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HomeMy WebLinkAbout20101005Motion to Approve Generator Interconnection.pdfDONOVAN E. WALKER Senior Counsel dwalkertmidahopower.com eslDA~POR~ An IDACORP Company '34 g, \ \ ~ 1\\l~~r\V\;,,¡¿:rC;" C1 - \f\\\.\\ ,1-~ October 5, 2010 VIA HAND DELIVERY Jean D. Jewell, Secretary Idaho Public Utilties Commission 472 West Washington Street P.O. Box 83720 Boise, Idaho 83720-0074 Re: Case No. IPC-E-09-25 IN THE MATTER OF THE APPLICA nON OF IDAHO POWER COMPANY FOR APPROVAL OF A FIRM ENERGY SALES AGREEMENT FOR THE SALE AND PURCHASE OFELECTRIC ENERGY BETWEEN IDAHO POWER COMPANY AND IDAHO WINDS LLC Dear Ms. Jewell: Enclosed for filing please find an original and seven (7) copies of Idaho Power Company's Motion to Approve Generator Interconnection Agreement in the above matter. Iy yours,Ç(;~ onovan E. Walker DEW:csb Enclosures 1221 W. Idaho St. (83702) P.O. Box 70 Boise, ID 83707 DONOVAN E. WALKER (ISB No. 5921) LISA D. NORDSTROM (ISB No. 5733) Idaho Power Company P.O. Box 70 Boise, Idaho 83707 Telephone: (208) 388-5317 Facsimile: (208) 388-6936 dwalkercæidahopower.com Inordstromcæidahopower.com '¥ f'7".; t l' .. pu l.. 'H. 2lllß oe i -:) n '"" v'" Attorneys for Idaho Power Company Street Address for Express Mail: 1221 West Idaho Street Boise, Idaho 83702 BEFORE THE IDAHO PUBLIC UTILITIES COMMISSION IN THE MAnER OF THE APPLICATION ) OF IDAHO POWER COMPANY FOR ) CASE NO. IPC-E-09-25 APPROVAL OF A FIRM ENERGY ) SALES AGREEMENT FOR THE SALE ) MOTION TO APPROVE GENERATOR AND PURCHASE OF ELECTRIC ) INTERCONNECTION AGREEMENT ENERGY BETWEEN IDAHO POWER ) COMPANY AND IDAHO WINDS LLC. ) ) Idaho Power Company ("Idaho Power" or "Company"), in accordance with RP 052 and RP 201, et seq., hereby moves that the Idaho Public Utilties Commission ("IPUC" or "Commission") issue an order approving the Generation Interconnection Agreement ("GIA") between Idaho Winds LLC ("Idaho Winds") and Idaho Power. This Motion is based on the following: 1. The Commission has the authority and jurisdiction to allocate the costs of required transmission upgrades necessary to integrate PURPA generation facilties into Idaho Power's system, either entirely to the PURPA project or by some sharing "formula" MOTION TO APPROVE GENERATOR INTERCONNECTION AGREEMENT - 1 as was done in Case No. IPC-E-06-21 ("the Cassia case"). The Commission has exclusive authority and jurisdiction over the interconnection and allocation of interconnection costs for PURPA Qualifying Facilties ("QF") when an electric utilty is required to interconnect under 18 C.F.R. § 292.303 of the Federal Energy Regulatory Commission's ("FERC") PURPA regulations (Le., when the QF's entire output is sold to a regulated utilty). 18 C.F.R. § 292.306. The Commission has such jurisdiction and authority in this case because the Sawtooth Wind Project is a QF with a Commission-approved Firm Energy Sales Agreement requiring it to sell its entire output to Idaho Power. See Standardization of Generator Interconnection Agreements and Procedures, FERC Stats. & Regs. ,- 31,146 (2003) ("Order No. 2003"); and Standardization of Small Generator Interconnection Agreements and Procedures, FERC Stats. & Regs. ,- 31,180 (2005) (Order No. 2006, p. 135, ,- 516). Under FERC rules, interconnection costs, including all reasonable costs of connection, switching, metering, transmission, distribution, safety provisions, and administrative costs caused solely by such QF interconnection, may be assessed by the IPUC against a QF. 18 C.F.R. §§ 292.306(a), (b); 292.101.7. 2. The Commission has previously approved a Firm Energy Sales Agreement between Idaho Power and Idaho Winds for its Sawtooth Wind Project ("Facilty") pursuant to the Public Utilty Regulatory Policies Act of 1978 ("PURPA"). Order No. 30964. 3. Interconnection of the Facilty is provided at 138 kV at an estimated cost to the Facility of approximately $844,000. The addition of the Sawtooth Wind Facilty requires substantial network transmission system upgrades at an estimated cost of approximately $2,176,000. These upgrades include: (1) reconductor 5.6 miles of the Mountain Home Junction-Upper Salmon 138 kV transmission line from Sailor Creek Tap to Bennett Creek MOTION TO APPROVE GENERATOR INTERCONNECTION AGREEMENT - 2 Tap; (2) reconductorthe first 2.25 miles ofthe Mountain Home Junction-Upper Salmon 138 kV transmission line; (3) increase the size of the Danskin-Mountain Home Junction 138 kV transmission line; (4) increase the Danskin 230/138 kV transformer size from 224 MVA to 300 MVA; and (5) install a sectionalizing breaker at the Bennett Creek Wind Plant substation. The estimated milestone date for construction completion is July 22, 2011. A copy of the Idaho Winds GIA is attached as Attachment No.1. 4. This GIA is the second instance outside of the Twin Falls queue involving PURPA generating facilities subject to Idaho Power's Schedule 72 which involve substantial upgrades to Idaho Power's transmission system. The allocation of costs from the transmission upgrades for the Facilty was not addressed in Commission Order No. 30414 in Case No. IPC-E-06-21 (the Cassia Gulch Wind Park and Cassia Wind Farm case, collectively "the Cassia case"). 5. The first instance where the Commission authorized a sharing formula of transmission upgrade costs outside of the Twin Falls queue was in Case Nos. IPC-E-06-34 and IPC-E-06-35, for Hot Springs Windfarm and Bennett Creek W.indfarm, respectively. These two projects shared the same developer and the interconnection and the same GIA. The Sawtooth Wind Project wil be interconnected to the same transmission line as the Bennett Creek and Hot Springs Wind projects and the network transmission upgrades required wil have a similar impact. Therefore, as a similarly situated project, the parties believe it appropriate to include in the GIA a cost sharing allocation as defined in the Cassia case, and subsequently approved by the Commission for the Bennett Creek/Hot Springs GIA. MOTION TO APPROVE GENERATOR INTERCONNECTION AGREEMENT - 3 6. In the Cassia case, the Commission approved a settlement which implemented a cost-sharing arrangement (the "Cassia Formula") under which Idaho Power wil contribute 25 percent of the cost of the needed transmission upgrades, Cassia wil make a non-refundable 25 percent contribution in aid-of-construction ("CIAC") to support the transmission upgrades, and Cassia wil make an advance in aid-of-construction ("AIAC") for the remaining balance of the cost of the upgrades. The AIAC wil be refunded to Cassia over time if they fully perform their Firm Energy Sales Agreements with Idaho Power. 7. In Order No. 30414, the Commission concluded that use of the Cassia Formula was appropriate for the Cassia Wind Farms as well as the other PURPA generation projects in the Twin Falls 138 kV transmission queue. However, the Commission did not authorize the Company to automatically apply the Cassia Formula in other locations on its system where transmission upgrades would be required. The Commission indicated that application of any terms or conditions approved as a part of the settlement in the Cassia case to other QF interconnection requests "wil depend on the specific characteristics of that situation." (Order No. 30414, p. 11.) 8. In the GIA between Idaho Winds and Idaho Power, the parties have agreed to apply the Cassia Formula to share the costs of the transmission upgrades for the Sawtooth Wind Project. 9. In concluding that it is appropriate to use the Cassia Formula for sharing costs of transmission upgrades for the Sawtooth Facility, Idaho Power applied the Commission's findings and conclusions in Order No. 30414 as follows: MOTION TO APPROVE GENERATOR INTERCONNECTION AGREEMENT - 4 (1) But for the construction of the Sawtooth Wind Project, Idaho Power would not have constructed the transmission upgrades described in Attachment NO.1 to provide adequate service to its native load customers. Therefore, a contribution by the developer of a portion of the transmission upgrade cost is appropriate. (2) Idaho Power believes that in Order No. 30414, the Commission directed Idaho Power to assess the benefits of individual transmission upgrades taking into consideration "the system wide benefits that accrue to all customers on an integrated transmission grid." (Order No. 30414, p. 10.) One way to approach that assessment is to compare the level of benefits that the Sawtooth upgrades wil provide to the system with the level of benefits provided in the Cassia case. The Company acknowledges that it is nearly impossible to precisely quantify the relative system benefits conferred by two distinct and geographically separate transmission upgrades. However, transmission engineers can exercise their judgment and their knowledge of transmission systems they have designed and operate. Based on their informed judgment, Idaho Power's transmission engineers are of the opinion that the transmission upgrades identified in Attachment No. 1 wil provide different benefits than the transmission system benefits the Cassia upgrades wil provide. Where the Cassia upgrade wil install a new transformer to interconnect the 230 and 138 kV transmission systems in the western portion of the Magic Valley, the improvements contemplated herein wil upgrade (replace the line conductor) and update (replace poles, insulators and hardware not capable of supporting the larger conductor) two older transmission lines and increase the size of a 230/138 transformer from 224 MVA to 300 MVA. The required 300 MVA capacity matches several recent installations across other parts of Idaho Power's system (Nampa, Locust, and Bowmont) and will match the planned King transformer installation. Idaho Power gains operational and maintenance benefits by having the same size transformers across its system. Previous projects are responsible for the cost associated with the installation of the transformer at 224 MVA. Some facilties on the lines interconnecting the Sawtooth Project may have been providing service since as early as 1921. The use of the Cassia Formula is reasonable in this circumstance. MOTION TO APPROVE GENERATOR INTERCONNECTION AGREEMENT - 5 (3) The Company is also of the opinion that the application of the Cassia Formula in this case wil maintain the balance between "the benefits accruing to the customers of the grid with the cost responsibilty of the QF necessitating the timing and the construction of the upgrade." (Order No. 30414, p. 11). (4) Sawtooth, like the QF projects in the Twin Falls queue, wil displace or defer the need for other or similar generation projects in the Company's Integrated Resource Plan that would likely require related transmission investment by the Company. (Order No. 30414, p. 11). (5) Idaho Power believes that application of the Cassia Formula in this instance wil allow it to successfully defend a comparability claim brought by a Federal Energy Regulatory Commission ("FERC") jurisdictional customer claiming that Idaho Power and the Commission had given unlawful, preferential treatment to QF resources. 10. Idaho Power requests that the Commission process this Motion by Modified Procedure in accordance with RP 201, et seq. 11. Communications and service of pleadings, exhibits, orders, and other documents relating to this proceeding should be sent to the following: Donovan E. Walker, Senior Counsel Lisa D. Nordstrom, Lead Counsel Idaho Power Company 1221 West Idaho Street P.O. Box 70 Boise, Idaho 83707 dwalkercæidahopower.com Inordstromcæidahopower.com Dave Angell Delivery Planning Manager Idaho Power Company 1221 West Idaho Street P.O. Box 70 Boise, Idaho 83707 dangeiicæidahopower.com CONCLUSION For the reasons cited herein, Idaho Power respectfully submits that the enclosed Generator Interconnection Agreement is consistent with Schedule 72, Commission Order No. 30414, and is in the public interest. The Company hereby requests that the Commission issue its order: (1) processing this case by Modified Procedure in accordance MOTION TO APPROVE GENERATOR INTERCONNECTION AGREEMENT - 6 with RP 201, et seq., and (2) approving the Idaho Winds Sawtooth Wind Project Generator Interconnection Agreement without change or condition. Respectfully submitted this 5th day of October 2010. &~ Attorney for Idaho Power Company MOTION TO APPROVE GENERATOR INTERCONNECTION AGREEMENT - 7 CERTIFICATE OF SERVICE I HEREBY CERTIFY that on this 5th day of October 201 0 I served a true and correct copy of the MOTION TO APPROVE GENERATOR INTERCONNECTION AGREEMENT upon the following named parties by the method indicated below, and addressed to the following: Commission Staff Scott Woodbury Deputy Attorney General Idaho Public Utilties Commission 472 West Washington Street Post Offce Box 83720 Boise, Idaho 83720-0074 -- Hand Delivered U.S. Mail _ Overnight Mail FAX i Email Scott.woodburycæpuc.idaho.gov Idaho Winds LLC Ryan McGraw General Counsel for Idaho Winds LLC Tracy, California Hand Delivered U.S. Mail _ Overnight Mail FAX -- Email rmcæpowerworks.com ¿j~Donovan E. Walker MOTION TO APPROVE GENERATOR INTERCONNECTION AGREEMENT - 8 BEFORE THE IDAHO PUBLIC UTiliTIES COMMISSION CASE NO. IPC-E-09-25 IDAHO POWER COMPANY .. ATTACHMENT NO.1 Idaho Power Company Generator Interconnection Agreement # 317 I.P.U.C. No. 29. Tariff No. 101 GENERATOR INTERCONNECTION AGREEMENT Schedule 72 (PURPA) Sawtooth Wind Project Project # 317 22MW Idaho Power Company Generator Interconnection Agreement # 317 I.P.U.C. No. 29. Tarif No. 101 TABLE OF CONTENTS RECITALS.............................................................................................................................................1 AGREEMENTS. .............. ........ ........................... ......................... ....... ........ ........................ ...... ....... ...... 1 1. Capitalized Terms...................... ............................................................................. ............. 1 2. Terms and Conditions ..........................................................................................................1 3. This Agreement is not an agreement to purchase Sellets power. ........................ ........... ..... 1 4. Attachments......................................................................................................................... 1 5. ~ffective Date, Term, Termination and Disconnection. ......................................................... 2 5.1 Term of Agreement. ............................................................................................................2 5.2 Termination. .........................................................................................................................2 5.3 TemporarY Disconnection. ..................................................................................................2 6. Assignment Liability, Indemnity, Force majeure, Conseuential Damages and Default. ...... 5 7. Insurance. ............................................................................................................................ 6 8. Miscellaneous.......................................................................................................................7 9. Notices. ..................................................................................................,.............................7 10. Signatures. ...........................................................................................................................8 Attachment 1 .................................................................,....................................................................... 1 Attachment 2 ... ..... ...... .... .... ...... ........ ......... ....................... .............. ............ ........ ....... .............. .............. 1 Attachment 3 ......................................................................................................................................... 1 Attachment 4 ...................................................................................... .................................................., 1 Attachment 5 .........................................................................................................................................1 Attachment 6 ......................................................................................................................................... 1 Idaho Power Company Generator Interconnection Agreement # 317 I.P.U.C. No. 29, Tarif No. 101 Page 1 of 9 This Generator Interconnection Agreement ("Agreement") under Idaho Power Company's Schedule 72 is effective as of the _ day of September, 2010 between Idaho Winds, LLC ("Seller" or "Interconnection Customer") and Idaho Power Company - Delivery ("Company", or "Transmission Owner"). RECITALS A. Seller will own or operate a Generation Facility that qualifes for service under Idaho Power's Commission--pproved Schedule 72 and any successor schedule. B. The Generation Faciliy covere by this Agrement is mor particularly describe in Attachment 1. AGREEMENTS 1. Capitalized Terms Capitalized terms used herein shall have the same meanings as defined in Schedule 72 or in the body of this Agrement. 2. Terms and Conditions This Agreement and Schedule 72 provide the rates, charges, terms and conditions undr which the Seller's Generation Facility wil interconnect with, and operate in parallel with, the Company's transmission/distribution system. Terms defined in Schedule 72 wil have the same defined meaning in this Agreement. If there is any conflict between the terms of this Agrement and Schedule 72, Schedule 72 shall prevail. 3. This Agreement is not an agreement to purchase Seifer's power. Purchase of Seller's power and other services that Seifer may require wil be covered under separate agreements. Nothing in this Agreement is intended to affec any other agrement between the Company and Seller. 4. Attachments Attached to this Agrement and included by reference are the following: Attachment 1 - Description and Costs of the Generation Faciliy, Intercnnection Facilities, and Metering Equipment. Attachment 2 - One-line Diagram Depicting the Generation Facility, Intercnnection Facilities, Metering Equipment and Upgrades. Attachment 3 - Milestones For Intercnnecng the Generation Facility. Attachment 4 - Additional Operating Requirements for the Company's Transmission System Needed to Support the Seller's Generation FacHity. Attachment 5 - Reactive Power. Attachment 6 - Description of Upgrades required to integrate the Generation Facility and Best Estimate of Upgrade Costs. Idaho Power Company Generator Interconnection Agreement # 317 I.P.U.C. No. 29, Tarif NQ. 101 Page 2 of 9 5. Effective Date, Term. Termination and Disconnecion. 5.1 Term of Agreement. Unless terminated earlier in accoance with the provisions of this Agreement, this Agreement shall become effective on the date specifed above and remain effective as long as Seller's Generation Facility is eligible for service under Schedule 72. 5.2 Termination. 5.2.1 Seller may voluntarily terminate this Agreement upon expiration or termination of an agreement to sell power to the Company. 5.2.2 After a Default, either Part may terminate this Agrement pursuant to Section 6.5. 5.2.3 Upon termination or expiration of this Agreement, the Seller's Generation Facilty will be disconnected fro the Company's transmission/distribution system. The termination or expiration of this Agreement shall not relieve eithr Part of its liabilities and obligations, owed or continuing at the time of the termination. The provisions of this Section shall survive termination or expiration of this Agreement. 5.3 Temporary Disconnection. Temporary disconnection shall continue only for so long as reasonably necessary under "Good Utiity Practice." Good Utilty Practice means any of the practices, methods and acts engaged in or approve by a significant portion of the electric industry during the relevant time peri, or any of the practics, methods and acts which, in the exercise of reasonable judgment in light of the facts known at the time the decision was made, could have been expeted to accmplish the desired result at a reasonable cost consistent with good business practices, reliabilty, safety and expedition. Good Utiliy Practice is not intended to be Iímited to the optimum practic, method, or act to the exclusion of all others, but rather to be acceptable practices, methods, or acts generally accpted in the region. Good Utiliy Practice includes compliance with WECC or NERC reuirements. Payment of lost revenue resultng fro temporary disconnection shall be governed by the power purchase agreement. 5.3.1 Emergency Conditions. "Emergency Condition" means a condition or situation.' (1) that in the judgment of the Part making the claim is imminently likely to endanger life or property; or (2) that, in the case of the Company, is imminently likely (as determined in a non-discriminatory manner) to cause a material advers effect on the security of, or damage to the Company's transmission/distribution system, the Company's Interconnection Facilties or the equipment of the Company's customers; or (3) that, in the case of the Seller, is imminently likely (as determined in a non- discriminatory manner) to cause a material adverse effect on the reliability and securiy of, or damage to, the Generation Facilty or the Seller's Interconnection Faciliies. Under Emergncy Conditios, either the Company or the Seller may immeiately suspend interconnection service and temporarily disconnect the Generation Facilit. The Company shall notif the Seller promptly when it becomes aware of an Emergency Condition that may reasonably be expected to affect the Seller's operation of the Generation Facilit. The Seller shall notif the Company promptly when it becomes aware of an Emergency Conditon that may reasonably be expected to affct the Company's equipment or service to the Company's customers. To the extent information is known, the notifcation shall describe the Emergency Condition, the extent of the damage or deficiency, the expected effect on the operation of both Parties' faciliies and operations, its anticipated duration, and the necssary cove action. 5.3.2 Routine Maintenance, Construction, and Repair. The Company may interrupt interconnection service or curtail the output of the Seller's Generation Facility Idaho Power Company Generator Interconnection Agreement # 317 I.P.U.C. No. 29, Tariff No. 101 Page 30f9 and temporarily disconnect the Generation Facilty from the Company's transmission/distribution system when necessary for routine maintenance, construction, and repairs on the Company's transmission/distribution system. The Company will make a reasonable attempt to contact the Seller prior to exercising its rights to interrpt interconnection or curtail deliveries from the Seller's Faciliy. Seller understands that in the case of emergncy circumstances, real time operations of the electrical system, and/or unplanned events, the Company may not be able to provide notice to the Seller prior to interrption, curtailment or reuction of electrical energy deliveries to the Company. The Copany shall use reasonable efforts to coorinate such reduction or temporary disconnection with the Seller. 5.3.3 Schedule Maintenance. On or before January 31 of each calendar year, Seller shall submit a written proposed maintenance schedule of signffcant Facility maintenance for that calendar year and the Company and Seller shalf mutually agree as to the acceptabilit of the proposed schedule. The Parties determination as to the acceptabmty of the Seller's timetable for scheduled maintenance wil take into consideration Good Utiliy Practices, Idaho Power system requirements and the Sefler's preferred schedule. Neither Party shall unreasonably withhold acceptance of the proposed maintenanc schedule. 5.3.4. Maintenance Coordination. The Seller and the Company shall, to the extent practical, cordinate their resptive transmission/distribution system and Generation Facilit maintenance schedules such that they ocur simultaneously. Seller shall provide and maintain adequate protective equipment suffcint to prevent damage to the Generation Facility and Seller-furnished Intercnnection Facilities. In some cases, some of Seller's protective relays wil provide back-up protection for Idaho Power's facilites. In that event, Idaho Power will test such relays annually and Seller will pay the actual cost of such annual testing. 5.3.5 Forced Outages. During any forced outage, the Company may suspend interconnection service to effect immediate repairs on the Company's transmission/distribution system. The Company shall use reasonable efforts to provide the Seller with prior notice. If prior notice is not given, the Company shall, upon request, provide the Seller wrien documentation after the fact explaining the circumstances of the disconnection. 5.3.6 Adverse Operating Effects. The Company shall notify the Seller as soon as practicable if, based on Good Utilty Practice, operation of the Seifer's Generation Facility may cause disruption or deterioration of service to other customers served from the same electrc system, or if operating the Generation Faciliy could cause damage to the Company's transmission/distribution system or other affected systems. Supporting doumentation used to reach the decision to disconnect shall be provided to the Seller upon reuest. If, after notice, the Seller fails to remedy the advers operating effect within a reasonable time, the Company may disconnect the Generation Facility. The Company shall provide the Seller with reasonable notic of such disconnection, unless the provisions of Arricle 5.3.1 apply. 5.3.7 Modification of the Generation Facilty. The Seller must receive wrtten authorization from the Company before making any change to the Generation Facilty that may have a material impact on the safety or reliability of the Company's transmission/distribution system. Such authorization shall not be unreasonably withheld. Modifications shall be done in accordance with Goo Utiliy Practice. If the Seller makes such modifcation without the Company's prior wrien authorization, the latter shall have the right to temporarily disconnect the Generation Facility. Idaho Power Company Generator Interconnection Agreement # 317 I.P.U.C. No. 29, Tarif No. 101 Page 4 of9 5.3.8 Recnection. The Patties shall coperate with each other to restore the Generation Faciliy, Intercnnection Facilties, ánd the Company's transmissiondistnbution system to their normal operating state as soon as reasonably practicable following a tempory disconnection. 5.3.9 Voltage Levels. Seller, in accordance with Goo Utility Practices, shall minimize voltage fluctuations and maintain volage levels acceptable to Idaho Power. Idaho Power may, in accordance with Goo Utility Practices, upon one hundred eighty (180) days' notice to the Seller, change its nominal operating volage level by more than ten percent (10%) at the Point of Delivery, in which case Seller shalf modif, at Idaho Powers expense, Sellers equipment as necssary to accommodate the modified nominal operating voltage level. 5,4 Land Rights. 5.4. 1 Seller to Provide Access. Seller hereby grants to Idaho Power for the term of this Agreement all necssary rights-of-way and easements to install, operate, maintain, replace, and remove Idaho Powers Metering Equipment, Interconnection Equipment, Disconnection Equipment, Protection Equipment and other Special Facilties necessary or useful to this Agreement, including adeuate and cotinuing access rights on property of Seller. Seller warrants that it has proured suficient easements and rights-of-way from third parties so as to provide Idaho Power with the access described above. All documents granting such easements or rights-of-way shall be subjet to Idaho Powers approval and in recordable form. 5.4.2 Use of Public Rights-o-Way. The Parties agree that it is necessary to avoid the adverse enviromental and operating impacts that would occur as a result of duplicate electric fines being constructed in close proximity. Therefore, subject to Idaho Power's compliance with Pararaph 5.4.4, Seifer agrees that should Seller seek and reive from any local, state or federal governmental body the right to erect, construct and maintain Seller-furnished Intercnnectin Faciliies upo, along and over any and all public roads, streets and highways, then the use by Seller of such public right-of-way shall be subordinate to any future use by Idaho Power of such public riht-of-way for construction and/or maintenance of electri distribution and transmission facilities and Idaho Power may claim use of such puMc right-of-way for such purposes at any time. Except as required by Paragraph 5.4.4, Idaho Power shall not be required to compensate Selfer for exercising its rights under this Paragraph 5.4.2. 5.4.3 Joint Use of Facilties. Subject to Idaho Powers compliance with Paragraph 15.4.4, Idaho Power may use and attach its distribution and/or transmission facilities to Seller's Intercnnection Facilities, may reconstruct Seller's Interconnection Facilities to accommodate Idaho Powers usage or Idaho Power may construct its own distribution or transmission facilities along, over and above any public riht-of-way acquired from Seller pursuant to Paragraph 5.4.2, attaching Sellers Interconnection Facilities to such newly constructed facilities. Except as required by Paragraph 5.4.4 Idaho Power shalf not be required to compensate Seller for exercising its rights under this Paragraph 5.4.3. 5.4.4 Conditions of Use. It is the intention of the Parties that the Seller be left in substantially the same condition, both financially and electrically, as Seller existed prior to Idaho Powers exercising its rights under this Paragraph 5.4. Therefore, the Parties agree that the exercise by Idaho Power of any of the rights enumerated in Paragraphs 5.4.2 and 5.4.3 shall: (1) comply with all applicable laws, codes and Good utility Idaho Power Company Generator Interconnection Agreement # 317 I.P.U.C. No. 29. Tariff No. 101 Page 5 019 Practices, (2) equitably share the costs of installng, owning and operating jointly used facilities and rights-o-way. If the Partes are unable to agre on the method of apportioning these costs, the dispute will be submitted to the Commission for resolution and the decision of the Commission will be binding on the Parties, and (3) shall provide Seller with an intercnnection to Idaho Power's system of equal capacity and durability as existed prior to Idaho Power exercsing its rights under this Paragraph 5.4. 6. Assignment. Liability, Indemnit. Forc majeure, Consequential Damages and Default. 6.1 Assignment. This Agreement may be assigned by either Party upon twenty-one (21) calendar days prior written notice and opportunity to object by the other Part; provided that: 6.1.1 Either Party may assign this Agreement without the consent of the other Part to any affliate of the assigning Party with an equal or greater creit rating and with the legal authority and operational ability to satisfy the obligations of the assigning Party under this Agreement. 6.1.2 The Seller shall have the right to contingently assign this Agreement, without the consent of the Company, for collateral security purposes to aid in providing financing for the Generation Facilit, provided that the Seller wil promptly notify the Company of any such contingent assignment. 6.1.3 Any attempted assignment that violates this article is void and ineffective. Assignment shall not relieve a Party of its obligations, nor shall a Party's obligations be enlarged, in whole or in part, by reason thereof. An assignee is responsible for meeting the same financial, creit, and insurance obligations as the Seller. Where required, consent to assignment will not be unreasonably withheld, conditioned or delayed. 6.2 Limitation of Liabilit. Each Party's liability to the other Part for any loss, cos, claim, injury, liability, or expense, including reasonable attorney's fees, relating to or arising from any act or omission in its perfonnance of this Agreement, shall be limited to the amount of direct damage actually incurrd. In no event shall either Party be liable to the other Party fo any indiret, speial, consequential, or punite damages, excet as authorized by this Agrement. 6.3 Indemnit. 6.3.1 This provision proects each Part fro liabiliy incurr to third parries as a result of carrying out the provisions of this Agreement. Liability under this provision is exempt from the general limitations on liabiliy found in Artcle 6.2. 6.3.2 The Parties shall at all times indemnff, defend, and hold the other Party harmless frm, any and all damages, losses, claims, including claims and actions relating to injury to or death of any person or damage to propert demand, suits, recoveries, costs and expenses, court costs, attorney fees, and all other obligations by or to third parties, arising out of or resulting from the other Part's action or failure to meet its obligations under this Agreement on behalf of the indemnffing Party, except in cases of gross negligence or intentional wrongdoing by the indemnifd Part. 6.3.3 If an indemnifed persn is entitled to indemnification under this article as a result of a claim by a third part, and the indemnifying Part fails, after notic and reasonable opportunit to proced under this article, to assume the defense of such claim, such indemnified person may at the expense of the indemnifying Party contest, settle or consent to the entry of any judgment with respt to, or pay in full, such claim. Failure to defend is a Material Breach. Idaho Power Company Generator Interconnection Agreement # 317 Page 6 of9I.P.U.C. No. 29. Tariff No. 101 6.3.4 If an indemnifing party is obligated to indemnify and hold any indemnifed person harmless under this article, the amount owing to ttie indemnified person shall be the amount of such indemnifed person's actual loss, net of any insurance or other reovery. 6.3.5 Promptly after receipt by an indemnifed person of any claim or notice of the commencement of any action or administrative or legal proeeing or investigation as to which the indemnit provided for in this arlicle may apply, the indemnified person shall notify the indemnifying parly of such fact. Any failure of or delay in such notification shall be a Matenal Breach and shall not affect a Parly's indemnification obligation unless such failure or defay is materially prejudicial to the indemnifying part. 6.4 Force Majeure. As used in this Agreement, "Force Majeure" or "an event of Force Majeure" means any cause beyond the control of the Seller or of the Company which, despite the exercise of due diligence, such Patt is unable to prevent or overcome. Force Majeure includes, but is not limited to, acts of God, fire, flood, storms, wars, hostilites, civil strie, strikes and other labor disturbances, earlhquakes, fires, lightning. epidemics, sabotage, or changes in law or regulation occurrng after the Operation Date, which, by the exercise of reasonable foresight such part could not reasonably have been expected to avoid and by the exercise of due dilgence, it shall be unable to overcome. If eiter Parly is rendered wholly or in parl unable to perform its obligations under this Agrement because of an event of Forc Majeure, both Parties shall be excused from whatever performance is affected by the event of Force Majeure, providd that: (1) The non.performing Patt shall, as soon as is reasonably possible after the occurrnce of the Force Majeure, give the other Part writen notice describing the particulars of the occurrnce. (2) The suspension of performance shall be of no greater scpe and of no longer duration than is reuired by the event of Force Majeure. (3) No obligations of either Party which arose before the occurrence causing the. suspension of perfrmance and which could and should have been fully performed before such occurrnce shall be excused as a result of such ocurrnce. 6.5 Default and Material Breches. 6.5.1 Defaults. If eiter Party fails to perform any of the terms or conditions of this Agreement (a "Default" or an "Event of Default), the nondefaulting Party shall cause notice in writing to be given to the defaulting Part, specifying the manner in which such default ocurred. If the defaulting Party shall fail to cure such Default within the sixty (60) days after seNice of such notice, or if the defaulting Party reasonably demonstrates to the other Party that the Default can be cured within a commercially reasonable time but not within such sixty (60) day period and then fails to diligently pursue such cure, then, the nondefaulting Part may, at its option, terminate this Agreement and/or pursue its legal or equitable remedies. 6.5.2 Material Breaches. The notice and cure provisions in Paragraph 6.6.1 do not apply to Defaults identified in this Agreement as Material Breaches. Material Breaches must be cured as expeditously as possible following ocurrence of the breach. 7. Insurance. Idaho Power Company Generator Interconnecton Agreement # 317 I.P.U.C. No. 29, Tarif No. 101 Page 7 of9 During the term of this Agreement, Seller shall secure and continuously carr the following insurance coverage: 7.1 Comprehensive General Liability Insurance for both bodily injury and prperty damage with limits equal to $1,000,000, each occummC8, combined single limit. The deductible for such insurance shal/ be consistent with currnt Insurance Industry Utility practics for similar propert. 7.2 The above insurance coverage shall be placed with an insurance company with an A.M. Best Company rating of A- or better and shall include: (a) An endorsement naming Idaho Power as an additional insured and loss payee as applicable; and (b) A provision stating that such policy shall not be canceled or the limits of liabilty reduced without sixty (60) days' prior writen notice to Idaho Power. 7.3 Seller to Provide Certifcate of Insurance. As reuired in Paragraph 7 herein and annually thereafter, Seller shall furnish the Company a certificate of insurance, together with the endorsements reuired therein, evidencing the coverage as set forth above. 7.4 Seller to Notify Idaho Power of Loss of Coverage - If the insurance coverage require by Paragraph 7. 1 shall lapse for any reason, Seller wilt immediately notify Idaho Power in writing. The notice wil advise Idaho Power of the specific reason for the lapse and the steps Seller is taking to reinstate the coverage. Failure to provide this notice and to expeditiously reinstate or replace the coverage will constiute grounds for a temporary discnnection under Secion 5.3 and will be a Material Breach. 8. Miscllaneus. 8.1 Governing Law. The validity, interpretation and enforcement of this Agreement and each of its provisions shall be governed by the laws of the state of Idaho without regard to jts conflicts of law prnciples. 8.2 Salvage. No later than sixty (60) days after the termination or expiration of this Agreement, Idaho Power will prepare and forward to Seller an estimate of the remaining value of those Idaho Power fumished Interconnection Facilities as required under Schedule 72 and/or described in this Agrement, less the cost of removal and transfer to Idaho Power's nearest warehouse, if the Intercnnection Faciliies will be removed. If Seller elects not to obtain ownership of the Interconnetion Facilities but instead wishes that Idaho Power reimburse the Seller for said Facilities the Seller may invoice Idaho Power for the net salvage value as estimated by Idaho Power and Idaho Power shall pay such amount to Seller within thirt (30) days after receipt of the invoice. Seller shall have the right to offset the invoic amount against any present or future payments due Idaho Power, 9. Notices. 9.1 General. Unless otherwise provide in this Agreement. any written notice. demand, or request required or authorized in connecion with this Agreement ("Notice") shall be deemed properly given if delivered in person, delivered by recognized national currer service. or sent by first class mail, postage prepaid, to the person specifed below: If to the Seller: Idaho Winds LlC Attention: Mr. Willam Damon, Vice President Idaho Power Company Generator Interconnecion Agrement # 317 I.P.U.C. No. 29, Tarif No. 101 4255 S. Nickel Creek Place Meridian, Idaho 83642 Phone: 208.888.7960 Page 8 019 If to the Company: Idaho Power Company - Delivery Attention: Grid Operations Manager 1221 W. Idaho Street Boise, Idaho 83702 Phone: 208-388.569 Fax: 208-388-5504 9.2 Biling and Payment. Bilings and payments shall be sent to the addresses set out below: Idaho Winds LLC Attention: Mr. Tom Fetzer, Vice President 4255 S. Nickel Creek Place Meridian, Idaho 83642 Phone: 208.888.7960 Idaho Power Company. Delivery Attention: Corporate Cashier PO Box 447 Salt Lake City Utah 84110-047 Phone: 208-388-5697 email: asloan(êidahopower.com 9.3 Designated Operating Representative. The Parties may also designate operating representatives to conduct the communications which may be necessary or convenient for the administration of this Agrement. This person wil also serve as the point of contact with respect to operatìons and maintenance of the Party's facilities. Interconnection Customer's Operating Representative: Idaho Winds LLC Attention: Mr. Willam Damon, Vice President and CFO 4255 S. Nickel Cree Plac Meridian, Idaho 8362 Phone: 208.688.7960 Company's Operating Representative: Company: Idaho Power Company - Delivery Attention: Outage Coordinator - System Dispatch 1221 W. Idaho Street Boise Idaho 83702 Phone: 208-388-2861 during regular business hours (after hours 208-368-2826). 9.4 Changes to the Notic Information. Either Part may change this information by giving fie Business Days wren notice prior to the effective date of the change. 10. Signatures. IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed by their respeive duly authorized represntatives. Idaho Powr Company Generaor Interconnecon Agrement # 317 Page 9 019I.P.U.C. No. 29. Tari No. 101 For the Interconnection CustomerName: ~ Mr. ri~esident and CFO Idaho Winds LLC Date: For fl Oate: Idaho Power Company Generaor Interconnecton Agreement # 317 I.P.U.C. No. 29, Tariff No. 101 Page 1012 Attachment 1 Description and Costs of the Generation Facility, Intercnnection Facilites and MeteringEquipment ' In this attachment the Generation Faciliy and Intercnnection Faciliies, including Special Facilities and upgrades, are itemized and identifed as being owned by the Seller or the Company. As provided in Schedule, 7';, Payment for Intercnnection facilities. the Company will provide a best estimate- .itemized cost of .its Intercnnection Facilities, including Special Facilites, upgrades and Metering Equipment. General Facility Desription The proposed wind farm will connect to Idaho Power's existing 138 kV #406 transmission line between Sailor Creek Tap and Sailor Creek Substation (SRCK). The project's location is approximately 2 miles north of SRCK and 3 miles northwest of Glenns Ferry, Elmore County, Idaho. The total project output is 22 MW. Interconnection Point The Interconnection Point for the Sawtooth Wind Project wil be on the Interconnection Customets side of the 101B air break switch. A drawìn9 identifing th Interconneion Point is included as Attchment 2. interconnection Customer's Interconnection Facilties The Interconnection Customer wil provide. install, own and operate the 34.5kV (delta) - 138kV (grounded Y) step up bank transformer, to be located in the Interconnection Customer's yard. The Interconnection Customer wil provide phone service to IPCo's generator interconnect package as descnbed in Telecommunications below. The Interconnection Customer wil provide 50 kVA 240/120VAC to the IPCo portion of the Interconnection Customer control building. Other Facilties Provided by Interconnection Customer Telecommunications In addition to communicaion circuits that may be needed by the Interconnecon Customer, the following three communication circuits are required for IPCo's use. These circuits shall be provided by Interconnection Customer: 1. One POTS circuit (telephone) 2. One data circuit connected to the SCADA RTU. The data circuit type wil be either, (a) a DDS frame relay circuit, or, (b) a 4-wire voice grade analog data circuit (Qwest VG36) to IPC's Boise Bench Transmission Station, 2001 East Amit, Boise. 3. One data circuit for Phasor Measurement data. The data circuit type wil be either, (a) a DDS frame relay circuit, or, (b) a 4-wire voice grade analog data circuit (Qwest VG36) to ¡PC's Boise Bench Transmission Station, 2001 East Amity, Boise. Propery, Site Work and Station Building The Interconnection Customer wil provide the land, which is under easment for the Sawtooth Wind Project. locaed in Elmore Count, Idaho for the IPCo owned interconnection equipment. See attached General Location drawing for details and dimensions. The Interconnection Customer wil perform all the grade work, and install fences, gates and grounding in accordance wih IPCo specifications. This work is more effciently performed at the same time (with the same contractor) that the Interconnecion Customer yard is graded and prepared. The Interconnection Customer wil provide IPCo with a geo-tech report for the IPCo yard. Idaho Power Company Generaor Interconnecon Agreent # 317 Page 2012I.P.V.C. No. 29. Tarif No. 101 Idaho Power Company's Interconnection Facilities Idaho Power wil install the required interconnecion equipment for the Interconnection Customer's geneator facilit. The Interconnecion Customér wil provie the land reuired for the instllaton of thi$ equipment. The Interconnection Customer wil provid site prep, ground grid and fece wI gates in accrdance with IPCo specations for the designated interconnecion site. IPCO installe equipmen and facilities at the sie includes tranmission line tap strutur, staton dead end structure, 138 kV breaker, air break swiches. CCVT's, wave traplline tuner and primary metering. Idaho Power will install protecon, cotrol and comunicaon panels, and a 130 volt batery in a control building to be provided by the Internnecton Customer. The portion of the yard where the breaker and air break swches are located wil be fenced off from the Interconnection Customer's portion of the yard to restrict access to IPCo's portion of the yard. se single line drawing asAttchment 2. estimated Cos & Ownership The fOllownylloo faith estimates are providlln 2010 dollars Generation Facilitis: l'rovidedby Interconnection Customer Interconnecton Facilities: Sawtooth Wind Interconnection Station Interconnection Customer $N/A ¡Pca TOTAL $844~099¡ S84!() GRA TOTAL . $S44,() Full payment is required up front in accordance wih the protocols of Secton 9.2, unless payment arrangements are made in advance with Idaho Power Deliver Finance. Billng for construction activtie wil be based upon actual expnditures. Idaho Power Company I.P.U.C. No. 29. Tarif No. 101 Generaor Inteonneon Agrement # 317 Page 1 of 1 Attachment ~ Milestones (Sawtooth Substtion and Bennett Crek Sectionalizing Breaker): Constrction funds received by IPCO Order long lead items (longest lead is meterng CTs - 6 mo) 'Station site prep, grounding, fence completed by Sawtooth Station constction by IPCo begins renductor begins construction complete- ready to reonductor complete Agre to by: For the Interconnecion Customer Dat.J2A/\6 Date rj(/êí 10 For the Transmission Provier Idaho Power Company, Deivery Idaho Power Company Generator Interconnection Agreement # 317 I.P.U.C. No. 29. Tariff No. 101 Page 1 012 Attachment 4 Additional Operating Requirements for the Company's Transmission System and Affected Systems Needed to Support the Seller's Needs The Company shall also provide reuirements that must be met by the Seller prior to initating parallel operation with the Company's Transmission System. Operating Requirements The projec is required to comply with the applicable Voltage and Current Distortion Limits found in IEEE Standard 519-1992 IEEE Recommended Practices and Requirements for Hannonic Control in Electrial Power Systems or any subsequent standards as they may be updated from time to time. Interconnection Customer will be able to modif power plant facilities on the generator side of the Interconnection Point with no impact upon the operation of the transmission system whenever the generation facilties are electrically isolated from the transmission system via the 101 B switch and a terminal clearance is issued by Idaho Power Company's Grid Operator. Low Voltage Ride Through The Sawtooth Wind Projec shall remain interconnected upon the occurrence of a three phase or single phase to ground fault down to a voltage of zero at locations on Idaho Power's system as close to the Interconnection Customer's facilties as Idaho Power Company's Bennett Creek Station prior to the fault being cleared for the minimum times stated below before trpping of-line: . Three phase fault: Projec 138 kV voltage reduced to 28% with normal clearing that takes up to 9 cycles. . Single phase to ground fault: Project 138 kV voltage reduced to 40% with delayed clearing that takes up to 50 cycles. Ground Faun Equipment The Interconnection Customer wil install transformer configurations that provide a ground source to the transmission system. Commercial Operation Requirements The Interconnecion Customer wit be granted a reuesed Commercial Operation date only when all requirements have been met under this GIA and Idaho Power Company's Power Sales Agreement. Generator Output Limit Control (tiRe-dispatch" or "GOLC'? The Sawtooth Wind Projec wil be allowed to deliver the net output of 22MW at the Interconnecion Point subject to reductions directed by Idaho Power Company Grid Operations during transmission system contingencies until the Generator Output Limit Control ("GOLC") is tested and in operation. The Interconnecion Customer has elected to be subject to GOLC in order to receive reimbursement for transmission network upgrades as describe in Attachment 6. Once the Sawtooth Wind Projec is in operaion. it wil be able to generate up to the rated net output of 22MW subject to GOLC when outages occur on the following transmission lines. The following Idaho Power Netork transmission facilities have been identified to be afected by the addition of the Sawtooth Wind Project. An outage of any of these facilities during high power transfer conditions may result in overloads on the remaining facilties. Such outages may require the initiation of Generation Output Limit Control. Boise Bench - Midpoint 230 KV transmission line Boise Bench - Ratle Snake 230 KV transmission line Rattle Snake - Midpoint 230 KV transmission line Idaho Power Company Generaor Interconnection Agreement # 317 I.P.U.C. No. 29. Tariff No. 101 Page 2 of2 Oram - Midpoint 230 KV transmission line Hubbard - Oanskin 230 KV transmission line King 138/230 KV transformer Oanskin - Mountain Home Junction 138 KV transmission line Upper Salmon - Mountain Home Junction 138 KV transmission line Lower Malad - Mountain Home Junction 138 KV transmission line Upper Salmon - Mountain Home Junction 138 KV line reactor Lower Malad - Mountain Home Junction 138 KV line reactor Lucky Peak - Mountain Home Junction 138 KV line reactor Operations limitations Prior to Completion of Netork Upgrades The Sawtooth Wind Project generation output wil be limited if the project becomes commercially operational prior to the completion of netork upgraes on the Upper Salmon - Mountain Home Junction 138 kV transmission line. The network upgrades include the Idaho Power project to install a power flow limiting series reactor on the Upper Salmon - Mountain Home Junction 138 kV transmission line. Idaho Power will provide the Interconnection Customer wih the maximum generation output capability based on the network upgrade or upgrades that are not in-service at that time. Idaho Power wil notify Interconnecion Customer when netork upgrades are complete allowing Interconnection Customer to generate at rated output capacit. Idaho Power Company Generator Interconnetion Agreement # 317 I.P.U.C. No. 29. Tariff No. 101 Page 1 of 1 Attachment 5 Reactive Power Reguirements Idaho Power will determine the reactive power reuired to be supplied by the Company to the Seller, based upon information provided by the Seller. The Company wil specify the equipment required on the Company's system to meet the Facilty's reactive power requirements. These specifications will include but not be limited to equipment specifcations, equipment locatìon, Company- provided equipment, Seller provided equipment, and all cots associated with the equipment. design and installation of the Company-provided equipment. The equipment specifcations and requirements will become an integral part of this Agreement. The Company-owned equipment wil be maintained by the Company, with total cost of purchase, installation, operation, and maintenance, including administrative cost to be reimbursed to the Company by the Seller. Payment of these costs will be in accordance with Schedule 72 and the total reactive power co wil be included in the calculation of the Monthly Operation and Maintenance Chargs specified in Schedule 72. The Sawtooth Wind Project wil operate within a VAr range of +/- 95% power factor over the range of power output. The Interconnection Customer wil be provided a voltageNAr schedule from Idaho Power Grid Operations prior to Commercial Operation of the project that wil provide detailed operational requirements within the VAr limitations. Idaho Power Company Generaor Intrcnnection Agreent # 317 Page 1 of2I.P.U.C. No. 29. Tanf No. 101 Attachment 6 Company's Description of Special facilities and Upgrades Required to Integrate the Generation Facilit and Best Estimate of Costs As provide in Scule 72 this Attachment debes Upgras, Special FacHities, includin Netwrk Upgrades, and provids an itemized best estmate of th cot of th reuire facilities. Upgrade SeconalizJng brker at Bennet Cr & CommunIcation upgrade The addition of th propse Sawtooth Windarm on th #406 trnsmission line adds a fourth terminal to thi$ line. The line cannot be adequaely proteced wih this terinal addition. The line wil be split . tw sens wih the installation of a seonalizing por circuit breaker in the #406 138kv ion line betwen the Benne Creek Wind Farm (BCW tap and the Sailor Crek Tap. The BCWF IPCo yard will be expanded to incorporate this breaker, air break switches, CCVT's and wave trap/tuners. A double bay station dead end and transmission line tap will be required for the "in-and- out" confiuraton. The protecon and contr panels will be loted in the existing building at BCWF. This seonaliZing breaker must be place in servce prir to placing th Sawtot Wind Farm inseice. The ne created line sement from BCWF to Mountain Home Juncn (MNJ1) will require upgrade to the carrer equipment at MNJ1. This incude replacing the Une tuner and carner, and installng a new tuning pack in th wave trap. Transmisson Une Upgrades Recnductorlrebuild the 410 ACSR 138 kV trnsmission line secon (approximately 5.6 miles) fr Sailor Creek Tap to Bennett Creek Tap with 397.5 ACSR "IBIS" conductor. Reconductorlrebuild the 250 MCM CU 138 kV transission fine secon (firs 2.25 mite outide theMountain Home Junction Substaton on the Upper salmon 138 kV line) from Mountain Home Juncton to "Change 1" on the Upper Salmon Line, wih 397.5 ACSR "IBIS. conductor. Increas the conductor size of the Danskin-Mountin Home Junction 138 kV trnsmission line from 795 "T ern" to 1272 ACSR "Biter" conductor. Other projects are responsible for the conductor size increase from the existing 397.5 conductor to 795 "Tern". Incrase the Danskin 230138 kV Transforer size from 224 MVA to 300 MVA. Previous projec are responsible for the co assocated with the insllation of the transforer at 224 MV A. ¡TransmisionNet()Tk .ii~gratles: Reconductor 2.25 miles of the Mountain Home Junction - Upper ¡Salir1()I1138k"'cl4Sl:il()rÇ~ek. Tap to Bennett Creek Tap Hnes iReconductor the Danskin-Mounta Home Junction 138 kV line Increase Danskin T232 to 300MV A Sectionalizing BreakerlkEquipment at Bennett Crek IPCO IPCO IPCO IPCO TOTAL .. $8l 1,()OO, ~167.00()' ~3~8?()()()¡ ~8! ()?()()O¡ $~,1 ~§~9(H Idaho Power Company I.P.U.C. No. 29. Tari No. 101 Generator Interconnecon Agreent # 317 Paae 2012 1. Allocion of Transmission Netork Upgrade Costs Interconneon Customer and Idaho Powr will share the acal Netork Upgrade costs atbutble to the projec as follows: (a) 25% of the costs wil be provided by Interconnecton Customer as a non-reundable contributon in aid of construction ("CIAC"). (b) 25% of the costs wil be funded by Idaho Power and included in Idaho Powets rate base. (c) 500Æi of the cost will be funded by Interconnecion Customer as an advance in aid ofconstruction ("AIAC") subject to refund. As refunds are made the refnded amounts will be included in rate base using standard regulatory accuntng principles. Company Costs (25%) l4on-reimbursable CIAC Costs (25%) Reimbursble AIAC Costs (50%) $544,000 $544,000 $1,088,000 2. Repayment of AlAC for Netork Upgrades: Interconnecion Customer will be entitled to a cash reayment, in monthly, equal installment, for the totl AIAC amount Interconneon Customr adance to Idaho Pow for Netork Upgrades, including any ta gross-p or other tax related payments associated with the AIAC for Network Upgrades. Reimbursment wil occur over a term not to exce ten (10) years after th date th Interconneon Customer Generation Facilities achieve their Operation Date under the Firm Enegy Sales Agreement ("FESA"). Repayments will be made in accordance with Article 11.4 of the Standard Large Generator Interconnection Agreement, included in the Company's OATI. Payment of such repayments in any month wil be contingent on the FESA being in good standing (no uncured defaults) and Interconnection Customets Generating Facilty achieving a mechanical availabilit in that month in exce of 50%, defned as 100% multiplied by the raio of (1) the sum of the capacity available to generate in eah hour, over all hours of the month, divded by (2) th installed capaci multiplie by the number of hours in the month. In computing the mecanical availabilit, the capacit available in each hour will not be reduce from the instlle capac, if the reason for the reducton is an event of force majeure, (as that term is defned in the FESA). Upo reque, the Interconnecion Customer will provide the Company with data and information suficent to allo the Company to determine the mechanical availability of the Genration Facilit. In the event that repayments are not paid to th Interconneion Customer in any mont pursuant to this Secn 2, future repayments shall continue when the Interconnecion Customer satisie the provisions of this Secion 2 through the remainder of th ten year ter. 3. Interet on Refunds Monthly refund paymen on AIAC amount shall include interest calculated in accanc with the metodology set foh in FERC regulations at 18 C.F.R. 35.19a(a)(2)(iii) from the date of any payment for Netrk Upgrades through the date on which Intercnneion Customer recivs payment.