE CONFIDENTIAL FIRST PRODUCTION REQUEST
OF THE COMMISSION STAFF – 12
Transmission Provider or Network Service Provider to operate
within system limitations or otherwise, (c) the Facility’s Output
is not received because the Facility is not fully integrated or
synchronized with the System, or (d) an Event of Force
Majeure prevents either Party from delivering or receiving Net
Output (each of the foregoing a “Non-Compensable
Curtailment”).
The response to this Request is sponsored by Donovan Walker, Lead Counsel,
Idaho Power Company.

IDAHO POWER COMPANY’S RESPONSE TO THE CONFIDENTIAL FIRST PRODUCTION REQUEST
OF THE COMMISSION STAFF – 13
STAFF REQUEST FOR PRODUCTION NO. 9: Please confirm that according to
Section 7.1 of the PPA as long as the As-built Supplement reflects the actually built
Facility, even if it does not reflect the approved description in Exhibit 2, the As-built
Supplement will be deemed approved by the Parties without Commission approval. If
confirmed, please explain why Commission approval is not needed for the As-built
Supplement that deviates from the approved description in Exhibit 2.
RESPONSE TO STAFF’S REQUEST FOR PRODUCTION NO. 9:
Nothing in the Power Purchase Agreement (“PPA”) is aimed at circumventing
Commission approval of the PPA. The As-built Supplement is anticipated to be a more
detailed description than, and not necessarily contradictory to, the very general
description in Exhibit 2. Once the project is completed, the As-built Supplement, as stated
in Section 7.1, it becomes Exhibit 16 to the PPA. Section 7.1 and the provision of as As-
built Supplement is industry-standard language included in non-Public Utility Regulatory
Policies Act PPAs executed by the Company, including the very same provision in the
Pleasant Valley Solar, LLC (“Pleasant Valley Solar”) PPA previously approved by the
Commission in Case No. IPC-E-22-29. The project still must be constructed in
accordance with the Expected Nameplate Capacity Rating of 125 megawatts (“’MW”)
alternating current (Section 1.87, Nameplate Capacity Rating shall not exceed the
Expected Nameplate Capacity Rating) and provide the Expected Energy and meet all
other material terms and conditions set forth throughout the PPA. If the As-built
Supplement differed in a material way such that it was changing what was contracted for
then it would require an Amendment that would come before the Commission for review.
The response to this Request is sponsored by Donovan Walker, Lead Counsel,

IDAHO POWER COMPANY’S RESPONSE TO THE CONFIDENTIAL FIRST PRODUCTION REQUEST
OF THE COMMISSION STAFF – 14
Idaho Power Company.

IDAHO POWER COMPANY’S RESPONSE TO THE CONFIDENTIAL FIRST PRODUCTION REQUEST
OF THE COMMISSION STAFF – 15
STAFF REQUEST FOR PRODUCTION NO. 10: Please explain whether Section
7.8 of the PPA creates an opportunity for the Seller to increase nameplate capacity rating
without Commission approval.
RESPONSE TO STAFF’S REQUEST FOR PRODUCTION NO. 10:
No, Section 7.8 does not “create an opportunity for the Seller to increase the
nameplate capacity rating without Commission approval.” It specifically states that there
is to be no increase in the Nameplate Capacity Rating. If Idaho Power were to consent
to any increase in Nameplate Capacity Rating, it would require an Amendment that would
go before the Commission for review.
7.8 No Increase in Nameplate Capacity Rating. Without
limiting Section 8 or any restrictions herein on Nameplate
Capacity Rating, Seller may not increase the ability of the
Facility to deliver Net Output in quantities in excess of the
Maximum Delivery Rate through any means, including
replacement or modification of Facility equipment or related
infrastructure, without consent of Idaho Power, which Idaho
Power may grant or withhold in its sole and absolute
discretion.
The response to this Request is sponsored by Donovan Walker, Lead Counsel,
Idaho Power Company.

IDAHO POWER COMPANY’S RESPONSE TO THE CONFIDENTIAL FIRST PRODUCTION REQUEST
OF THE COMMISSION STAFF – 16
Respectfully submitted this 27th day of February 2024.

DONOVAN E. WALKER
Attorney for Idaho Power Company

IDAHO POWER COMPANY’S RESPONSE TO THE CONFIDENTIAL FIRST PRODUCTION REQUEST
OF THE COMMISSION STAFF – 17
CERTIFICATE OF SERVICE

I HEREBY CERTIFY that on the 27th day of February 2024, I served a true and
correct copy of the within and foregoing IDAHO POWER COMPANY’S RESPONSE TO
THE CONFIDENTIAL FIRST PRODUCTION REQUEST OF THE COMMISSION STAFF
upon the following named parties by the method indicated below, and addressed to the
following:

Adam Triplett
Deputy Attorney General
Idaho Public Utilities Commission
Po Box 83720
Boise, Idaho 83720-0074

Emailed to:
[e-mail]
________________________________
Christy Davenport, Legal Assistant