OATT Rev Order 842 Attach N O SERVICE PACKAGE.pdf

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II. Enclosures
In addition to this transmittal letter, this filing includes both clean and marked
versions of the following revised sections of PacifiCorp's OATT.
Enclosure 1 Attachment N
Enclosure 2 Attachment O
III. Effective Date and Request for Waiver
Pursuant to 18 C.F.R. § 35.3(a)(l), PacifiCorp respectfully requests that the
Commission accept the revisions for filing to become effective May 15, 2018, in
compliance with Order No. 842. Good cause exists to grant waiver of the Commission's
notice requirements as the requested effective date is consistent with the effective date of Order No. 842. Moreover, customers have been on notice that PacifiCorp is required to
update its OATT to reflect the changes mandated by Order No. 842.
To the extent that any filing requirement in Part 35 of the Commission's
regulations is not satisfied by this filing and the materials enclosed herewith, PacifiCorp
respectfully requests waiver of such requirements.
IV. Communications
All communications and correspondence regarding this filing should be forwarded
to the following persons:
Matthew Mc Vee
Chief Regulatory Counsel
PacifiCorp
825 N.E. Multnomah, Suite 2000
Portland, OR 97232
[phone]
Matthew.Mc [e-mail]
V. Service
Rick Vail
Vice President, Transmission
PacifiCorp
825 N.E. Multnomah, Suite 1600
Portland, OR 97232
(503) 813- 6938
[e-mail]
PacifiCorp has served a copy of this filing, via e-mail, on all customers taking
service pursuant to PacifiCorp's OATT that have provided an e-mail contact address. To
the extent that customers have not provided PacifiCorp a contact e-mail, PacifiCorp has
served such customers with a hard copy of this filing. PacifiCorp also served this filing
on the following states' public utility commissions: California, Idaho, Oregon, Utah,
Washington and Wyoming.
If you have any questions, or if I can be of further assistance, please do not
hesitate to contact me.
Respectfully Submitted,
ls/Matthew Mc Vee
Matthew Mc Vee
Chief Regulatory Counsel
CERTIFICATE OF SERVICE
I hereby certify that I have on this day caused a copy of the foregoing document
to be served via e-mail or first-class mail upon each of the parties listed in this filing.
Dated at Portland, Oregon, this 1 oth day of April, 2018.
Isl Matthew Mc Vee
Matthew Mc Vee
Chief Regulatory Counsel
PacifiCorp
825 N .E. Multnomah, Suite 2000
Portland, OR 97232
[phone]
Matthew.Mc [e-mail]
ATTACHMENT N
APPENDICES TO LARGE GENERATOR INTERCONNECTION PROCEDURES
(Refer to Part IV of the Tariff
APPENDIX 1 INTERCONNECTION REQUEST FOR A LARGE GENERATING
FACILITY
APPENDIX 2 INTERCONNECTION FEASIBILITY STUDY AGREEMENT
APPENDIX 3 INTERCONNECTION SYSTEM IMPACT STUDY AGREEMENT
APPENDIX 4 INTERCONNECTION FACILITIES STUDY AGREEMENT
APPENDIX 5 OPTIONAL INTERCONNECTION STUDY AGREEMENT
APPENDIX 6 STANDARD LARGE GENERATOR INTERCONNECTION AGREEMENT
APPENDIX 7 INTERCONNECTION PROCEDURES FOR A WIND GENERATING
PLANT
APPENDIX 1 to LGIP
INTERCONNECTION REQUEST FOR A
LARGE GENERATING FACILITY
1 . The undersigned Interconnection Customer submits this
request to interconnect its Large Generating Facility with
Transmission Provider's Transmission System pursuant to a
Tariff.
2 . This Interconnection Request is for (check o n e ) :
A proposed new Large Generating Facility.
An increase in the generating capacity or a Material
Modification of an existing Generating Facility . .
3 . The type of interconnection service requested (check one)
Energy Resource Interconnection Service
Network Resource Interconnection Service
4 . Check here only if Interconnection Customer
requesting Network Resource Interconnection Service also
seeks to have its Generating Facility studied for Energy
Resource Interconnection Service
5 . Interconnection Customer provides the following
information:
a . Address or location or the proposed new Large
Generating Facility site (to the extent known) or, in
the case of an existing Generating Facility, the name
and specific location of the existing Generating
Facility;
b . Maximum summer at degrees C and winter at
degrees C megawatt electrical output of the proposed
new Large Generating Facility or the amount of
megawatt increase in the generating capacity of an
existing Generating Facility;
c . General description of the equipment configuration;
d . Commercial Operation Date (Day, Month, and Y e a r ) ;
e . Name, address, telephone number, and e-mail address of
Interconnection Customer's contact person;
f . Approximate location of the proposed Point of
Interconnection (optional);
g . Interconnection Customer Data (set forth in Attachment
A ) ; and
h . Primary frequency response operating range for
electric storage resources.
6 . Applicable deposit amount as specified in the LGIP.
7 . Evidence of Site Control as specified in the LGIP (check
one)
Is attached to this Interconnection Request
Will be provided at a later date in accordance with
this LGIP
8 . This Interconnection Request shall be submitted to the
representative indicated below:
[To be completed by Transmission Provider]
9 . Representative of Interconnection Customer to contact:
[To be completed by Interconnection Customer]
1 0 . This Interconnection Request is submitted by:
Name of Interconnection Customer:
By (signature):
Name (type or print)
Title:
Date:
Attachment A to Appendix 1
Interconnection Request
LARGE GENERATING FACILITY DATA
UNIT RATINGS
kVA ° F
Power Factor
Speed (RPM)
Short Circuit Ratio
Stator Amperes at Rated kVA
Max Turbine MW
Voltage
Connection ( e . g . Wye)
Frequency, Hertz
Field Volts
O F
Primary frequency response operating range for electric storage
resources:
Minimum State of Charge:
Maximum State of Charge:
COMBINED TURBINE-GENERATOR-EXCITER INERTIA DATA
Inertia Constant, H =
Moment-of-Inertia, WR2
kW sec/kVA
lb. f t . 2
REACTANCE DATA (PER UNIT-RATED KVA)
DIRECT
AXIS
QUADRATURE
AXIS
Synchronous - saturated
Synchronous - unsaturated
Transient - saturated
Transient - unsaturated
Subtransient - saturated
Subtransient - unsaturated
Negative Sequence - saturated
Negative Sequence - unsaturated
Zero Sequence - saturated
Zero Sequence - unsaturated
Leakage Reactance
Xdv
x-.
X ' dv
x ' di
X" dv
X" di
X2v
X2i
XOv
X Oi
xr,
Xqv
Xqi
X ' qv
x ' qi
X" qv
X" qi
Open Circuit
FIELD TIME CONSTANT DATA (SEC)
T 'd o T 'q o
Three-Phase Short Circuit Transient
Short Circuit Subtransient
Open Circuit Subtransient
T 'ct3
T "ct
T "cto
T 'q
T "«
T "qo
Line to Line Short Circuit Transient T 'ct 2
Line to Neutral Short Circuit Transient T 'ct 1
ARMATURE TIME CONSTANT DATA (SEC)
Three Phase Short Circuit Ta3
Line to Line Short Circuit Ta2
Line to Neutral Short Circuit Tai
NOTE: If requested information is not applicable, indicate by
marking "N/A."
MW CAPABILITY AND PLANT CONFIGURATION
LARGE GENERATING FACILITY DATA
ARMATURE WINDING RESISTANCE DATA (PER UNIT)
Positive
Negative
Zero
Rotor Short Time Thermal Capacity I22 t =
Field Current at Rated kVA, Armature Voltage and
Field Current at Rated kVA and Armature Voltage,
Three Phase Armature Winding Capacitance=
Field Winding Resistance= ohms
Armature Winding Resistance (Per Phase) =
P F = amps
O PF amps
microfarad
oc
oc
ohms
CURVES
Provide Saturation, Vee, Reactive Capability, Capacity
Temperature Correction curves. Designate normal and emergency
Hydrogen Pressure operating range for multiple curves.
GENERATOR STEP-UP TRANSFORMER DATA RATINGS
Capacity Self-cooled/
Maximum Nameplate
I kVA
Voltage Ratio(Generator Side/System side/Tertiary)
I I
Winding Connections (Low V/High V/Tertiary V (Delta or W y e ) )
I I
Fixed Taps Available
Present Tap Setting
IMPEDANCE
kV
Positive
Zero
Z1 (on self-cooled kVA rating)
Z o (on self-cooled kVA rating)
EXCITATION SYSTEM DATA
� 0
� 0
X/R
X/R
Identify appropriate IEEE model block diagram of excitation
system and power system stabilizer (PSS) for computer
representation in power system stability simulations and the
corresponding excitation system and PSS constants for use in the
model.
GOVERNOR SYSTEM DATA
Identify appropriate IEEE model block diagram of governor system
for computer representation in power system stability
simulations and the corresponding governor system constants for
use in the model.
WIND GENERATORS
Number of generators to be interconnected pursuant to this
Interconnection Request:
Elevation: Single Phase Three Phase
Inverter manufacturer, model name, number, and version:
List of adjustable set-points for the protective equipment or
software:
Note: A completed General Electric Company Power Systems Load
Flow (PSLF) data sheet or other compatible formats, such as IEEE
and PTI power flow models, must be supplied with the
Interconnection Request. If other data sheets are more
appropriate to the proposed device, then they shall be provided
and discussed at Scoping Meeting.
INDUCTION GENERATORS
( * ) Field Volts:
( * ) Field Amperes:
( * ) Motoring Power ( k W ) :
( * ) Neutral Grounding Resistor ( I f Applicable)
( * ) I22t or K (Heating Time Constant):
( * ) Rotor Resistance:
( * ) Stator Resistance:
( * ) Stator Reactance:
( * ) Rotor Reactance:
( * ) Magnetizing Reactance:
( * ) Short Circuit Reactance:
( * ) Exciting Current:
( * ) Temperature Rise:
( * ) Frame S i z e :
( * ) Design Letter:
( * ) Reactive Power Required In Vars (No L o a d ) :
( * ) Reactive Power Required In Vars (Full Load)
( * ) Total Rotating Inertia, H : Per Unit on KVA
Base
Note: Please consult Transmission Provider prior to
submitting the Interconnection Request to determine if the
information designated by ( * ) is required
APPENDIX 2 to LGIP
INTERCONNECTION FEASIBILITY STUDY AGREEMENT
THIS AGREEMENT is made and entered into this
of , 2 0 by and between , a
organized and existing under the laws of the State of
("Interconnection Customer,") and a
existing under the laws of the State of
("Transmission P r o v i d e r " ) . Interconnection Customer and
Transmission Provider each may be referred to as a "Party," or
collectively as the "Parties."
RECITALS
WHEREAS, Interconnection Customer is proposing to develop a
Large Generating Facility or generating capacity addition to an
existing Generating Facility consistent with the Interconnection
Request submitted by Interconnection Customer dated
and
WHEREAS, Interconnection Customer desires to interconnect
the Large Generating Facility with the Transmission System; and
WHEREAS, Interconnection Customer has requested
Transmission Provider to perform an Interconnection Feasibility
Study to assess the feasibility of interconnecting the proposed
Large Generating Facility to the Transmission System, and of any
Affected Systems;
NOW, THEREFORE, in consideration of and subject to the
mutual covenants contained herein the Parties agreed as follows:
1 . 0 When used in this Agreement, with initial
capitalization, the terms specified shall have the
meanings indicated in Transmission Provider's FERC­
approved LGIP.
2 . 0 Interconnection Customer elects and Transmission
Provider shall cause to be performed an
Interconnection Feasibility Study consistent with
Section 4 1 . 0 of this LGIP in accordance with the
Tariff.
3 . 0 The scope of the Interconnection Feasibility Study
shall be subject to the assumptions set forth in
Attachment A to this Agreement.
day
4 . 0 The Interconnection Feasibility Study shall be based
on the technical information provided by
Interconnection Customer in the Interconnection
Request, as may be modified as the result of the
Scoping Meeting. Transmission Provider reserves the
right to request additional technical information from
Interconnection Customer as may reasonably become
necessary consistent with Good Utility Practice during
the course of the Interconnection Feasibility Study
and as designated in accordance with Section 3 8 . 3 . 4 of
the LGIP. I f , after the designation of the Point of
Interconnection pursuant to Section 3 8 . 3 . 4 of the
LGIP, Interconnection Customer modifies its
Interconnection Request pursuant to Section 3 9 . 4 , the
time to complete the Interconnection Feasibility Study
may be extended.
5 . 0 The Interconnection Feasibility Study report shall
provide the following information:
preliminary identification of any circuit breaker
short circuit capability limits exceeded as a
result of the interconnection;
preliminary identification of any thermal
overload or voltage limit violations resulting
from the interconnection; and
preliminary description and non-bonding estimated
cost of facilities required to interconnect the
Large Generating Facility to the Transmission
System and to address the identified short
circuit and power flow issues.
6 . 0 Interconnection Customer shall provide a deposit of
$ 1 0 , 0 0 0 for the performance of the Interconnection
Feasibility Study.
Upon receipt of the Interconnection Feasibility Study
Transmission Provider shall charge and Interconnection
Customer shall pay the actual costs of the
Interconnection Feasibility Study.
Any difference between the deposit and the actual cost
of the study shall be paid by or refunded to
Interconnection Customer, as appropriate.
7 . 0 Miscellaneous. The Interconnection Feasibility Study
Agreement shall include standard miscellaneous terms
including, but not limited to, indemnities,
representations, disclaimers, warranties, governing
law, amendment, execution, waiver, enforceability and
assignment, that reflect best practices in the
electric industry, and that are consistent with
regional practices, Applicable Laws and Regulations,
and the organizational nature of each Party. All of
these provisions, to the extent practicable, shall be
consistent with the provisions of the LGIP and the
LGIA.
IN WITNESS WHEREOF, the Parties have caused this Agreement
to be duly executed by their duly authorized officers or agents
on the day and year first above written.
[Insert name of Transmission Provider or Transmission Owner, if
applicable]
By:
Title:
Date:
[Insert name of Interconnection Customer]
By:
Title:
Date:
Attachment A to Appendix 2
Interconnection Feasibility
Study Agreement
ASSUMPTIONS USED IN CONDUCTING THE
INTERCONNECTION FEASIBILITY STUDY
The Interconnection Feasibility Study will be based upon
the information set forth in the Interconnection Request and
agreed upon in the Scoping Meeting held on
Designation of Point of Interconnection and configuration
to be studied.
Designation of alternative Point(s) of Interconnection and
configuration.
[Above assumptions to be completed by Interconnection
Customer and other assumptions to be provided by Interconnection
Customer and Transmission Provider]
APPENDIX 3 TO LGIP
INTERCONNECTION SYSTEM IMPACT STUDY AGREEMENT
THIS AGREEMENT is made and entered into this
of , 2 0 by and between , a
organized and existing under the laws of the State of
("Interconnection Customer,") and a
existing under the laws of the State of
("Transmission P r o v i d e r " ) . Interconnection Customer and
Transmission Provider each may be referred to as a "Party," or
collectively as the "Parties."
RECITALS
WHEREAS, Interconnection Customer is proposing to develop a
Large Generating Facility or generating capacity addition to an
existing Generating Facility consistent with the Interconnection
Request submitted by Interconnection Customer dated
and
WHEREAS, Interconnection Customer desires to interconnect
the Large Generating Facility with the Transmission System;
[CHOOSE ONE OF THE FOLLOWING TWO, THEN DELETE THE OTHER]
WHEREAS, Transmission Provider has completed an
Interconnection Feasibility Study (the "Feasibility Study") and
provided the results of said study to Interconnection Customer;
and
[OR]
WHEREAS, Parties have agreed to forego an Interconnection
Feasibility Study (the "Feasibility Study"); and
WHEREAS, Interconnection Customer has requested
Transmission Provider to perform an Interconnection System
Impact Study to assess the impact of interconnecting the Large
Generating Facility to the Transmission System, and of any
Affected Systems;
NOW, THEREFORE, in consideration of and subject to the
mutual covenants contained herein the Parties agreed as follows:
1 . 0 When used in this Agreement, with initial
capitalization, the terms specified shall have the
meanings indicated in Transmission Provider's FERC­
approved LGIP.
day
2 . 0 Interconnection Customer elects and Transmission
Provider shall cause to be performed an
Interconnection System Impact Study consistent with
Section 4 2 . 0 of this LGIP in accordance with the
Tariff.
3 . 0 The scope of the Interconnection System Impact Study
shall be subject to the assumptions set forth in
Attachment A to this Agreement.
4 . 0 The Interconnection System Impact Study will be based
upon the results of the Interconnection Feasibility
Study and the technical information provided by
Interconnection Customer in the Interconnection
Request, subject to any modifications in accordance
with Section 3 9 . 4 of the LGIP. Transmission Provider
reserves the right to request additional technical
information from Interconnection Customer as may
reasonably become necessary consistent with Good
Utility Practice during the course of the
Interconnection Customer System Impact Study. If
Interconnection Customer modifies its designated Point
of Interconnection, Interconnection Request, or the
technical information provided therein is modified,
the time to complete the Interconnection System Impact
Study may be extended.
5 . 0 The Interconnection System Impact Study report shall
provide the following information:
identification of any circuit breaker short
circuit capability limits exceeded as a result of
the interconnection;
identification of any thermal overload or voltage
limit violations resulting from the
interconnection;
identification of any instability or inadequately
damped response to system disturbances resulting
from the interconnection and
description and non-binding, good faith estimated
cost of facilities required to interconnect the
Large Generating Facility to the Transmission
System and to address the identified short
circuit, instability, and power flow issues.
6 . 0 Interconnection Customer shall provide a deposit of
$ 5 0 , 0 0 0 for the performance of the Interconnection
System Impact Study. Transmission Provider's good
faith estimate for the time of completion of the
Interconnection System Impact Study is [insert date]
Upon receipt of the Interconnection System Impact
Study, Transmission Provider shall charge and
Interconnection Customer shall pay the actual costs of
the Interconnection System Impact Study.
Any difference between the deposit and the actual cost
of the study shall be paid by or refunded to
Interconnection Customer, as appropriate.
7 . 0 Miscellaneous. The Interconnection System Impact
Study Agreement shall include standard miscellaneous
terms including, but not limited to, indemnities,
representations, disclaimers, warranties, governing
law, amendment, execution, waiver, enforceability and
assignment, that reflect best practices in the
electric industry, that are consistent with regional
practices, Applicable Laws and Regulations and the
organizational nature of each Party. All of these
provisions, to the extent practicable, shall be
consistent with the provisions of the LGIP and the
LGIA.]
IN WITNESS THEREOF, the Parties have caused this Agreement to be
duly executed by their duly authorized officers or agents on the
day and year first above written.
[Insert name of Transmission Provider or Transmission Owner, if
applicable]
By:
Title:
Date:
[Insert name of Interconnection Customer]
By:
Title:
Date:
Attachment A To Appendix 3
Interconnection System Impact
Study Agreement
ASSUMPTIONS USED IN CONDUCTING THE
INTERCONNECTION SYSTEM IMPACT STUDY
The Interconnection System Impact Study will be based upon
the results of the Interconnection Feasibility Study, subject to
any modifications in accordance with Section 3 9 . 4 of the LGIP,
and the following assumptions:
Designation of Point of Interconnection and configuration
to be studied.
Designation of alternative P o i n t ( s ) of Interconnection and
configuration.
[Above assumptions to be completed by Interconnection
Customer and other assumptions to be provided by Interconnection
Customer and Transmission Provider]
APPENDIX 4 TO LGIP
INTERCONNECTION FACILITIES STUDY AGREEMENT
THIS AGREEMENT is made and entered into this
of , 2 0 by and between , a
organized and existing under the laws of the State of
("Interconnection Customer,") and a
existing under the laws of the State of
("Transmission P r o v i d e r " ) . Interconnection Customer and
Transmission Provider each may be referred to as a "Party," or
collectively as the "Parties."
RECITALS
WHEREAS, Interconnection Customer is proposing to develop a
Large Generating Facility or generating capacity addition to an
existing Generating Facility consistent with the Interconnection
Request submitted by Interconnection Customer dated ;
and
WHEREAS, Interconnection Customer desires to interconnect
the Large Generating Facility with the Transmission System;
WHEREAS, Transmission Provider has completed an
Interconnection System Impact Study (the "System Impact Study")
and provided the results of said study to Interconnection
Customer; and
WHEREAS, Interconnection Customer has requested
Transmission Provider to perform an Interconnection Facilities
Study to specify and estimate the cost of the equipment,
engineering, procurement and construction work needed to
implement the conclusions of the Interconnection System Impact
Study in accordance with Good Utility Practice to physically and
electrically connect the Large Generating Facility to the
Transmission System.
NOW, THEREFORE, in consideration of and subject to the
mutual covenants contained herein the Parties agreed as follows:
1 . 0 When used in this Agreement, with initial
capitalization, the terms specified shall have the
meanings indicated in Transmission Provider's FERC­
approved LGIP.
2 . 0 Interconnection Customer elects and Transmission
Provider shall cause an Interconnection Facilities
day
Study consistent with Section 4 3 . 0 of this LGIP to be
performed in accordance with the Tariff.
3 . 0 The scope of the Interconnection Facilities Study
shall be subject to the assumptions set forth in
Attachment A and the data provided in Attachment B to
this Agreement.
4 . 0 The Interconnection Facilities Study report ( i ) shall
provide a description, estimated cost of (consistent
with Attachment A ) , schedule for required facilities
to interconnect the Large Generating Facility to the
Transmission System and ( i i ) shall address the short
circuit, instability, and power flow issues identified
in the Interconnection System Impact Study.
5 . 0 Interconnection Customer shall provide a deposit of
$ 1 0 0 , 0 0 0 for the performance of the Interconnection
Facilities Study. The time for completion of the
Interconnection Facilities Study is specified in
Attachment A .
Transmission Provider shall invoice Interconnection
Customer on a monthly basis for the work to be
conducted on the Interconnection Facilities Study each
month. Interconnection Customer shall pay invoiced
amounts within thirty ( 3 0 ) Calendar Days of receipt of
invoice. Transmission Provider shall continue to hold
the amounts on deposit until settlement of the final
invoice.
6 . 0 Miscellaneous. The Interconnection Facility Study
Agreement shall include standard miscellaneous terms
including, but not limited to, indemnities,
representations, disclaimers, warranties, governing
law, amendment, execution, waiver, enforceability and
assignment, that reflect best practices in the
electric industry, and that are consistent with
regional practices, Applicable Laws and Regulations,
and the organizational nature of each Party. All of
these provisions, to the extent practicable, shall be
consistent with the provisions of the LGIP and the
LGIA.
IN WITNESS WHEREOF, the Parties have caused this
Agreement to be duly executed by their duly authorized officers
or agents on the day and year first above written.
[Insert name of Transmission Provider or Transmission Owner, if
applicable]
By:
Title:
Date:
[Insert name of Interconnection Customer]
By:
Title:
Date:
Attachment A To Appendix 4
Interconnection Facilities
Study Agreement
INTERCONNECTION CUSTOMER SCHEDULE ELECTION FOR CONDUCTING THE
INTERCONNECTION FACILITIES STUDY
Transmission Provider shall use Reasonable Efforts to
complete the study and issue a draft Interconnection Facilities
Study report to Interconnection Customer within the following
number of days after of receipt of an executed copy of this
Interconnection Facilities Study Agreement:
ninety ( 9 0 ) Calendar Days with no more than a + / - 2 0
percent cost estimate contained in the report, or
one hundred eighty ( 1 8 0 ) Calendar Days with no more
than a + / - 1 0 percent cost estimate contained in the
report.
Attachment B to Appendix 4
Interconnection Facilities
Study Agreement
DATA FORM TO BE PROVIDED BY INTERCONNECTION CUSTOMER WITH THE
INTERCONNECTION FACILITIES STUDY AGREEMENT
Provide location plan and simplified one-line diagram of the
plant and station facilities. For staged projects, please
indicate future generation, transmission circuits, etc.
One set of metering is required for each generation connection
to the new ring bus or existing Transmission Provider station.
Number of generation connections:
On the one line diagram indicate the generation capacity
attached at each metering location. (Maximum load on CT/PT)
On the one line diagram indicate the location of auxiliary
power. (Minimum load on CT/PT) Amps
Will an alternate source of auxiliary power be available during
CT/PT maintenance?
Yes No
(Please indicate on one line No
Will a transfer bus on the generation side of the metering
require that each meter set be designed for the total plant
generation?
Yes
diagram).
What type of control system or PLC will be located at
Interconnection Customer's Large Generating Facility?
What protocol does the control system or PLC use?
Please provide a 7.5-minute quadrangle of the s i t e .
plant, station, transmission line, and property line.
Sketch the
Physical dimensions of the proposed interconnection station:
Bus length from generation to interconnection station:
Line length from interconnection station to Transmission
Provider's transmission line.
Tower number observed in the field. (Painted on tower l e g ) *
Number of third party easements required for transmission
lines*:
* T o b e completed in coordination with Transmission Provider.
Is the Large Generating Facility in the Transmission Provider's
service area?
Yes No Local provider:
Please provide proposed schedule dates:
Begin Construction
Generator step-up transformer
receives back feed power
Generation Testing
Commercial Operation
Date:
Date:
Date:
Date:
APPENDIX 5 TO LGIP
OPTIONAL INTERCONNECTION STUDY AGREEMENT
THIS AGREEMENT is made and entered into this
of , 2 0 by and between , a
organized and existing under the laws of the State of
("Interconnection Customer,") and a
existing under the laws of the State of
("Transmission P r o v i d e r " ) . Interconnection Customer and
Transmission Provider each may be referred to as a "Party," or
collectively as the "Parties."
RECITALS
WHEREAS, Interconnection Customer is proposing to develop a
Large Generating Facility or generating capacity addition to an
existing Generating Facility consistent with the Interconnection
Request submitted by Interconnection Customer dated
WHEREAS, Interconnection Customer is proposing to establish
an interconnection with the Transmission System; and
WHEREAS, Interconnection Customer has submitted to
Transmission Provider an Interconnection Request; and
WHEREAS, on or after the date when Interconnection Customer
receives the Interconnection System Impact Study results,
Interconnection Customer has further requested that Transmission
Provider prepare an Optional Interconnection Study;
NOW, THEREFORE, in consideration of and subject to the
mutual covenants contained herein the Parties agree as follows:
1 . 0 When used in this Agreement, with initial
capitalization, the terms specified shall have the
meanings indicated in Transmission Provider's FERC­
approved LGIP.
2 . 0 Interconnection Customer elects and Transmission
Provider shall cause an Optional Interconnection Study
consistent with Section 4 5 . 0 of this LGIP to be
performed in accordance with the Tariff.
3 . 0 The scope of the Optional Interconnection Study shall
be subject to the assumptions set forth in Attachment
A to this Agreement.
day
4 . 0 The Optional Interconnection Study shall be performed
solely for informational purposes.
5 . 0 The Optional Interconnection Study report shall
provide a sensitivity analysis based on the
assumptions specified by Interconnection Customer in
Attachment A to this Agreement. The Optional
Interconnection Study will identify Transmission
Provider's Interconnection Facilities and the Network
Upgrades, and the estimated cost thereof, that may be
required to provide transmission service or
interconnection service based upon the assumptions
specified by Interconnection Customer in Attachment A .
6 . 0 Interconnection Customer shall provide a deposit of
$ 1 0 , 0 0 0 for the performance of the Optional
Interconnection Study. Transmission Provider's good
faith estimate for the time of completion of the
Optional Interconnection Study is [insert d a t e ] .
Upon receipt of the Optional Interconnection Study,
Transmission Provider shall charge and Interconnection
Customer shall pay the actual costs of the Optional
Study.
Any difference between the initial payment and the
actual cost of the study shall be paid by or refunded
to Interconnection Customer, as appropriate.
7 . 0 Miscellaneous. The Optional Interconnection Study
Agreement shall include standard miscellaneous terms
including, but not limited to, indemnities,
representations, disclaimers, warranties, governing
law, amendment, execution, waiver, enforceability and
assignment, that reflect best practices in the
electric industry, and that are consistent with
regional practices, Applicable Laws and Regulations,
and the organizational nature of each Party. All of
these provisions, to the extent practicable, shall be
consistent with the provisions of the LGIP and the
LGIA.
IN WITNESS WHEREOF, the Parties have caused this Agreement
to be duly executed by their duly authorized officers or agents
on the day and year first above written.
[Insert name of Transmission Provider or Transmission Owner, if
applicable]
By:
Title:
Date:
[Insert name of Interconnection Customer]
By:
Title:
Date:
Appendix 6 to the Standard Large
Generator Interconnection Procedures
STANDARD LARGE GENERATOR
INTERCONNECTION AGREEMENT (LGIA) TABLE OF CONTENTS
RECITALS
Article 1 .
Article 2 .
2 . 1
2 . 2
2 . 3
2 . 4
2 . 5
2 . 6
Article 3 .
3 . 1
Definitions
Effective Date, Term, and Termination
Effective Date
Term of Agreement
Termination Procedures
2 . 3 . 1 Written Notice
2 . 3 . 2 Default
Termination Costs
Disconnection
Survival
Regulatory Filings
Filing
Article 4 .
4 . 1
4 . 2
4 . 3
4 . 4
4 . 5
Scope of Service
Interconnection Product Options
4 . 1 . 1 Energy Resource Interconnection Service
4 . 1 . 1 . 1 The Product
4.1.1.2Transmission Delivery Service Implications
4 . 1 . 2 Network Resource Interconnection
4 . 1 . 2 . 1 The Product
4.1.2.2Transmission Delivery Service Implications
Provision of Service
Performance Standards
No Transmission Delivery Service
Interconnection Customer Provided Services
5 . 1
5 . 2
5 . 3
5 . 4
Interconnection Facilities Engineering, Procurement,
& Construction
Options
5 . 1 . 1 Standard Option
5 . 1 . 2 Alternate Option
5 . 1 . 3 Option to Build
5 . 1 . 4 Negotiated Option
General Conditions Applicable to Option to Build
Liquidated Damages
Power System Stabilizers
Article 5 .
5 . 5
5 . 6
5 . 7
5 . 8
5 . 9
5 . 1 0
5 . 1 1
5 . 1 2
5 . 1 3
5 . 1 4
5 . 1 5
5 . 1 6
5 . 1 7
5 . 1 8
5 . 1 9
Equipment Procurement
Construction Commencement
Work Progress
Information Exchange
Limited Operation
Interconnection Customer's Interconnection
Facilities ( ' I C I F ' )
5 . 1 0 . 1 Interconnection Customer's Interconnection
Facility Specifications
5 . 1 0 . 2 Transmission Provider's Review
5 . 1 0 . 3 ICIF Construction
Transmission Provider's Interconnection Facilities
Construction
Access Rights
Lands of Other Property Owners
Permits
Early Construction of Base Case Facilities
Suspension
Taxes
5 . 1 7 . 1 Interconnection Customer Payments Not Taxable
5 . 1 7 . 2 Representations and Covenants
5 . 1 7 . 3 Indemnification for the Cost Consequences of
Current Tax Liability Imposed Upon the
Transmission Provider
5 . 1 7 . 4 Tax Gross-Up Amount
5 . 1 7 . 5 Private Letter Ruling or Change or
Clarification of Law
5 . 1 7 . 6 Subsequent Taxable Events
5 . 1 7 . 7 Contests
5 . 1 7 . 8 Refund
5 . 1 7 . 9 Taxes Other Than Income Taxes
5.17.lOTransmission Owners Who Are Not Transmission
Providers
Tax Status
Modification
5 . 1 9 . 1 General
5 . 1 9 . 2 Standards
5 . 1 9 . 3 Modification Costs
Testing and Inspection
Pre-Commercial Operation Date Testing and
Modifications
6 . 2 Post-Commercial Operation Date Testing and
Modifications
6 . 3 Right to Observe Testing
6 . 4 Right to Inspect
Article 6 .
6 . 1
Article 7 .
7 . 1
7 . 2
7 . 3
7 . 4
7 . 5
Article 8 .
8 . 1
8 . 2
8 . 3
8 . 4
Metering
General
Check Meters
Standards
Testing of Metering Equipment
Metering Data
Communications
Interconnection Customer Obligations
Remote Terminal Unit
No Annexation
Provision of Data from a Variable Energy Resource
Article 9 .
9 . 1
9 . 2
9 . 3
9 . 4
9 . 5
9 . 6
9 . 7
9 . 8
9 . 9
Operations
General
Control Area Notification
Transmission Provider Obligations
Interconnection Customer Obligations
Start-Up and Synchronization
Reactive Power and Primary Frequency Response
9 . 6 . 1 Power Factor Design Criteria
9 . 6 . 1 . 1 Synchronous Generation
9 . 6 . 1 . 2 Non-Synchronous Generation
9 . 6 . 2 Voltage Schedules
9 . 6 . 2 . 1 Voltage Regula tors
9 . 6 . 3 Payment for Reactive Power
9 . 6 . 4 Primary Frequency Response
9 . 6 . 4 . 1 Governor or Equivalent Controls
9 . 6 . 4 . 2 Timely and Sustained Response
9 . 6 . 4 . 3 Exemptions
9 . 6 . 4 . 4 E l e c t r i c Storage Resources
Outages and Interruptions
9 . 7 . 1 Outages
9 . 7 . 1 . l O u t a g e Authority and Coordination
9 . 7 . 1 . 2 Outage Schedules
9 . 7 . 1 . 3 Outage Restoration
9 . 7 . 2 Interruption of Service
9 . 7 . 3 Under-Frequency and Over Frequency Conditions
9 . 7 . 4 System Protection and Other Control
Requirements
9 . 7 . 4 . l S y s t e m Protection Facilities
9 . 7 . 5 Requirements for Protection
9 . 7 . 6 Power Quality
Switching and Tagging Rules
Use of Interconnection Facilities by Third Parties
9 . 9 . 1 Purpose of Interconnection Facilities
9 . 9 . 2 Third Party Users
9 . 1 0 Disturbance Analysis Data Exchange
Article 1 0 . Maintenance
1 0 . 1 Transmission Provider Obligations
1 0 . 2 Interconnection Customer Obligations
1 0 . 3 Coordination
1 0 . 4 Secondary Systems
1 0 . 5 Operating and Maintenance Expenses
Performance Obligation
Interconnection Customer Interconnection Facilities
Transmission Provider's Interconnection Facilities
Network Upgrades and Distribution Upgrades
Transmission Credits
1 1 . 4 . 1 Repayment of Amounts Advanced for Network
Upgrades
1 1 . 4 . 2 Special Provisions for Affected Systems
Provision of Security
Interconnection Customer Compensation
1 1 . 6 . 1 Interconnection Customer Compensation for
Actions During Emergency Condition
1 1 . 5
1 1 . 6
Article 1 1 .
1 1 . 1
1 1 . 2
1 1 . 3
1 1 . 4
Article 1 2 .
1 2 . 1
1 2 . 2
1 2 . 3
1 2 . 4
Invoice
General
Final Invoice
Payment
Disputes
Emergencies
Definition
Obligations
Notice
Immediate Action
Transmission Provider Authority
13. 5 . 1 General
Article 13.
1 3 . 1
1 3 . 2
1 3 . 3
1 3 . 4
1 3 . 5
1 3 . 6
1 3 . 7
1 3 . 5 . 2 Reduction and Disconnection
Interconnection Customer Authority
Limited Liability
Article 1 4 .
1 4 . 1
1 4 . 2
Regulatory Requirements and Governing Law
Regulatory Requirements
Governing Law
Article 15.
1 5 . 1
1 5 . 2
1 5 . 3
Notices
General
Billings and Payments
Alternative Forms of Notice
1 5 . 4 Operations and Maintenance Notice
Article 1 6 . Force Majeure
Default
Default
1 7 . 1 . 1 General
17 . 1 . 2 Right to Terminate
Article 1 7 .
1 7 . 1
Article 1 8 . Indemnity, Consequential Damages and Insurance
18 . 1 Indemnity
1 8 . 1 . 1 Indemnified Person
18 . 1 . 2 Indemnifying Party
1 8 . 1 . 3 Indemnity Procedures
1 8 . 2 Consequential Damages
1 8 . 3 Insurance
Article 1 9 . Assignment
Article 2 0 . Severability
Article 2 1 . Comparability
Confidentiality
Confidentiality
22 . 1 . 1 Term
2 2 . 1 . 2 Scope
2 2 . 1 . 3 Release of Confidential Information
2 2 . 1 . 4 Rights
2 2 . 1 . 5 No Warranties
2 2 . 1 . 6 Standard of Care
2 2 . 1 . 7 Order of Disclosure
22 . 1 . 8 Termination of Agreement
2 2 . 1 . 9 Remedies
22.1.lODisclosure to FERC, its Staff, or a State
Article 2 2 .
2 2 . 1
Article 23. Environmental Releases
Article 2 4 .
2 4 . 1
2 4 . 2
2 4 . 3
2 4 . 4
Information Requirements
Information Acquisition
Information Submission by Transmission Provider
Updated Information Submission by Interconnection
Customer
Information Supplementation
Article 2 5 .
2 5 . 1
Information Access and Audit Rights
Information Access
2 5 . 2
2 5 . 3
2 5 . 4
2 5 . 5
Reporting of Non-Force Majeure Events
Audit Rights
Audit Rights Periods
2 5 . 4 . 1 Audit Rights Period for Construction-Related
Accounts and Records
2 5 . 4 . 2 Audit Rights Period for All Other Accounts and
Records
Audit Results
Article 2 6 .
2 6 . 1
2 6 . 2
2 6 . 3
Subcontractors
General
Responsibility of Principal
No Limitation by Insurance
Article 2 7 .
2 7 . 1
2 7 . 2
2 7 . 3
2 7 . 4
Disputes
Submission
External Arbitration Procedures
Arbitration Decisions
Costs
Representations, Warranties, and Covenants
General
28 . 1 . 1 Good Standing
2 8 . 1 . 2 Authority
28 . 1 . 3 No Conflict
28 . 1 . 4 Consent and Approval
Article 2 8 .
2 8 . 1
Article 2 9 . Joint Operating Committee
Article 3 0 .
3 0 . 1
3 0 . 2
3 0 . 3
3 0 . 4
3 0 . 5
3 0 . 6
3 0 . 7
3 0 . 8
3 0 . 9
3 0 . 1 0
3 0 . 1 1
3 0 . 1 2
Miscellaneous
Binding Effect
Conflicts
Rules of Interpretation
Entire Agreement
No Third Party Beneficiaries
Waiver
Headings
Multiple Counterparts
Amendment
Modification by the Parties
Reservation of Rights
No Partnership
Appendix A - Interconnection Facilities, Network Upgrades, and
Distribution Upgrades
Appendix B - Milestones
Appendix C - Interconnection Details
Appendix D - Security Arrangements Details
Appendix E - Commercial Operation Date
Appendix F - Addresses for Delivery of Notices and Billings
Appendix G - Interconnection Requirements for a Wind Generating
Plant
STANDARD LARGE GENERATOR INTERCONNECTION AGREEMENT
THIS STANDARD LARGE GENERATOR INTERCONNECTION AGREEMENT
("Agreement") is made and entered into this day of
���' 2 0 by and between , a
organized and existing under the laws of the State/Commonwealth
of ("Interconnection Customer" with a Large
Generating Facility), and a
organized and existing under the laws of the State/Commonwealth
of ("Transmission Provider and/or Transmission
O w n e r " ) . Interconnection Customer and Transmission Provider
each may be referred to as a "Party" or collectively as the
" P a r t i e s . "
Recitals
WHEREAS, Transmission Provider operates the Transmission
System; and
WHEREAS, Interconnection Customer intends to own, lease
and/or control and operate the Generating Facility identified as
a Large Generating Facility in Appendix C to this Agreement;
and,
WHEREAS, Interconnection Customer and Transmission Provider
have agreed to enter into this Agreement for the purpose of
interconnecting the Large Generating Facility with the
Transmission System;
NOW, THEREFORE, in consideration of and subject to the
mutual covenants contained herein, it is agreed:
When used in this Standard Large Generator
Interconnection Agreement, terms with initial capitalization
that are not defined in Article 1 shall have the meanings
specified in the Article in which they are used or the Open
Access Transmission Tariff ( T a r i f f ) .
Article 1 . Definitions
Adverse System Impact shall mean the negative effects due
to technical or operational limits on conductors or equipment
being exceeded that may compromise the safety and reliability of
the electric system.
Affected System shall mean an electric system other than
the Transmission Provider's Transmission System that may be
affected by the proposed interconnection.
Affected System Operator shall mean the entity that
operates an Affected System.
Affiliate shall mean, with respect to a corporation,
partnership or other entity, each such other corporation,
partnership or other entity that directly or indirectly, through
one or more intermediaries, controls, is controlled by, or is
under common control with, such corporation, partnership or
other entity.
Ancillary Services shall mean those services that are
necessary to support the transmission of capacity and energy
from resources to loads while maintaining reliable operation of
the Transmission Provider's Transmission System in accordance
with Good Utility Practice.
Applicable Laws and Regulations shall mean all duly
promulgated applicable federal, state and local laws,
regulations, rules, ordinances, codes, decrees, judgments,
directives, or judicial or administrative orders, permits and
other duly authorized actions of any Governmental Authority.
Applicable Reliability Council shall mean the reliability
council applicable to the Transmission System to which the
Generating Facility is directly interconnected.
Applicable Reliability Standards shall mean the
requirements and guidelines of NERC, the Applicable Reliability
Council, and the Control Area of the Transmission System to
which the Generating Facility is directly interconnected.
Base Case shall mean the base case power flow, short
circuit, and stability data bases used for the Interconnection
Studies by the Transmission Provider or Interconnection
Customer.
Breach shall mean the failure of a Party to perform or
observe any material term or condition of the Standard Large
Generator Interconnection Agreement.
Breaching Party shall mean a Party that is in Breach of the
Standard Large Generator Interconnection Agreement.
Business Day shall mean Monday through Friday, excluding
Federal Holidays.
Calendar Day shall mean any day including Saturday, Sunday
or a Federal Holiday.
Clustering shall mean the process whereby a group of
Interconnection Requests is studied together, instead of
serially, for the purpose of conducting the Interconnection
System Impact Study.
Commercial Operation shall mean the status of a Generating
Facility that has commenced generating electricity for sale,
excluding electricity generated during Trial Operation.
Commercial Operation Date of a unit shall mean the date on
which the Generating Facility commences Commercial Operation as
agreed to by the Parties pursuant to Appendix E to the Standard
Large Generator Interconnection Agreement.
Confidential Information shall mean any confidential,
proprietary or trade secret information of a plan,
specification, pattern, procedure, design, device, list,
concept, policy or compilation relating to the present or
planned business of a Party, which is designated as confidential
by the Party supplying the information, whether conveyed orally,
electronically, in writing, through inspection, or otherwise.
Control Area shall mean an electrical system or systems
bounded by interconnection metering and telemetry, capable of
controlling generation to maintain its interchange schedule with
other Control Areas and contributing to frequency regulation of
the interconnection. A Control Area must be certified by the
Applicable Reliability Council.
Default shall mean the failure of a Breaching Party to cure
its Breach in accordance with Article 17 of the Standard Large
Generator Interconnection Agreement.
Dispute Resolution shall mean the procedure for resolution
of a dispute between the Parties in which they will first
attempt to resolve the dispute on an informal b a s i s .
Distribution System shall mean the Transmission Provider's
facilities and equipment used to transmit electricity to
ultimate usage points such as homes and industries directly from
nearby generators or from interchanges with higher voltage
transmission networks which transport bulk power over longer
distances. The voltage levels at which distribution systems
operate differ among areas.
Distribution Upgrades shall mean the additions,
modifications, and upgrades to the Transmission Provider's
Distribution System at or beyond the Point of Interconnection to
facilitate interconnection of the Generating Facility and render
the transmission service necessary to effect Interconnection
Customer's wholesale sale of electricity in interstate commerce.
Distribution Upgrades do not include Interconnection Facilities.
Effective Date shall mean the date on which the Standard
Large Generator Interconnection Agreement becomes effective upon
execution by the Parties subject to acceptance by FERC, or if
filed unexecuted, upon the date specified by FERC.
Emergency Condition shall mean a condition or situation:
( 1 ) that in the judgment of the Party making the claim is
imminently likely to endanger life or property; or ( 2 ) that, in
the case of a Transmission Provider, is imminently likely (as
determined in a non-discriminatory manner) to cause a material
adverse effect on the security of, or damage to Transmission
Provider's Transmission System, Transmission Provider's
Interconnection Facilities or the electric systems of others to
which the Transmission Provider's Transmission System is
directly connected; or ( 3 ) that, in the case of Interconnection
Customer, is imminently likely (as determined in a non­
discriminatory manner) to cause a material adverse effect on the
security of, or damage to, the Generating Facility or
Interconnection Customer's Interconnection Facilities. System
restoration and black start shall be considered Emergency
Conditions; provided, that Interconnection Customer is not
obligated by the Standard Large Generator Interconnection
Agreement to possess black start capability.
Energy Resource Interconnection Service shall mean an
Interconnection Service that allows the Interconnection Customer
to connect its Generating Facility to the Transmission
Provider's Transmission System to be eligible to deliver the
Generating Facility's electric output using the existing firm or
nonfirm capacity of the Transmission Provider's Transmission
System on an as available basis. Energy Resource
Interconnection Service in and of itself does not convey
transmission service.
Engineering & Procurement (E&P) Agreement shall mean an
agreement that authorizes the Transmission Provider to begin
engineering and procurement of long lead-time items necessary
for the establishment of the interconnection in order to advance
the implementation of the Interconnection Request.
Environmental Law shall mean Applicable Laws or Regulations
relating to pollution or protection of the environment or
natural resources.
Federal Power Act shall mean the Federal Power Act, as
amended, 1 6 U . S . C . §§ 7 9 1 a et seq.
FERC shall mean the Federal Energy Regulatory Commission
(Commission) or its successor.
Force Majeure shall mean any act of God, labor disturbance,
act of the public enemy, war, insurrection, riot, fire, storm or
flood, explosion, breakage or accident to machinery or
equipment, any order, regulation or restriction imposed by
governmental, military or lawfully established civilian
authorities, or any other cause beyond a Party's control. A
Force Majeure event does not include acts of negligence or
intentional wrongdoing by the Party claiming Force Majeure.
Generating Facility shall mean Interconnection Customer's
device for the production of electricity identified in the
Interconnection Request, but shall not include the
Interconnection Customer's Interconnection Facilities.
Generating Facility Capacity shall mean the net capacity of
the Generating Facility and the aggregate net capacity of the
Generating Facility where it includes multiple energy production
devices.
Good Utility Practice shall mean any of the practices,
methods and acts engaged in or approved by a significant portion
of the electric industry during the relevant time period, or any
of the practices, 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 expected to accomplish the
desired result at a reasonable cost consistent with good
business practices, reliability, safety and expedition. Good
Utility Practice is not intended to be limited to the optimum
practice, method, or act to the exclusion of all others, but
rather to be acceptable practices, methods, or acts generally
accepted in the region.
Governmental Authority shall mean any federal, state, local
or other governmental regulatory or administrative agency,
court, commission, department, board, or other governmental
subdivision, legislature, rulemaking board, tribunal, or other
governmental authority having jurisdiction over the Parties,
their respective facilities, or the respective services they
provide, and exercising or entitled to exercise any
administrative, executive, police, or taxing authority or power;
provided, however, that such term does not include
Interconnection Customer, Transmission Provider, or any
Affiliate thereof.
Hazardous Substances shall mean any chemicals, materials or
substances defined as or included in the definition of
"hazardous substances," "hazardous wastes," "hazardous
materials," "hazardous constituents," "restricted hazardous
materials," "extremely hazardous substances," "toxic
substances," "radioactive substances," "contaminants,"
"pollutants," "toxic pollutants" or words of similar meaning and
regulatory effect under any applicable Environmental Law, or any
other chemical, material or substance, exposure to which is
prohibited, limited or regulated by any applicable Environmental
Law.
Initial Synchronization Date shall mean the date upon which
the Generating Facility is initially synchronized and upon which
Trial Operation begins.
In-Service Date shall mean the date upon which the
Interconnection Customer reasonably expects it will be ready to
begin use of the Transmission Provider's Interconnection
Facilities to obtain back feed power.
Interconnection Customer shall mean any entity, including
the Transmission Provider, Transmission Owner or any of the
Affiliates or subsidiaries of either, that proposes to
interconnect its Generating Facility with the Transmission
Provider's Transmission System.
Interconnection Customer's Interconnection Facilities shall
mean all facilities and equipment, as identified in Appendix A
of the Standard Large Generator Interconnection Agreement, that
are located between the Generating Facility and the Point of
Change of Ownership, including any modification, addition, or
upgrades to such facilities and equipment necessary to
physically and electrically interconnect the Generating Facility
to the Transmission Provider's Transmission System.
Interconnection Customer's Interconnection Facilities are sole
use facilities.
Interconnection Facilities shall mean the Transmission
Provider's Interconnection Facilities and the Interconnection
Customer's Interconnection Facilities. Collectively,
Interconnection Facilities include all facilities and equipment
between the Generating Facility and the Point of
Interconnection, including any modification, additions or
upgrades that are necessary to physically and electrically
interconnect the Generating Facility to the Transmission
Provider's Transmission System. Interconnection Facilities are
sole use facilities and shall not include Distribution Upgrades,
Stand Alone Network Upgrades or Network Upgrades.
Interconnection Facilities Study shall mean a study
conducted by the Transmission Provider or a third party
consultant for the Interconnection Customer to determine a list
of facilities (including Transmission Provider's Interconnection
Facilities and Network Upgrades as identified in the
Interconnection System Impact Study), the cost of those
facilities, and the time required to interconnect the Generating
Facility with the Transmission Provider's Transmission System.
The scope of the study is defined in Section 4 3 of the Standard
Large Generator Interconnection Procedures.
Interconnection Facilities Study Agreement shall mean the
form of agreement contained in Appendix 4 of the Standard Large
Generator Interconnection Procedures for conducting the
Interconnection Facilities Study.
Interconnection Feasibility Study shall mean a preliminary
evaluation of the system impact and cost of interconnecting the
Generating Facility to the Transmission Provider's Transmission
System, the scope of which is described in Section 4 1 of the
Standard Large Generator Interconnection Procedures.
Interconnection Feasibility Study Agreement shall mean the
form of agreement contained in Appendix 2 of the Standard Large
Generator Interconnection Procedures for conducting the
Interconnection Feasibility Study.
Interconnection Request shall mean an Interconnection
Customer's request, in the form of Appendix 1 to the Standard
Large Generator Interconnection Procedures, in accordance with
the Tariff, to interconnect a new Generating Facility, or to
increase the capacity of, or make a Material Modification to the
operating characteristics of, an existing Generating Facility
that is interconnected with the Transmission Provider's
Transmission System.
Interconnection Service shall mean the service provided by
the Transmission Provider associated with interconnecting the
Interconnection Customer's Generating Facility to the
Transmission Provider's Transmission System and enabling it to
receive electric energy and capacity from the Generating
Facility at the Point of Interconnection, pursuant to the terms
of the Standard Large Generator Interconnection Agreement and,
if applicable, the Transmission Provider's Tariff.
Interconnection Study shall mean any of the following
studies: the Interconnection Feasibility Study, the
Interconnection System Impact Study, and the Interconnection
Facilities Study described in the Standard Large Generator
Interconnection Procedures.
Interconnection System Impact Study shall mean an
engineering study that evaluates the impact of the proposed
interconnection on the safety and reliability of Transmission
Provider's Transmission System and, if applicable, an Affected
System. The study shall identify and detail the system impacts
that would result if the Generating Facility were interconnected
without project modifications or system modifications, focusing
on the Adverse System Impacts identified in the Interconnection
Feasibility Study, or to study potential impacts, including but
not limited to those identified in the Scoping Meeting as
described in the Standard Large Generator Interconnection
Procedures.
Interconnection System Impact Study Agreement shall mean
the form of agreement contained in Appendix 3 of the Standard
Large Generator Interconnection Procedures for conducting the
Interconnection System Impact Study.
IRS shall mean the Internal Revenue Service.
Joint Operating Committee shall be a group made up of
representatives from Interconnection Customers and the
Transmission Provider to coordinate operating and technical
considerations of Interconnection Service.
Large Generating Facility shall mean a Generating Facility
having a Generating Facility Capacity of more than 2 0 MW.
Loss shall mean any and all losses relating to injury to or
death of any person or damage to property, 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 Party's performance, or non-performance
of its obligations under the Standard Large Generator
Interconnection Agreement on behalf of the indemnifying Party,
except in cases of gross negligence or intentional wrongdoing by
the indemnifying Party.
Material Modification shall mean those modifications that
have a material impact on the cost or timing of any
Interconnection Request with a later queue priority date.
Metering Equipment shall mean all metering equipment
installed or to be installed at the Generating Facility pursuant
to the Standard Large Generator Interconnection Agreement at the
metering points, including but not limited to instrument
transformers, MWh-meters, data acquisition equipment,
transducers, remote terminal unit, communications equipment,
phone lines, and fiber optics.
NERC shall mean the North American Electric Reliability
Council or its successor organization.
Network Resource shall mean any designated generating
resource owned, purchased, or leased by a Network Customer under
the Network Integration Transmission Service Tariff. Network
Resources do not include any resource, or any portion thereof,
that is committed for sale to third parties or otherwise cannot
be called upon to meet the Network Customer's Network Load on a
non-interruptible basis.
Network Resource Interconnection Service shall mean an
Interconnection Service that allows the Interconnection Customer
to integrate its Large Generating Facility with the Transmission
Provider's Transmission System ( 1 ) in a manner comparable to
that in which the Transmission Provider integrates its
generating facilities to serve native load customers; or ( 2 ) in
an RTO or ISO with market based congestion management, in the
same manner as Network Resources. Network Resource
Interconnection Service in and of itself does not convey
transmission service.
Network Upgrades shall mean the additions, modifications,
and upgrades to the Transmission Provider's Transmission System
required at or beyond the point at which the Interconnection
Facilities connect to the Transmission Provider's Transmission
System to accommodate the interconnection of the Large
Generating Facility to the Transmission Provider's Transmission
System.
Notice of Dispute shall mean a written notice of a dispute
or claim that arises out of or in connection with the Standard
Large Generator Interconnection Agreement or its performance.
Optional Interconnection Study shall mean a sensitivity
analysis based on assumptions specified by the Interconnection
Customer in the Optional Interconnection Study Agreement.
Optional Interconnection Study Agreement shall mean the
form of agreement contained in Appendix 5 of the Standard Large
Generator Interconnection Procedures for conducting the Optional
Interconnection Study.
Party or Parties shall mean Transmission Provider,
Transmission Owner, Interconnection Customer or any combination
of the above.
Point of Change of Ownership shall mean the point, as set
forth in Appendix A to the Standard Large Generator
Interconnection Agreement, where the Interconnection Customer's
Interconnection Facilities connect to the Transmission
Provider's Interconnection Facilities.
Point of Interconnection shall mean the point, as set forth
in Appendix A to the Standard Large Generator Interconnection
Agreement, where the Interconnection Facilities connect to the
Transmission Provider's Transmission System.
Queue Position shall mean the order of a valid
Interconnection Request, relative to all other pending valid
Interconnection Requests, that is established based upon the
date and time of receipt of the valid Interconnection Request by
the Transmission Provider.
Reasonable Efforts shall mean, with respect to an action
required to be attempted or taken by a Party under the Standard
Large Generator Interconnection Agreement, efforts that are
timely and consistent with Good Utility Practice and are
otherwise substantially equivalent to those a Party would use to
protect its own interests.
Scoping Meeting shall mean the meeting between
representatives of the Interconnection Customer and Transmission
Provider conducted for the purpose of discussing alternative
interconnection options, to exchange information including any
transmission data and earlier study evaluations that would be
reasonably expected to impact such interconnection options, to
analyze such information, and to determine the potential
feasible Points of Interconnection.
Site Control shall mean documentation reasonably
demonstrating: ( 1 ) ownership of, a leasehold interest in, or a
right to develop a site for the purpose of constructing the
Generating Facility; ( 2 ) an option to purchase or acquire a
leasehold site for such purpose; or ( 3 ) an exclusivity or other
business relationship between Interconnection Customer and the
entity having the right to sell, lease or grant Interconnection
Customer the right to possess or occupy a site for such purpose.
Small Generating Facility shall mean a Generating Facility
that has a Generating Facility Capacity of no more than 2 0 MW.
Stand Alone Network Upgrades shall mean Network Upgrades
that an Interconnection Customer may construct without affecting
day-to-day operations of the Transmission System during their
construction. Both the Transmission Provider and the
Interconnection Customer must agree as to what constitutes Stand
Alone Network Upgrades and identify them in Appendix A to the
Standard Large Generator Interconnection Agreement.
Standard Large Generator Interconnection Agreement (LGIA)
shall mean the form of interconnection agreement applicable to
an Interconnection Request pertaining to a Large Generating
Facility that is included in the Transmission Provider's Tariff.
Standard Large Generator Interconnection Procedures (LGIP)
shall mean the interconnection procedures applicable to an
Interconnection Request pertaining to a Large Generating
Facility that are included in the Transmission Provider's
Tariff.
System Protection Facilities shall mean the equipment,
including necessary protection signal communications equipment,
required to protect ( 1 ) the Transmission Provider's Transmission
System from faults or other electrical disturbances occurring at
the Generating Facility and ( 2 ) the Generating Facility from
faults or other electrical system disturbances occurring on the
Transmission Provider's Transmission System or on other delivery
systems or other generating systems to which the Transmission
Provider's Transmission System is directly connected.
Tariff shall mean the Transmission Provider's Tariff
through which open access transmission service and
Interconnection Service are offered, as filed with FERC, and as
amended or supplemented from time to time, or any successor
tariff.
Transmission Owner shall mean an entity that owns, leases
or otherwise possesses an interest in the portion of the
Transmission System at the Point of Interconnection and may be a
Party to the Standard Large Generator Interconnection Agreement
to the extent necessary.
Transmission Provider shall mean the public utility (or its
designated agent) that owns, controls, or operates transmission
or distribution facilities used for the transmission of
electricity in interstate commerce and provides transmission
service under the Tariff. The term Transmission Provider should
be read to include the Transmission Owner when the Transmission
Owner is separate from the Transmission Provider.
Transmission Provider's Interconnection Facilities shall
mean all facilities and equipment owned, controlled or operated
by the Transmission Provider from the Point of Change of
Ownership to the Point of Interconnection as identified in
Appendix A to the Standard Large Generator Interconnection
Agreement, including any modifications, additions or upgrades to
such facilities and equipment. Transmission Provider's
Interconnection Facilities are sole use facilities and shall not
include Distribution Upgrades, Stand Alone Network Upgrades or
Network Upgrades.
Transmission System shall mean the facilities owned,
controlled or operated by the Transmission Provider or
Transmission Owner that are used to provide transmission service
under the Tariff.
Trial Operation shall mean the period during which
Interconnection Customer is engaged in on-site test operations
and commissioning of the Generating Facility prior to Commercial
Operation.
Variable Energy Resource shall mean a device for the
production of electricity that is characterized by an energy
source that: ( 1 ) is renewable; ( 2 ) cannot be stored by the
facility owner or operator; and ( 3 ) has variability that is
beyond the control of the facility owner or operator.
Article 2 . Effective Date, Term, and Termination
2 . 1 Effective Date. This LGIA shall become effective upon
execution by the Parties subject to acceptance by FERC ( i f
applicable), or if filed unexecuted, upon the date
specified by FERC. Transmission Provider shall promptly
file this LGIA with FERC upon execution in accordance with
Article 3 . 1 , if required.
2 . 2 Term of Agreement. Subject to the provisions of Article
2 . 3 , this LGIA shall remain in effect for a period of ten
( 1 0 ) years from the Effective Date or such other longer
period as Interconnection Customer may request (Term to be
specified in individual agreements) and shall be
automatically renewed for each successive one-year period
thereafter.
2 . 3 Termination Procedures.
2 . 3 . 1
2 . 3 . 2
2 . 3 . 3
Written Notice. This LGIA may be terminated by
Interconnection Customer after giving
Transmission Provider ninety ( 9 0 ) Calendar Days
advance written notice, or by Transmission
Provider notifying FERC after the Generating
Facility permanently ceases Commercial
Operation.
Default. Either Party may terminate this LGIA
in accordance with Article 1 7 .
Notwithstanding Articles 2 . 3 . 1 and 2 . 3 . 2 , no
termination shall become effective until the
Parties have complied with all Applicable Laws
and Regulations applicable to such termination,
including the filing with FERC of a notice of
termination of this LGIA, which notice has been
accepted for filing by FERC.
2 . 4 Termination Costs. I f a Party elects to terminate this
Agreement pursuant to Article 2 . 3 above, each Party shall
pay all costs incurred (including any cancellation costs
relating to orders or contracts for Interconnection
Facilities and equipment) or charges assessed by the other
Party, as of the date of the other Party's receipt of such
notice of termination, that are the responsibility of the
Terminating Party under this LGIA. In the event of
termination by a Party, the Parties shall use commercially
Reasonable Efforts to mitigate the costs, damages and
charges arising as a consequence of termination. Upon
termination of this LGIA, unless otherwise ordered or
approved by FERC:
2 . 4 . 1 With respect to any portion of Transmission
Provider's Interconnection Facilities that have
not yet been constructed or installed,
Transmission Provider shall to the extent
possible and with Interconnection Customer's
authorization cancel any pending orders of, or
return, any materials or equipment for, or
contracts for construction of, such facilities;
provided that in the event Interconnection
Customer elects not to authorize such
cancellation, Interconnection Customer shall
assume all payment obligations with respect to
such materials, equipment, and contracts, and
Transmission Provider shall deliver such
material and equipment, and, if necessary,
assign such contracts, to Interconnection
Customer as soon as practicable, at
Interconnection Customer's expense. To the
extent that Interconnection Customer has
already paid Transmission Provider for any or
all such costs of materials or equipment not
taken by Interconnection Customer, Transmission
Provider shall promptly refund such amounts to
Interconnection Customer, less any costs,
including penalties incurred by Transmission
Provider to cancel any pending orders of or
return such materials, equipment, or contracts.
I f an Interconnection Customer terminates this
LGIA, it shall be responsible for all costs
incurred in association with that
Interconnection Customer's interconnection,
including any cancellation costs relating to
orders or contracts for Interconnection
Facilities and equipment, and other expenses
including any Network Upgrades for which
Transmission Provider has incurred expenses and
has not been reimbursed by Interconnection
Customer.
2 . 4 . 2
2 . 4 . 3
Transmission Provider may, at its option,
retain any portion of such materials,
equipment, or facilities that Interconnection
Customer chooses not to accept delivery of, in
which case Transmission Provider shall be
responsible for all costs associated with
procuring such materials, equipment, or
facilities.
With respect to any portion of the
Interconnection Facilities, and any other
facilities already installed or constructed
pursuant to the terms of this LGIA,
Interconnection Customer shall be responsible
for all costs associated with the removal,
relocation or other disposition or retirement
of such materials, equipment, or facilities.
2 . 5 Disconnection. Upon termination of this LGIA, the Parties
will take all appropriate steps to disconnect the Large
Generating Facility from the Transmission System. All
costs required to effectuate such disconnection shall be
borne by the terminating Party, unless such termination
resulted from the non-terminating Party's Default of this
LGIA or such non-terminating Party otherwise is
responsible for these costs under this LGIA.
2 . 6 Survival. This LGIA shall continue in effect after
termination to the extent necessary to provide for final
billings and payments and for costs incurred hereunder,
including billings and payments pursuant to this LGIA; to
permit the determination and enforcement of liability and
indemnification obligations arising from acts or events
that occurred while this LGIA was in effect; and to permit
each Party to have access to the lands of the other Party
pursuant to this LGIA or other applicable agreements, to
disconnect, remove or salvage its own facilities and
equipment.
Article 3 . Regulatory Filings
3 . 1 Filing. Transmission Provider shall file this LGIA (and
any amendment hereto) with the appropriate Governmental
Authority, if required. Interconnection Customer may
request that any information so provided be subject to the
confidentiality provisions of Article 2 2 . If
Interconnection Customer has executed this LGIA, or any
amendment thereto, Interconnection Customer shall
reasonably cooperate with Transmission Provider with
respect to such filing and to provide any information
reasonably requested by Transmission Provider needed to
comply with applicable regulatory requirements.
Article 4 . Scope of Service
4 . 1 Interconnection Product Options. Interconnection Customer
has selected the following (checked) type of
Interconnection Service:
4 . 1 . 1 Energy Resource Interconnection Service.
4 . 1 . 1 . 1
4 . 1 . 1 . 2
The Product. Energy Resource
Interconnection Service allows
Interconnection Customer to connect
the Large Generating Facility to the
Transmission System and be eligible to
deliver the Large Generating
Facility's output using the existing
firm or non-firm capacity of the
Transmission System on an "as
available" b a s i s . To the extent
Interconnection Customer wants to
receive Energy Resource
Interconnection Service, Transmission
Provider shall construct facilities
identified in Attachment A .
Transmission Delivery Service
Implications. Under Energy Resource
Interconnection Service,
Interconnection Customer will be
eligible to inject power from the
Large Generating Facility into and
deliver power across the
interconnecting Transmission
Provider's Transmission System on an
"as available" basis up to the amount
of MWs identified in the applicable
stability and steady state studies to
the extent the upgrades initially
required to qualify for Energy
Resource Interconnection Service have
been constructed. Where eligible to
4 . 1 . 2
do so ( e . g . , PJM, ISO-NE, N Y I S O ) ,
Interconnection Customer may place a
bid to sell into the market up to the
maximum identified Large Generating
Facility output, subject to any
conditions specified in the
interconnection service approval, and
the Large Generating Facility will be
dispatched to the extent
Interconnection Customer's bid clears.
In all other instances, no
transmission delivery service from the
Large Generating Facility is assured,
but Interconnection Customer may
obtain Point-to-Point Transmission
Service, Network Integration
Transmission Service, or be used for
secondary network transmission
service, pursuant to Transmission
Provider's Tariff, up to the maximum
output identified in the stability and
steady state studies. In those
instances, in order for
Interconnection Customer to obtain the
right to deliver or inject energy
beyond the Large Generating Facility
Point of Interconnection or to improve
its ability to do so, transmission
delivery service must be obtained
pursuant to the provisions of
Transmission Provider's Tariff. The
Interconnection Customer's ability to
inject its Large Generating Facility
output beyond the Point of
Interconnection, therefore, will
depend on the existing capacity of
Transmission Provider's Transmission
System at such time as a transmission
service request is made that would
accommodate such delivery. The
provision of firm Point-to-Point
Transmission Service or Network
Integration Transmission Service may
require the construction of additional
Network Upgrades.
Network Resource Interconnection Service.
4 . 1 . 2 . 1
4 . 1 . 2 . 2
The Product. Transmission Provider
must conduct the necessary studies and
construct the Network Upgrades needed
to integrate the Large Generating
Facility ( 1 ) in a manner comparable to
that in which Transmission Provider
integrates its generating facilities
to serve native load customers; or ( 2 )
in an ISO or RTO with market based
congestion management, in the same
manner as all Network Resources. To
the extent Interconnection Customer
wants to receive Network Resource
Interconnection Service, Transmission
Provider shall construct the
facilities identified in Attachment A
to this LGIA.
Transmission Delivery Service
Implications. Network Resource
Interconnection Service allows
Interconnection Customer's Large
Generating Facility to be designated
by any Network Customer under the
Tariff on Transmission Provider's
Transmission System as a Network
Resource, up to the Large Generating
Facility's full output, on the same
basis as existing Network Resources
interconnected to Transmission
Provider's Transmission System, and to
be studied as a Network Resource on
the assumption that such a designation
will occur. Although Network Resource
Interconnection Service does not
convey a reservation of transmission
service, any Network Customer under
the Tariff can utilize its network
service under the Tariff to obtain
delivery of energy from the
interconnected Interconnection
Customer's Large Generating Facility
in the same manner as it accesses
Network Resources. A Large Generating
Facility receiving Network Resource
Interconnection Service may also be
used to provide Ancillary Services
after technical studies and/or
periodic analyses are performed with
respect to the Large Generating
Facility's ability to provide any
applicable Ancillary Services,
provided that such studies and
analyses have been or would be
required in connection with the
provision of such Ancillary Services
by any existing Network Resource.
However, if an Interconnection
Customer's Large Generating Facility
has not been designated as a Network
Resource by any load, it cannot be
required to provide Ancillary Services
except to the extent such requirements
extend to all generating facilities
that are similarly situated. The
provision of Network Integration
Transmission Service or firm Point-to­
Point Transmission Service may require
additional studies and the
construction of additional upgrades.
Because such studies and upgrades
would be associated with a request for
delivery service under the Tariff,
cost responsibility for the studies
and upgrades would be in accordance
with FERC's policy for pricing
transmission delivery services.
Network Resource Interconnection
Service does not necessarily provide
Interconnection Customer with the
capability to physically deliver the
output of its Large Generating
Facility to any particular load on
Transmission Provider's Transmission
System without incurring congestion
c o s t s . In the event of transmission
constraints on Transmission Provider's
Transmission System, Interconnection
Customer's Large Generating Facility
shall be subject to the applicable
congestion management procedures in
Transmission Provider's Transmission
System in the same manner as Network
Resources.
There is no requirement either at the
time of study or interconnection, or
at any point in the future, that
Interconnection Customer's Large
Generating Facility be designated as a
Network Resource by a Network Service
Customer under the Tariff or that
Interconnection Customer identify a
specific buyer (or s i n k ) . To the
extent a Network Customer does
designate the Large Generating
Facility as a Network Resource, it
must do so pursuant to Transmission
Provider's Tariff.
Once an Interconnection Customer
satisfies the requirements for
obtaining Network Resource
Interconnection Service, any future
transmission service request for
delivery from the Large Generating
Facility within Transmission
Provider's Transmission System of any
amount of capacity and/or energy, up
to the amount initially studied, will
not require that any additional
studies be performed or that any
further upgrades associated with such
Large Generating Facility be
undertaken, regardless of whether or
not such Large Generating Facility is
ever designated by a Network Customer
as a Network Resource and regardless
of changes in ownership of the Large
Generating Facility. However, the
reduction or elimination of congestion
or redispatch costs may require
additional studies and the
construction of additional upgrades.
To the extent Interconnection Customer
enters into an arrangement for long
term transmission service for
deliveries from the Large Generating
Facility outside Transmission
Provider's Transmission System, such
request may require additional studies
and upgrades in order for Transmission
Provider to grant such request.
4 . 2 Provision of Service. Transmission Provider shall provide
Interconnection Service for the Large Generating Facility
at the Point of Interconnection.
4 . 3 Performance Standards. Each Party shall perform all of
its obligations under this LGIA in accordance with
Applicable Laws and Regulations, Applicable Reliability
Standards, and Good Utility Practice, and to the extent a
Party is required or prevented or limited in taking any
action by such regulations and standards, such Party shall
not be deemed to be in Breach of this LGIA for its
compliance therewith. If such Party is a Transmission
Provider or Transmission Owner, then that Party shall
amend the LGIA and submit the amendment to FERC for
approval.
4 . 4 No Transmission Delivery Service. The execution of this
LGIA does not constitute a request for, nor the provision
of, any transmission delivery service under Transmission
Provider's Tariff, and does not convey any right to
deliver electricity to any specific customer or Point of
Delivery.
4 . 5 Interconnection Customer Provided Services. The services
provided by Interconnection Customer under this LGIA are
set forth in Article 9 . 6 and Article 1 3 . 5 . 1 .
Interconnection Customer shall be paid for such services
in accordance with Article 1 1 . 6 .
Article 5 . Interconnection Facilities Engineering,
Procurement, and Construction
5 . 1 Options. Unless otherwise mutually agreed to between the
Parties, Interconnection Customer shall select the In­
Service Date, Initial Synchronization Date, and Commercial
Operation Date; and either Standard Option or Alternate
Option set forth below for completion of Transmission
Provider's Interconnection Facilities and Network Upgrades
as set forth in Appendix A, Interconnection Facilities and
Network Upgrades, and such dates and selected option shall
be set forth in Appendix B, Milestones.
5 . 1 . 1 Standard Option. Transmission Provider shall
design, procure, and construct Transmission
Provider's Interconnection Facilities and
Network Upgrades, using Reasonable Efforts to
complete Transmission Provider's
Interconnection Facilities and Network Upgrades
by the dates set forth in Appendix B,
Milestones. Transmission Provider shall not be
required to undertake any action which is
inconsistent with its standard safety
practices, its material and equipment
specifications, its design criteria and
construction procedures, its labor agreements,
and Applicable Laws and Regulations. In the
event Transmission Provider reasonably expects
that it will not be able to complete
Transmission Provider's Interconnection
Facilities and Network Upgrades by the
specified dates, Transmission Provider shall
promptly provide written notice to
Interconnection Customer and shall undertake
Reasonable Efforts to meet the earliest dates
thereafter.
5 . 1 . 2 Alternate Option. If the dates designated by
Interconnection Customer are acceptable to
Transmission Provider, Transmission Provider
shall so notify Interconnection Customer within
thirty ( 3 0 ) Calendar Days, and shall assume
responsibility for the design, procurement and
construction of Transmission Provider's
Interconnection Facilities by the designated
dates.
I f Transmission Provider subsequently fails to
complete Transmission Provider's
Interconnection Facilities by the In-Service
Date, to the extent necessary to provide back
feed power; or fails to complete Network
Upgrades by the Initial Synchronization Date to
the extent necessary to allow for Trial
Operation at full power output, unless other
arrangements are made by the Parties for such
Trial Operation; or fails to complete the
5 . 1 . 3
Network Upgrades by the Commercial Operation
Date, as such dates are reflected in Appendix
B, Milestones; Transmission Provider shall pay
Interconnection Customer liquidated damages in
accordance with Article 5 . 3 , Liquidated
Damages, provided, however, the dates
designated by Interconnection Customer shall be
extended day for day for each day that the
applicable RTO or ISO refuses to grant
clearances to install equipment.
Option to Build. If the dates designated by
Interconnection Customer are not acceptable to
Transmission Provider, Transmission Provider
shall so notify Interconnection Customer within
thirty ( 3 0 ) Calendar Days, and unless the
Parties agree otherwise, Interconnection
Customer shall have the option to assume
responsibility for the design, procurement and
construction of Transmission Provider's
Interconnection Facilities and Stand Alone
Network Upgrades on the dates specified in
Article 5 . 1 . 2 . Transmission Provider and
Interconnection Customer must agree as to what
constitutes Stand Alone Network Upgrades and
identify such Stand Alone Network Upgrades in
Appendix A . Except for Stand Alone Network
Upgrades, Interconnection Customer shall have
no right to construct Network Upgrades under
this option.
5 . 1 . 4 Negotiated Option. If Interconnection Customer
elects not to exercise its option under Article
5 . 1 . 3 , Option to Build, Interconnection
Customer shall so notify Transmission Provider
within thirty ( 3 0 ) Calendar Days, and the
Parties shall in good faith attempt to
negotiate terms and conditions (including
revision of the specified dates and liquidated
damages, the provision of incentives or the
procurement and construction of a portion of
Transmission Provider's Interconnection
Facilities and Stand Alone Network Upgrades by
Interconnection Customer) pursuant to which
Transmission Provider is responsible for the
design, procurement and construction of
Transmission Provider's Interconnection
Facilities and Network Upgrades. If the
Parties are unable to reach agreement on such
terms and conditions, Transmission Provider
shall assume responsibility for the design,
procurement and construction of Transmission
Provider's Interconnection Facilities and
Network Upgrades pursuant to 5 . 1 . 1 , Standard
Option.
5 . 2 General Conditions Applicable to Option to Build. If
Interconnection Customer assumes responsibility for the
design, procurement and construction of Transmission
Provider's Interconnection Facilities and Stand Alone
Network Upgrades,
( 1 )
( 2 )
( 3 )
( 4 )
Interconnection Customer shall engineer,
procure equipment, and construct Transmission
Provider's Interconnection Facilities and Stand
Alone Network Upgrades (or portions thereof)
using Good Utility Practice and using standards
and specifications provided in advance by
Transmission Provider;
Interconnection Customer's engineering,
procurement and construction of Transmission
Provider's Interconnection Facilities and Stand
Alone Network Upgrades shall comply with all
requirements of law to which Transmission
Provider would be subject in the engineering,
procurement or construction of Transmission
Provider's Interconnection Facilities and Stand
Alone Network Upgrades;
Transmission Provider shall review and approve
the engineering design, equipment acceptance
tests, and the construction of Transmission
Provider's Interconnection Facilities and Stand
Alone Network Upgrades;
prior to commencement of construction,
Interconnection Customer shall provide to
Transmission Provider a schedule for
construction of Transmission Provider's
Interconnection Facilities and Stand Alone
Network Upgrades, and shall promptly respond to
requests for information from Transmission
Provider;
( 5 )
( 6 )
( 7 )
( 8 )
( 9 )
( 1 0 )
at any time during construction, Transmission
Provider shall have the right to gain
unrestricted access to Transmission Provider's
Interconnection Facilities and Stand Alone
Network Upgrades and to conduct inspections of
the same;
at any time during construction, should any
phase of the engineering, equipment
procurement, or construction of Transmission
Provider's Interconnection Facilities and Stand
Alone Network Upgrades not meet the standards
and specifications provided by Transmission
Provider, Interconnection Customer shall be
obligated to remedy deficiencies in that
portion of Transmission Provider's
Interconnection Facilities and Stand Alone
Network Upgrades;
Interconnection Customer shall indemnify
Transmission Provider for claims arising from
Interconnection Customer's construction of
Transmission Provider's Interconnection
Facilities and Stand Alone Network Upgrades
under the terms and procedures applicable to
Article 1 8 . 1 Indemnity;
Interconnection Customer shall transfer control
of Transmission Provider's Interconnection
Facilities and Stand Alone Network Upgrades to
Transmission Provider;
Unless Parties otherwise agree, Interconnection
Customer shall transfer ownership of
Transmission Provider's Interconnection
Facilities and Stand-Alone Network Upgrades to
Transmission Provider;
Transmission Provider shall approve and accept
for operation and maintenance Transmission
Provider's Interconnection Facilities and Stand
Alone Network Upgrades to the extent
engineered, procured, and constructed in
accordance with this Article 5 . 2 ; and
( 1 1 ) Interconnection Customer shall deliver to
Transmission Provider "as-built" drawings,
information, and any other documents that are
reasonably required by Transmission Provider to
assure that the Interconnection Facilities and
Stand-Alone Network Upgrades are built to the
standards and specifications required by
Transmission Provider.
5 . 3 Liquidated Damages. The actual damages to Interconnection
Customer, in the event Transmission Provider's
Interconnection Facilities or Network Upgrades are not
completed by the dates designated by Interconnection
Customer and accepted by Transmission Provider pursuant to
subparagraphs 5 . 1 . 2 or 5 . 1 . 4 , above, may include
Interconnection Customer's fixed operation and maintenance
costs and lost opportunity costs. Such actual damages are
uncertain and impossible to determine at this time.
Because of such uncertainty, any liquidated damages paid
by Transmission Provider to Interconnection Customer in
the event that Transmission Provider does not complete any
portion of Transmission Provider's Interconnection
Facilities or Network Upgrades by the applicable dates,
shall be an amount equal t o � of 1 percent per day of the
actual cost of Transmission Provider's Interconnection
Facilities and Network Upgrades, in the aggregate, for
which Transmission Provider has assumed responsibility to
design, procure and construct.
However, in no event shall the total liquidated damages
exceed 2 0 percent of the actual cost of Transmission
Provider's Interconnection Facilities and Network Upgrades
for which Transmission Provider has assumed responsibility
to design, procure, and construct. The foregoing payments
will be made by Transmission Provider to Interconnection
Customer as just compensation for the damages caused to
Interconnection Customer, which actual damages are
uncertain and impossible to determine at this time, and as
reasonable liquidated damages, but not as a penalty or a
method to secure performance of this LGIA. Liquidated
damages, when the Parties agree to them, are the exclusive
remedy for the Transmission Provider's failure to meet its
schedule.
No liquidated damages shall be paid to Interconnection
Customer i f : ( 1 ) Interconnection Customer is not ready to
commence use of Transmission Provider's Interconnection
Facilities or Network Upgrades to take the delivery of
power for the Large Generating Facility's Trial Operation
or to export power from the Large Generating Facility on
the specified dates, unless Interconnection Customer would
have been able to commence use of Transmission Provider's
Interconnection Facilities or Network Upgrades to take the
delivery of power for Large Generating Facility's Trial
Operation or to export power from the Large Generating
Facility, but for Transmission Provider's delay; ( 2 )
Transmission Provider's failure to meet the specified
dates is the result of the action or inaction of
Interconnection Customer or any other Interconnection
Customer who has entered into an LGIA with Transmission
Provider or any cause beyond Transmission Provider's
reasonable control or reasonable ability to cure; ( 3 ) the
interconnection Customer has assumed responsibility for
the design, procurement and construction of Transmission
Provider's Interconnection Facilities and Stand Alone
Network Upgrades; or ( 4 ) the Parties have otherwise
agreed.
5 . 4 Power System Stabilizers. The Interconnection Customer
shall procure, install, maintain and operate Power System
Stabilizers in accordance with the guidelines and
procedures established by the Applicable Reliability
Council. Transmission Provider reserves the right to
reasonably establish minimum acceptable settings for any
installed Power System Stabilizers, subject to the design
and operating limitations of the Large Generating
Facility. I f the Large Generating Facility's Power System
Stabilizers are removed from service or not capable of
automatic operation, Interconnection Customer shall
immediately notify Transmission Provider's system
operator, or its designated representative. The
requirements of this paragraph shall not apply to wind
generators.
5 . 5 Equipment Procurement. If responsibility for construction
of Transmission Provider's Interconnection Facilities or
Network Upgrades is to be borne by Transmission Provider,
then Transmission Provider shall commence design of
Transmission Provider's Interconnection Facilities or
Network Upgrades and procure necessary equipment as soon
as practicable after all of the following conditions are
satisfied, unless the Parties otherwise agree in writing:
5 . 5 . 1
5 . 5 . 2
5 . 5 . 3
Transmission Provider has completed the
Facilities Study pursuant to the Facilities
Study Agreement;
Transmission Provider has received written
authorization to proceed with design and
procurement from Interconnection Customer by
the date specified in Appendix B, Milestones;
and
Interconnection Customer has provided security
to Transmission Provider in accordance with
Article 1 1 . 5 by the dates specified in Appendix
B, Milestones.
5 . 6 Construction Commencement. Transmission Provider shall
commence construction of Transmission Provider's
Interconnection Facilities and Network Upgrades for which
it is responsible as soon as practicable after the
following additional conditions are satisfied:
5 . 6 . 1
5 . 6 . 2
5 . 6 . 3
5 . 6 . 4
Approval of the appropriate Governmental
Authority has been obtained for any facilities
requiring regulatory approval;
Necessary real property rights and rights-of­
way have been obtained, to the extent required
for the construction of a discrete aspect of
Transmission Provider's Interconnection
Facilities and Network Upgrades;
Transmission Provider has received written
authorization to proceed with construction from
Interconnection Customer by the date specified
in Appendix B, Milestones; and
Interconnection Customer has provided security
to Transmission Provider in accordance with
Article 1 1 . 5 by the dates specified in Appendix
B, Milestones.
5 . 7 Work Progress. The Parties will keep each other advised
periodically as to the progress of their respective
design, procurement and construction efforts. Either
Party may, at any time, request a progress report from the
other Party. I f , at any time, Interconnection Customer
determines that the completion of Transmission Provider's
Interconnection Facilities will not be required until
after the specified In-Service Date, Interconnection
Customer will provide written notice to Transmission
Provider of such later date upon which the completion of
Transmission Provider's Interconnection Facilities will be
required.
5 . 8 Information Exchange. As soon as reasonably practicable
after the Effective Date, the Parties shall exchange
information regarding the design and compatibility of the
Parties' Interconnection Facilities and compatibility of
the Interconnection Facilities with Transmission
Provider's Transmission System, and shall work diligently
and in good faith to make any necessary design changes.
5 . 9 Limited Operation. I f any of Transmission Provider's
Interconnection Facilities or Network Upgrades are not
reasonably expected to be completed prior to the
Commercial Operation Date of the Large Generating
Facility, Transmission Provider shall, upon the request
and at the expense of Interconnection Customer, perform
operating studies on a timely basis to determine the
extent to which the Large Generating Facility and
Interconnection Customer's Interconnection Facilities may
operate prior to the completion of Transmission Provider's
Interconnection Facilities or Network Upgrades consistent
with Applicable Laws and Regulations, Applicable
Reliability Standards, Good Utility Practice, and this
LGIA. Transmission Provider shall permit Interconnection
Customer to operate the Large Generating Facility and
Interconnection Customer's Interconnection Facilities in
accordance with the results of such studies.
5 . 1 0 Interconnection Customer's Interconnection Facilities
( ' I C I F ' ) . Interconnection Customer shall, at its expense,
design, procure, construct, own and install the ICIF, as
set forth in Appendix A, Interconnection Facilities,
Network Upgrades and Distribution Upgrades.
5 . 1 0 . 1 Interconnection Customer's Interconnection
Facility Specifications. Interconnection
Customer shall submit initial specifications
for the ICIF, including System Protection
Facilities, to Transmission Provider at least
one hundred eighty ( 1 8 0 ) Calendar Days prior to
the Initial Synchronization Date; and final
specifications for review and comment at least
5 . 1 0 . 2
5 . 1 0 . 3
ninety ( 9 0 ) Calendar Days prior to the Initial
Synchronization Date. Transmission Provider
shall review such specifications to ensure that
the ICIF are compatible with the technical
specifications, operational control, and safety
requirements of Transmission Provider and
comment on such specifications within thirty
( 3 0 ) Calendar Days of Interconnection
Customer's submission. All specifications
provided hereunder shall be deemed
confidential.
Transmission Provider's Review. Transmission
Provider's review of Interconnection Customer's
final specifications shall not be construed as
confirming, endorsing, or providing a warranty
as to the design, fitness, safety, durability
or reliability of the Large Generating
Facility, or the I C I F . Interconnection
Customer shall make such changes to the ICIF as
may reasonably be required by Transmission
Provider, in accordance with Good Utility
Practice, to ensure that the ICIF are
compatible with the technical specifications,
operational control, and safety requirements of
Transmission Provider.
ICIF Construction. The ICIF shall be designed
and constructed in accordance with Good Utility
Practice. Within one hundred twenty ( 1 2 0 )
Calendar Days after the Commercial Operation
Date, unless the Parties agree on another
mutually acceptable deadline, Interconnection
Customer shall deliver to Transmission Provider
"as-built" drawings, information and documents
for the ICIF, such a s : a one-line diagram, a
site plan showing the Large Generating Facility
and the ICIF, plan and elevation drawings
showing the layout of the ICIF, a relay
functional diagram, relaying AC and DC
schematic wiring diagrams and relay settings
for all facilities associated with
Interconnection Customer's step-up
transformers, the facilities connecting the
Large Generating Facility to the step-up
transformers and the ICIF, and the impedances
(determined by factory tests) for the
associated step-up transformers and the Large
Generating Facility. The Interconnection
Customer shall provide Transmission Provider
specifications for the excitation system,
automatic voltage regulator, Large Generating
Facility control and protection settings,
transformer tap settings, and communications,
if applicable.
5 . 1 1 Transmission Provider's Interconnection Facilities
Construction. Transmission Provider's Interconnection
Facilities shall be designed and constructed in accordance
with Good Utility Practice. Upon request, within one
hundred twenty ( 1 2 0 ) Calendar Days after the Commercial
Operation Date, unless the Parties agree on another
mutually acceptable deadline, Transmission Provider shall
deliver to Interconnection Customer the following "as­
built" drawings, information and documents for
Transmission Provider's Interconnection Facilities
[include appropriate drawings and relay diagrams].
Transmission Provider will obtain control of Transmission
Provider's Interconnection Facilities and Stand Alone
Network Upgrades upon completion of such facilities.
5 . 1 2 Access Rights. Upon reasonable notice and supervision by
a Party, and subject to any required or necessary
regulatory approvals, a Party ("Granting Party") shall
furnish at no cost to the other Party ("Access Party") any
rights of use, licenses, rights of way and easements with
respect to lands owned or controlled by the Granting
Party, its agents ( i f allowed under the applicable agency
agreement), or any Affiliate, that are necessary to enable
the Access Party to obtain ingress and egress to
construct, operate, maintain, repair, test (or witness
testing), inspect, replace or remove facilities and
equipment t o : ( i ) interconnect the Large Generating
Facility with the Transmission System; ( i i ) operate and
maintain the Large Generating Facility, the
Interconnection Facilities and the Transmission System;
and ( i i i ) disconnect or remove the Access Party's
facilities and equipment upon termination of this LGIA.
In exercising such licenses, rights of way and easements,
the Access Party shall not unreasonably disrupt or
interfere with normal operation of the Granting Party's
business and shall adhere to the safety rules and
procedures established in advance, as may be changed from
time to time, by the Granting Party and provided to the
Access Party.
5 . 1 3 Lands of Other Property Owners. If any part of
5 . 1 4
Transmission Provider or Transmission Owner's
Interconnection Facilities and/or Network Upgrades is to
be installed on property owned by persons other than
Interconnection Customer or Transmission Provider or
Transmission Owner, Transmission Provider or Transmission
Owner shall at Interconnection Customer's expense use
efforts, similar in nature and extent to those that it
typically undertakes on its own behalf or on behalf of its
Affiliates, including use of its eminent domain authority,
and to the extent consistent with state law, to procure
from such persons any rights of use, licenses, rights of
way and easements that are necessary to construct,
operate, maintain, test, inspect, replace or remove
Transmission Provider or Transmission Owner's
Interconnection Facilities and/or Network Upgrades upon
such property.
Permits. Transmission Provider or Transmission Owner and
Interconnection Customer shall cooperate with each other
in good faith in obtaining all permits, licenses and
authorizations that are necessary to accomplish the
interconnection in compliance with Applicable Laws and
Regulations. With respect to this paragraph, Transmission
Provider or Transmission Owner shall provide permitting
assistance to Interconnection Customer comparable to that
provided to Transmission Provider's own, or an Affiliate's
generation.
5 . 1 5 Early Construction of Base Case Facilities.
Interconnection Customer may request Transmission Provider
to construct, and Transmission Provider shall construct,
using Reasonable Efforts to accommodate Interconnection
Customer's In-Service Date, all or any portion of any
Network Upgrades required for Interconnection Customer to
be interconnected to the Transmission System which are
included in the Base Case of the Facilities Study for
Interconnection Customer, and which also are required to
be constructed for another Interconnection Customer, but
where such construction is not scheduled to be completed
in time to achieve Interconnection Customer's In-Service
Date.
5 . 1 6
5 . 1 7
Suspension. Interconnection Customer reserves the right,
upon written notice to Transmission Provider, to suspend
at any time all work by Transmission Provider associated
with the construction and installation of Transmission
Provider's Interconnection Facilities and/or Network
Upgrades required under this LGIA with the condition that
Transmission System shall be left in a safe and reliable
condition in accordance with Good Utility Practice and
Transmission Provider's safety and reliability criteria.
In such event, Interconnection Customer shall be
responsible for all reasonable and necessary costs which
Transmission Provider ( i ) has incurred pursuant to this
LGIA prior to the suspension and ( i i ) incurs in suspending
such work, including any costs incurred to perform such
work as may be necessary to ensure the safety of persons
and property and the integrity of the Transmission System
during such suspension and, if applicable, any costs
incurred in connection with the cancellation or suspension
of material, equipment and labor contracts which
Transmission Provider cannot reasonably avoid; provided,
however, that prior to canceling or suspending any such
material, equipment or labor contract, Transmission
Provider shall obtain Interconnection Customer's
authorization to do s o .
Transmission Provider shall invoice Interconnection
Customer for such costs pursuant to Article 12 and shall
use due diligence to minimize its c o s t s . In the event
Interconnection Customer suspends work by Transmission
Provider required under this LGIA pursuant to this Article
5 . 1 6 , and has not requested Transmission Provider to
recommence the work required under this LGIA on or before
the expiration of three ( 3 ) years following commencement
of such suspension, this LGIA shall be deemed terminated.
The three-year period shall begin on the date the
suspension is requested, or the date of the written notice
to Transmission Provider, if no effective date is
specified.
Taxes.
5 . 1 7 . 1 Interconnection Customer Payments Not Taxable.
The Parties intend that all payments or
property transfers made by Interconnection
Customer to Transmission Provider for the
installation of Transmission Provider's
Interconnection Facilities and the Network
5 . 1 7 . 2
Upgrades shall be non-taxable, either as
contributions to capital, or as an advance, in
accordance with the Internal Revenue Code and
any applicable state income tax laws and shall
not be taxable as contributions in aid of
construction or otherwise under the Internal
Revenue Code and any applicable state income
tax laws.
Representations and Covenants. In accordance
with IRS Notice 2 0 0 1 - 8 2 and IRS Notice 8 8 - 1 2 9 ,
Interconnection Customer represents and
covenants that ( i ) ownership of the electricity
generated at the Large Generating Facility will
pass to another party prior to the transmission
of the electricity on the Transmission System,
( i i ) for income tax purposes, the amount of any
payments and the cost of any property
transferred to Transmission Provider for
Transmission Provider's Interconnection
Facilities will be capitalized by
Interconnection Customer as an intangible asset
and recovered using the straight-line method
over a useful life of twenty ( 2 0 ) years, and
( i i i ) any portion of Transmission Provider's
Interconnection Facilities that is a "dual-use
intertie," within the meaning of IRS Notice 8 8 -
1 2 9 , is reasonably expected to carry only a de
minimis amount of electricity in the direction
of the Large Generating Facility. For this
purpose, "de minimis amount" means no more than
5 percent of the total power flows in both
directions, calculated in accordance with the
" 5 percent test" set forth in IRS Notice 8 8 -
1 2 9 . This is not intended to be an exclusive
list of the relevant conditions that must be
met to conform to IRS requirements for non­
taxable treatment.
At Transmission Provider's request,
Interconnection Customer shall provide
Transmission Provider with a report from an
independent engineer confirming its
representation in clause ( i i i ) , above.
Transmission Provider represents and covenants
that the cost of Transmission Provider's
Interconnection Facilities paid for by
5 . 1 7 . 3
Interconnection Customer will have no net
effect on the base upon which rates are
determined.
Indemnification for the Cost Consequences of
Current Tax Liability Imposed Upon the
Transmission Provider. Notwithstanding Article
5 . 1 7 . 1 , Interconnection Customer shall protect,
indemnify and hold harmless Transmission
Provider from the cost consequences of any
current tax liability imposed against
Transmission Provider as the result of payments
or property transfers made by Interconnection
Customer to Transmission Provider under this
LGIA for Interconnection Facilities, as well as
any interest and penalties, other than interest
and penalties attributable to any delay caused
by Transmission Provider.
Transmission Provider shall not include a
gross-up for the cost consequences of any
current tax liability in the amounts it charges
Interconnection Customer under this LGIA unless
( i ) Transmission Provider has determined, in
good faith, that the payments or property
transfers made by Interconnection Customer to
Transmission Provider should be reported as
income subject to taxation or ( i i ) any
Governmental Authority directs Transmission
Provider to report payments or property as
income subject to taxation; provided, however,
that Transmission Provider may require
Interconnection Customer to provide security
for Interconnection Facilities, in a form
reasonably acceptable to Transmission Provider
(such as a parental guarantee or a letter of
credit), in an amount equal to the cost
consequences of any current tax liability under
this Article 5 . 1 7 . Interconnection Customer
shall reimburse Transmission Provider for such
costs on a fully grossed-up basis, in
accordance with Article 5 . 1 7 . 4 , within thirty
( 3 0 ) Calendar Days of receiving written
notification from Transmission Provider of the
amount due, including detail about how the
amount was calculated.
5 . 1 7 . 4
The indemnification obligation shall terminate
at the earlier of ( 1 ) the expiration of the ten
year testing period and the applicable statute
of limitation, as it may be extended by
Transmission Provider upon request of the IRS,
to keep these years open for audit or
adjustment, or ( 2 ) the occurrence of a
subsequent taxable event and the payment of any
related indemnification obligations as
contemplated by this Article 5 . 1 7 .
Tax Gross-Up Amount. Interconnection
Customer's liability for the cost consequences
of any current tax liability under this Article
5 . 1 7 shall be calculated on a fully grossed-up
basis. Except as may otherwise be agreed to by
the parties, this means that Interconnection
Customer will pay Transmission Provider, in
addition to the amount paid for the
Interconnection Facilities and Network
Upgrades, an amount equal to ( 1 ) the current
taxes imposed on Transmission Provider
("Current Taxes") on the excess of ( a ) the
gross income realized by Transmission Provider
as a result of payments or property transfers
made by Interconnection Customer to
Transmission Provider under this LGIA (without
regard to any payments under this Article 5 . 1 7 )
(the "Gross Income Amount") over (b) the
present value of future tax deductions for
depreciation that will be available as a result
of such payments or property transfers (the
"Present Value Depreciation Amount"), plus ( 2 )
an additional amount sufficient to permit
Transmission Provider to receive and retain,
after the payment of all Current Taxes, an
amount equal to the net amount described in
clause ( 1 ) .
For this purpose, ( i ) Current Taxes shall be
computed based on Transmission Provider's
composite federal and state tax rates at the
time the payments or property transfers are
received and Transmission Provider will be
treated as being subject to tax at the highest
marginal rates in effect at that time (the
"Current Tax R a t e " ) , and ( i i ) the Present Value
5 . 1 7 . 5
Depreciation Amount shall be computed by
discounting Transmission Provider's anticipated
tax depreciation deductions as a result of such
payments or property transfers by Transmission
Provider's current weighted average cost of
capital. Thus, the formula for calculating
Interconnection Customer's liability to
Transmission Owner pursuant to this Article
5 . 1 7 . 4 can be expressed as follows: (Current
Tax Rate x (Gross Income Amount - Present Value
of Tax Depreciation))/(1-Current Tax R a t e ) .
Interconnection Customer's estimated tax
liability in the event taxes are imposed shall
be stated in Appendix A, Interconnection
Facilities, Network Upgrades and Distribution
Upgrades.
Private Letter Ruling or Change or
Clarification of Law. At Interconnection
Customer's request and expense, Transmission
Provider shall file with the IRS a request for
a private letter ruling as to whether any
property transferred or sums paid, or to be
paid, by Interconnection Customer to
Transmission Provider under this LGIA are
subject to federal income taxation.
Interconnection Customer will prepare the
initial draft of the request for a private
letter ruling, and will certify under penalties
of perjury that all facts represented in such
request are true and accurate to the best of
Interconnection Customer's knowledge.
Transmission Provider and Interconnection
Customer shall cooperate in good faith with
respect to the submission of such request.
Transmission Provider shall keep
Interconnection Customer fully informed of the
status of such request for a private letter
ruling and shall execute either a privacy act
waiver or a limited power of attorney, in a
form acceptable to the IRS, that authorizes
Interconnection Customer to participate in all
discussions with the IRS regarding such request
for a private letter ruling. Transmission
Provider shall allow Interconnection Customer
to attend all meetings with IRS officials about
5 . 1 7 . 6
the request and shall permit Interconnection
Customer to prepare the initial drafts of any
follow-up letters in connection with the
request.
Subsequent Taxable Events. If, within 10 years
from the date on which the relevant
Transmission Provider's Interconnection
Facilities are placed in service, ( i )
Interconnection Customer Breaches the covenants
contained in Article 5 . 1 7 . 2 , ( i i ) a
"disqualification event" occurs within the
meaning of IRS Notice 8 8 - 1 2 9 , or ( i i i ) this
LGIA terminates and Transmission Provider
retains ownership of the Interconnection
Facilities and Network Upgrades,
Interconnection Customer shall pay a tax gross­
up for the cost consequences of any current tax
liability imposed on Transmission Provider,
calculated using the methodology described in
Article 5 . 1 7 . 4 and in accordance with IRS
Notice 9 0 - 6 0 .
5 . 1 7 . 7 Contests. In the event any Governmental
Authority determines that Transmission
Provider's receipt of payments or property
constitutes income that is subject to taxation,
Transmission Provider shall notify
Interconnection Customer, in writing, within
thirty ( 3 0 ) Calendar Days of receiving
notification of such determination by a
Governmental Authority. Upon the timely
written request by Interconnection Customer and
at Interconnection Customer's sole expense,
Transmission Provider may appeal, protest, seek
abatement of, or otherwise oppose such
determination. Upon Interconnection Customer's
written request and sole expense, Transmission
Provider may file a claim for refund with
respect to any taxes paid under this Article
5 . 1 7 , whether or not it has received such a
determination. Transmission Provider reserves
the right to make all decisions with regard to
the prosecution of such appeal, protest,
abatement or other contest, including the
selection of counsel and compromise or
settlement of the claim, but Transmission
5 . 1 7 . 8
Provider shall keep Interconnection Customer
informed, shall consider in good faith
suggestions from Interconnection Customer about
the conduct of the contest, and shall
reasonably permit Interconnection Customer or
an Interconnection Customer representative to
attend contest proceedings.
Interconnection Customer shall pay to
Transmission Provider on a periodic basis, as
invoiced by Transmission Provider, Transmission
Provider's documented reasonable costs of
prosecuting such appeal, protest, abatement or
other contest. At any time during the contest,
Transmission Provider may agree to a settlement
either with Interconnection Customer's consent
or after obtaining written advice from
nationally-recognized tax counsel, selected by
Transmission Provider, but reasonably
acceptable to Interconnection Customer, that
the proposed settlement represents a reasonable
settlement given the hazards of litigation.
Interconnection Customer's obligation shall be
based on the amount of the settlement agreed to
by Interconnection Customer, or if a higher
amount, so much of the settlement that is
supported by the written advice from
nationally-recognized tax counsel selected
under the terms of the preceding sentence. The
settlement amount shall be calculated on a
fully grossed-up basis to cover any related
cost consequences of the current tax liability.
Any settlement without Interconnection
Customer's consent or such written advice will
relieve Interconnection Customer from any
obligation to indemnify Transmission Provider
for the tax at issue in the contest.
Refund. In the event that (a) a private letter
ruling is issued to Transmission Provider which
holds that any amount paid or the value of any
property transferred by Interconnection
Customer to Transmission Provider under the
terms of this LGIA is not subject to federal
income taxation, (b) any legislative change or
administrative announcement, notice, ruling or
other determination makes it reasonably clear
to Transmission Provider in good faith that any
amount paid or the value of any property
transferred by Interconnection Customer to
Transmission Provider under the terms of this
LGIA is not taxable to Transmission Provider,
( c ) any abatement, appeal, protest, or other
contest results in a determination that any
payments or transfers made by Interconnection
Customer to Transmission Provider are not
subject to federal income tax, or (d) if
Transmission Provider receives a refund from
any taxing authority for any overpayment of tax
attributable to any payment or property
transfer made by Interconnection Customer to
Transmission Provider pursuant to this LGIA,
Transmission Provider shall promptly refund to
Interconnection Customer the following:
( i ) any payment made by Interconnection
Customer under this Article 5 . 1 7 for
taxes that is attributable to the
amount determined to be non-taxable,
together with interest thereon,
( i i ) interest on any amounts paid by
Interconnection Customer to
Transmission Provider for such taxes
which Transmission Provider did not
submit to the taxing authority,
calculated in accordance with the
methodology set forth in FERC's
regulations at 1 8 CFR
§ 3 5 . 1 9 a ( a ) ( 2 ) ( i i i ) from the date
payment was made by Interconnection
Customer to the date Transmission
Provider refunds such payment to
Interconnection Customer, and
( i i i ) with respect to any such taxes paid by
Transmission Provider, any refund or
credit Transmission Provider receives
or to which it may be entitled from
any Governmental Authority, interest
(or that portion thereof attributable
to the payment described in clause
( i ) , above) owed to Transmission
Provider for such overpayment of taxes
(including any reduction in interest
otherwise payable by Transmission
Provider to any Governmental Authority
resulting from an offset or credit);
provided, however, that Transmission
Provider will remit such amount
promptly to Interconnection Customer
only after and to the extent that
Transmission Provider has received a
tax refund, credit or offset from any
Governmental Authority for any
applicable overpayment of income tax
related to Transmission Provider's
Interconnection Facilities.
The intent of this provision is to leave the
Parties, to the extent practicable, in the
event that no taxes are due with respect to any
payment for Interconnection Facilities and
Network Upgrades hereunder, in the same
position they would have been in had no such
tax payments been made.
5 . 1 7 . 9 Taxes Other Than Income Taxes. Upon the timely
request by Interconnection Customer, and at
Interconnection Customer's sole expense,
Transmission Provider may appeal, protest, seek
abatement of, or otherwise contest any tax
(other than federal or state income tax)
asserted or assessed against Transmission
Provider for which Interconnection Customer may
be required to reimburse Transmission Provider
under the terms of this LGIA. Interconnection
Customer shall pay to Transmission Provider on
a periodic basis, as invoiced by Transmission
Provider, Transmission Provider's documented
reasonable costs of prosecuting such appeal,
protest, abatement, or other contest.
Interconnection Customer and Transmission
Provider shall cooperate in good faith with
respect to any such contest. Unless the
payment of such taxes is a prerequisite to an
appeal or abatement or cannot be deferred, no
amount shall be payable by Interconnection
Customer to Transmission Provider for such
taxes until they are assessed by a final, non­
appealable order by any court or agency of
5 . 1 7 . 1 0
competent jurisdiction. In the event that a
tax payment is withheld and ultimately due and
payable after appeal, Interconnection Customer
will be responsible for all taxes, interest and
penalties, other than penalties attributable to
any delay caused by Transmission Provider.
Transmission Owners Who Are Not Transmission
Providers. If Transmission Provider is not the
same entity as the Transmission Owner, then ( i )
all references in this Article 5 . 1 7 to
Transmission Provider shall be deemed also to
refer to and to include the Transmission Owner,
as appropriate, and ( i i ) this LGIA shall not
become effective until such Transmission Owner
shall have agreed in writing to assume all of
the duties and obligations of Transmission
Provider under this Article 5 . 1 7 of this LGIA.
5 . 1 8 Tax Status. Each Party shall cooperate with the other to
maintain the other Party's tax status. Nothing in this
LGIA is intended to adversely affect any Transmission
Provider's tax exempt status with respect to the issuance
of bonds including, but not limited to, Local Furnishing
Bonds.
5 . 1 9 Modification.
5 . 1 9 . 1 General. Either Party may undertake
modifications to its facilities. If a Party
plans to undertake a modification that
reasonably may be expected to affect the other
Party's facilities, that Party shall provide to
the other Party sufficient information
regarding such modification so that the other
Party may evaluate the potential impact of such
modification prior to commencement of the work.
Such information shall be deemed to be
confidential hereunder and shall include
information concerning the timing of such
modifications and whether such modifications
are expected to interrupt the flow of
electricity from the Large Generating Facility.
The Party desiring to perform such work shall
provide the relevant drawings, plans, and
specifications to the other Party at least
ninety ( 9 0 ) Calendar Days in advance of the
5 . 1 9 . 2
5 . 1 9 . 3
commencement of the work or such shorter period
upon which the Parties may agree, which
agreement shall not unreasonably be withheld,
conditioned or delayed.
In the case of Large Generating Facility
modifications that do not require
Interconnection Customer to submit an
Interconnection Request, Transmission Provider
shall provide, within thirty ( 3 0 ) Calendar Days
(or such other time as the Parties may agree),
an estimate of any additional modifications to
the Transmission System, Transmission
Provider's Interconnection Facilities or
Network Upgrades necessitated by such
Interconnection Customer modification and a
good faith estimate of the costs thereof.
Standards. Any additions, modifications, or
replacements made to a Party's facilities shall
be designed, constructed and operated in
accordance with this LGIA and Good Utility
Practice.
Modification Costs. Interconnection Customer
shall not be directly assigned for the costs of
any additions, modifications, or replacements
that Transmission Provider makes to
Transmission Provider's Interconnection
Facilities or the Transmission System to
facilitate the interconnection of a third party
to Transmission Provider's Interconnection
Facilities or the Transmission System, or to
provide transmission service to a third party
under Transmission Provider's Tariff.
Interconnection Customer shall be responsible
for the costs of any additions, modifications,
or replacements to Interconnection Customer's
Interconnection Facilities that may be
necessary to maintain or upgrade such
Interconnection Customer's Interconnection
Facilities consistent with Applicable Laws and
Regulations, Applicable Reliability Standards
or Good Utility Practice.
Article 6 . Testing and Inspection
6 . 1 Pre-Commercial Operation Date Testing and Modifications.
Prior to the Commercial Operation Date, Transmission
Provider shall test Transmission Provider's
Interconnection Facilities and Network Upgrades and
Interconnection Customer shall test the Large Generating
Facility and Interconnection Customer's Interconnection
Facilities to ensure their safe and reliable operation.
Similar testing may be required after initial operation.
Each Party shall make any modifications to its facilities
that are found to be necessary as a result of such
testing. Interconnection Customer shall bear the cost of
all such testing and modifications. Interconnection
Customer shall generate test energy at the Large
Generating Facility only if it has arranged for the
delivery of such test energy.
6 . 2 Post-Commercial Operation Date Testing and Modifications.
Each Party shall at its own expense perform routine
inspection and testing of its facilities and equipment in
accordance with Good Utility Practice as may be necessary
to ensure the continued interconnection of the Large
Generating Facility with the Transmission System in a safe
and reliable manner. Each Party shall have the right,
upon advance written notice, to require reasonable
additional testing of the other Party's facilities, at the
requesting Party's expense, as may be in accordance with
Good Utility Practice.
6 . 3 Right to Observe Testing. Each Party shall notify the
other Party in advance of its performance of tests of its
Interconnection Facilities. The other Party has the
right, at its own expense, to observe such testing.
6 . 4 Right to Inspect. Each Party shall have the right, but
shall have no obligation t o : ( i ) observe the other Party's
tests and/or inspection of any of its System Protection
Facilities and other protective equipment, including Power
System Stabilizers; ( i i ) review the settings of the other
Party's System Protection Facilities and other protective
equipment; and ( i i i ) review the other Party's maintenance
records relative to the Interconnection Facilities, the
System Protection Facilities and other protective
equipment. A Party may exercise these rights from time to
time as it deems necessary upon reasonable notice to the
other Party. The exercise or non-exercise by a Party of
any such rights shall not be construed as an endorsement
or confirmation of any element or condition of the
Interconnection Facilities or the System Protection
Facilities or other protective equipment or the operation
thereof, or as a warranty as to the fitness, safety,
desirability, or reliability of same. Any information
that a Party obtains through the exercise of any of its
rights under this Article 6 . 4 shall be deemed to be
Confidential Information and treated pursuant to Article
22 of this LGIA.
Article 7 . Metering
7 . 1 General. Each Party shall comply with the Applicable
Reliability Council requirements. Unless otherwise agreed
by the Parties, Transmission Provider shall install
Metering Equipment at the Point of Interconnection prior
to any operation of the Large Generating Facility and
shall own, operate, test and maintain such Metering
Equipment. Power flows to and from the Large Generating
Facility shall be measured at or, at Transmission
Provider's option, compensated to, the Point of
Interconnection. Transmission Provider shall provide
metering quantities, in analog and/or digital form, to
Interconnection Customer upon request. Interconnection
Customer shall bear all reasonable documented costs
associated with the purchase, installation, operation,
testing and maintenance of the Metering Equipment.
7 . 2 Check Meters. Interconnection Customer, at its option and
expense, may install and operate, on its premises and on
its side of the Point of Interconnection, one or more
check meters to check Transmission Provider's meters.
Such check meters shall be for check purposes only and
shall not be used for the measurement of power flows for
purposes of this LGIA, except as provided in Article 7 . 4
below. The check meters shall be subject at all
reasonable times to inspection and examination by
Transmission Provider or its designee. The installation,
operation and maintenance thereof shall be performed
entirely by Interconnection Customer in accordance with
Good Utility Practice.
7 . 3 Standards. Transmission Provider shall install,
calibrate, and test revenue quality Metering Equipment in
accordance with applicable ANSI standards.
7 . 4 Testing of Metering Equipment. Transmission Provider
shall inspect and test all Transmission Provider-owned
Metering Equipment upon installation and at least once
every two ( 2 ) years thereafter. If requested to do so by
Interconnection Customer, Transmission Provider shall, at
Interconnection Customer's expense, inspect or test
Metering Equipment more frequently than every two ( 2 )
years. Transmission Provider shall give reasonable notice
of the time when any inspection or test shall take place,
and Interconnection Customer may have representatives
present at the test or inspection. If at any time
Metering Equipment is found to be inaccurate or defective,
it shall be adjusted, repaired or replaced at
Interconnection Customer's expense, in order to provide
accurate metering, unless the inaccuracy or defect is due
to Transmission Provider's failure to maintain, then
Transmission Provider shall pay. If Metering Equipment
fails to register, or if the measurement made by Metering
Equipment during a test varies by more than two percent
from the measurement made by the standard meter used in
the test, Transmission Provider shall adjust the
measurements by correcting all measurements for the period
during which Metering Equipment was in error by using
Interconnection Customer's check meters, if installed. I f
no such check meters are installed or if the period cannot
be reasonably ascertained, the adjustment shall be for the
period immediately preceding the test of the Metering
Equipment equal to one-half the time from the date of the
last previous test of the Metering Equipment.
7 . 5 Metering Data. At Interconnection Customer's expense, the
metered data shall be telemetered to one or more locations
designated by Transmission Provider and one or more
locations designated by Interconnection Customer. Such
telemetered data shall be used, under normal operating
conditions, as the official measurement of the amount of
energy delivered from the Large Generating Facility to the
Point of Interconnection.
Article 8 . Communications
8 . 1 Interconnection Customer Obligations. Interconnection
Customer shall maintain satisfactory operating
communications with Transmission Provider's Transmission
System dispatcher or representative designated by
Transmission Provider. Interconnection Customer shall
provide standard voice line, dedicated voice line and
facsimile communications at its Large Generating Facility
control room or central dispatch facility through use of
either the public telephone system, or a voice
communications system that does not rely on the public
telephone system. Interconnection Customer shall also
provide the dedicated data circuit(s) necessary to provide
Interconnection Customer data to Transmission Provider as
set forth in Appendix D, Security Arrangements Details.
The data circuit(s) shall extend from the Large Generating
Facility to the location(s) specified by Transmission
Provider. Any required maintenance of such communications
equipment shall be performed by Interconnection Customer.
Operational communications shall be activated and
maintained under, but not be limited to, the following
events: system paralleling or separation, scheduled and
unscheduled shutdowns, equipment clearances, and hourly
and daily load data.
8 . 2 Remote Terminal Unit. Prior to the Initial
Synchronization Date of the Large Generating Facility, a
Remote Terminal Unit, or equivalent data collection and
transfer equipment acceptable to the Parties, shall be
installed by Interconnection Customer, or by Transmission
Provider at Interconnection Customer's expense, to gather
accumulated and instantaneous data to be telemetered to
the location(s) designated by Transmission Provider
through use of a dedicated point-to-point data circuit(s)
as indicated in Article 8 . 1 . The communication protocol
for the data circuit(s) shall be specified by Transmission
Provider. Instantaneous bi-directional analog real power
and reactive power flow information must be telemetered
directly to the location(s) specified by Transmission
Provider.
Each Party will promptly advise the other Party if it
detects or otherwise learns of any metering, telemetry or
communications equipment errors or malfunctions that
require the attention and/or correction by the other
Party. The Party owning such equipment shall correct such
error or malfunction as soon as reasonably feasible.
8 . 3 No Annexation. Any and all equipment placed on the
premises of a Party shall be and remain the property of
the Party providing such equipment regardless of the mode
and manner of annexation or attachment to real property,
unless otherwise mutually agreed by the Parties.
8 . 4 Provision of Data from a Variable Energy Resource. The
Interconnection Customer whose Generating Facility is a
Variable Energy Resource shall provide meteorological and
forced outage data to the Transmission Provider to the
extent necessary for the Transmission Provider's
development and deployment of power production forecasts
for that class of Variable Energy Resources. The
Interconnection Customer with a Variable Energy Resource
having wind as the energy source, at a minimum, will be
required to provide the Transmission Provider with site­
specific meteorological data including: temperature, wind
speed, wind direction, and atmospheric pressure. The
Interconnection Customer with a Variable Energy Resource
having solar as the energy source, at a minimum, will be
required to provide the Transmission Provider with site­
specific meteorological data including: temperature,
atmospheric pressure, and irradiance. The Transmission
Provider and Interconnection Customer whose Generating
Facility is a Variable Energy Resource shall mutually
agree to any additional meteorological data that are
required for the development and deployment of a power
production forecast. The Interconnection Customer whose
Generating Facility is a Variable Energy Resource also
shall submit data to the Transmission Provider regarding
all forced outages to the extent necessary for the
Transmission Provider's development and deployment of
power production forecasts for that class of Variable
Energy Resources. The exact specifications of the
meteorological and forced outage data to be provided by
the Interconnection Customer to the Transmission Provider,
including the frequency and timing of data submittals,
shall be made taking into account the size and
configuration of the Variable Energy Resource, its
characteristics, location, and its importance in
maintaining generation resource adequacy and transmission
system reliability in its area. All requirements for
meteorological and forced outage data must be commensurate
with the power production forecasting employed by the
Transmission Provider. Such requirements for
meteorological and forced outage data are set forth in
Appendix C, Interconnection Details, of this LGIA, as they
may change from time to time.
Article 9 . Operations
9 . 1 General. Each Party shall comply with the Applicable
Reliability Council requirements. Each Party shall
provide to the other Party all information that may
reasonably be required by the other Party to comply with
Applicable Laws and Regulations and Applicable Reliability
Standards.
9 . 2 Control Area Notification. At least three months before
Initial Synchronization Date, Interconnection Customer
shall notify Transmission Provider in writing of the
Control Area in which the Large Generating Facility will
be located. I f Interconnection Customer elects to locate
the Large Generating Facility in a Control Area other than
the Control Area in which the Large Generating Facility is
physically located, and if permitted to do so by the
relevant transmission tariffs, all necessary arrangements,
including but not limited to those set forth in Article 7
and Article 8 of this LGIA, and remote Control Area
generator interchange agreements, if applicable, and the
appropriate measures under such agreements, shall be
executed and implemented prior to the placement of the
Large Generating Facility in the other Control Area.
9 . 3 Transmission Provider Obligations. Transmission Provider
shall cause the Transmission System and Transmission
Provider's Interconnection Facilities to be operated,
maintained and controlled in a safe and reliable manner
and in accordance with this LGIA. Transmission Provider
may provide operating instructions to Interconnection
Customer consistent with this LGIA and Transmission
Provider's operating protocols and procedures as they may
change from time to time. Transmission Provider will
consider changes to its operating protocols and procedures
proposed by Interconnection Customer.
9 . 4 Interconnection Customer Obligations. Interconnection
Customer shall at its own expense operate, maintain and
control the Large Generating Facility and Interconnection
Customer's Interconnection Facilities in a safe and
reliable manner and in accordance with this LGIA.
Interconnection Customer shall operate the Large
Generating Facility and Interconnection Customer's
Interconnection Facilities in accordance with all
applicable requirements of the Control Area of which it is
part, as such requirements are set forth in Appendix C,
Interconnection Details, of this LGIA. Appendix C,
Interconnection Details, will be modified to reflect
changes to the requirements as they may change from time
to time. Either Party may request that the other Party
provide copies of the requirements set forth in Appendix
C, Interconnection Details, of this LGIA.
9 . 5 Start-Up and Synchronization. Consistent with the
Parties' mutually acceptable procedures, Interconnection
Customer is responsible for the proper synchronization of
the Large Generating Facility to Transmission Provider's
Transmission System.
9 . 6 Reactive Power and Primary Frequency Response.
9 . 6 . 1 Power Factor Design Criteria. Interconnection
Customer shall design the Large Generating
Facility to maintain a composite power delivery
at continuous rated power output at the Point
of Interconnection at a power factor within the
range of 0 . 9 5 leading to 0 . 9 5 lagging, unless
Transmission Provider has established different
requirements that apply to all generators in
the Control Area on a comparable basis. The
requirements of this paragraph shall not apply
to wind generators.
9 . 6 . 1 . 1
9 . 6 . 1 . 2
Synchronous Generation.
Interconnection Customer shall design
the Large Generating Facility to
maintain a composite power deliver at
continuous rated power output at the
Point of Interconnection at a power
factor within the range of 0 . 9 5
leading to 0 . 9 5 lagging, unless the
Transmission Provider has established
different requirements that apply to
all synchronous generators in the
Control Area on a comparable b a s i s .
Non-Synchronous Generation.
Interconnection Customer shall design
the Large Generating Facility to
maintain composite power delivery at
continuous rated power output at the
high-side of the generator substation
at a power factor within the range of
0 . 9 5 leading to 0 . 9 5 lagging, unless
the Transmission Provider has
established a different power factor
range that applies to all non­
synchronous generators in the Control
Area on a comparable b a s i s . This
9 . 6 . 2
power factor range standard shall be
dynamic and can be met using, for
example, power electronics designed
to supply this level of reactive
capability (taking into account any
limitations due to voltage level,
real power output, e t c . ) or fixed and
switched capacitors, or a combination
of the two. This requirement shall
only apply to newly interconnecting
non-synchronous generators that have
not yet executed a Facilities Study
Agreement as of the effective date of
the Final Rule establishing this
requirement (Order No. 8 2 7 ) .
Voltage Schedules. Once Interconnection
Customer has synchronized the Large Generating
Facility with the Transmission System,
Transmission Provider shall require
Interconnection Customer to operate the Large
Generating Facility to produce or absorb
reactive power within the design limitations of
the Large Generating Facility set forth in
Article 9 . 6 . 1 (Power Factor Design Criteria).
Transmission Provider's voltage schedules shall
treat all sources of reactive power in the
Control Area in an equitable and not unduly
discriminatory manner. Transmission Provider
shall exercise Reasonable Efforts to provide
Interconnection Customer with such schedules at
least one ( 1 ) day in advance, and may make
changes to such schedules as necessary to
maintain the reliability of the Transmission
System. Interconnection Customer shall operate
the Large Generating Facility to maintain the
specified output voltage or power factor at the
Point of Interconnection within the design
limitations of the Large Generating Facility
set forth in Article 9 . 6 . 1 (Power Factor Design
Criteria). If Interconnection Customer is
unable to maintain the specified voltage or
power factor, it shall promptly notify the
System Operator.
9 . 6 . 2 . 1 Voltage Regulators. Whenever the
Large Generating Facility is operated
9 . 6 . 3
in parallel with the Transmission
System and voltage regulators are
capable of operation, Interconnection
Customer shall operate the Large
Generating Facility with its voltage
regulators in automatic operation. If
the Large Generating Facility's
voltage regulators are not capable of
such automatic operation,
Interconnection Customer shall
immediately notify Transmission
Provider's system operator, or its
designated representative, and ensure
that such Large Generating Facility's
reactive power production or
absorption (measured in MVARs) are
within the design capability of the
Large Generating Facility's generating
u n i t ( s ) and steady state stability
limits. Interconnection Customer
shall not cause its Large Generating
Facility to disconnect automatically
or instantaneously from the
Transmission System or trip any
generating unit comprising the Large
Generating Facility for an under or
over frequency condition unless the
abnormal frequency condition persists
for a time period beyond the limits
set forth in ANSI/IEEE Standard
C 3 7 . 1 0 6 , or such other standard as
applied to other generators in the
Control Area on a comparable basis.
Payment for Reactive Power. Transmission
Provider is required to pay Interconnection
Customer for reactive power that Interconnection
Customer provides or absorbs from the Large
Generating Facility when Transmission Provider
requests Interconnection Customer to operate its
Large Generating Facility outside the range
specified in Article 9 . 6 . 1 , provided that if
Transmission Provider pays its own or affiliated
generators for reactive power service within the
specified range, it must also pay Interconnection
Customer. Payments shall be pursuant to Article
9 . 6 . 4
1 1 . 6 or such other agreement to which the Parties
have otherwise agreed.
Primary Frequency Response. Interconnection
Customer shall ensure the primary frequency
response capability of its Large Generating
Facility by installing, maintaining, and
operating a functioning governor or equivalent
controls. The term "functioning governor or
equivalent controls" as used herein shall mean
the required hardware and/or software that
provides frequency responsive real power control
with the ability to sense changes in system
frequency and autonomously adjust the Large
Generating Facility's real power output in
accordance with the droop and deadband parameters
and in the direction needed to correct frequency
deviations. Interconnection Customer is required
to install a governor or equivalent controls with
the capability of operating: ( 1 ) with a maximum 5
percent droop and ± 0 . 0 3 6 Hz deadband; or ( 2 ) in
accordance with the relevant droop, deadband, and
timely and sustained response settings from an
approved NERC Reliability Standard providing for
equivalent or more stringent parameters. The
droop characteristic shall be: ( 1 ) based on the
nameplate capacity of the Large Generating
Facility, and shall be linear in the range of
frequencies between 5 9 to 61 Hz that are outside
of the deadband parameter; or ( 2 ) based an
approved NERC Reliability Standard providing for
an equivalent or more stringent parameter. The
deadband parameter shall be: the range of
frequencies above and below nominal ( 6 0 Hz) in
which the governor or equivalent controls is not
expected to adjust the Large Generating
Facility's real power output in response to
frequency deviations. The deadband shall be
implemented: ( 1 ) without a step to the droop
curve, that i s , once the frequency deviation
exceeds the deadband parameter, the expected
change in the Large Generating Facility's real
power output in response to frequency deviations
shall start from zero and then increase (for
under-frequency deviations) or decrease (for
over-frequency deviations) linearly in proportion
to the magnitude of the frequency deviation; or
( 2 ) in accordance with an approved NERC
Reliability Standard providing for an equivalent
or more stringent parameter. Interconnection
Customer shall notify Transmission Provider that
the primary frequency response capability of the
Large Generating Facility has been tested and
confirmed during commissioning. Once
Interconnection Customer has synchronized the
Large Generating Facility with the Transmission
System, Interconnection Customer shall operate
the Large Generating Facility consistent with the
provisions specified in Sections 9 . 6 . 4 . 1 and
9 . 6 . 4 . 2 of this Agreement. The primary frequency
response requirements contained herein shall
apply to both synchronous and non-synchronous
Large Generating Facilities.
9 . 6 . 4 . 1 Governor or Equivalent Controls.
Whenever the Large Generating Facility
is operated in parallel with the
Transmission System, Interconnection
Customer shall operate the Large
Generating Facility with its governor
or equivalent controls in service and
responsive to frequency.
Interconnection Customer shall: ( 1 ) in
coordination with Transmission
Provider and/or the relevant balancing
authority, set the deadband parameter
t o : ( 1 ) a maximum of ± 0 . 0 3 6 Hz and set
the droop parameter to a maximum of 5
percent; or ( 2 ) implement the relevant
droop and deadband settings from an
approved NERC Reliability Standard
that provides for equivalent or more
stringent parameters. Interconnection
Customer shall be required to provide
the status and settings of the
governor or equivalent controls to
Transmission Provider and/or the
relevant balancing authority upon
request. If Interconnection Customer
needs to operate the Large Generating
Facility with its governor or
equivalent controls not in service,
Interconnection Customer shall
immediately notify Transmission
9 . 6 . 4 . 2
Provider and the relevant balancing
authority, and provide both with the
following information: ( 1 ) the
operating status of the governor or
equivalent controls ( i . e . , whether it
is currently out of service or when it
will be taken out of service); ( 2 ) the
reasons for removing the governor or
equivalent controls from service; and
( 3 ) a reasonable estimate of when the
governor or equivalent controls will
be returned to service.
Interconnection Customer shall make
Reasonable Efforts to return its
governor or equivalent controls into
service as soon as practicable.
Interconnection Customer shall make
Reasonable Efforts to keep outages of
the Large Generating Facility's
governor or equivalent controls to a
minimum whenever the Large Generating
Facility is operated in parallel with
the Transmission System.
Timely and Sustained Response.
Interconnection Customer shall ensure
that the Large Generating Facility's
real power response to sustained
frequency deviations outside of the
deadband setting is automatically
provided and shall begin immediately
after frequency deviates outside of
the deadband, and to the extent the
Large Generating Facility has
operating capability in the direction
needed to correct the frequency
deviation. Interconnection Customer
shall not block or otherwise inhibit
the ability of the governor or
equivalent controls to respond and
shall ensure that the response is not
inhibited, except under certain
operational constraints including, but
not limited to, ambient temperature
limitations, physical energy
limitations, outages of mechanical
equipment, or regulatory requirements.
9 . 6 . 4 . 3
9 . 6 . 4 . 4
The Large Generating Facility shall
sustain the real power response at
least until system frequency returns
to a value within the deadband setting
of the governor or equivalent
controls. A Commission-approved
Reliability Standard with equivalent
or more stringent requirements shall
supersede the above requirements.
Exemptions. Large Generating
Facilities that are regulated by the
United States Nuclear Regulatory
Commission shall be exempt from
Sections 9 . 6 . 4 , 9 . 6 . 4 . 1 , and 9 . 6 . 4 . 2
of this Agreement. Large Generating
Facilities that are behind the meter
generation that is sized-to-load
( i . e . , the thermal load and the
generation are near-balanced in real­
time operation and the generation is
primarily controlled to maintain the
unique thermal, chemical, or
mechanical output necessary for the
operating requirements of its host
facility) shall be required to install
primary frequency response capability
in accordance with the droop and
deadband capability requirements
specified in Section 9 . 6 . 4 , but shall
be otherwise exempt from the operating
requirements in Sections 9 . 6 . 4 ,
9 . 6 . 4 . 1 , 9 . 6 . 4 . 2 , and 9 . 6 . 4 . 4 of this
Agreement.
Electric Storage Resources.
Interconnection Customer
interconnecting an electric storage
resource shall establish an operating
range in Appendix C of its LGIA that
specifies a minimum state of charge
and a maximum state of charge between
which the electric storage resource
will be required to provide primary
frequency response consistent with the
conditions set forth in Sections
9 . 6 . 4 , 9 . 6 . 4 . 1 , 9 . 6 . 4 . 2 , and 9 . 6 . 4 . 3
of this Agreement. Appendix C shall
specify whether the operating range is
static or dynamic, and shall consider
( 1 ) the expected magnitude of
frequency deviations in the
interconnection; ( 2 ) the expected
duration that system frequency will
remain outside of the deadband
parameter in the interconnection; ( 3 )
the expected incidence of frequency
deviations outside of the deadband
parameter in the interconnection; ( 4 )
the physical capabilities of the
electric storage resource; ( 5 )
operational limitations of the
electric storage resource due to
manufacturer specifications; and ( 6 )
any other relevant factors agreed to
by Transmission Provider and
Interconnection Customer, and in
consultation with the relevant
transmission owner or balancing
authority as appropriate. I f the
operating range is dynamic, then
Appendix C must establish how
frequently the operating range will be
reevaluated and the factors that may
be considered during its reevaluation.
Interconnection Customer's electric
storage resource is required to
provide timely and sustained primary
frequency response consistent with
Section 9 . 6 . 4 . 2 of this Agreement when
it is online and dispatched to inject
electricity to the Transmission System
and/or receive electricity from the
Transmission System. This excludes
circumstances when the electric
storage resource is not dispatched to
inject electricity to the Transmission
System and/or dispatched to receive
electricity from the Transmission
System. If Interconnection Customer's
electric storage resource is charging
at the time of a frequency deviation
outside of its deadband parameter, it
is to increase (for over-frequency
deviations) or decrease (for under­
frequency deviations) the rate at
which it is charging in accordance
with its droop parameter.
Interconnection Customer's electric
storage resource is not required to
change from charging to discharging,
or vice versa, unless the response
necessitated by the droop and deadband
settings requires it to do so and it
is technically capable of making such
a transition.
9 . 7 Outages and Interruptions.
9 . 7 . 1 Outages.
9 . 7 . 1 . 1
9 . 7 . 1 . 2
Outage Authority and Coordination.
Each Party may in accordance with Good
Utility Practice in coordination with
the other Party remove from service
any of its respective Interconnection
Facilities or Network Upgrades that
may impact the other Party's
facilities as necessary to perform
maintenance or testing or to install
or replace equipment. Absent an
Emergency Condition, the Party
scheduling a removal of such
facility(ies) from service will use
Reasonable Efforts to schedule such
removal on a date and time mutually
acceptable to the Parties. In all
circumstances, any Party planning to
remove such facility(ies) from service
shall use Reasonable Efforts to
minimize the effect on the other Party
of such removal.
Outage Schedules. Transmission
Provider shall post scheduled outages
of its transmission facilities on the
OASIS. Interconnection Customer shall
submit its planned maintenance
schedules for the Large Generating
Facility to Transmission Provider for
9 . 7 . 1 . 3
a minimum of a rolling twenty-four
month period. Interconnection
Customer shall update its planned
maintenance schedules as necessary.
Transmission Provider may request
Interconnection Customer to reschedule
its maintenance as necessary to
maintain the reliability of the
Transmission System; provided,
however, adequacy of generation supply
shall not be a criterion in
determining Transmission System
reliability. Transmission Provider
shall compensate Interconnection
Customer for any additional direct
costs that Interconnection Customer
incurs as a result of having to
reschedule maintenance, including any
additional overtime, breaking of
maintenance contracts or other costs
above and beyond the cost
Interconnection Customer would have
incurred absent Transmission
Provider's request to reschedule
maintenance. Interconnection Customer
will not be eligible to receive
compensation, if during the twelve
( 1 2 ) months prior to the date of the
scheduled maintenance, Interconnection
Customer had modified its schedule of
maintenance activities.
Outage Restoration. I f an outage on a
Party's Interconnection Facilities or
Network Upgrades adversely affects the
other Party's operations or
facilities, the Party that owns or
controls the facility that is out of
service shall use Reasonable Efforts
to promptly restore such facility(ies)
to a normal operating condition
consistent with the nature of the
outage. The Party that owns or
controls the facility that is out of
service shall provide the other Party,
to the extent such information is
known, information on the nature of
9 . 7 . 2
the Emergency Condition, an estimated
time of restoration, and any
corrective actions required. Initial
verbal notice shall be followed up as
soon as practicable with written
notice explaining the nature of the
outage.
Interruption of Service. If required by Good
Utility Practice to do so, Transmission
Provider may require Interconnection Customer
to interrupt or reduce deliveries of
electricity if such delivery of electricity
could adversely affect Transmission Provider's
ability to perform such activities as are
necessary to safely and reliably operate and
maintain the Transmission System. The
following provisions shall apply to any
interruption or reduction permitted under this
Article 9 . 7 . 2 :
9 . 7 . 2 . 1
9 . 7 . 2 . 2
9 . 7 . 2 . 3
9 . 7 . 2 . 4
The interruption or reduction shall
continue only for so long as
reasonably necessary under Good
Utility Practice;
Any such interruption or reduction
shall be made on an equitable, non­
discriminatory basis with respect to
all generating facilities directly
connected to the Transmission System;
When the interruption or reduction
must be made under circumstances which
do not allow for advance notice,
Transmission Provider shall notify
Interconnection Customer by telephone
as soon as practicable of the reasons
for the curtailment, interruption, or
reduction, and, if known, its expected
duration. Telephone notification
shall be followed by written
notification as soon as practicable;
Except during the existence of an
Emergency Condition, when the
interruption or reduction can be
9 . 7 . 2 . 5
scheduled without advance notice,
Transmission Provider shall notify
Interconnection Customer in advance
regarding the timing of such
scheduling and further notify
Interconnection Customer of the
expected duration. Transmission
Provider shall coordinate with
Interconnection Customer using Good
Utility Practice to schedule the
interruption or reduction during
periods of least impact to
Interconnection Customer and
Transmission Provider;
The Parties shall cooperate and
coordinate with each other to the
extent necessary in order to restore
the Large Generating Facility,
Interconnection Facilities, and the
Transmission System to their normal
operating state, consistent with
system conditions and Good Utility
Practice.
9 . 7 . 3 Under-Frequency and Over Frequency Conditions.
The Transmission System is designed to
automatically activate a load-shed program as
required by the Applicable Reliability Council
in the event of an under-frequency system
disturbance. Interconnection Customer shall
implement under-frequency and over-frequency
relay set points for the Large Generating
Facility as required by the Applicable
Reliability Council to ensure "ride through"
capability of the Transmission System. Large
Generating Facility response to frequency
deviations of pre-determined magnitudes, both
under-frequency and over-frequency deviations,
shall be studied and coordinated with
Transmission Provider in accordance with Good
Utility Practice. The term "ride through" as
used herein shall mean the ability of a
Generating Facility to stay connected to and
synchronized with the Transmission System
during system disturbances within a range of
9 . 7 . 4
under-frequency and over-frequency conditions,
in accordance with Good Utility Practice.
System Protection and Other Control
Requirements.
9 . 7 . 4 . 1
9 . 7 . 4 . 2
9 . 7 . 4 . 3
9 . 7 . 4 . 4
9 . 7 . 4 . 5
System Protection Facilities.
Interconnection Customer shall, at its
expense, install, operate and maintain
System Protection Facilities as a part
of the Large Generating Facility or
Interconnection Customer's
Interconnection Facilities.
Transmission Provider shall install at
Interconnection Customer's expense any
System Protection Facilities that may
be required on Transmission Provider's
Interconnection Facilities or the
Transmission System as a result of the
interconnection of the Large
Generating Facility and
Interconnection Customer's
Interconnection Facilities.
Each Party's protection facilities
shall be designed and coordinated with
other systems in accordance with Good
Utility Practice.
Each Party shall be responsible for
protection of its facilities
consistent with Good Utility Practice.
Each Party's protective relay design
shall incorporate the necessary test
switches to perform the tests required
in Article 6 . The required test
switches will be placed such that they
allow operation of lockout relays
while preventing breaker failure
schemes from operating and causing
unnecessary breaker operations and/or
the tripping of Interconnection
Customer's units.
Each Party will test, operate and
maintain System Protection Facilities
9 . 7 . 4 . 6
in accordance with Good Utility
Practice.
Prior to the In-Service Date, and
again prior to the Commercial
Operation Date, each Party or its
agent shall perform a complete
calibration test and functional trip
test of the System Protection
Facilities. At intervals suggested by
Good Utility Practice and following
any apparent malfunction of the System
Protection Facilities, each Party
shall perform both calibration and
functional trip tests of its System
Protection Facilities. These tests do
not require the tripping of any in­
service generation unit. These tests
do, however, require that all
protective relays and lockout contacts
be activated.
9 . 7 . 5 Requirements for Protection. In compliance
with Good Utility Practice, Interconnection
Customer shall provide, install, own, and
maintain relays, circuit breakers and all other
devices necessary to remove any fault
contribution of the Large Generating Facility
to any short circuit occurring on the
Transmission System not otherwise isolated by
Transmission Provider's equipment, such that
the removal of the fault contribution shall be
coordinated with the protective requirements of
the Transmission System. Such protective
equipment shall include, without limitation, a
disconnecting device or switch with load­
interrupting capability located between the
Large Generating Facility and the Transmission
System at a site selected upon mutual agreement
(not to be unreasonably withheld, conditioned
or delayed) of the Parties. Interconnection
Customer shall be responsible for protection of
the Large Generating Facility and
Interconnection Customer's other equipment from
such conditions as negative sequence currents,
over- or under-frequency, sudden load
rejection, over- or under-voltage, and
9 . 7 . 6
generator loss-of-field. Interconnection
Customer shall be solely responsible to
disconnect the Large Generating Facility and
Interconnection Customer's other equipment if
conditions on the Transmission System could
adversely affect the Large Generating Facility.
Power Quality. Neither Party's facilities
shall cause excessive voltage flicker nor
introduce excessive distortion to the
sinusoidal voltage or current waves as defined
by ANSI Standard C 8 4 . 1 - 1 9 8 9 , in accordance with
IEEE Standard 5 1 9 , or any applicable
superseding electric industry standard. In the
event of a conflict between ANSI Standard
C 8 4 . 1 - 1 9 8 9 , or any applicable superseding
electric industry standard, ANSI Standard
C 8 4 . 1 - 1 9 8 9 , or the applicable superseding
electric industry standard, shall control.
9 . 8 Switching and Tagging Rules. Each Party shall provide the
other Party a copy of its switching and tagging rules that
are applicable to the other Party's activities. Such
switching and tagging rules shall be developed on a non­
discriminatory basis. The Parties shall comply with
applicable switching and tagging rules, as amended from
time to time, in obtaining clearances for work or for
switching operations on equipment.
9 . 9 Use of Interconnection Facilities by Third Parties.
9 . 9 . 1
9 . 9 . 2
Purpose of Interconnection Facilities. Except
as may be required by Applicable Laws and
Regulations, or as otherwise agreed to among
the Parties, the Interconnection Facilities
shall be constructed for the sole purpose of
interconnecting the Large Generating Facility
to the Transmission System and shall be used
for no other purpose.
Third Party Users. If required by Applicable
Laws and Regulations or if the Parties mutually
agree, such agreement not to be unreasonably
withheld, to allow one or more third parties to
use Transmission Provider's Interconnection
Facilities, or any part thereof,
Interconnection Customer will be entitled to
compensation for the capital expenses it
incurred in connection with the Interconnection
Facilities based upon the pro rata use of the
Interconnection Facilities by Transmission
Provider, all third party users, and
Interconnection Customer, in accordance with
Applicable Laws and Regulations or upon some
other mutually-agreed upon methodology. In
addition, cost responsibility for ongoing
costs, including operation and maintenance
costs associated with the Interconnection
Facilities, will be allocated between
Interconnection Customer and any third party
users based upon the pro rata use of the
Interconnection Facilities by Transmission
Provider, all third party users, and
Interconnection Customer, in accordance with
Applicable Laws and Regulations or upon some
other mutually agreed upon methodology. If the
issue of such compensation or allocation cannot
be resolved through such negotiations, it shall
be submitted to FERC for resolution.
9 . 1 0 Disturbance Analysis Data Exchange. The Parties will
cooperate with one another in the analysis of disturbances
to either the Large Generating Facility or Transmission
Provider's Transmission System by gathering and providing
access to any information relating to any disturbance,
including information from oscillography, protective relay
targets, breaker operations and sequence of events
records, and any disturbance information required by Good
Utility Practice.
Article 1 0 . Maintenance
1 0 . 1 Transmission Provider Obligations. Transmission Provider
shall maintain the Transmission System and Transmission
Provider's Interconnection Facilities in a safe and
reliable manner and in accordance with this LGIA.
1 0 . 2 Interconnection Customer Obligations. Interconnection
Customer shall maintain the Large Generating Facility and
Interconnection Customer's Interconnection Facilities in a
safe and reliable manner and in accordance with this LGIA.
1 0 . 3 Coordination. The Parties shall confer regularly to
coordinate the planning, scheduling and performance of
1 0 . 4
preventive and corrective maintenance on the Large
Generating Facility and the Interconnection Facilities.
Secondary Systems. Each Party shall cooperate with the
other in the inspection, maintenance, and testing of
control or power circuits that operate below 600 volts, AC
or DC, including, but not limited to, any hardware,
control or protective devices, cables, conductors,
electric raceways, secondary equipment panels,
transducers, batteries, chargers, and voltage and current
transformers that directly affect the operation of a
Party's facilities and equipment which may reasonably be
expected to impact the other Party. Each Party shall
provide advance notice to the other Party before
undertaking any work on such circuits, especially on
electrical circuits involving circuit breaker trip and
close contacts, current transformers, or potential
transformers.
1 0 . 5 Operating and Maintenance Expenses. Subject to the
provisions herein addressing the use of facilities by
others, and except for operations and maintenance expenses
associated with modifications made for providing
interconnection or transmission service to a third party
and such third party pays for such expenses,
Interconnection Customer shall be responsible for all
reasonable expenses including overheads, associated with:
( 1 ) owning, operating, maintaining, repairing, and
replacing Interconnection Customer's Interconnection
Facilities; and ( 2 ) operation, maintenance, repair and
replacement of Transmission Provider's Interconnection
Facilities.
Article 1 1 . Performance Obligation
1 1 . 1
1 1 . 2
Interconnection Customer Interconnection Facilities.
Interconnection Customer shall design, procure, construct,
install, own and/or control Interconnection Customer
Interconnection Facilities described in Appendix A,
Interconnection Facilities, Network Upgrades and
Distribution Upgrades, at its sole expense.
Transmission Provider's Interconnection Facilities.
Transmission Provider or Transmission Owner shall design,
procure, construct, install, own and/or control the
Transmission Provider's Interconnection Facilities
described in Appendix A, Interconnection Facilities,
Network Upgrades and Distribution Upgrades, at the sole
expense of the Interconnection Customer.
1 1 . 3 Network Upgrades and Distribution Upgrades. Transmission
1 1 . 4
Provider or Transmission Owner shall design, procure,
construct, install, and own the Network Upgrades and
Distribution Upgrades described in Appendix A,
Interconnection Facilities, Network Upgrades and
Distribution Upgrades. The Interconnection Customer shall
be responsible for all costs related to Distribution
Upgrades. Unless Transmission Provider or Transmission
Owner elects to fund the capital for the Network Upgrades,
they shall be solely funded by Interconnection Customer.
In the event that Transmission Provider must change the
voltage levels of a discrete portion of the Transmission
System to which the Interconnection Customer is connected,
Transmission Provider shall give reasonable notice of such
change and the Interconnection Customer shall be solely
responsible for all costs related to upgrades or
modifications to Interconnection Customer's
Interconnection Facilities resulting from Transmission
Provider's increase in the voltage levels of the
Transmission System, in order to remain interconnected
with the Transmission System at the new operating voltage.
To the extent that the modifications necessary to upgrade
Interconnection Facilities qualify as Network Upgrades,
Transmission Provider shall be solely responsible for the
expense of such modifications or upgrades.
Transmission Credits.
1 1 . 4 . 1 Repayment of Amounts Advanced for Network
Upgrades. Interconnection Customer shall be
entitled to a cash repayment, equal to the
total amount paid to Transmission Provider and
Affected System Operator, if any, for the
Network Upgrades, including any tax gross-up or
other tax-related payments associated with
Network Upgrades, and not refunded to
Interconnection Customer pursuant to Article
5 . 1 7 . 8 or otherwise, to be paid to
Interconnection Customer on a dollar-for-dollar
basis for the non-usage sensitive portion of
transmission charges, as payments are made
under Transmission Provider's Tariff and
Affected System's Tariff for transmission
services with respect to the Large Generating
Facility. Any repayment shall include interest
calculated in accordance with the methodology
set forth in FERC=s regulations at 18 C . F . R . §
3 5 . 1 9 a ( a ) ( 2 ) ( iii ) fr om the date of any payment
for Network Upgrades through the date on which
the Interconnection Customer receives a
repayment of such payment pursuant to this
subparagraph. Interconnection Customer may
assign such repayment rights to any person.
Notwithstanding the foregoing, Interconnection
Customer, Transmission Provider, and Affected
System Operator may adopt any alternative
payment schedule that is mutually agreeable so
long as Transmission Provider and Affected
System Operator take one of the following
actions no later than five years from the
Commercial Operation Date: ( 1 ) return to
Interconnection Customer any amounts advanced
for Network Upgrades not previously repaid, or
( 2 ) declare in writing that Transmission
Provider or Affected System Operator will
continue to provide payments to Interconnection
Customer on a dollar-for-dollar basis for the
non-usage sensitive portion of transmission
charges, or develop an alternative schedule
that is mutually agreeable and provides for the
return of all amounts advanced for Network
Upgrades not previously repaid; however, full
reimbursement shall not extend beyond twenty
( 2 0 ) years from the Commercial Operation Date.
I f the Large Generating Facility fails to
achieve commercial operation, but it or another
Generating Facility is later constructed and
makes use of the Network Upgrades, Transmission
Provider and Affected System Operator shall at
that time reimburse Interconnection Customer
for the amounts advanced for the Network
Upgrades. Before any such reimbursement can
occur, the Interconnection Customer, or the
entity that ultimately constructs the
Generating Facility, if different, is
responsible for identifying the entity to which
reimbursement must be made.
1 1 . 4 . 2
1 1 . 4 . 3
Special Provisions for Affected Systems.
Unless Transmission Provider provides, under
the LGIA, for the repayment of amounts advanced
to Affected System Operator for Network
Upgrades, Interconnection Customer and Affected
System Operator shall enter into an agreement
that provides for such repayment. The
agreement shall specify the terms governing
payments to be made by Interconnection Customer
to the Affected System Operator as well as the
repayment by the Affected System Operator.
Notwithstanding any other provision of this
LGIA, nothing herein shall be construed as
relinquishing or foreclosing any rights,
including but not limited to firm transmission
rights, capacity rights, transmission
congestion rights, or transmission credits,
that Interconnection Customer, shall be
entitled to, now or in the future under any
other agreement or tariff as a result of, or
otherwise associated with, the transmission
capacity, if any, created by the Network
Upgrades, including the right to obtain cash
reimbursements or transmission credits for
transmission service that is not associated
with the Large Generating Facility.
1 1 . 5 Provision of Security. At least thirty ( 3 0 ) Calendar Days
prior to the commencement of the first of the following to
occur: design, procurement, installation, or construction
of a discrete portion of a Transmission Provider's
Interconnection Facilities, Network Upgrades, or
Distribution Upgrades, Interconnection Customer shall
provide Transmission Provider, at Interconnection
Customer's option, a guarantee, a surety bond, letter of
credit or other form of security that is reasonably
acceptable to Transmission Provider and is consistent with
the Uniform Commercial Code of the jurisdiction identified
in Article 1 4 . 2 . 1 . Such security for payment shall be in
an amount sufficient to cover the costs for constructing,
designing, procuring, and installing the applicable
portion of Transmission Provider's Interconnection
Facilities, Network Upgrades, or Distribution Upgrades and
shall be reduced on a dollar-for-dollar basis for payments
made to Transmission Provider for these purposes.
In addition:
1 1 . 5 . 1
1 1 . 5 . 2
1 1 . 5 . 3
The guarantee must be made by an entity that
meets the creditworthiness requirements of
Transmission Provider, and contain terms and
conditions that guarantee payment of any amount
that may be due from Interconnection Customer,
up to an agreed-to maximum amount.
The letter of credit must be issued by a
financial institution reasonably acceptable to
Transmission Provider and must indicate that it
would only expire upon final payment made to
Transmission Provider to cover all relevant
costs for designing, procuring, installing, and
constructing the applicable portion of
Interconnection Facilities, Network Upgrades,
or Distribution Upgrades for which the letter
of credit was provided.
The surety bond must be issued by an insurer
reasonably acceptable to Transmission Provider
and must indicate that it would only expire
upon final payment made to Transmission
Provider to cover all relevant costs for
designing, procuring, installing, and
constructing the applicable portion of
Interconnection Facilities, Network Upgrades,
or Distribution Upgrades for which the surety
bond was provided.
1 1 . 6 Interconnection Customer Compensation. If Transmission
Provider requests or directs Interconnection Customer to
provide a service pursuant to Articles 9 . 6 . 3 (Payment for
Reactive Power), or 1 3 . 5 . 1 of this LGIA, Transmission
Provider shall compensate Interconnection Customer in
accordance with Interconnection Customer's applicable rate
schedule then in effect unless the provision of such
service(s) is subject to an RTO or ISO FERC-approved rate
schedule. Interconnection Customer shall serve
Transmission Provider or RTO or ISO with any filing of a
proposed rate schedule at the time of such filing with
FERC. To the extent that no rate schedule is in effect at
the time the Interconnection Customer is required to
provide or absorb any Reactive Power under this LGIA,
Transmission Provider agrees to compensate Interconnection
Customer in such amount as would have been due
Interconnection Customer had the rate schedule been in
effect at the time service commenced; provided, however,
that such rate schedule must be filed at FERC or other
appropriate Governmental Authority within sixty ( 6 0 )
Calendar Days of the commencement of service.
1 1 . 6 . 1 Interconnection Customer Compensation for
Actions During Emergency Condition.
Transmission Provider or RTO or ISO shall
compensate Interconnection Customer for its
provision of real and reactive power and other
Emergency Condition services that
Interconnection Customer provides to support
the Transmission System during an Emergency
Condition in accordance with Article 1 1 . 6 .
Article 1 2 . Invoice
1 2 . 1 General. Each Party shall submit to the other Party, on a
monthly basis, invoices of amounts due for the preceding
month. Each invoice shall state the month to which the
invoice applies and fully describe the services and
equipment provided. The Parties may discharge mutual
debts and payment obligations due and owing to each other
on the same date through netting, in which case all
amounts a Party owes to the other Party under this LGIA,
including interest payments or credits, shall be netted so
that only the net amount remaining due shall be paid by
the owing Party.
1 2 . 2 Final Invoice. Within six months after completion of the
construction of Transmission Provider's Interconnection
Facilities and the Network Upgrades, Transmission Provider
shall provide an invoice of the final cost of the
construction of Transmission Provider's Interconnection
Facilities and the Network Upgrades and shall set forth
such costs in sufficient detail to enable Interconnection
Customer to compare the actual costs with the estimates
and to ascertain deviations, if any, from the cost
estimates. Transmission Provider shall refund to
Interconnection Customer any amount by which the actual
payment by Interconnection Customer for estimated costs
exceeds the actual costs of construction within thirty
( 3 0 ) Calendar Days of the issuance of such final
construction invoice.
1 2 . 3 Payment. Invoices shall be rendered to the paying Party
at the address specified in Appendix F . The Party
receiving the invoice shall pay the invoice within thirty
( 3 0 ) Calendar Days of receipt. All payments shall be made
in immediately available funds payable to the other Party,
or by wire transfer to a bank named and account designated
by the invoicing Party. Payment of invoices by either
Party will not constitute a waiver of any rights or claims
either Party may have under this LGIA.
1 2 . 4 Disputes. In the event of a billing dispute between
Transmission Provider and Interconnection Customer,
Transmission Provider shall continue to provide
Interconnection Service under this LGIA as long as
Interconnection Customer: ( i ) continues to make all
payments not in dispute; and ( i i ) pays to Transmission
Provider or into an independent escrow account the portion
of the invoice in dispute, pending resolution of such
dispute. I f Interconnection Customer fails to meet these
two requirements for continuation of service, then
Transmission Provider may provide notice to
Interconnection Customer of a Default pursuant to Article
1 7 . Within thirty ( 3 0 ) Calendar Days after the resolution
of the dispute, the Party that owes money to the other
Party shall pay the amount due with interest calculated in
accord with the methodology set forth in FERC's
re gu 1 at ions at 1 8 C FR § 3 5 . 1 9 a ( a) ( 2 ) ( iii ) .
Article 1 3 . Emergencies
1 3 . 1 Definition. "Emergency Condition" shall mean a condition
or situation: ( i ) that in the judgment of the Party making
the claim is imminently likely to endanger life or
property; or ( i i ) that, in the case of Transmission
Provider, is imminently likely (as determined in a non­
discriminatory manner) to cause a material adverse effect
on the security of, or damage to the Transmission System,
Transmission Provider's Interconnection Facilities or the
Transmission Systems of others to which the Transmission
System is directly connected; or ( i i i ) that, in the case
of Interconnection Customer, is imminently likely (as
determined in a non-discriminatory manner) to cause a
material adverse effect on the security of, or damage t o ,
the Large Generating Facility or Interconnection
Customer's Interconnection Facilities' System restoration
and black start shall be considered Emergency Conditions;
provided, that Interconnection Customer is not obligated
by this LGIA to possess black start capability.
1 3 . 2 Obligations. Each Party shall comply with the Emergency
Condition procedures of the applicable ISO/RTO, NERC, the
Applicable Reliability Council, Applicable Laws and
Regulations, and any emergency procedures agreed to by the
Joint Operating Committee.
1 3 . 3 Notice. Transmission Provider shall notify
Interconnection Customer promptly when it becomes aware of
an Emergency Condition that affects Transmission
Provider's Interconnection Facilities or the Transmission
System that may reasonably be expected to affect
Interconnection Customer's operation of the Large
Generating Facility or Interconnection Customer's
Interconnection Facilities. Interconnection Customer
shall notify Transmission Provider promptly when it
becomes aware of an Emergency Condition that affects the
Large Generating Facility or Interconnection Customer's
Interconnection Facilities that may reasonably be expected
to affect the Transmission System or Transmission
Provider's Interconnection Facilities. To the extent
information is known, the notification shall describe the
Emergency Condition, the extent of the damage or
deficiency, the expected effect on the operation of
Interconnection Customer's or Transmission Provider's
facilities and operations, its anticipated duration and
the corrective action taken and/or to be taken. The
initial notice shall be followed as soon as practicable
with written notice.
1 3 . 4 Immediate Action. Unless, in Interconnection Customer's
reasonable judgment, immediate action is required,
Interconnection Customer shall obtain the consent of
Transmission Provider, such consent to not be unreasonably
withheld, prior to performing any manual switching
operations at the Large Generating Facility or
Interconnection Customer's Interconnection Facilities in
response to an Emergency Condition either declared by
Transmission Provider or otherwise regarding the
Transmission System.
1 3 . 5 Transmission Provider Authority.
1 3 . 5 . 1 General. Transmission Provider may take whatever
actions or inactions with regard to the
1 3 . 5 . 2
Transmission System or Transmission Provider's
Interconnection Facilities it deems necessary
during an Emergency Condition in order to ( i )
preserve public health and safety, ( i i ) preserve
the reliability of the Transmission System or
Transmission Provider's Interconnection
Facilities, ( i i i ) limit or prevent damage, and
(iv) expedite restoration of service.
Transmission Provider shall use Reasonable
Efforts to minimize the effect of such actions or
inactions on the Large Generating Facility or
Interconnection Customer's Interconnection
Facilities. Transmission Provider may, on the
basis of technical considerations, require the
Large Generating Facility to mitigate an
Emergency Condition by taking actions necessary
and limited in scope to remedy the Emergency
Condition, including, but not limited to,
directing Interconnection Customer to shut-down,
start-up, increase or decrease the real or
reactive power output of the Large Generating
Facility; implementing a reduction or
disconnection pursuant to Article 1 3 . 5 . 2 ;
directing Interconnection Customer to assist with
blackstart ( i f available) or restoration efforts;
or altering the outage schedules of the Large
Generating Facility and Interconnection
Customer's Interconnection Facilities.
Interconnection Customer shall comply with all of
Transmission Provider's operating instructions
concerning Large Generating Facility real power
and reactive power output within the
manufacturer's design limitations of the Large
Generating Facility's equipment that is in
service and physically available for operation at
the time, in compliance with Applicable Laws and
Regulations.
Reduction and Disconnection. Transmission
Provider may reduce Interconnection Service or
disconnect the Large Generating Facility or
Interconnection Customer's Interconnection
Facilities, when such, reduction or disconnection
is necessary under Good Utility Practice due to
Emergency Conditions. These rights are separate
and distinct from any right of curtailment of
Transmission Provider pursuant to Transmission
Provider's Tariff. When Transmission Provider
can schedule the reduction or disconnection in
advance, Transmission Provider shall notify
Interconnection Customer of the reasons, timing
and expected duration of the reduction or
disconnection. Transmission Provider shall
coordinate with Interconnection Customer using
Good Utility Practice to schedule the reduction
or disconnection during periods of least impact
to Interconnection Customer and Transmission
Provider. Any reduction or disconnection shall
continue only for so long as reasonably necessary
under Good Utility Practice. The Parties shall
cooperate with each other to restore the Large
Generating Facility, the Interconnection
Facilities, and the Transmission System to their
normal operating state as soon as practicable
consistent with Good Utility Practice.
1 3 . 6 Interconnection Customer Authority. Consistent with Good
Utility Practice and the LGIA and the LGIP,
Interconnection Customer may take actions or inactions
with regard to the Large Generating Facility or
Interconnection Customer's Interconnection Facilities
during an Emergency Condition in order to ( i ) preserve
public health and safety, ( i i ) preserve the reliability of
the Large Generating Facility or Interconnection
Customer's Interconnection Facilities, ( i i i ) limit or
prevent damage, and (iv) expedite restoration of service.
Interconnection Customer shall use Reasonable Efforts to
minimize the effect of such actions or inactions on the
Transmission System and Transmission Provider's
Interconnection Facilities. Transmission Provider shall
use Reasonable Efforts to assist Interconnection Customer
in such actions.
1 3 . 7 Limited Liability. Except as otherwise provided in
Article 1 1 . 6 . 1 of this LGIA, neither Party shall be liable
to the other for any action it takes in responding to an
Emergency Condition so long as such action is made in good
faith and is consistent with Good Utility Practice.
Article 1 4 . Regulatory Requirements and Governing Law
1 4 . 1 Regulatory Requirements. Each Party's obligations under
this LGIA shall be subject to its receipt of any required
approval or certificate from one or more Governmental
Authorities in the form and substance satisfactory to the
applying Party, or the Party making any required filings
with, or providing notice to, such Governmental
Authorities, and the expiration of any time period
associated therewith. Each Party shall in good faith seek
and use its Reasonable Efforts to obtain such other
approvals. Nothing in this LGIA shall require
Interconnection Customer to take any action that could
result in its inability to obtain, or its loss of, status
or exemption under the Federal Power Act, the Public
Utility Holding Company Act of 1 9 3 5 , as amended, or the
Public Utility Regulatory Policies Act of 1 9 7 8 .
1 4 . 2 Governing Law.
1 4 . 2 . 1
1 4 . 2 . 2
1 4 . 2 . 3
The validity, interpretation and performance of
this LGIA and each of its provisions shall be
governed by the laws of the state where the
Point of Interconnection is located, without
regard to its conflicts of law principles.
This LGIA is subject to all Applicable Laws and
Regulations.
Each Party expressly reserves the right to seek
changes in, appeal, or otherwise contest any
laws, orders, rules, or regulations of a
Governmental Authority.
Article 1 5 . Notices.
1 5 . 1 General. Unless otherwise provided in this LGIA, any
notice, demand or request required or permitted to be
given by either Party to the other and any instrument
required or permitted to be tendered or delivered by
either Party in writing to the other shall be effective
when delivered and may be so given, tendered or delivered,
by recognized national courier, or by depositing the same
with the United States Postal Service with postage
prepaid, for delivery by certified or registered mail,
addressed to the Party, or personally delivered to the
Party, at the address set out in Appendix F, Addresses for
Delivery of Notices and Billings.
Either Party may change the notice information in this
LGIA by giving five ( 5 ) Business Days written notice prior
to the effective date of the change.
1 5 . 2 Billings and Payments. Billings and payments shall be
sent to the addresses set out in Appendix F .
1 5 . 3 Alternative Forms of Notice. Any notice or request
required or permitted to be given by a Party to the other
and not required by this Agreement to be given in writing
may be so given by telephone, facsimile or email to the
telephone numbers and email addresses set out in Appendix
F .
1 5 . 4 Operations and Maintenance Notice. Each Party shall
notify the other Party in writing of the identity of the
p e r s o n ( s ) that it designates as the p o i n t ( s ) of contact
with respect to the implementation of Articles 9 and 1 0 .
Article 1 6 .
1 6 . 1 Force Majeure.
Force Majeure
1 6 . 1 . 1
1 6 . 1 . 2
Economic hardship is not considered a Force
Majeure event.
Neither Party shall be considered to be in
Default with respect to any obligation
hereunder, (including obligations under Article
4 ) , other than the obligation to pay money when
due, if prevented from fulfilling such
obligation by Force Majeure. A Party unable to
fulfill any obligation hereunder (other than an
obligation to pay money when due) by reason of
Force Majeure shall give notice and the full
particulars of such Force Majeure to the other
Party in writing or by telephone as soon as
reasonably possible after the occurrence of the
cause relied upon. Telephone notices given
pursuant to this article shall be confirmed in
writing as soon as reasonably possible and
shall specifically state full particulars of
the Force Majeure, the time and date when the
Force Majeure occurred and when the Force
Majeure is reasonably expected to cease. The
Party affected shall exercise due diligence to
remove such disability with reasonable
dispatch, but shall not be required to accede
or agree to any provision not satisfactory to
it in order to settle and terminate a strike or
other labor disturbance.
1 7 . 1 Default
Article 1 7 . Default
1 7 . 1 . 1 General. No Default shall exist where such
failure to discharge an obligation (other than
the payment of money) is the result of Force
Majeure as defined in this LGIA or the result
of an act of omission of the other Party. Upon
a Breach, the non-breaching Party shall give
written notice of such Breach to the breaching
Party. Except as provided in Article 1 7 . 1 . 2 ,
the breaching Party shall have thirty ( 3 0 )
Calendar Days from receipt of the Default
notice within which to cure such Breach;
provided however, if such Breach is not capable
of cure within thirty ( 3 0 ) Calendar Days, the
breaching Party shall commence such cure within
thirty ( 3 0 ) Calendar Days after notice and
continuously and diligently complete such cure
within ninety ( 9 0 ) Calendar Days from receipt
of the Default notice; and, if cured within
such time, the Breach specified in such notice
shall cease to exist.
1 7 . 1 . 2 Right to Terminate. If a Breach is not cured
Article 1 8 .
as provided in this article, or if a Breach is
not capable of being cured within the period
provided for herein, the non-breaching Party
shall have the right to declare a Default and
terminate this LGIA by written notice at any
time until cure occurs, and be relieved of any
further obligation hereunder and, whether or
not that Party terminates this LGIA, to recover
from the breaching Party all amounts due
hereunder, plus all other damages and remedies
to which it is entitled at law or in equity.
The provisions of this article will survive
termination of this LGIA.
Indemnity, Consequential Damages and Insurance
1 8 . 1 Indemnity. The Parties shall at all times indemnify,
defend, and hold the other Party harmless from, any and
all damages, losses, claims, including claims and actions
relating to injury to or death of any person or damage to
property, 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 Party's action or inactions of its obligations under
this LGIA on behalf of the Indemnifying Party, except in
cases of gross negligence or intentional wrongdoing by the
Indemnified Party.
1 8 . 1 . 1 Indemnified Person. If an Indemnified Person
1 8 . 1 . 2
1 8 . 1 . 3
is entitled to indemnification under this
Article 1 8 as a result of a claim by a third
party, and the indemnifying Party fails, after
notice and reasonable opportunity to proceed
under Article 1 8 . 1 , 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 respect to, or pay in full, such claim.
Indemnifying Party. If an Indemnifying Party
is obligated to indemnify and hold any
Indemnified Person harmless under this Article
1 8 , the amount owing to the Indemnified Person
shall be the amount of such Indemnified
Person's actual Loss, net of any insurance or
other recovery.
Indemnity Procedures. Promptly after receipt
by an Indemnified Person of any claim or notice
of the commencement of any action or
administrative or legal proceeding or
investigation as to which the indemnity
provided for in Article 1 8 . 1 may apply, the
Indemnified Person shall notify the
Indemnifying Party of such fact. Any failure
of or delay in such notification shall not
affect a Party's indemnification obligation
unless such failure or delay is materially
prejudicial to the indemnifying Party.
The Indemnifying Party shall have the right to
assume the defense thereof with counsel
designated by such Indemnifying Party and
reasonably satisfactory to the Indemnified
Person. If the defendants in any such action
include one or more Indemnified Persons and the
Indemnifying Party and if the Indemnified
Person reasonably concludes that there may be
legal defenses available to it and/or other
Indemnified Persons which are different from or
additional to those available to the
Indemnifying Party, the Indemnified Person
shall have the right to select separate counsel
to assert such legal defenses and to otherwise
participate in the defense of such action on
its own behalf. In such instances, the
Indemnifying Party shall only be required to
pay the fees and expenses of one additional
attorney to represent an Indemnified Person or
Indemnified Persons having such differing or
additional legal defenses.
The Indemnified Person shall be entitled, at
its expense, to participate in any such action,
suit or proceeding, the defense of which has
been assumed by the Indemnifying Party.
Notwithstanding the foregoing, the Indemnifying
Party ( i ) shall not be entitled to assume and
control the defense of any such action, suit or
proceedings if and to the extent that, in the
opinion of the Indemnified Person and its
counsel, such action, suit or proceeding
involves the potential imposition of criminal
liability on the Indemnified Person, or there
exists a conflict or adversity of interest
between the Indemnified Person and the
Indemnifying Party, in such event the
Indemnifying Party shall pay the reasonable
expenses of the Indemnified Person, and ( i i )
shall not settle or consent to the entry of any
judgment in any action, suit or proceeding
without the consent of the Indemnified Person,
which shall not be reasonably withheld,
conditioned or delayed.
1 8 . 2 Consequential Damages. Other than the Liquidated Damages
heretofore described, in no event shall either Party be
liable under any provision of this LGIA for any losses,
damages, costs or expenses for any special, indirect,
incidental, consequential, or punitive damages, including
but not limited to loss of profit or revenue, loss of the
use of equipment, cost of capital, cost of temporary
equipment or services, whether based in whole or in part
in contract, in tort, including negligence, strict
liability, or any other theory of liability; provided,
however, that damages for which a Party may be liable to
the other Party under another agreement will not be
considered to be special, indirect, incidental, or
consequential damages hereunder.
1 8 . 3 Insurance. Each party shall, at its own expense, maintain
in force throughout the period of this LGIA, and until
released by the other Party, the following minimum
insurance coverages, with insurers authorized to do
business in the state where the Point of Interconnection
is located:
1 8 . 3 . 1
1 8 . 3 . 2
1 8 . 3 . 3
Employers' Liability and Workers' Compensation
Insurance providing statutory benefits in
accordance with the laws and regulations of the
state in which the Point of Interconnection is
located.
Commercial General Liability Insurance
including premises and operations, personal
injury, broad form property damage, broad form
blanket contractual liability coverage
(including coverage for the contractual
indemnification) products and completed
operations coverage, coverage for explosion,
collapse and underground hazards, independent
contractors coverage, coverage for pollution to
the extent normally available and punitive
damages to the extent normally available and a
cross liability endorsement, with minimum
limits of One Million Dollars ( $ 1 , 0 0 0 , 0 0 0 ) per
occurrence/One Million Dollars ( $ 1 , 0 0 0 , 0 0 0 )
aggregate combined single limit for personal
injury, bodily injury, including death and
property damage.
Comprehensive Automobile Liability Insurance
for coverage of owned and non-owned and hired
vehicles, trailers or semi-trailers designed
for travel on public roads, with a minimum,
combined single limit of One Million Dollars
1 8 . 3 . 4
1 8 . 3 . 5
1 8 . 3 . 6
1 8 . 3 . 7
( $ 1 , 0 0 0 , 0 0 0 ) per occurrence for bodily injury,
including death, and property damage.
Excess Public Liability Insurance over and
above the Employers' Liability Commercial
General Liability and Comprehensive Automobile
Liability Insurance coverage, with a minimum
combined single limit of Twenty Million Dollars
( $ 2 0 , 0 0 0 , 0 0 0 ) per occurrence/Twenty Million
Dollars ( $ 2 0 , 0 0 0 , 0 0 0 ) aggregate.
The Commercial General Liability Insurance,
Comprehensive Automobile Insurance and Excess
Public Liability Insurance policies shall name
the other Party, its parent, associated and
Affiliate companies and their respective
directors, officers, agents, servants and
employees ("Other Party Group") as additional
insured. All policies shall contain provisions
whereby the insurers waive all rights of
subrogation in accordance with the provisions
of this LGIA against the Other Party Group and
provide thirty ( 3 0 ) Calendar Days advance
written notice to the Other Party Group prior
to anniversary date of cancellation or any
material change in coverage or condition.
The Commercial General Liability Insurance,
Comprehensive Automobile Liability Insurance
and Excess Public Liability Insurance policies
shall contain provisions that specify that the
policies are primary and shall apply to such
extent without consideration for other policies
separately carried and shall state that each
insured is provided coverage as though a
separate policy had been issued to each, except
the insurer's liability shall not be increased
beyond the amount for which the insurer would
have been liable had only one insured been
covered. Each Party shall be responsible for
its respective deductibles or retentions.
The Commercial General Liability Insurance,
Comprehensive Automobile Liability Insurance
and Excess Public Liability Insurance policies,
if written on a Claims First Made Basis, shall
be maintained in full force and effect for two
1 8 . 3 . 8
1 8 . 3 . 9
1 8 . 3 . 1 0
1 8 . 3 . 1 1
( 2 ) years after termination of this LGIA, which
coverage may be in the form of tail coverage or
extended reporting period coverage if agreed by
the Parties.
The requirements contained herein as to the
types and limits of all insurance to be
maintained by the Parties are not intended to
and shall not in any manner, limit or qualify
the liabilities and obligations assumed by the
Parties under this LGIA.
Within ten ( 1 0 ) days following execution of
this LGIA, and as soon as practicable after the
end of each fiscal year or at the renewal of
the insurance policy and in any event within
ninety ( 9 0 ) days thereafter, each Party shall
provide certification of all insurance required
in this LGIA, executed by each insurer or by an
authorized representative of each insurer.
Notwithstanding the foregoing, each Party may
self-insure to meet the minimum insurance
requirements of Articles 1 8 . 3 . 2 through 1 8 . 3 . 8
to the extent it maintains a self-insurance
program; provided that, such Party's senior
secured debt is rated at investment grade or
better by Standard & P o o r ' s and that its self­
insurance program meets the minimum insurance
requirements of Articles 1 8 . 3 . 2 through 1 8 . 3 . 8 .
For any period of time that a Party's senior
secured debt is unrated by Standard & P o o r ' s
or is rated at less than investment grade by
Standard & P o o r ' s , such Party shall comply with
the insurance requirements applicable to it
under Articles 1 8 . 3 . 2 through 1 8 . 3 . 9 . In the
event that a Party is permitted to self-insure
pursuant to this article, it shall notify the
other Party that it meets the requirements to
self-insure and that its self-insurance program
meets the minimum insurance requirements in a
manner consistent with that specified in
Article 1 8 . 3 . 9 .
The Parties agree to report to each other in
writing as soon as practical all accidents or
occurrences resulting in injuries to any
person, including death, and any property
damage arising out of this LGIA.
Article 1 9 . Assignment
1 9 . 1 Assignment. This LGIA may be assigned by either Party
only with the written consent of the other; provided that
either Party may assign this LGIA without the consent of
the other Party to any Affiliate of the assigning Party
with an equal or greater credit rating and with the legal
authority and operational ability to satisfy the
obligations of the assigning Party under this LGIA; and
provided further that Interconnection Customer shall have
the right to assign this LGIA, without the consent of
Transmission Provider, for collateral security purposes to
aid in providing financing for the Large Generating
Facility, provided that Interconnection Customer will
promptly notify Transmission Provider of any such
assignment. Any financing arrangement entered into by
Interconnection Customer pursuant to this article will
provide that prior to or upon the exercise of the secured
P a r t y ' s , trustee's or mortgagee's assignment rights
pursuant to said arrangement, the secured creditor, the
trustee or mortgagee will notify Transmission Provider of
the date and particulars of any such exercise of
assignment r i g h t ( s ) , including providing the Transmission
Provider with proof that it meets the requirements of
Articles 1 1 . 5 and 1 8 . 3 . Any attempted assignment that
violates this article is void and ineffective. Any
assignment under this LGIA shall not relieve a Party of
its obligations, nor shall a Party's obligations be
enlarged, in whole or in part, by reason thereof. Where
required, consent to assignment will not be unreasonably
withheld, conditioned or delayed.
Article 2 0 . Severability
2 0 . 1 Severability. If any provision in this LGIA is finally
determined to be invalid, void or unenforceable by any
court or other Governmental Authority having jurisdiction,
such determination shall not invalidate, void or make
unenforceable any other provision, agreement or covenant
of this LGIA; provided that if Interconnection Customer
(or any third party, but only if such third party is not
acting at the direction of Transmission Provider) seeks
and obtains such a final determination with respect to any
provision of the Alternate Option (Article 5 . 1 . 2 ) , or the
Negotiated Option (Article 5 . 1 . 4 ) , then none of these
provisions shall thereafter have any force or effect and
the Parties' rights and obligations shall be governed
solely by the Standard Option (Article 5 . 1 . 1 ) .
Article 2 1 . Comparability
2 1 . 1 Comparability. The Parties will comply with all
applicable comparability and code of conduct laws, rules
and regulations, as amended from time to time.
Article 2 2 . Confidentiality
2 2 . 1 Confidentiality. Confidential Information shall include,
without limitation, all information relating to a Party's
technology, research and development, business affairs,
and pricing, and any information supplied by either of the
Parties to the other prior to the execution of this LGIA.
Information is Confidential Information only if it is
clearly designated or marked in writing as confidential on
the face of the document, or, if the information is
conveyed orally or by inspection, if the Party providing
the information orally informs the Party receiving the
information that the information is confidential.
If requested by either Party, the other Party shall
provide in writing, the basis for asserting that the
information referred to in this Article 22 warrants
confidential treatment, and the requesting Party may
disclose such writing to the appropriate Governmental
Authority. Each Party shall be responsible for the costs
associated with affording confidential treatment to its
information.
2 2 . 1 . 1
2 2 . 1 . 2
Term. During the term of this LGIA, and for a
period of three ( 3 ) years after the expiration
or termination of this LGIA, except as
otherwise provided in this Article 2 2 , each
Party shall hold in confidence and shall not
disclose to any person Confidential
Information.
Scope. Confidential Information shall not
include information that the receiving Party
can demonstrate: ( 1 ) is generally available to
the public other than as a result of a
2 2 . 1 . 3
disclosure by the receiving Party; ( 2 ) was in
the lawful possession of the receiving Party on
a non-confidential basis before receiving it
from the disclosing Party; ( 3 ) was supplied to
the receiving Party without restriction by a
third party, who, to the knowledge of the
receiving Party after due inquiry, was under no
obligation to the disclosing Party to keep such
information confidential; ( 4 ) was independently
developed by the receiving Party without
reference to Confidential Information of the
disclosing Party; ( 5 ) i s , or becomes, publicly
known, through no wrongful act or omission of
the receiving Party or Breach of this LGIA; or
( 6 ) is required, in accordance with Article
2 2 . 1 . 7 of the LGIA, Order of Disclosure, to be
disclosed by any Governmental Authority or is
otherwise required to be disclosed by law or
subpoena, or is necessary in any legal
proceeding establishing rights and obligations
under this LGIA. Information designated as
Confidential Information will no longer be
deemed confidential if the Party that
designated the information as confidential
notifies the other Party that it no longer is
confidential.
Release of Confidential Information. Neither
Party shall release or disclose Confidential
Information to any other person, except to its
Affiliates (limited by the Standards of Conduct
requirements), subcontractors, employees,
consultants, or to parties who may be or
considering providing financing to or equity
participation with Interconnection Customer, or
to potential purchasers or assignees of
Interconnection Customer, on a need-to-know
basis in connection with this LGIA, unless such
person has first been advised of the
confidentiality provisions of this Article 22
and has agreed to comply with such provisions.
Notwithstanding the foregoing, a Party
providing Confidential Information to any
person shall remain primarily responsible for
any release of Confidential Information in
contravention of this Article 2 2 .
2 2 . 1 . 4
2 2 . 1 . 5
2 2 . 1 . 6
2 2 . 1 . 7
Rights. Each Party retains all rights, title,
and interest in the Confidential Information
that each Party discloses to the other Party.
The disclosure by each Party to the other Party
of Confidential Information shall not be deemed
a waiver by either Party or any other person or
entity of the right to protect the Confidential
Information from public disclosure.
No Warranties. By providing Confidential
Information, neither Party makes any warranties
or representations as to its accuracy or
completeness. In addition, by supplying
Confidential Information, neither Party
obligates itself to provide any particular
information or Confidential Information to the
other Party nor to enter into any further
agreements or proceed with any other
relationship or joint venture.
Standard of Care. Each Party shall use at
least the same standard of care to protect
Confidential Information it receives as it uses
to protect its own Confidential Information
from unauthorized disclosure, publication or
dissemination. Each Party may use Confidential
Information solely to fulfill its obligations
to the other Party under this LGIA or its
regulatory requirements.
Order of Disclosure. If a court or a
Government Authority or entity with the right,
power, and apparent authority to do so requests
or requires either Party, by subpoena, oral
deposition, interrogatories, requests for
production of documents, administrative order,
or otherwise, to disclose Confidential
Information, that Party shall provide the other
Party with prompt notice of such request(s) or
requirement(s) so that the other Party may seek
an appropriate protective order or waive
compliance with the terms of this LGIA.
Notwithstanding the absence of a protective
order or waiver, the Party may disclose such
Confidential Information which, in the opinion
of its counsel, the Party is legally compelled
2 2 . 1 . 8
2 2 . 1 . 9
2 2 . 1 . 1 0
to disclose. Each Party will use Reasonable
Efforts to obtain reliable assurance that
confidential treatment will be accorded any
Confidential Information so furnished.
Termination of Agreement. Upon termination of
this LGIA for any reason, each Party shall,
within ten ( 1 0 ) Calendar Days of receipt of a
written request from the other Party, use
Reasonable Efforts to destroy, erase, or delete
(with such destruction, erasure, and deletion
certified in writing to the other Party) or
return to the other Party, without retaining
copies thereof, any and all written or
electronic Confidential Information received
from the other Party.
Remedies. The Parties agree that monetary
damages would be inadequate to compensate a
Party for the other Party's Breach of its
obligations under this Article 2 2 . Each Party
accordingly agrees that the other Party shall
be entitled to equitable relief, by way of
injunction or otherwise, if the first Party
Breaches or threatens to Breach its obligations
under this Article 2 2 , which equitable relief
shall be granted without bond or proof of
damages, and the receiving Party shall not
plead in defense that there would be an
adequate remedy at law. Such remedy shall not
be deemed an exclusive remedy for the Breach of
this Article 2 2 , but shall be in addition to
all other remedies available at law or in
equity. The Parties further acknowledge and
agree that the covenants contained herein are
necessary for the protection of legitimate
business interests and are reasonable in scope.
No Party, however, shall be liable for
indirect, incidental, or consequential or
punitive damages of any nature or kind
resulting from or arising in connection with
this Article 2 2 .
Disclosure to FERC, its Staff, or a State.
Notwithstanding anything in this Article 22 to
the contrary, and pursuant to 18 CFR section
l b . 2 0 , if FERC or its staff, during the course
2 2 . 1 . 1 1
of an investigation or otherwise, requests
information from one of the Parties that is
otherwise required to be maintained in
confidence pursuant to this LGIA, the Party
shall provide the requested information to FERC
or its staff, within the time provided for in
the request for information. In providing the
information to FERC or its staff, the Party
must, consistent with 1 8 CFR section 3 8 8 . 1 1 2 ,
request that the information be treated as
confidential and non-public by FERC and its
staff and that the information be withheld from
public disclosure. Parties are prohibited from
notifying the other Party to this LGIA prior to
the release of the Confidential Information to
FERC or its staff. The Party shall notify the
other Party to the LGIA when it is notified by
FERC or its staff that a request to release
Confidential Information has been received by
FERC, at which time either of the Parties may
respond before such information would be made
public, pursuant to 1 8 CFR section 3 8 8 . 1 1 2 .
Requests from a state regulatory body
conducting a confidential investigation shall
be treated in a similar manner if consistent
with the applicable state rules and
regulations.
Subject to the exception in Article 2 2 . 1 . 1 0 ,
any information that a Party claims is
competitively sensitive, commercial or
financial information under this LGIA
("Confidential Information") shall not be
disclosed by the other Party to any person not
employed or retained by the other Party, except
to the extent disclosure is ( i ) required by
law; ( i i ) reasonably deemed by the disclosing
Party to be required to be disclosed in
connection with a dispute between or among the
Parties, or the defense of litigation or
dispute; ( i i i ) otherwise permitted by consent
of the other Party, such consent not to be
unreasonably withheld; or (iv) necessary to
fulfill its obligations under this LGIA or as a
transmission service provider or a Control Area
operator including disclosing the Confidential
Information to an RTO or ISO or to a regional
or national reliability organization. The
Party asserting confidentiality shall notify
the other Party in writing of the information
it claims is confidential. Prior to any
disclosures of the other Party's Confidential
Information under this subparagraph, or if any
third party or Governmental Authority makes any
request or demand for any of the information
described in this subparagraph, the disclosing
Party agrees to promptly notify the other Party
in writing and agrees to assert confidentiality
and cooperate with the other Party in seeking
to protect the Confidential Information from
public disclosure by confidentiality agreement,
protective order or other reasonable measures.
Article 2 3 . Environmental Releases
2 3 . 1 Each Party shall notify the other Party, first orally and
then in writing, of the release of any Hazardous
Substances, any asbestos or lead abatement activities, or
any type of remediation activities related to the Large
Generating Facility or the Interconnection Facilities,
each of which may reasonably be expected to affect the
other Party. The notifying Party shall: ( i ) provide the
notice as soon as practicable, provided such Party makes a
good faith effort to provide the notice no later than
twenty-four hours after such Party becomes aware of the
occurrence; and ( i i ) promptly furnish to the other Party
copies of any publicly available reports filed with any
Governmental Authorities addressing such events.
Article 2 4 . Information Requirements
2 4 . 1 Information Acquisition. Transmission Provider and
Interconnection Customer shall submit specific information
regarding the electrical characteristics of their
respective facilities to each other as described below and
in accordance with Applicable Reliability Standards.
2 4 . 2 Information Submission by Transmission Provider. The
initial information submission by Transmission Provider
shall occur no later than one hundred eighty ( 1 8 0 )
Calendar Days prior to Trial Operation and shall include
Transmission System information necessary to allow
Interconnection Customer to select equipment and meet any
system protection and stability requirements, unless
otherwise agreed to by the Parties. On a monthly basis
Transmission Provider shall provide Interconnection
Customer a status report on the construction and
installation of Transmission Provider's Interconnection
Facilities and Network Upgrades, including, but not
limited to, the following information: ( 1 ) progress to
date; ( 2 ) a description of the activities since the last
report; ( 3 ) a description of the action items for the next
period; and ( 4 ) the delivery status of equipment ordered.
2 4 . 3 Updated Information Submission by Interconnection
Customer. The updated information submission by
Interconnection Customer, including manufacturer
information, shall occur no later than one hundred eighty
( 1 8 0 ) Calendar Days prior to the Trial Operation.
Interconnection Customer shall submit a completed copy of
the Large Generating Facility data requirements contained
in Appendix 1 to the LGIP. It shall also include any
additional information provided to Transmission Provider
for the Feasibility and Facilities Study. Information in
this submission shall be the most current Large Generating
Facility design or expected performance data. Information
submitted for stability models shall be compatible with
Transmission Provider standard models. If there is no
compatible model, Interconnection Customer will work with
a consultant mutually agreed to by the Parties to develop
and supply a standard model and associated information.
If Interconnection Customer's data is materially different
from what was originally provided to Transmission Provider
pursuant to the Interconnection Study Agreement between
Transmission Provider and Interconnection Customer, then
Transmission Provider will conduct appropriate studies to
determine the impact on Transmission Provider Transmission
System based on the actual data submitted pursuant to this
Article 2 4 . 3 . The Interconnection Customer shall not
begin Trial Operation until such studies are completed.
2 4 . 4 Information Supplementation. Prior to the Operation Date,
the Parties shall supplement their information submissions
described above in this Article 2 4 with any and all "as­
built" Large Generating Facility information or "as­
tested" performance information that differs from the
initial submissions or, alternatively, written
confirmation that no such differences exist. The
Interconnection Customer shall conduct tests on the Large
Generating Facility as required by Good Utility Practice
such as an open circuit "step voltage" test on the Large
Generating Facility to verify proper operation of the
Large Generating Facility's automatic voltage regulator.
Unless otherwise agreed, the test conditions shall
include: ( 1 ) Large Generating Facility at synchronous
speed; ( 2 ) automatic voltage regulator on and in voltage
control mode; and ( 3 ) a five percent change in Large
Generating Facility terminal voltage initiated by a change
in the voltage regulators reference voltage.
Interconnection Customer shall provide validated test
recordings showing the responses of Large Generating
Facility terminal and field voltages. In the event that
direct recordings of these voltages is impractical,
recordings of other voltages or currents that mirror the
response of the Large Generating Facility's terminal or
field voltage are acceptable if information necessary to
translate these alternate quantities to actual Large
Generating Facility terminal or field voltages is
provided. Large Generating Facility testing shall be
conducted and results provided to Transmission Provider
for each individual generating unit in a station.
Subsequent to the Operation Date, Interconnection Customer
shall provide Transmission Provider any information
changes due to equipment replacement, repair, or
adjustment. Transmission Provider shall provide
Interconnection Customer any information changes due to
equipment replacement, repair or adjustment in the
directly connected substation or any adjacent Transmission
Provider-owned substation that may affect Interconnection
Customer's Interconnection Facilities equipment ratings,
protection or operating requirements. The Parties shall
provide such information no later than thirty ( 3 0 )
Calendar Days after the date of the equipment replacement,
repair or adjustment.
Article 2 5 . Information Access and Audit Rights
2 5 . 1 Information Access. Each Party (the "disclosing Party")
shall make available to the other Party information that
is in the possession of the disclosing Party and is
necessary in order for the other Party t o : ( i ) verify the
costs incurred by the disclosing Party for which the other
Party is responsible under this LGIA; and ( i i ) carry out
its obligations and responsibilities under this LGIA. The
Parties shall not use such information for purposes other
than those set forth in this Article 2 5 . 1 and to enforce
their rights under this LGIA.
2 5 . 2 Reporting of Non-Force Majeure Events. Each Party (the
"notifying Party") shall notify the other Party when the
notifying Party becomes aware of its inability to comply
with the provisions of this LGIA for a reason other than a
Force Majeure event. The Parties agree to cooperate with
each other and provide necessary information regarding
such inability to comply, including the date, duration,
reason for the inability to comply, and corrective actions
taken or planned to be taken with respect to such
inability to comply. Notwithstanding the foregoing,
notification, cooperation or information provided under
this article shall not entitle the Party receiving such
notification to allege a cause for anticipatory breach of
this LGIA.
2 5 . 3 Audit Rights. Subject to the requirements of
confidentiality under Article 22 of this LGIA, each Party
shall have the right, during normal business hours, and
upon prior reasonable notice to the other Party, to audit
at its own expense the other Party's accounts and records
pertaining to either Party's performance or either Party's
satisfaction of obligations under this LGIA. Such audit
rights shall include audits of the other Party's costs,
calculation of invoiced amounts, Transmission Provider's
efforts to allocate responsibility for the provision of
reactive support to the Transmission System, Transmission
Provider's efforts to allocate responsibility for
interruption or reduction of generation on the
Transmission System, and each Party's actions in an
Emergency Condition. Any audit authorized by this article
shall be performed at the offices where such accounts and
records are maintained and shall be limited to those
portions of such accounts and records that relate to each
Party's performance and satisfaction of obligations under
this LGIA. Each Party shall keep such accounts and
records for a period equivalent to the audit rights
periods described in Article 2 5 . 4 .
2 5 . 4 Audit Rights Periods.
2 5 . 4 . 1 Audit Rights Period for Construction-Related
Accounts and Records. Accounts and records
related to the design, engineering,
procurement, and construction of Transmission
2 5 . 4 . 2
Provider's Interconnection Facilities and
Network Upgrades shall be subject to audit for
a period of twenty-four months following
Transmission Provider's issuance of a final
invoice in accordance with Article 1 2 . 2 .
Audit Rights Period for All Other Accounts and
Records. Accounts and records related to
either Party's performance or satisfaction of
all obligations under this LGIA other than
those described in Article 2 5 . 4 . 1 shall be
subject to audit as follows: ( i ) for an audit
relating to cost obligations, the applicable
audit rights period shall be twenty-four months
after the auditing Party's receipt of an
invoice giving rise to such cost obligations;
and ( i i ) for an audit relating to all other
obligations, the applicable audit rights period
shall be twenty-four months after the event for
which the audit is sought.
2 5 . 5 Audit Results. I f an audit by a Party determines that an
overpayment or an underpayment has occurred, a notice of
such overpayment or underpayment shall be given to the
other Party together with those records from the audit
which support such determination.
Article 2 6 . Subcontractors
2 6 . 1 General. Nothing in this LGIA shall prevent a Party from
utilizing the services of any subcontractor as it deems
appropriate to perform its obligations under this LGIA;
provided, however, that each Party shall require its
subcontractors to comply with all applicable terms and
conditions of this LGIA in providing such services and
each Party shall remain primarily liable to the other
Party for the performance of such subcontractor.
2 6 . 2 Responsibility of Principal. The creation of any
subcontract relationship shall not relieve the hiring
Party of any of its obligations under this LGIA. The
hiring Party shall be fully responsible to the other Party
for the acts or omissions of any subcontractor the hiring
Party hires as if no subcontract had been made; provided,
however, that in no event shall Transmission Provider be
liable for the actions or inactions of Interconnection
Customer or its subcontractors with respect to obligations
of Interconnection Customer under Article 5 of this LGIA.
Any applicable obligation imposed by this LGIA upon the
hiring Party shall be equally binding upon, and shall be
construed as having application to, any subcontractor of
such Party.
2 6 . 3 No Limitation by Insurance. The obligations under this
Article 2 6 will not be limited in any way by any
limitation of subcontractor's insurance.
Article 2 7 . Disputes
2 7 . 1 Submission. In the event either Party has a dispute, or
asserts a claim, that arises out of or in connection with
this LGIA or its performance, such Party (the "disputing
Party") shall provide the other Party with written notice
of the dispute or claim ("Notice of D i s p u t e " ) . Such
dispute or claim shall be referred to a designated senior
representative of each Party for resolution on an informal
basis as promptly as practicable after receipt of the
Notice of Dispute by the other Party. In the event the
designated representatives are unable to resolve the claim
or dispute through unassisted or assisted negotiations
within thirty ( 3 0 ) Calendar Days of the other Party's
receipt of the Notice of Dispute, such claim or dispute
may, upon mutual agreement of the Parties, be submitted to
arbitration and resolved in accordance with the
arbitration procedures set forth below. In the event the
Parties do not agree to submit such claim or dispute to
arbitration, each Party may exercise whatever rights and
remedies it may have in equity or at law consistent with
the terms of this LGIA.
2 7 . 2 External Arbitration Procedures. Any arbitration
initiated under this LGIA shall be conducted before a
single neutral arbitrator appointed by the Parties. If
the Parties fail to agree upon a single arbitrator within
ten ( 1 0 ) Calendar Days of the submission of the dispute to
arbitration, each Party shall choose one arbitrator who
shall sit on a three-member arbitration panel. The two
arbitrators so chosen shall within twenty ( 2 0 ) Calendar
Days select a third arbitrator to chair the arbitration
panel. In either case, the arbitrators shall be
knowledgeable in electric utility matters, including
electric transmission and bulk power issues, and shall not
have any current or past substantial business or financial
relationships with any party to the arbitration (except
prior arbitration). The arbitrator(s) shall provide each
of the Parties an opportunity to be heard and, except as
otherwise provided herein, shall conduct the arbitration
in accordance with the Commercial Arbitration Rules of the
American Arbitration Association ("Arbitration Rules") and
any applicable FERC regulations or RTO rules; provided,
however, in the event of a conflict between the
Arbitration Rules and the terms of this Article 2 7 , the
terms of this Article 27 shall prevail.
2 7 . 3 Arbitration Decisions. Unless otherwise agreed by the
Parties, the arbitrator(s) shall render a decision within
ninety ( 9 0 ) Calendar Days of appointment and shall notify
the Parties in writing of such decision and the reasons
therefore. The arbitrator(s) shall be authorized only to
interpret and apply the provisions of this LGIA and shall
have no power to modify or change any provision of this
Agreement in any manner. The decision of the
arbitrator(s) shall be final and binding upon the Parties,
and judgment on the award may be entered in any court
having jurisdiction. The decision of the arbitrator(s)
may be appealed solely on the grounds that the conduct of
the arbitrator(s), or the decision itself, violated the
standards set forth in the Federal Arbitration Act or the
Administrative Dispute Resolution Act. The final decision
of the arbitrator must also be filed with FERC if it
affects jurisdictional rates, terms and conditions of
service, Interconnection Facilities, or Network Upgrades.
2 7 . 4 Costs. Each Party shall be responsible for its own costs
incurred during the arbitration process and for the
following costs, if applicable: ( 1 ) the cost of the
arbitrator chosen by the Party to sit on the three member
panel and one half of the cost of the third arbitrator
chosen; or ( 2 ) one half the cost of the single arbitrator
jointly chosen by the Parties.
Article 2 8 . Representations, Warranties, and Covenants
2 8 . 1 General. Each Party makes the following representations,
warranties and covenants:
28 . 1 . 1 Good Standing. Such Party is duly organized,
validly existing and in good standing under the
laws of the state in which it is organized,
formed, or incorporated, as applicable; that it
is qualified to do business in the state or
2 8 . 1 . 2
2 8 . 1 . 3
2 8 . 1 . 4
states in which the Large Generating Facility,
Interconnection Facilities and Network Upgrades
owned by such Party, as applicable, are
located; and that it has the corporate power
and authority to own its properties, to carry
on its business as now being conducted and to
enter into this LGIA and carry out the
transactions contemplated hereby and perform
and carry out all covenants and obligations on
its part to be performed under and pursuant to
this LGIA.
Authority. Such Party has the right, power and
authority to enter into this LGIA, to become a
Party hereto and to perform its obligations
hereunder. This LGIA is a legal, valid and
binding obligation of such Party, enforceable
against such Party in accordance with its
terms, except as the enforceability thereof may
be limited by applicable bankruptcy,
insolvency, reorganization or other similar
laws affecting creditors' rights generally and
by general equitable principles (regardless of
whether enforceability is sought in a
proceeding in equity or at l a w ) .
No Conflict. The execution, delivery and
performance of this LGIA does not violate or
conflict with the organizational or formation
documents, or bylaws or operating agreement, of
such Party, or any judgment, license, permit,
order, material agreement or instrument
applicable to or binding upon such Party or any
of its assets.
Consent and Approval. Such Party has sought or
obtained, or, in accordance with this LGIA will
seek or obtain, each consent, approval,
authorization, order, or acceptance by any
Governmental Authority in connection with the
execution, delivery and performance of this
LGIA, and it will provide to any Governmental
Authority notice of any actions under this LGIA
that are required by Applicable Laws and
Regulations.
Article 2 9 . Joint Operating Committee
2 9 . 1 Joint Operating Committee. Except in the case of ISOs and
RTOs, Transmission Provider shall constitute a Joint
Operating Committee to coordinate operating and technical
considerations of Interconnection Service. At least six
( 6 ) months prior to the expected Initial Synchronization
Date, Interconnection Customer and Transmission Provider
shall each appoint one representative and one alternate to
the Joint Operating Committee. Each Interconnection
Customer shall notify Transmission Provider of its
appointment in writing. Such appointments may be changed
at any time by similar notice. The Joint Operating
Committee shall meet as necessary, but not less than once
each calendar year, to carry out the duties set forth
herein. The Joint Operating Committee shall hold a
meeting at the request of either Party, at a time and
place agreed upon by the representatives. The Joint
Operating Committee shall perform all of its duties
consistent with the provisions of this LGIA. Each Party
shall cooperate in providing to the Joint Operating
Committee all information required in the performance of
the Joint Operating Committee's duties. All decisions and
agreements, if any, made by the Joint Operating Committee,
shall be evidenced in writing. The duties of the Joint
Operating Committee shall include the following:
2 9 . 1 . 1
2 9 . 1 . 2
2 9 . 1 . 3
2 9 . 1 . 4
Establish data requirements and operating
record requirements.
Review the requirements, standards, and
procedures for data acquisition equipment,
protective equipment, and any other equipment
or software.
Annually review the one ( 1 ) year forecast of
maintenance and planned outage schedules of
Transmission Provider's and Interconnection
Customer's facilities at the Point of
Interconnection.
Coordinate the scheduling of maintenance and
planned outages on the Interconnection
Facilities, the Large Generating Facility and
other facilities that impact the normal
operation of the interconnection of the Large
Generating Facility to the Transmission System.
29 . 1 . 5
29 . 1 . 6
Ensure that information is being provided by
each Party regarding equipment availability.
Perform such other duties as may be conferred
upon it by mutual agreement of the Parties.
Article 3 0 . Miscellaneous
3 0 . 1 Binding Effect. This LGIA and the rights and obligations
hereof, shall be binding upon and shall inure to the
benefit of the successors and assigns of the Parties
hereto.
3 0 . 2 Conflicts. In the event of a conflict between the body of
this LGIA and any attachment, appendices or exhibits
hereto, the terms and provisions of the body of this LGIA
shall prevail and be deemed the final intent of the
Parties.
3 0 . 3 Rules of Interpretation. This LGIA, unless a clear
contrary intention appears, shall be construed and
interpreted as follows: ( 1 ) the singular number includes
the plural number and vice versa; ( 2 ) reference to any
person includes such person's successors and assigns but,
in the case of a Party, only if such successors and
assigns are permitted by this LGIA, and reference to a
person in a particular capacity excludes such person in
any other capacity or individually; ( 3 ) reference to any
agreement (including this LGIA), document, instrument or
tariff means such agreement, document, instrument, or
tariff as amended or modified and in effect from time to
time in accordance with the terms thereof and, if
applicable, the terms hereof; ( 4 ) reference to any
Applicable Laws and Regulations means such Applicable Laws
and Regulations as amended, modified, codified, or
reenacted, in whole or in part, and in effect from time to
time, including, if applicable, rules and regulations
promulgated thereunder; ( 5 ) unless expressly stated
otherwise, reference to any Article, Section or Appendix
means such Article of this LGIA or such Appendix to this
LGIA, or such Section to the LGIP or such Appendix to the
LGIP, as the case may be; ( 6 ) "hereunder", "hereof",
"herein", "hereto" and words of similar import shall be
deemed references to this LGIA as a whole and not to any
particular Article or other provision hereof or thereof;
( 7 ) "including" (and with correlative meaning "include")
means including without limiting the generality of any
description preceding such term; and ( 8 ) relative to the
determination of any period of time, "from" means "from
and including", "to" means "to but excluding" and
"through" means "through and including".
3 0 . 4 Entire Agreement. This LGIA, including all Appendices and
Schedules attached hereto, constitutes the entire
agreement between the Parties with reference to the
subject matter hereof, and supersedes all prior and
contemporaneous understandings or agreements, oral or
written, between the Parties with respect to the subject
matter of this LGIA. There are no other agreements,
representations, warranties, or covenants which constitute
any part of the consideration for, or any condition to,
either Party's compliance with its obligations under this
LGIA.
3 0 . 5 No Third Party Beneficiaries. This LGIA is not intended
to and does not create rights, remedies, or benefits of
any character whatsoever in favor of any persons,
corporations, associations, or entities other than the
Parties, and the obligations herein assumed are solely for
the use and benefit of the Parties, their successors in
interest and, where permitted, their assigns.
3 0 . 6 Waiver. The failure of a Party to this LGIA to insist, on
any occasion, upon strict performance of any provision of
this LGIA will not be considered a waiver of any
obligation, right, or duty of, or imposed upon, such
Party. Any waiver at any time by either Party of its
rights with respect to this LGIA shall not be deemed a
continuing waiver or a waiver with respect to any other
failure to comply with any other obligation, right, duty
of this LGIA. Termination or Default of this LGIA for any
reason by Interconnection Customer shall not constitute a
waiver of Interconnection Customer's legal rights to
obtain an interconnection from Transmission Provider. Any
waiver of this LGIA shall, if requested, be provided in
writing.
3 0 . 7 Headings. The descriptive headings of the various
Articles of this LGIA have been inserted for convenience
of reference only and are of no significance in the
interpretation or construction of this LGIA.
3 0 . 8 Multiple Counterparts. This LGIA may be executed in two
or more counterparts, each of which is deemed an original
but all constitute one and the same instrument.
3 0 . 9 Amendment. The Parties may by mutual agreement amend this
LGIA by a written instrument duly executed by the Parties.
3 0 . 1 0 Modification by the Parties. The Parties may by mutual
agreement amend the Appendices to this LGIA by a written
instrument duly executed by the Parties. Such amendment
shall become effective and a part of this LGIA upon
satisfaction of all Applicable Laws and Regulations.
3 0 . 1 1 Reservation of Rights. Transmission Provider shall have
the right to make a unilateral filing with FERC to modify
this LGIA with respect to any rates, terms and conditions,
charges, classifications of service, rule or regulation
under section 2 0 5 or any other applicable provision of the
Federal Power Act and FERC's rules and regulations
thereunder, and Interconnection Customer shall have the
right to make a unilateral filing with FERC to modify this
LGIA pursuant to section 2 0 6 or any other applicable
provision of the Federal Power Act and FERC's rules and
regulations thereunder; provided that each Party shall
have the right to protest any such filing by the other
Party and to participate fully in any proceeding before
FERC in which such modifications may be considered.
Nothing in this LGIA shall limit the rights of the Parties
or of FERC under sections 2 0 5 or 2 0 6 of the Federal Power
Act and FERC's rules and regulations thereunder, except to
the extent that the Parties otherwise mutually agree as
provided herein.
3 0 . 1 2 No Partnership. This LGIA shall not be interpreted or
construed to create an association, joint venture, agency
relationship, or partnership between the Parties or to
impose any partnership obligation or partnership liability
upon either Party. Neither Party shall have any right,
power or authority to enter into any agreement or
undertaking for, or act on behalf of, or to act as or be
an agent or representative of, or to otherwise bind, the
other Party.
IN WITNESS WHEREOF, the Parties have executed this LGIA in
duplicate originals, each of which shall constitute and be an
original effective Agreement between the Parties.
[Insert name of Transmission Provider or Transmission Owner, if
applicable]
By:
Title:
Date:
[Insert name of Interconnection Customer]
By:
Title:
Date:
Appendix A to LGIA
Interconnection Facilities, Network Upgrades and Distribution
Upgrades
1 . Interconnection Facilities:
(a) [insert Interconnection Customer's Interconnection
Facilities]:
(b) [insert Transmission Provider's Interconnection
Facilities]:
2 . Network Upgrades:
(a) [insert Stand Alone Network Upgrades]:
(b) [insert Other Network Upgrades]:
3 . Distribution Upgrades:
Appendix B To LGIA
Milestones
Appendix C To LGIA
Interconnection Details
Appendix D To LGIA
Security Arrangements Details
Infrastructure security of Transmission System equipment and
operations and control hardware and software is essential to
ensure day-to-day Transmission System reliability and
operational security. FERC will expect all Transmission
Providers, market participants, and Interconnection Customers
interconnected to the Transmission System to comply with the
recommendations offered by the President's Critical
Infrastructure Protection Board and, eventually, best practice
recommendations from the electric reliability authority. All
public utilities will be expected to meet basic standards for
system infrastructure and operational security, including
physical, operational, and cyber-security practices.
Appendix E To LGIA
Commercial Operation Date
This Appendix E i s a part of the LGIA between Transmission
Provider and Interconnection Customer.
[Date]
[Transmission Provider Address]
Re:
Dear
Large Generating Facility
On [Date] [Interconnection Customer] has completed Trial
Operation of Unit No. This letter confirms that
[Interconnection Customer] commenced Commercial Operation of
Unit No. at the Large Generating Facility, effective as of
[Date plus one day].
Thank you.
[Signature]
[Interconnection Customer Representative]
Appendix F to LGIA
Addresses for Delivery of Notices and Billings
Notices, Billings and Payments:
Transmission Provider:
US Mail Deliveries: PacifiCorp Transmission Services
Attn: Central Cashiers Office
PO Box 2 7 5 7
Portland, OR 9 7 2 0 8 - 2 7 5 7
Other Deliveries:
Phone Number:
Central Cashiers Office
Attn: PacifiCorp Transmission Services
825 NE Multnomah Street, Suite 5 5 0
Portland OR 97232
[Add Central Cashiers Phone Number]
Interconnection Customer:
[To be supplied.]
Alternative Forms of Delivery of Notices (telephone, facsimile
or email):
Transmission Provider:
Director, Transmission Services
Manager, Transmission Scheduling
Manager, Interconnection Services
Manager, Transmission Services
Transmission Business Facsimile
[Add phone number]
[Add phone number]
[Add phone number]
[Add phone number]
[Add facsimile number]
OASIS Address:
http://www.oasis.pacificorp.com/oasis/ppw/main.htmlx
Interconnection Customer:
[To be supplied.]
Appendix G to LGIA
INTERCONNECTION REQUIREMENTS FOR A WIND GENERATING PLANT
Appendix G sets forth requirements and provisions specific
to a wind generating plant. All other requirements of this LGIA
continue to apply to wind generating plant interconnections.
A. Technical Standards Applicable to a Wind Generating
Plant
i . Low Voltage Ride-Through (LVRT) Capability
A wind generating plant shall be able to remain online
during voltage disturbances up to the time periods and
associated voltage levels set forth in the standard below. The
LVRT standard provides for a transition period standard and a
post-transition period standard.
Transition Period LVRT Standard
The transition period standard applies to wind generating
plants subject to FERC Order 661 that have either: ( i )
interconnection agreements signed and filed with the Commission,
filed with the Commission in unexecuted form, or filed with the
Commission as non-conforming agreements between January 1 , 2 0 0 6
and December 3 1 , 2 0 0 6 , with a scheduled in-service date no later
than December 3 1 , 2 0 0 7 , or ( i i ) wind generating turbines subject
to a wind turbine procurement contract executed prior to
December 3 1 , 2 0 0 5 , for delivery through 2 0 0 7 .
1 . Wind generating plants are required to remain in-service
during three-phase faults with normal clearing (which is a
time period of approximately 4 - 9 cycles) and single line
to ground faults with delayed clearing, and subsequent
post-fault voltage recovery to prefault voltage unless
clearing the fault effectively disconnects the generator
from the system. The clearing time requirement for a
three-phase fault will be specific to the wind generating
plant substation location, as determined by and documented
by the transmission provider. The maximum clearing time
the wind generating plant shall be required to withstand
for a three-phase fault shall be 9 cycles at a voltage as
low as 0 . 1 5 p . u . , as measured at the high side of the wind
generating plant step-up transformer ( i . e . the transformer
that steps the voltage up to the transmission
interconnection voltage or " G S U " ) , after which, if the
fault remains following the location-specific normal
clearing time for three-phase faults, the wind generating
plant may disconnect from the transmission system.
2 . This requirement does not apply to faults that would occur
between the wind generator terminals and the high side of
the GSU or to faults that would result in a voltage lower
than 0 . 1 5 per unit on the high side of the GSU serving the
facility.
3 . Wind generating plants may be tripped after the fault
period if this action is intended as part of a special
protection system.
4 . Wind generating plants may meet the LVRT requirements of
this standard by the performance of the generators or by
installing additional equipment ( e . g . , Static VAr
Compensator, e t c . ) within the wind generating plant or by
a combination of generator performance and additional
equipment.
5 . Existing individual generator units that are, or have
been, interconnected to the network at the same location
at the effective date of the Appendix G LVRT Standard are
exempt from meeting the Appendix G LVRT Standard for the
remaining life of the existing generation equipment.
Existing individual generator units that are replaced are
required to meet the Appendix G LVRT Standard.
Post-transition Period LVRT Standard
All wind generating plants subject to FERC Order N o . 6 6 1
and not covered by the transition period described above must
meet the following requirements:
1 . Wind generating plants are required to remain in-service
during three-phase faults with normal clearing (which is a
time period of approximately 4 - 9 cycles) and single line
to ground faults with delayed clearing, and subsequent
post-fault voltage recovery to prefault voltage unless
clearing the fault effectively disconnects the generator
from the system. The clearing time requirement for a
three-phase fault will be specific to the wind generating
plant substation location, as determined by and documented
by the transmission provider. The maximum clearing time
the wind generating plant shall be required to withstand
for a three-phase fault shall be 9 cycles after which, if
the fault remains following the location-specific normal
clearing time for three-phase faults, the wind generating
plant may disconnect from the transmission system. A wind
generating plant shall remain interconnected during such a
fault on the transmission system for a voltage level as
low as zero volts, as measured at the high voltage side of
the wind GSU.
2 . This requirement does not apply to faults that would occur
between the wind generator terminals and the high side of
the GSU.
3 . Wind generating plants may be tripped after the fault
period if this action is intended as part of a special
protection system.
4 . Wind generating plants may meet the LVRT requirements of
this standard by the performance of the generators or by
installing additional equipment ( e . g . , Static VAr
Compensator) within the wind generating plant or by a
combination of generator performance and additional
equipment.
5 . Existing individual generator units that are, or have
been, interconnected to the network at the same location
at the effective date of the Appendix G LVRT Standard are
exempt from meeting the Appendix G LVRT Standard for the
remaining life of the existing generation equipment.
Existing individual generator units that are replaced are
required to meet the Appendix G LVRT Standard.
ii. Power Factor Design Criteria (Reactive Power)
The following reactive power requirements apply only to a
newly interconnecting wind generating plant that has executed a
Facilities Study Agreement as of the effective date of the Final
Rule establishing the reactive power requirements for non­
synchronous generators in section 9 . 6 . 1 of this LGIA (Order N o .
8 2 7 ) . A wind generating plant to which this provision applies
shall maintain a power factor within the range of 0 . 9 5 leading
to 0 . 9 5 lagging, measured at the Point of Interconnection as
defined in this LGIA, if the Transmission Provider's System
Impact Study shows that such a requirement is necessary to
ensure safety or reliability. The power factor range standard
can be met by using, for example, power electronics designed to
supply this level of reactive capability (taking into account
any limitations due to voltage level, real power output, e t c . )
or fixed and switched capacitors if agreed to by the
Transmission Provider, or a combination of the two. The
Interconnection Customer shall not disable power factor
equipment while the wind plant is in operation. Wind plants
shall also be able to provide sufficient dynamic voltage support
in lieu of the power system stabilizer and automatic voltage
regulation at the generator excitation system if the System
Impact Study shows this to be required for system safety or
reliability.
iii. Supervisory Control and Data Acquisition (SCADA)
Capability
The wind plant shall provide SCADA capability to transmit data
and receive instructions from the Transmission Provider to
protect system reliability. The Transmission Provider and the
wind plant Interconnection Customer shall determine what SCADA
information is essential for the proposed wind plant, taking
into account the size of the plant and its characteristics,
location, and importance in maintaining generation resource
adequacy and transmission system reliability in its area.
Appendix 7 to LGIP
INTERCONNECTION PROCEDURES FOR A
WIND GENERATING PLANT
Appendix 7 sets forth procedures specific to a wind
generating plant. All other requirements of this LGIP continue
to apply to wind generating plant interconnections.
A. Special Procedures Applicable to Wind Generators
The wind plant Interconnection Customer, in completing the
Interconnection Request required by section 3 . 3 of this LGIP,
may provide to the Transmission Provider a set of preliminary
electrical design specifications depicting the wind plant as a
single equivalent generator. Upon satisfying these and other
applicable Interconnection Request conditions, the wind plant
may enter the queue and receive the base case data as provided
for in this LGIP.
No later than six months after submitting an
Interconnection Request completed in this manner, the wind plant
Interconnection Customer must submit completed detailed
electrical design specifications and other data (including
collector system layout data) needed to allow the Transmission
Provider to complete the System Impact Study.
ATTACHMENT O
ATTACHMENTS TO SMALL GENERATOR INTERCONNECTION PROCEDURES
(Refer to Part V of the Tariff)
APPENDIX 1
APPENDIX 2
APPENDIX 3
APPENDIX 4
APPENDIX 5
APPENDIX 6
APPENDIX 7
APPENDIX 8
APPENDIX 9
Glossary of Terms
Small Generator Interconnection Request
Certification Codes and Standards
Certification of Small Generator Equipment Packages
Application, Procedures, and Terms and Conditions
for Interconnecting a Certified Inverter-Based
Small Generating Facility No Larger than 10 kW ( " 1 0
kW Inverter Process")
Feasibility Study Agreement
System Impact Study Agreement
Facilities Study Agreement
Small Generator Interconnection Agreement (SGIA)
APPENDIX 1 TO SGIP
Glossary of Terms
10 kW Inverter Process - The procedure for evaluating an
Interconnection Request for a certified inverter-based Small
Generating Facility no larger than 1 0 kW that uses the section
50 screens. The application process uses an all-in-one document
that includes a simplified Interconnection Request, simplified
procedures, and a brief set of terms and conditions. See SGIP
Appendix 5 to Attachment O of the Tariff.
Affected System - An electric system other than the Transmission
Provider's Transmission System that may be affected by the
proposed interconnection.
Business Day - Monday through Friday, excluding Federal
Holidays.
Distribution System - The Transmission Provider's facilities and
equipment used to transmit electricity to ultimate usage points
such as homes and industries directly from nearby generators or
from interchanges with higher voltage transmission networks
which transport bulk power over longer distances. The voltage
levels at which Distribution Systems operate differ among areas.
Distribution Upgrades - The additions, modifications, and
upgrades to the Transmission Provider's Distribution System at
or beyond the Point of Interconnection to facilitate
interconnection of the Small Generating Facility and render the
transmission service necessary to effect the Interconnection
Customer's wholesale sale of electricity in interstate commerce.
Distribution Upgrades do not include Interconnection Facilities.
Fast Track Process - The procedure for evaluating an
Interconnection Request for a certified Small Generating
Facility that meets the eligibility requirements of section 5 0 . 1
and includes the section 50 screens, customer options meeting,
and optional supplemental review.
Good Utility Practice - Any of the practices, methods and acts
engaged in or approved by a significant portion of the electric
industry during the relevant time period, or any of the
practices, 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 expected to accomplish the desired
result at a reasonable cost consistent with good business
practices, reliability, safety and expedition. Good Utility
Practice is not intended to be limited to the optimum practice,
method, or act to the exclusion of all others, but rather to be
acceptable practices, methods, or acts generally accepted in the
region.
Interconnection Customer - Any entity, including the
Transmission Provider, the Transmission Owner or any of the
affiliates or subsidiaries of either, that proposes to
interconnect its Small Generating Facility with the Transmission
Provider's Transmission System.
Interconnection Facilities - The Transmission Provider's
Interconnection Facilities and the Interconnection Customer's
Interconnection Facilities. Collectively, Interconnection
Facilities include all facilities and equipment between the
Small Generating Facility and the Point of Interconnection,
including any modification, additions or upgrades that are
necessary to physically and electrically interconnect the Small
Generating Facility to the Transmission Provider's Transmission
System. Interconnection Facilities are sole use facilities and
shall not include Distribution Upgrades or Network Upgrades.
Interconnection Request - The Interconnection Customer's
request, in accordance with the Tariff, to interconnect a new
Small Generating Facility, or to increase the capacity of, or
make a Material Modification to the operating characteristics
of, an existing Small Generating Facility that is interconnected
with the Transmission Provider's Transmission System.
Material Modification - A modification that has a material
impact on the cost or timing of any Interconnection Request with
a later queue priority date.
Network Resource - Any designated generating resource owned,
purchased, or leased by a Network Customer under the Network
Integration Transmission Service Tariff. Network Resources do
not include any resource, or any portion thereof, that is
committed for sale to third parties or otherwise cannot be
called upon to meet the Network Customer's Network Load on a
non-interruptible basis.
Network Resource Interconnection Service - An Interconnection
Service that allows the Interconnection Customer to integrate
its Generating Facility with the Transmission Provider's System
( 1 ) in a manner comparable to that in which the Transmission
Provider integrates its generating facilities to serve native
load customers; or ( 2 ) in an RTO or ISO with market based
congestion management, in the same manner as Network Resources.
Network Resource Interconnection Service in and of itself does
not convey transmission service.
Network Upgrades - Additions, modifications, and upgrades to the
Transmission Provider's Transmission System required at or
beyond the point at which the Small Generating Facility
interconnects with the Transmission Provider's Transmission
System to accommodate the interconnection with the Small
Generating Facility to the Transmission Provider's Transmission
System. Network Upgrades do not include Distribution Upgrades.
Party or Parties - The Transmission Provider, Transmission
Owner, Interconnection Customer or any combination of the above.
Point of Interconnection - The point where the Interconnection
Facilities connect with the Transmission Provider's Transmission
System.
Queue Position - The order of a valid Interconnection Request,
relative to all other pending valid Interconnection Requests,
that is established based upon the date and time of receipt of
the valid Interconnection Request by the Transmission Provider.
Small Generating Facility - The Interconnection Customer's
device for the production and/or storage of later injection of
electricity identified in the Interconnection Request, but shall
not include the Interconnection Customer's Interconnection
Facilities.
Study Process - The procedure for evaluating an Interconnection
Request that includes the section 51 scoping meeting,
feasibility study, system impact study, and facilities study.
Transmission Owner - The entity that owns, leases or otherwise
possesses an interest in the portion of the Transmission System
at the Point of Interconnection and may be a Party to the Small
Generator Interconnection Agreement to the extent necessary.
Transmission Provider - The public utility (or its designated
agent) that owns, controls, or operates transmission or
distribution facilities used for the transmission of electricity
in interstate commerce and provides transmission service under
the Tariff. The term Transmission Provider should be read to
include the Transmission Owner when the Transmission Owner is
separate from the Transmission Provider.
Transmission System - The facilities owned, controlled or
operated by the Transmission Provider or the Transmission Owner
that are used to provide transmission service under the Tariff.
Upgrades - The required additions and modifications to the
Transmission Provider's Transmission System at or beyond the
Point of Interconnection. Upgrades may be Network Upgrades or
Distribution Upgrades. Upgrades do not include Interconnection
Facilities.
APPENDIX 2 TO SGIP
SMALL GENERATOR INTERCONNECTION REQUEST
(Application Form)
Address: _
Telephone Number: _
Fax: �
E-Mail Address:
---------------------------
An Interconnection Request is considered complete when it provides all applicable and correct
information required below. Per SGIP section 49.5, documentation of site control must be
submitted with the Interconnection Request.
Preamble and Instructions
An Interconnection Customer who requests a Federal Energy Regulatory Commission
jurisdictional interconnection must submit this Interconnection Request by hand delivery, mail, e-mail, or fax to the Transmission Provider.
Processing Fee or Deposit:
If the Interconnection Request is submitted under the Fast Track Process, the non-refundable
processing fee is $500.
If the Interconnection Request is submitted under the Study Process, whether a new submission
or an Interconnection Request that did not pass the Fast Track Process, the Interconnection
Customer shall submit to the Transmission Provider a deposit not to exceed $1,000 towards the
cost of the feasibility study.
Interconnection Customer Information
Legal Name of the Interconnection Customer (or, if an individual, individual's name)
Name: --------------------------------� Contact Person:
------------------------------ Mailing Address: _
City: _ State: _ Zip: _
Facility Location (if different from above): _
Telephone (Day): _
Fax:
-------------
Telephone (Evening): _
E-Mail Address:
-------------
Alternative Contact Information (if different from the Interconnection Customer)
ContactName: �
Title: ---------------------------------�
Address: _
Telephone (Day): _
Fax: _
Telephone (Evening): _
E-Mail Address: _
Application is for: __ New Small Generating Facility
__ Capacity addition to Existing Small Generating Facility
If capacity addition to existing facility, please describe: _
Will the Small Generating Facility be used for any of the following?
Net Metering? Yes= No= To Supply Power to the Interconnection Customer? Yes No
To Supply Power to Others? Yes= No =
For installations at locations with existing electric service to which the proposed Small Generating Facility will interconnect, provide:
(Local Electric Service Provider*) (Existing Account Number*)
[*To be provided by the Interconnection Customer if the local electric service provider ts
different from the Transmission Provider]
ContactName: �
Title: _
Address:
---------------------------------
Telephone (Day): _ Telephone (Evening): _
E-Mail Address:
-------------
Re�e�edPointofmterconnection: �
Interconnection Customer's Requested In-Service Date: _
Small Generating Facility Information
Data apply only to the Small Generating Facility, not the Interconnection Facilities.
Energy Source: _Solar _Wind _Hydro Hydro Type (e.g. Run-of-
River): _
Diesel Natural Gas Fuel Oil _Other ( state type)
Prime Mover: _Fuel Cell _Recip Engine
Microturbine
_Gas Turb
PV
Steam Turb
Other
Type of Generator: __ Synchronous Induction Inverter
Generator Nameplate Rating: kW (Typical) Generator Nameplate kV AR: _
Interconnection Customer or Customer-Site Load: kW (if none, so state)
Typical Reactive Load (if known): _
Maximum Physical Export Capability Requested: kW
Primary frequency response operating range for electric storage resources:
Minimum State of Charge: _
Maximum State of Charge: _
List components of the Small Generating Facility equipment package that are currently certified:
Equipment Type
1.
2.
3.
4.
5.
Certifying Entity
Is the prime mover compatible with the certified protective relay package? Yes
No
Generator ( or solar collector) Manufacturer, Model Name & Number: _
Version Number:
----------
Nameplate Output Power Rating in kW: (Summer) (Winter) _
Nameplate Output Power Rating in kV A: (Summer) (Winter) _
Individual Generator Power Factor
Rated Power Factor: Leading: Lagging: _
Total Number of Generators in wind farm to be interconnected pursuant to this
Interconnection Request: Elevation: _Single phase
phase
Inverter Manufacturer, Model Name & Number (if used):
List of adjustable set points for the protective equipment or software:
Note: A completed Power Systems Load Flow data sheet must be supplied with the
Interconnection Request.
Small Generating Facility Characteristic Data (for inverter-based machines)
Three
Max design fault contribution current: _ Instantaneous or RMS?
Harmonics Characteristics: _
Start-up requirements: _
Small Generating Facility Characteristic Data (for rotating machines)
RPM Frequency: _
(*) Neutral Grounding Resistor (If Applicable): _
Synchronous Generators:
Direct Axis Synchronous Reactance, Xd: P.U.
Direct Axis Transient Reactance, X' d: P. U.
Direct Axis Subtransient Reactance, X" d: P.U.
------- Negative Sequence Reactance, X2: P.U.
Zero Sequence Reactance, Xn: P.U.
KVABase:
------------ Field Volts:
------- Field Amperes: _
Induction Generators:
Motoring Power (kW): _ lit or K (Heating Time Constant): _ Rotor Resistance, Rr: _
Stator Resistance, Rs: Stator Reactance, Xs: _ Rotor Reactance, Xr: Magnetizing Reactance, Xm: _ Short Circuit Reactance, Xd": _ Exciting Current: _
Temperature Rise: _ Frame Size: Design Letter: _ Reactive Power Required In Vars (No Load): _ Reactive Power Required In Vars (Full Load): _ Total Rotating Inertia, H: Per Unit on kV A Base
Note: Please contact the Transmission Provider prior to submitting the Interconnection Request to determine if the specified information above is required.
Excitation and Governor System Data for Synchronous Generators Only
Provide appropriate IEEE model block diagram of excitation system, governor system and power system stabilizer (PSS) in accordance with the regional reliability council criteria. A PSS may be determined to be required by applicable studies. A copy of the manufacturer's block diagram may not be substituted.
Interconnection Facilities Information
Will a transformer be used between the generator and the point of common coupling? _Yes No
Will the transformer be provided by the Interconnection Customer? __ Yes __ No
Transformer Data (If Applicable, for Interconnection Customer-Owned Transformer):
Is the transformer: __ single phase __ three phase? kVA
----- Transformer Impedance: % on kV A Base
If Three Phase:
Size:
Transformer Primary: __ Volts __ Delta __ Wye __ Wye Grounded
Transformer Secondary: __ Volts __ Delta __ Wye __ Wye Grounded
Transformer Tertiary: __ Volts __ Delta __ Wye __ Wye Grounded
Transformer Fuse Data (If Applicable, for Interconnection Customer-Owned Fuse):
(Attach copy of fuse manufacturer's Minimum Melt and Total Clearing Time-Current Curves)
Manufacturer: Type: Size: Speed:
Interconnecting Circuit Breaker (if applicable):
Manufacturer: Type: _
Load Rating (Amps): Interrupting Rating (Amps): Trip Speed (Cycles):
Interconnection Protective Relays (If Applicable):
If Microprocessor-Controlled:
List of Functions and Adjustable Setpoints for the protective equipment or software:
Setpoint Function Minimum Maximum
1.
2.
3.
4.
5.
6.
If Discrete Components:
(Enclose Copy of any Proposed Time-Overcurrent Coordination Curves)
Manufacturer: Type: Style/Catalog No.: Proposed Setting:
Manufacturer: Type: Style/Catalog No.: Proposed Setting:
Manufacturer: Type: Style/Catalog No.: Proposed Setting:
Manufacturer: Type: Style/Catalog No.: Proposed Setting:
Manufacturer: Type: Style/Catalog No.: Proposed Setting:
Current Transformer Data (If Applicable):
(Enclose Copy of Manufacturer's Excitation and Ratio Correction Curves)
Manufacturer: _
Type: Accuracy Class: _ Proposed Ratio Connection: __
Manufacturer: _
Type: Accuracy Class: _ Proposed Ratio Connection: __
Potential Transformer Data (If Applicable):
Manufacturer: -------------------- Type: Accuracy Class: _ Proposed Ratio Connection: __
Manufacturer:
-------------------- Type: Accuracy Class: _ Proposed Ratio Connection: __
General Information
Enclose copy of site electrical one-line diagram showing the configuration of all Small
Generating Facility equipment, current and potential circuits, and protection and control
schemes. This one-line diagram must be signed and stamped by a licensed Professional
Engineer if the Small Generating Facility is larger than 50 kW. Is One-Line Diagram Enclosed?
Yes No
Enclose copy of any site documentation that indicates the precise physical location of the
proposed Small Generating Facility te.g., USGS topographic map or other diagram or
documentation).
Proposed location of protective interface equipment on property (include address if different
from the Interconnection Customer's address)
Enclose copy of any site documentation that describes and details the operation of the protection
and control schemes. Is Available Documentation Enclosed? Yes No
Enclose copies of schematic drawings for all protection and control circuits, relay current
circuits, relay potential circuits, and alarm/monitoring circuits (if applicable).
Are Schematic Drawings Enclosed? Yes No
Applicant Signature
I hereby certify that, to the best of my knowledge, all the information provided in this
Interconnection Request is true and correct.
For Interconnection Customer: Date:
APPENDIX 3 TO SGIP
Certification Codes and Standards
IEEE1547 Standard for Interconnecting Distributed Resources with
Electric Power Systems (including use of IEEE 1 5 4 7 . 1 testing
protocols to establish conformity)
UL 1 7 4 1 Inverters, Converters, and Controllers for Use in
Independent Power Systems
IEEE Std 9 2 9 - 2 0 0 0 IEEE Recommended Practice for Utility
Interface of Photovoltaic (PV) Systems
NFPA 7 0 ( 2 0 0 2 ) , National Electrical Code
IEEE Std C 3 7 . 9 0 . l - 1 9 8 9 ( R l 9 9 4 ) , IEEE Standard Surge Withstand
Capability (SWC) Tests for Protective Relays and Relay Systems
IEEE Std C 3 7 . 9 0 . 2 ( 1 9 9 5 ) , IEEE Standard Withstand Capability of
Relay Systems to Radiated Electromagnetic Interference from
Transceivers
IEEE Std C37 . 1 0 8 - 1 9 8 9 ( R 2 0 0 2 ) , IEEE Guide for the Protection of
Network Transformers
IEEE Std C 5 7 . 1 2 . 4 4 - 2 0 0 0 , IEEE Standard Requirements for
Secondary Network Protectors
IEEE Std C 6 2 . 4 1 . 2 - 2 0 0 2 , IEEE Recommended Practice on
Characterization of Surges in Low Voltage (lOOOV and Less) AC
Power Circuits
IEEE Std C 6 2 . 4 5 - 1 9 9 2 ( R 2 0 0 2 ) , IEEE Recommended Practice on Surge
Testing for Equipment Connected to Low-Voltage ( l O O O V and Less)
AC Power Circuits
ANSI C84 . 1 - 1 9 9 5 Electric Power Systems and Equipment - Voltage
Ratings ( 6 0 Hertz)
IEEE Std 1 0 0 - 2 0 0 0 , IEEE Standard Dictionary of Electrical and
Electronic Terms
NEMA MG 1 - 1 9 9 8 , Motors and Small Resources, Revision 3
IEEE Std 5 1 9 - 1 9 9 2 , IEEE Recommended Practices and Requirements
for Harmonic Control in Electrical Power Systems
NEMA MG 1 - 2 0 0 3 (Rev 2 0 0 4 ) , Motors and Generators, Revision 1
APPENDIX 4 TO SGIP
Certification of Small Generator Equipment Packages
1 . 0 Small Generating Facility equipment proposed for use
separately or packaged with other equipment in an
interconnection system shall be considered certified for
interconnected operation if ( 1 ) it has been tested in
accordance with industry standards for continuous utility
interactive operation in compliance with the appropriate
codes and standards referenced below by any Nationally
Recognized Testing Laboratory (NRTL) recognized by the
United States Occupational Safety and Health Administration
to test and certify interconnection equipment pursuant to
the relevant codes and standards listed in SGIP Appendix 3
to Attachment O of the Tariff, ( 2 ) it has been labeled and
is publicly listed by such NRTL at the time of the
interconnection application, and ( 3 ) such NRTL makes
readily available for verification all test standards and
procedures it utilized in performing such equipment
certification, and, with consumer approval, the test data
itself. The NRTL may make such information available on
its website and by encouraging such information to be
included in the manufacturer's literature accompanying the
equipment.
2 . 0 The Interconnection Customer must verify that the intended
use of the equipment falls within the use or uses for which
the equipment was tested, labeled, and listed by the NRTL.
3 . 0 Certified equipment shall not require further type-test
review, testing, or additional equipment to meet the
requirements of this interconnection procedure; however,
nothing herein shall preclude the need for an on-site
commissioning test by the parties to the interconnection
nor follow-up production testing by the NRTL.
4 . 0 I f the certified equipment package includes only interface
components (switchgear, inverters, or other interface
devices), then an Interconnection Customer must show that
the generator or other electric source being utilized with
the equipment package is compatible with the equipment
package and is consistent with the testing and listing
specified for this type of interconnection equipment.
5 . 0 Provided the generator or electric source, when combined
with the equipment package, is within the range of
capabilities for which it was tested by the NRTL, and does
not violate the interface components' labeling and listing
performed by the NRTL, no further design review, testing or
additional equipment on the customer side of the point of
common coupling shall be required to meet the requirements
of this interconnection procedure.
6 . 0 An equipment package does not include equipment provided by
the utility.
7 . 0 Any equipment package approved and listed in a state by
that state's regulatory body for interconnected operation
in that state prior to the effective date of these small
generator interconnection procedures shall be considered
certified under these procedures for use in that state.
APPENDIX 5 TO SGIP
Application, Procedures, and Terms and Conditions for
Interconnecting a Certified Inverter-Based Small Generating
Facility No Larger than 10 kW ( " 1 0 kW Inverter Process")
1 . 0 The Interconnection Customer ("Customer") completes the
Interconnection Request ("Application") and submits it to
the Transmission Provider ("Company").
2 . 0 The Company acknowledges to the Customer receipt of the
Application within three Business Days of receipt.
3 . 0 The Company evaluates the Application for completeness and
notifies the Customer within ten Business Days of receipt
that the Application is or is not complete and, if not,
advises what material is missing.
4 . 0 The Company verifies that the Small Generating Facility can
be interconnected safely and reliably using the screens
contained in the Fast Track Process in the Small Generator
Interconnection Procedures ( S G I P ) . The Company has 15
Business Days to complete this process. Unless the Company
determines and demonstrates that the Small Generating
Facility cannot be interconnected safely and reliably, the
Company approves the Application and returns it to the
Customer. Note to Customer: Please check with the Company
before submitting the Application if disconnection
equipment is required.
5 . 0 After installation, the Customer returns the Certificate of
Completion to the Company. Prior to parallel operation,
the Company may inspect the Small Generating Facility for
compliance with standards which may include a witness test,
and may schedule appropriate metering replacement, if
necessary.
6 . 0 The Company notifies the Customer in writing that
interconnection of the Small Generating Facility is
authorized. I f the witness test is not satisfactory, the
Company has the right to disconnect the Small Generating
Facility. The Customer has no right to operate in parallel
until a witness test has been performed, or previously
waived on the Application. The Company is obligated to
complete this witness test within ten Business Days of the
receipt of the Certificate of Completion. If the Company
does not inspect within ten Business Days or by mutual
agreement of the Parties, the witness test is deemed
waived.
7 . 0 Contact Information - The Customer must provide the contact
information for the legal applicant ( i . e . , the
Interconnection Customer). If another entity is
responsible for interfacing with the Company, that contact
information must be provided on the Application.
8 . 0 Ownership Information - Enter the legal names of the
owner(s) of the Small Generating Facility. Include the
percentage ownership ( i f any) by any utility or public
utility holding company, or by any entity owned by either.
9 . 0 UL1741 Listed - This standard ("Inverters, Converters, and
Controllers for Use in Independent Power Systems")
addresses the electrical interconnection design of various
forms of generating equipment. Many manufacturers submit
their equipment to a Nationally Recognized Testing
Laboratory (NRTL) that verifies compliance with U L 1 7 4 1 .
This "listing" is then marked on the equipment and
supporting documentation.
Application for Interconnecting a Certified Inverter-Based Small Generating Facility No
Larger than lOkW
This Application is considered complete when it provides all applicable and correct information required below. Per SGIP section 49.5, documentation of site control must be submitted with the
Interconnection Request. Additional information to evaluate the Application may be required.
Processing Fee
A non-refundable processing fee of $100 must accompany this Application.
Interconnection Customer
Name:
-------------------------------- Contact Person: _ Address: �
City: State: Zip: _
Telephone (Day): (Evening): _
Fax: E-Mail Address: ------------
Contact (if different from Interconnection Customer) Name:
-------------------------------� Address:
------------------------------- City: State: Zip: _
Telephone (Day): (Evening): _ Fax: E-Mail Address: _
Owner of the facility (include% ownership by any electric utility): _
Small Generating Facility Information Location (if different from above): _
EkctrkSeNkeCompa�: _
Account Number:
---------------------------- Inverter Manufacturer: Model
--------------- Name p 1 ate Rating: __ (kW) __ (kVA) (AC Volts)
Single Phase Three Phase __
System Design Capacity: (kW) (kVA)
Prime Mover: Photovoltaic D Reciprocating Engine D Fuel Cell D Turbine D Other _
Energy Source: Solar D Wind D Hydro D Diesel D Natural Gas D
Fuel Oil D Other (describe) _
Is the equipment ULl 741 Listed? Yes_ No
If Yes, attach manufacturer's cut-sheet showing UL 17 41 listing
Estimated Installation Date: Estimated In-Service Date:
------ ------
The 10 kW Inverter Process is available only for inverter-based Small Generating Facilities no
larger than 10 kW that meet the codes, standards, and certification requirements of Appendices 3
and 4 to Attachment O of the Tariff, or the Transmission Provider has reviewed the design or
tested the proposed Small Generating Facility and is satisfied that it is safe to operate.
List components of the Small Generating Facility equipment package that are currently certified:
Equipment Type
1.
2.
3.
4.
5.
Certifying Entity
Interconnection Customer Signature
I hereby certify that, to the best of my knowledge, the information provided in this Application is
true. I agree to abide by the Terms and Conditions for Interconnecting an Inverter-Based Small
Generating Facility No Larger than 1 OkW and return the Certificate of Completion when the
Small Generating Facility has been installed.
Contingent Approval to Interconnect the Small Generating Facility
(For Company use only)
Interconnection of the Small Generating Facility is approved contingent upon the Terms and
Conditions for Interconnecting an Inverter-Based Small Generating Facility No Larger than
1 OkW and return of the Certificate of Completion.
Title: Date: _
Application ID number: _
Company waives inspection/witness test? Yes No
Small Generating Facility Certificate of Completion
Is the Small Generating Facility owner-installed? Yes No _
Interconnection Customer:
-----------------------� Contact Person: _
Address: �
Location of the Small Generating Facility (if different from above):
City: State: Zip Code: _
Telephone (Day): (Evening): _
Fax: E-Mail Address: _
Electrician: Name: �
Address: ------------------------------- City: State: Zip Code: _
Telephone (Day): (Evening): _
Fax: E-Mail Address: _
License number:
Date Approval to Install Facility granted by the Company: _
Application ID number: _
Inspection:
The Small Generating Facility has been installed and inspected in compliance with the local
building/electrical code of _
Signed (Local electrical wiring inspector, or attach signed electrical inspection):
PrintName: _
Date:
-----
As a condition of interconnection, you are required to send/fax a copy of this form along with a
copy of the signed electrical permit to (insert Company information below):
Name:
----------------------
Company: �
Address: _
City, State ZIP: _
Fax: ---------
Approval to Energize the Small Generating Facility (For Company use only)
Energizing the Small Generating Facility is approved contingent upon the Terms and Conditions
for Interconnecting an Inverter-Based Small Generating Facility No Larger than lOkW
Company Signature: _
Title: Date: _
Terms and Conditions for Interconnecting an Inverter-Based
Small Generating Facility No Larger than lOkW
1 . 0 Construction of the Facility
The Interconnection Customer (the "Customer") may proceed
to construct (including operational testing not to exceed
two hours) the Small Generating Facility when the
Transmission Provider (the "Company") approves the
Interconnection Request (the "Application") and returns it
to the Customer.
2 . 0 Interconnection and Operation
The Customer may operate Small Generating Facility and
interconnect with the Company's electric system once all of
the following have occurred:
2 . 1 Upon completing construction, the Customer will cause
the Small Generating Facility to be inspected or
otherwise certified by the appropriate local
electrical wiring inspector with jurisdiction, and
2 . 2 The Customer returns the Certificate of Completion to
the Company, and
2 . 3 The Company has either:
2 . 3 . 1 Completed its inspection of the Small Generating
Facility to ensure that all equipment has been
appropriately installed and that all electrical
connections have been made in accordance with
applicable codes. All inspections must be
conducted by the Company, at its own expense,
within ten Business Days after receipt of the
Certificate of Completion and shall take place
at a time agreeable to the Parties. The Company
shall provide a written statement that the Small
Generating Facility has passed inspection or
shall notify the Customer of what steps it must
take to pass inspection as soon as practicable
after the inspection takes place; or
2 . 3 . 2 I f the Company does not schedule an inspection
of the Small Generating Facility within ten
business days after receiving the Certificate of
Completion, the witness test is deemed waived
(unless the Parties agree otherwise); or
2 . 3 . 3 The Company waives the right to inspect the
Small Generating Facility.
2 . 4 The Company has the right to disconnect the Small
Generating Facility in the event of improper
installation or failure to return the Certificate of
Completion.
2 . 5 Revenue quality metering equipment must be installed
and tested in accordance with applicable ANSI
standards.
3 . 0 Safe Operations and Maintenance
The Customer shall be fully responsible to operate,
maintain, and repair the Small Generating Facility as
required to ensure that it complies at all times with the
interconnection standards to which it has been certified.
4 . 0 Access
The Company shall have access to the disconnect switch ( i f
the disconnect switch is required) and metering equipment
of the Small Generating Facility at all times. The Company
shall provide reasonable notice to the Customer when
possible prior to using its right of access.
5 . 0 Disconnection
The Company may temporarily disconnect the Small Generating
Facility upon the following conditions:
5 . 1 For scheduled outages upon reasonable notice.
5 . 2 For unscheduled outages or emergency conditions.
5 . 3 I f the Small Generating Facility does not operate in
the manner consistent with these Terms and Conditions.
5 . 4 The Company shall inform the Customer in advance of
any scheduled disconnection, or as is reasonable after
an unscheduled disconnection.
6 . 0 Indemnification
The Parties shall at all times indemnify, defend, and save
the other Party harmless from, any and all damages, losses,
claims, including claims and actions relating to injury to
or death of any person or damage to property, 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 Party's
action or inactions of its obligations under this agreement
on behalf of the indemnifying Party, except in cases of
gross negligence or intentional wrongdoing by the
indemnified Party.
7 . 0 Insurance
The Parties agree to follow all applicable insurance
requirements imposed by the state in which the Point of
Interconnection is located. All insurance policies must be
maintained with insurers authorized to do business in that
state.
8 . 0 Limitation of Liability
Each party's liability to the other party for any l o s s ,
cost, claim, injury, liability, or expense, including
reasonable attorney's fees, relating to or arising from any
act or omission in its performance of this Agreement, shall
be limited to the amount of direct damage actually
incurred. In no event shall either party be liable to the
other party for any indirect, incidental, special,
consequential, or punitive damages of any kind whatsoever,
except as allowed under paragraph 6 . 0 .
9 . 0 Termination
The agreement to operate in parallel may be terminated
under the following conditions:
9 . 1 By the Customer
By providing written notice to the Company.
9 . 2 By the Company
I f the Small Generating Facility fails to operate
for any consecutive 12 month period or the
Customer fails to remedy a violation of these
Terms and Conditions.
9 . 3 Permanent Disconnection
In the event this Agreement is terminated, the
Company shall have the right to disconnect its
facilities or direct the Customer to disconnect
its Small Generating Facility.
9 . 4 Survival Rights
This Agreement shall continue in effect after
termination to the extent necessary to allow or
require either Party to fulfill rights or
obligations that arose under the Agreement.
1 0 . 0 Assignment/Transfer of Ownership of the Facility
This Agreement shall survive the transfer of ownership of
the Small Generating Facility to a new owner when the new
owner agrees in writing to comply with the terms of this
Agreement and so notifies the Company.
APPENDIX 6 TO SGIP
Feasibility Study Agreement
THIS AGREEMENT is made and entered into this
2 0 by and between
day of
a
the State of
organized and existing under the laws of
("Interconnection
Customer,") and , a
existing under the laws of the State of
("Transmission Provider"). Interconnection Customer and
Transmission Provider each may be referred to as a "Party," or
collectively as the "Parties."
RECITALS
WHEREAS, Interconnection Customer is proposing to develop a
Small Generating Facility or generating capacity addition to an
existing Small Generating Facility consistent with the
Interconnection Request completed by Interconnection Customer on
; and
���������������
WHEREAS, Interconnection Customer desires to interconnect the
Small Generating Facility with the Transmission Provider's
Transmission System; and
WHEREAS, Interconnection Customer has requested the Transmission
Provider to perform a feasibility study to assess the
feasibility of interconnecting the proposed Small Generating
Facility with the Transmission Provider's Transmission System,
and of any Affected Systems;
NOW, THEREFORE, in consideration of and subject to the mutual
covenants contained herein the Parties agreed as follows:
1 . 0 When used in this Agreement, with initial capitalization,
the terms specified shall have the meanings indicated or
the meanings specified in the standard Small Generator
Interconnection Procedures.
2 . 0 The Interconnection Customer elects and the Transmission
Provider shall cause to be performed an interconnection
feasibility study consistent the standard Small Generator
Interconnection Procedures in accordance with the Open
Access Transmission Tariff.
3 . 0 The scope of the feasibility study shall be subject to the
assumptions set forth in Attachment A to this Agreement.
4 . 0 The feasibility study shall be based on the technical
information provided by the Interconnection Customer in the
Interconnection Request, as may be modified as the result
of the scoping meeting. The Transmission Provider reserves
the right to request additional technical information from
the Interconnection Customer as may reasonably become
necessary consistent with Good Utility Practice during the
course of the feasibility study and as designated in
accordance with the standard Small Generator
Interconnection Procedures. If the Interconnection
Customer modifies its Interconnection Request, the time to
complete the feasibility study may be extended by agreement
of the Parties.
5 . 0 In performing the study, the Transmission Provider shall
rely, to the extent reasonably practicable, on existing
studies of recent vintage. The Interconnection Customer
shall not be charged for such existing studies; however,
the Interconnection Customer shall be responsible for
charges associated with any new study or modifications to
existing studies that are reasonably necessary to perform
the feasibility study.
6 . 0 The feasibility study report shall provide the following
analyses for the purpose of identifying any potential
adverse system impacts that would result from the
interconnection of the Small Generating Facility as
proposed:
6 . 1 Initial identification of any circuit breaker short
circuit capability limits exceeded as a result of the
interconnection;
6 . 2 Initial identification of any thermal overload or
voltage limit violations resulting from the
interconnection;
6 . 3 Initial review of grounding requirements and electric
system protection; and
6 . 4 Description and non-binding estimated cost of
facilities required to interconnect the proposed Small
Generating Facility and to address the identified
short circuit and power flow issues.
7 . 0 The feasibility study shall model the impact of the Small
Generating Facility regardless of purpose in order to avoid
the further expense and interruption of operation for
reexamination of feasibility and impacts if the
Interconnection Customer later changes the purpose for
which the Small Generating Facility is being installed.
8 . 0 The study shall include the feasibility of any
interconnection at a proposed project site where there
could be multiple potential Points of Interconnection, as
requested by the Interconnection Customer and at the
Interconnection Customer's cost.
9 . 0 A deposit of the lesser of 50 percent of good faith
estimated feasibility study costs or earnest money of
$ 1 , 0 0 0 may be required from the Interconnection Customer.
1 0 . 0 Once the feasibility study is completed, a feasibility
study report shall be prepared and transmitted to the
Interconnection Customer. Barring unusual circumstances,
the feasibility study must be completed and the feasibility
study report transmitted within 30 Business Days of the
Interconnection Customer's agreement to conduct a
feasibility study.
1 1 . 0 Any study fees shall be based on the Transmission
Provider's actual costs and will be invoiced to the
Interconnection Customer after the study is completed and
delivered and will include a summary of professional time.
1 2 . 0 The Interconnection Customer must pay any study costs that
exceed the deposit without interest within 30 calendar days
on receipt of the invoice or resolution of any dispute. I f
the deposit exceeds the invoiced fees, the Transmission
Provider shall refund such excess within 30 calendar days
of the invoice without interest.
1 3 . 0 Governing Law, Regulatory Authority, and Rules
The validity, interpretation and enforcement of this
Agreement and each of its provisions shall be governed by
the laws of the state of (where the
Point of Interconnection is located), without regard to its
conflicts of law principles. This Agreement is subject to
all Applicable Laws and Regulations. Each Party expressly
reserves the right to seek changes in, appeal, or otherwise
contest any laws, orders, or regulations of a Governmental
Authority.
1 4 . 0 Amendment
The Parties may amend this Agreement by a written
instrument duly executed by both Parties.
1 5 . 0 No Third-Party Beneficiaries
This Agreement is not intended to and does not create
rights, remedies, or benefits of any character whatsoever
in favor of any persons, corporations, associations, or
entities other than the Parties, and the obligations herein
assumed are solely for the use and benefit of the Parties,
their successors in interest and where permitted, their
assigns.
1 6 . 0 Waiver
1 6 . 1 The failure of a Party to this Agreement to insist, on any
occasion, upon strict performance of any provision of this
Agreement will not be considered a waiver of any
obligation, right, or duty of, or imposed upon, such Party.
1 6 . 2 Any waiver at any time by either Party of its rights with
respect to this Agreement shall not be deemed a continuing
waiver or a waiver with respect to any other failure to
comply with any other obligation, right, duty of this
Agreement. Termination or default of this Agreement for any
reason by Interconnection Customer shall not constitute a
waiver of the Interconnection Customer's legal rights to
obtain an interconnection from the Transmission Provider.
Any waiver of this Agreement shall, if requested, be
provided in writing.
1 7 . 0 Multiple Counterparts
This Agreement may be executed in two or more counterparts,
each of which is deemed an original but all constitute one
and the same instrument.
1 8 . 0 No Partnership
This Agreement shall not be interpreted or construed to
create an association, joint venture, agency relationship,
or partnership between the Parties or to impose any
partnership obligation or partnership liability upon either
Party. Neither Party shall have any right, power or
authority to enter into any agreement or undertaking for,
or act on behalf of, or to act as or be an agent or
representative of, or to otherwise bind, the other Party.
1 9 . 0 Severability
I f any provision or portion of this Agreement shall for any
reason be held or adjudged to be invalid or illegal or
unenforceable by any court of competent jurisdiction or
other Governmental Authority, ( 1 ) such portion or provision
shall be deemed separate and independent, ( 2 ) the Parties
shall negotiate in good faith to restore insofar as
practicable the benefits to each Party that were affected
by such ruling, and ( 3 ) the remainder of this Agreement
shall remain in full force and effect.
2 0 . 0 Subcontractors
Nothing in this Agreement shall prevent a Party from
utilizing the services of any subcontractor as it deems
appropriate to perform its obligations under this
Agreement; provided, however, that each Party shall require
its subcontractors to comply with all applicable terms and
conditions of this Agreement in providing such services and
each Party shall remain primarily liable to the other Party
for the performance of such subcontractor.
2 0 . 1 The creation of any subcontract relationship shall not
relieve the hiring Party of any of its obligations
under this Agreement. The hiring Party shall be fully
responsible to the other Party for the acts or
omissions of any subcontractor the hiring Party hires
as if no subcontract had been made; provided, however,
that in no event shall the Transmission Provider be
liable for the actions or inactions of the
Interconnection Customer or its subcontractors with
respect to obligations of the Interconnection Customer
under this Agreement. Any applicable obligation
imposed by this Agreement upon the hiring Party shall
be equally binding upon, and shall be construed as
having application to, any subcontractor of such
Party.
2 0 . 2 The obligations under this article will not be limited
in any way by any limitation of subcontractor's
insurance.
2 1 . 0 Reservation of Rights
The Transmission Provider shall have the right to make a
unilateral filing with FERC to modify this Agreement with
respect to any rates, terms and conditions, charges,
classifications of service, rule or regulation under
section 2 0 5 or any other applicable provision of the
Federal Power Act and FERC's rules and regulations
thereunder, and the Interconnection Customer shall have the
right to make a unilateral filing with FERC to modify this
Agreement under any applicable provision of the Federal
Power Act and FERC's rules and regulations; provided that
each Party shall have the right to protest any such filing
by the other Party and to participate fully in any
proceeding before FERC in which such modifications may be
considered. Nothing in this Agreement shall limit the
rights of the Parties or of FERC under sections 2 0 5 or 2 0 6
of the Federal Power Act and FERC's rules and regulations,
except to the extent that the Parties otherwise agree as
provided herein.
IN WITNESS WHEREOF, the Parties have caused this Agreement to be
duly executed by their duly authorized officers or agents on the
day and year first above written.
[Insert name of
Transmission Provider]
Signed ��������������-
Name (Printed)
Title:
[Insert name of
Interconnection Customer]
Name (Printed)
Title:
Attachment A to
Feasibility Study Agreement
Assumptions Used in Conducting the Feasibility Study
The feasibility study will be based upon the information set
forth in the Interconnection Request and agreed upon in the
scoping meeting held on
1 ) Designation of Point of Interconnection and configuration
to be studied.
2 ) Designation of alternative Points of Interconnection and
configuration.
1 ) and 2 ) are to be completed by the Interconnection Customer.
Other assumptions (listed below) are to be provided by the
Interconnection Customer and the Transmission Provider.
APPENDIX 7 TO SGIP
System Impact Study Agreement
THIS AGREEMENT is made and entered into this
2 0 by and between
day of
organized and existing under the laws of the
State of ("Interconnection Customer,")
and , a existing under the
laws of the State of ("Transmission
Provider"). Interconnection Customer and Transmission Provider
each may be referred to as a "Party," or collectively as the
" P a r t i e s . "
RECITALS
WHEREAS, the Interconnection Customer is proposing to develop a
Small Generating Facility or generating capacity addition to an
existing Small Generating Facility consistent with the
Interconnection Request completed by the Interconnection
Customer on ; and
WHEREAS, the Interconnection Customer desires to interconnect
the Small Generating Facility with the Transmission Provider's
Transmission System;
WHEREAS, the Transmission Provider has completed a feasibility
study and provided the results of said study to the
Interconnection Customer (This recital to be omitted if the
Parties have agreed to forego the feasibility s t u d y . ) ; and
WHEREAS, the Interconnection Customer has requested the
Transmission Provider to perform a system impact study(s) to
assess the impact of interconnecting the Small Generating
Facility with the Transmission Provider's Transmission System,
and of any Affected Systems;
NOW, THEREFORE, in consideration of and subject to the mutual
covenants contained herein the Parties agreed as follows:
1 . 0 When used in this Agreement, with initial capitalization,
the terms specified shall have the meanings indicated or
the meanings specified in the standard Small Generator
Interconnection Procedures.
2 . 0 The Interconnection Customer elects and the Transmission
Provider shall cause to be performed a system impact
study(s) consistent with the standard Small Generator
Interconnection Procedures in accordance with the Open
Access Transmission Tariff.
3 . 0 The scope of a system impact study shall be subject to the
assumptions set forth in Attachment A to this Agreement.
4 . 0 A system impact study will be based upon the results of the
feasibility study and the technical information provided by
Interconnection Customer in the Interconnection Request.
The Transmission Provider reserves the right to request
additional technical information from the Interconnection
Customer as may reasonably become necessary consistent with
Good Utility Practice during the course of the system
impact study. I f the Interconnection Customer modifies its
designated Point of Interconnection, Interconnection
Request, or the technical information provided therein is
modified, the time to complete the system impact study may
be extended.
5 . 0 A system impact study shall consist of a short circuit
analysis, a stability analysis, a power flow analysis,
voltage drop and flicker studies, protection and set point
coordination studies, and grounding reviews, as necessary.
A system impact study shall state the assumptions upon
which it is based, state the results of the analyses, and
provide the requirement or potential impediments to
providing the requested interconnection service, including
a preliminary indication of the cost and length of time
that would be necessary to correct any problems identified
in those analyses and implement the interconnection. A
system impact study shall provide a list of facilities that
are required as a result of the Interconnection Request and
non-binding good faith estimates of cost responsibility and
time to construct.
6 . 0 A distribution system impact study shall incorporate a
distribution load flow study, an analysis of equipment
interrupting ratings, protection coordination study,
voltage drop and flicker studies, protection and set point
coordination studies, grounding reviews, and the impact on
electric system operation, as necessary.
7 . 0 Affected Systems may participate in the preparation of a
system impact study, with a division of costs among such
entities as they may agree. All Affected Systems shall be
afforded an opportunity to review and comment upon a system
impact study that covers potential adverse system impacts
on their electric systems, and the Transmission Provider
has 2 0 additional Business Days to complete a system impact
study requiring review by Affected Systems.
8 . 0 I f the Transmission Provider uses a queuing procedure for
sorting or prioritizing projects and their associated cost
responsibilities for any required Network Upgrades, the
system impact study shall consider all generating
facilities (and with respect to paragraph 8 . 3 below, any
identified Upgrades associated with such higher queued
interconnection) that, on the date the system impact study
is commenced -
8 . 1
8 . 2
8 . 3
Are directly interconnected with the Transmission
Provider's electric system; or
Are interconnected with Affected Systems and may
have an impact on the proposed interconnection;
and
Have a pending higher queued Interconnection
Request to interconnect with the Transmission
Provider's electric system.
9 . 0 A distribution system impact study, if required, shall be
completed and the results transmitted to the
Interconnection Customer within 30 Business Days after this
Agreement is signed by the Parties. A transmission system
impact study, if required, shall be completed and the
results transmitted to the Interconnection Customer within
45 Business Days after this Agreement is signed by the
Parties, or in accordance with the Transmission Provider's
queuing procedures.
1 0 . 0 A deposit of the equivalent of the good faith estimated
cost of a distribution system impact study and the one half
the good faith estimated cost of a transmission system
impact study may be required from the Interconnection
Customer.
1 1 . 0 Any study fees shall be based on the Transmission
Provider's actual costs and will be invoiced to the
Interconnection Customer after the study is completed and
delivered and will include a summary of professional time.
1 2 . 0 The Interconnection Customer must pay any study costs that
exceed the deposit without interest within 30 calendar days
on receipt of the invoice or resolution of any dispute. I f
the deposit exceeds the invoiced fees, the Transmission
Provider shall refund such excess within 30 calendar days
of the invoice without interest.
1 3 . 0 Governing Law, Regulatory Authority, and Rules
The validity, interpretation and enforcement of this
Agreement and each of its provisions shall be governed by
the laws of the state of (where the
Point of Interconnection is located), without regard to its
conflicts of law principles. This Agreement is subject to
all Applicable Laws and Regulations. Each Party expressly
reserves the right to seek changes in, appeal, or otherwise
contest any laws, orders, or regulations of a Governmental
Authority.
1 4 . 0 Amendment
The Parties may amend this Agreement by a written
instrument duly executed by both Parties.
1 5 . 0 No Third-Party Beneficiaries
This Agreement is not intended to and does not create
rights, remedies, or benefits of any character whatsoever
in favor of any persons, corporations, associations, or
entities other than the Parties, and the obligations herein
assumed are solely for the use and benefit of the Parties,
their successors in interest and where permitted, their
assigns.
1 6 . 0 Waiver
1 6 . 1 The failure of a Party to this Agreement to insist, on any
occasion, upon strict performance of any provision of this
Agreement will not be considered a waiver of any
obligation, right, or duty of, or imposed upon, such Party.
1 6 . 2 Any waiver at any time by either Party of its rights with
respect to this Agreement shall not be deemed a continuing
waiver or a waiver with respect to any other failure to
comply with any other obligation, right, duty of this
Agreement. Termination or default of this Agreement for any
reason by Interconnection Customer shall not constitute a
waiver of the Interconnection Customer's legal rights to
obtain an interconnection from the Transmission Provider.
Any waiver of this Agreement shall, if requested, be
provided in writing.
1 7 . 0 Multiple Counterparts
This Agreement may be executed in two or more counterparts,
each of which is deemed an original but all constitute one
and the same instrument.
1 8 . 0 No Partnership
This Agreement shall not be interpreted or construed to
create an association, joint venture, agency relationship,
or partnership between the Parties or to impose any
partnership obligation or partnership liability upon either
Party. Neither Party shall have any right, power or
authority to enter into any agreement or undertaking for,
or act on behalf of, or to act as or be an agent or
representative of, or to otherwise bind, the other Party.
1 9 . 0 Severability
I f any provision or portion of this Agreement shall for any
reason be held or adjudged to be invalid or illegal or
unenforceable by any court of competent jurisdiction or
other Governmental Authority, ( 1 ) such portion or provision
shall be deemed separate and independent, ( 2 ) the Parties
shall negotiate in good faith to restore insofar as
practicable the benefits to each Party that were affected
by such ruling, and ( 3 ) the remainder of this Agreement
shall remain in full force and effect.
2 0 . 0 Subcontractors
Nothing in this Agreement shall prevent a Party from
utilizing the services of any subcontractor as it deems
appropriate to perform its obligations under this
Agreement; provided, however, that each Party shall require
its subcontractors to comply with all applicable terms and
conditions of this Agreement in providing such services and
each Party shall remain primarily liable to the other Party
for the performance of such subcontractor.
2 0 . 1 The creation of any subcontract relationship shall not
relieve the hiring Party of any of its obligations
under this Agreement. The hiring Party shall be fully
responsible to the other Party for the acts or
omissions of any subcontractor the hiring Party hires
as if no subcontract had been made; provided, however,
that in no event shall the Transmission Provider be
liable for the actions or inactions of the
Interconnection Customer or its subcontractors with
respect to obligations of the Interconnection Customer
under this Agreement. Any applicable obligation
imposed by this Agreement upon the hiring Party shall
be equally binding upon, and shall be construed as
having application to, any subcontractor of such
Party.
2 0 . 2 The obligations under this article will not be limited
in any way by any limitation of subcontractor's
insurance.
2 1 . 0 Reservation of Rights
The Transmission Provider shall have the right to make a
unilateral filing with FERC to modify this Agreement with
respect to any rates, terms and conditions, charges,
classifications of service, rule or regulation under
section 2 0 5 or any other applicable provision of the
Federal Power Act and FERC's rules and regulations
thereunder, and the Interconnection Customer shall have the
right to make a unilateral filing with FERC to modify this
Agreement under any applicable provision of the Federal
Power Act and FERC's rules and regulations; provided that
each Party shall have the right to protest any such filing
by the other Party and to participate fully in any
proceeding before FERC in which such modifications may be
considered. Nothing in this Agreement shall limit the
rights of the Parties or of FERC under sections 2 0 5 or 2 0 6
of the Federal Power Act and FERC's rules and regulations,
except to the extent that the Parties otherwise agree as
provided herein.
IN WITNESS THEREOF, the Parties have caused this Agreement to be
duly executed by their duly authorized officers or agents on the
day and year first above written.
[Insert name of
Transmission Provider]
[Insert name of
Interconnection Customer]
Name ( P r i n t e d ) : _
Title:
Name ( P r i n t e d ) : _
Title:
Attachment A to
System Impact Study Agreement
Assumptions Used in Conducting the System Impact Study
The system impact study shall be based upon the results of the
feasibility study, subject to any modifications in accordance
with the standard Small Generator Interconnection Procedures,
and the following assumptions:
1 ) Designation of Point of Interconnection and configuration
to be studied.
2 ) Designation of alternative Points of Interconnection and
configuration.
1 ) and 2 ) are to be completed by the Interconnection Customer.
Other assumptions (listed below) are to be provided by the
Interconnection Customer and the Transmission Provider.
APPENDIX 8 TO SGIP
Facilities Study Agreement
day of this
------------' a
THIS AGREEMENT is made and entered into
2 0 by and between , a
_______ organized and existing under the laws of the State of
("Interconnection Customer,") and
existing under the
------------- laws of the State of ("Transmission
Provider"). Interconnection Customer and Transmission Provider
each may be referred to as a "Party," or collectively as the
" P a r t i e s . "
RECITALS
WHEREAS, the Interconnection Customer is proposing to develop a
Small Generating Facility or generating capacity addition to an
existing Small Generating Facility consistent with the
Interconnection Request completed by the Interconnection
Customer on ; and
WHEREAS, the Interconnection Customer desires to interconnect
the Small Generating Facility with the Transmission Provider's
Transmission System;
WHEREAS, the Transmission Provider has completed a system impact
study and provided the results of said study to the
Interconnection Customer; and
WHEREAS, the Interconnection Customer has requested the
Transmission Provider to perform a facilities study to specify
and estimate the cost of the equipment, engineering, procurement
and construction work needed to implement the conclusions of the
system impact study in accordance with Good Utility Practice to
physically and electrically connect the Small Generating
Facility with the Transmission Provider's Transmission System.
NOW, THEREFORE, in consideration of and subject to the mutual
covenants contained herein the Parties agreed as follows:
1 . 0 When used in this Agreement, with initial capitalization,
the terms specified shall have the meanings indicated or
the meanings specified in the standard Small Generator
Interconnection Procedures.
2 . 0 The Interconnection Customer elects and the Transmission
Provider shall cause a facilities study consistent with the
standard Small Generator Interconnection Procedures to be
performed in accordance with the Open Access Transmission
Tariff.
3 . 0 The scope of the facilities study shall be subject to data
provided in Attachment A to this Agreement.
4 . 0 The facilities study shall specify and estimate the cost of
the equipment, engineering, procurement and construction
work (including overheads) needed to implement the
conclusions of the system impact s t u d y ( s ) . The facilities
study shall also identify ( 1 ) the electrical switching
configuration of the equipment, including, without
limitation, transformer, switchgear, meters, and other
station equipment, ( 2 ) the nature and estimated cost of the
Transmission Provider's Interconnection Facilities and
Upgrades necessary to accomplish the interconnection, and
( 3 ) an estimate of the time required to complete the
construction and installation of such facilities.
5 . 0 The Transmission Provider may propose to group facilities
required for more than one Interconnection Customer in
order to minimize facilities costs through economies of
scale, but any Interconnection Customer may require the
installation of facilities required for its own Small
Generating Facility if it is willing to pay the costs of
those facilities.
6 . 0 A deposit of the good faith estimated facilities study
costs may be required from the Interconnection Customer.
7 . 0 In cases where Upgrades are required, the facilities study
must be completed within 45 Business Days of the receipt of
this Agreement. In cases where no Upgrades are necessary,
and the required facilities are limited to Interconnection
Facilities, the facilities study must be completed within
30 Business Days.
8 . 0 Once the facilities study is completed, a draft facilities
study report shall be prepared and transmitted to the
Interconnection Customer. Barring unusual circumstances,
the facilities study must be completed and the draft
facilities study report transmitted within 30 Business Days
of the Interconnection Customer's agreement to conduct a
facilities study.
9 . 0 Interconnection Customer may, within 30 Calendar Days after
receipt of the draft report, provide written comments to
Transmission Provider, which Transmission Provider shall
include in the final report. Transmission Provider shall
issue the final Interconnection Facilities Study report
within 15 Business Days of receiving Interconnection
Customer's comments or promptly upon receiving
Interconnection Customer's statement that it will not
provide comments. Transmission Provider may reasonably
extend such fifteen-day period upon notice to
Interconnection Customer if Interconnection Customer's
comments require Transmission Provider to perform
additional analyses or make other significant modifications
prior to the issuance of the final Interconnection
Facilities Report. Upon request, Transmission Provider
shall provide Interconnection Customer supporting
documentation, workpapers, and databases or data developed
in the preparation of the Interconnection Facilities Study,
subject to confidentiality arrangements consistent with
Section 4 . 5 of the standard Small Generator Interconnection
Procedures.
1 0 . 0 Within ten Business Days of providing a draft
Interconnection Facilities Study report to Interconnection
Customer, Transmission Provider and Interconnection
Customer shall meet to discuss the results of the
Interconnection Facilities Study.
1 1 . 0 Any study fees shall be based on the Transmission
Provider's actual costs and will be invoiced to the
Interconnection Customer after the study is completed and
delivered and will include a summary of professional time.
1 2 . 0 The Interconnection Customer must pay any study costs that
exceed the deposit without interest within 30 calendar days
on receipt of the invoice or resolution of any dispute. I f
the deposit exceeds the invoiced fees, the Transmission
Provider shall refund such excess within 30 calendar days
of the invoice without interest.
1 3 . 0 Governing Law, Regulatory Authority, and Rules
The validity, interpretation and enforcement of this
Agreement and each of its provisions shall be governed by
the laws of the state of (where the
Point of Interconnection is located), without regard to its
conflicts of law principles. This Agreement is subject to
all Applicable Laws and Regulations. Each Party expressly
reserves the right to seek changes in, appeal, or otherwise
contest any laws, orders, or regulations of a Governmental
Authority.
1 4 . 0 Amendment
The Parties may amend this Agreement by a written
instrument duly executed by both Parties.
1 5 . 0 No Third-Party Beneficiaries
This Agreement is not intended to and does not create
rights, remedies, or benefits of any character whatsoever
in favor of any persons, corporations, associations, or
entities other than the Parties, and the obligations herein
assumed are solely for the use and benefit of the Parties,
their successors in interest and where permitted, their
assigns.
1 6 . 0 Waiver
1 6 . 1 The failure of a Party to this Agreement to insist, on
any occasion, upon strict performance of any provision
of this Agreement will not be considered a waiver of
any obligation, right, or duty of, or imposed upon,
such Party.
1 6 . 2 Any waiver at any time by either Party of its rights
with respect to this Agreement shall not be deemed a
continuing waiver or a waiver with respect to any
other failure to comply with any other obligation,
right, duty of this Agreement. Termination or default
of this Agreement for any reason by Interconnection
Customer shall not constitute a waiver of the
Interconnection Customer's legal rights to obtain an
interconnection from the Transmission Provider. Any
waiver of this Agreement shall, if requested, be
provided in writing.
1 7 . 0 Multiple Counterparts
This Agreement may be executed in two or more counterparts,
each of which is deemed an original but all constitute one
and the same instrument.
1 8 . 0 No Partnership
This Agreement shall not be interpreted or construed to
create an association, joint venture, agency relationship,
or partnership between the Parties or to impose any
partnership obligation or partnership liability upon either
Party. Neither Party shall have any right, power or
authority to enter into any agreement or undertaking for,
or act on behalf of, or to act as or be an agent or
representative of, or to otherwise bind, the other Party.
1 9 . 0 Severability
I f any provision or portion of this Agreement shall for any
reason be held or adjudged to be invalid or illegal or
unenforceable by any court of competent jurisdiction or
other Governmental Authority, ( 1 ) such portion or provision
shall be deemed separate and independent, ( 2 ) the Parties
shall negotiate in good faith to restore insofar as
practicable the benefits to each Party that were affected
by such ruling, and ( 3 ) the remainder of this Agreement
shall remain in full force and effect.
2 0 . 0 Subcontractors
Nothing in this Agreement shall prevent a Party from
utilizing the services of any subcontractor as it deems
appropriate to perform its obligations under this
Agreement; provided, however, that each Party shall require
its subcontractors to comply with all applicable terms and
conditions of this Agreement in providing such services and
each Party shall remain primarily liable to the other Party
for the performance of such subcontractor.
2 0 . 1 The creation of any subcontract relationship shall not
relieve the hiring Party of any of its obligations
under this Agreement. The hiring Party shall be fully
responsible to the other Party for the acts or
omissions of any subcontractor the hiring Party hires
as if no subcontract had been made; provided, however,
that in no event shall the Transmission Provider be
liable for the actions or inactions of the
Interconnection Customer or its subcontractors with
respect to obligations of the Interconnection Customer
under this Agreement. Any applicable obligation
imposed by this Agreement upon the hiring Party shall
be equally binding upon, and shall be construed as
having application to, any subcontractor of such
Party.
2 0 . 2 The obligations under this article will not be limited
in any way by any limitation of subcontractor's
insurance.
2 1 . 0 Reservation of Rights
The Transmission Provider shall have the right to make a
unilateral filing with FERC to modify this Agreement with
respect to any rates, terms and conditions, charges,
classifications of service, rule or regulation under
section 2 0 5 or any other applicable provision of the
Federal Power Act and FERC's rules and regulations
thereunder, and the Interconnection Customer shall have the
right to make a unilateral filing with FERC to modify this
Agreement under any applicable provision of the Federal
Power Act and FERC's rules and regulations; provided that
each Party shall have the right to protest any such filing
by the other Party and to participate fully in any
proceeding before FERC in which such modifications may be
considered. Nothing in this Agreement shall limit the
rights of the Parties or of FERC under sections 2 0 5 or 2 0 6
of the Federal Power Act and FERC's rules and regulations,
except to the extent that the Parties otherwise agree as
provided herein.
IN WITNESS WHEREOF, the Parties have caused this Agreement to be
duly executed by their duly authorized officers or agents on the
day and year first above written.
[Insert name of
Transmission Provider]
Name (Printed)
Title:
[Insert name of
Interconnection Customer]
Name (Printed)
Title:
Attachment A to
Facilities Study Agreement
Data to Be Provided by the Interconnection Customer
with the Facilities Study Agreement
Provide location plan and simplified one-line diagram of the
plant and station facilities. For staged projects, please
indicate future generation, transmission circuits, etc.
On the one-line diagram, indicate the generation capacity
attached at each metering location. (Maximum load on CT/PT)
On the one-line diagram, indicate the location of auxiliary
power. (Minimum load on CT/PT) Amps
One set of metering is required for each generation connection
to the new ring bus or existing Transmission Provider station.
Number of generation connections:
Will an alternate source of auxiliary power be available during
CT/PT maintenance?
Yes No
Will a transfer bus on the generation side of the metering
require that each meter set be designed for the total plant
generation? Yes No
(Please indicate on the one-line diagram).
What type of control system or PLC will be located at the Small
Generating Facility?
What protocol does the control system or PLC use?
Please provide a 7.5-minute quadrangle map of the site.
Indicate the plant, station, transmission line, and property
lines.
Physical dimensions of the proposed interconnection station:
Bus length from generation to interconnection station:
Line length from interconnection station to Transmission
Provider's Transmission System.
Tower number observed in the field. (Painted on tower l e g ) * :
Number of third party easements required for transmission
lines*:
* T o b e completed in coordination with Transmission
Provider.
Is the Small Generating Facility located in Transmission
Provider's service area?
Yes No If No, please
provide name of local provider:
Please provide the following proposed schedule dates:
Begin Construction
Generator step-up transformers
receive back feed power
Generation Testing
Commercial Operation
Date:
Date:
Date:
Date:
APPENDIX 9 TO SGIP
SMALL GENERATOR INTERCONNECTION AGREEMENT (SGIA)
(For Generating Facilities No Larger Than 20 MW)
Article 1 .
1 . 1
1 . 2
1 . 3
1 . 4
1 . 5
1 . 6
1 . 7
1 . 8
Article 2 .
2 . 1
2 . 2
2 . 3
Article 3 .
3 . 1
3 . 2
3 . 3
3 . 4
Article 4 .
4 . 1
4 . 2
Article 5 .
5 . 1
5 . 2
5 . 3
5 . 4
Article 6 .
6 . 1
6 . 2
6 . 3
Article 7 .
T AB L E OF CONTENTS
Scope and Limitations of Agreement
Applicability
Purpose
No Agreement to Purchase or Deliver Power
Limitations
Responsibilities of the Parties
Parallel Operation Obligations
Metering
Reactive Power and Primary Frequency Response
Inspection, Testing, Authorization, and Right of
Access
Equipment Testing and Inspection
Authorization Required Prior to Parallel
Operation
Right of Access
Effective Date, Term, Termination, and Disconnection
Effective Date
Term of Agreement
Termination
Temporary Disconnection
3 . 4 . 1 Emergency Conditions
3 . 4 . 2 Routine Maintenance, Construction,
and Repair
3 . 4 . 3 Forced Outages
3 . 4 . 4 Adverse Operating Effects
3 . 4 . 5 Modification of the Small Generating
Facility
3 . 4 . 6 Reconnection
Cost Responsibility for Interconnection Facilities
and Distribution Upgrades
Interconnection Facilities
Distribution Upgrades
Cost Responsibility for Network Upgrades
Applicability
Network Upgrades
5 . 2 . 1 Repayment of Amounts Advanced for Network
Upgrades
Special Provisions for Affected Systems
Rights Under Other Agreements
Billing, Payment, Milestones, and Financial Security
Billing and Payment Procedures and Final Accounting
Milestones
Financial Security Arrangements
Assignment, Liability, Indemnity, Force Majeure,
Consequential Damages, and Default
Assignment
Limitation of Liability
Indemnity
Consequential Damages
Force Majeure
Default
Insurance
Confidentiality
Disputes
Taxes
Miscellaneous
Governing Law, Regulatory Authority, and Rules
Amendment
No Third-Party Beneficiaries
Waiver
Entire Agreement
Multiple Counterparts
No Partnership
Severability
Security Arrangements
Environmental Releases
Subcontractors
Reservation of Rights
Notices
General
Billing and Payment
Alternative Forms of Notice
Designated Operating Representative
Changes to the Notice Information
Signatures
7 . 1
7 . 2
7 . 3
7 . 4
7 . 5
7 . 6
Article 8 .
Article 9 .
- Glossary of Terms
- Description and Costs of the Small Generating
Facility, Interconnection Facilities, and
Metering Equipment
Attachment 3 - One-line Diagram Depicting the Small Generating
Facility, Interconnection Facilities, Metering
Equipment, and Upgrades
Attachment 4 - Milestones
Attachment 5 - Additional Operating Requirements for the
Transmission Provider's Transmission System and
Affected Systems Needed to Support the
Interconnection Customer's Needs
Attachment 6 - Transmission Provider's Description of its
Upgrades and Best Estimate of Upgrade Costs
Article 1 0 .
Article 1 1 .
Article 1 2 .
1 2 . 1
1 2 . 2
1 2 . 3
1 2 . 4
1 2 . 5
1 2 . 6
1 2 . 7
1 2 . 8
1 2 . 9
1 2 . 1 0
1 2 . 1 1
1 2 . 1 2
Article 1 3 .
1 3 . 1
1 3 . 2
1 3 . 3
1 3 . 4
1 3 . 5
Article 1 4 .
Attachment 1
Attachment 2
is made and entered
, 2 0 , by
-------
("Agreement")
day of
This Interconnection Agreement
into this
("Transmission Provider"),
and
("Interconnection Customer") each hereinafter
sometimes referred to individually as "Party" or
both referred to collectively as the " P a r t i e s . "
Transmission Provider Information
Zip: State:
Fax:
Transmission Provider:
---------------------� Attention:
Address:
City:
Phone:
Interconnection Customer Information
Interconnection Customer:
Attention:
Address:
City:
Phone:
State:
Fax:
Zip:
Interconnection Customer Application No:
In consideration of the mutual covenants set forth herein, the
Parties agree as follows:
Article 1 . Scope and Limitations of Agreement
1 . 1 This Agreement shall be used for all Interconnection
Requests submitted under the Small Generator
Interconnection Procedures (SGIP) except for those
submitted under the 1 0 kW Inverter Process contained in
SGIP Appendix 5 to Attachment O of the Tariff.
1 . 2 This Agreement governs the terms and conditions under which
the Interconnection Customer's Small Generating Facility
will interconnect with, and operate in parallel with, the
Transmission Provider's Transmission System.
1 . 3 This Agreement does not constitute an agreement to purchase
or deliver the Interconnection Customer's power. The
purchase or delivery of power and other services that the
Interconnection Customer may require will be covered under
separate agreements, if any. The Interconnection Customer
will be responsible for separately making all necessary
arrangements (including scheduling) for delivery of
electricity with the applicable Transmission Provider.
1 . 4 Nothing in this Agreement is intended to affect any other
agreement between the Transmission Provider and the
Interconnection Customer.
1 . 5 Responsibilities of the Parties
1 . 5 . 1
1 . 5 . 2
1 . 5 . 3
1 . 5 . 4
1 . 5 . 5
The Parties shall perform all obligations of this
Agreement in accordance with all Applicable Laws
and Regulations, Operating Requirements, and Good
Utility Practice.
The Interconnection Customer shall construct,
interconnect, operate and maintain its Small
Generating Facility and construct, operate, and
maintain its Interconnection Facilities in
accordance with the applicable manufacturer's
recommended maintenance schedule, and in
accordance with this Agreement, and with Good
Utility Practice.
The Transmission Provider shall construct,
operate, and maintain its Transmission System and
Interconnection Facilities in accordance with
this Agreement, and with Good Utility Practice.
The Interconnection Customer agrees to construct
its facilities or systems in accordance with
applicable specifications that meet or exceed
those provided by the National Electrical Safety
Code, the American National Standards Institute,
IEEE, Underwriter's Laboratory, and Operating
Requirements in effect at the time of
construction and other applicable national and
state codes and standards. The Interconnection
Customer agrees to design, install, maintain, and
operate its Small Generating Facility so as to
reasonably minimize the likelihood of a
disturbance adversely affecting or impairing the
system or equipment of the Transmission Provider
and any Affected Systems.
Each Party shall operate, maintain, repair, and
inspect, and shall be fully responsible for the
1 . 5 . 6
1 . 5 . 7
facilities that it now or subsequently may own
unless otherwise specified in the Attachments to
this Agreement. Each Party shall be responsible
for the safe installation, maintenance, repair
and condition of their respective lines and
appurtenances on their respective sides of the
point of change of ownership. The Transmission
Provider and the Interconnection Customer, as
appropriate, shall provide Interconnection
Facilities that adequately protect the
Transmission Provider's Transmission System,
personnel, and other persons from damage and
injury. The allocation of responsibility for the
design, installation, operation, maintenance and
ownership of Interconnection Facilities shall be
delineated in the Attachments to this Agreement.
The Transmission Provider shall coordinate with
all Affected Systems to support the
interconnection.
The Interconnection Customer shall ensure
"frequency ride through" capability and "voltage
ride through" capability of its Small Generating
Facility. The Interconnection Customer shall
enable these capabilities such that its Small
Generating Facility shall not disconnect
automatically or instantaneously from the system
or equipment of the Transmission Provider and any
Affected Systems for a defined under-frequency or
over-frequency condition, or an under-voltage or
over-voltage condition as tested pursuant to
section 2 . 1 of this agreement. The defined
conditions shall be in accordance with Good
Utility Practice and consistent with any
standards and guidelines that are applied to
other generating facilities in the Balancing
Authority Area on a comparable b a s i s . The Small
Generating Facility's protective equipment
settings shall comply with the Transmission
Provider's automatic load-shed program. The
Transmission Provider shall review the protective
equipment settings to confirm compliance with the
automatic load-shed program. The term "ride
through" as used herein shall mean the ability of
a Small Generating Facility to stay connected to
and synchronized with the system or equipment of
the Transmission Provider and any Affected
Systems during system disturbances within a range
of conditions, in accordance with Good Utility
Practice and consistent with any standards and
guidelines that are applied to other generating
facilities in the Balancing Authority on a
comparable basis. The term "frequency ride
through" as used herein shall mean the ability of
a Small Generating Facility to stay connected to
and synchronized with the system or equipment of
the Transmission Provider and any Affected
Systems during system disturbances within a range
of under-frequency and over-frequency conditions,
in accordance with Good Utility Practice and
consistent with any standards and guidelines that
are applied to other generating facilities in the
Balancing Authority Area on a comparable b a s i s .
The term "voltage ride through" as used herein
shall mean the ability of a Small Generating
Facility to stay connected to and synchronized
with the system or equipment of the Transmission
Provider and any Affected Systems during system
disturbances within a range of under-voltage and
over-voltage conditions, in accordance with Good
Utility Practice and consistent with any
standards and guidelines that are applied to
other generating facilities in the Balancing
Authority Area on a comparable b a s i s .
1 . 6 Parallel Operation Obligations
Once the Small Generating Facility has been authorized to
commence parallel operation, the Interconnection Customer shall
abide by all rules and procedures pertaining to the parallel
operation of the Small Generating Facility in the applicable
control area, including, but not limited to; 1 ) the rules and
procedures concerning the operation of generation set forth in
the Tariff or by the applicable system operator(s) for the
Transmission Provider's Transmission System and; 2 ) the
Operating Requirements set forth in Attachment 5 of this
Agreement.
1 . 7 Metering
The Interconnection Customer shall be responsible for the
Transmission Provider's reasonable and necessary cost for the
purchase, installation, operation, maintenance, testing, repair,
and replacement of metering and data acquisition equipment
specified in Attachments 2 and 3 of this Agreement. The
Interconnection Customer's metering (and data acquisition, as
required) equipment shall conform to applicable industry rules
and Operating Requirements.
1 . 8 Reactive Power and Primary Frequency Response
1 . 8 . 1 Power Factor Design Criteria
1 . 8 . 1 . 1
1 . 8 . 1 . 2
Synchronous Generation
The Interconnection Customer shall
design its Small Generating Facility to
maintain a composite power delivery at
continuous rated power output at the
Point of Interconnection at a power
factor within the range of 0 . 9 5 leading
to 0 . 9 5 lagging, unless the
Transmission Provider has established
different requirements that apply to
all similarly situated synchronous
generators in the control area on a
comparable basis.
Non-Synchronous Generation
The Interconnection Customer shall
design its Small Generating Facility to
maintain a composite power delivery at
continuous rated power output at the
high-side of the generator substation
at a power factor within the range of
0 . 9 5 leading to 0 . 9 5 lagging, unless
the Transmission Provider has
established a different power factor
range that applies to all similarly
situated non-synchronous generators in
the control area on a comparable b a s i s .
This power factor range standard shall
be dynamic and can be met using, for
example, power electronics designed to
supply this level of reactive
capability (taking into account any
limitations due to voltage level, real
power output, e t c . ) or fixed and
switched capacitors, or a combination
1 . 8 . 2
1 . 8 . 3
1 . 8 . 4
of the two. This requirement shall only
apply to newly interconnecting non­
synchronous generators that have not
yet executed a Facilities Study
Agreement as of the effective date of
the Final Rule establishing this
requirement (Order No. 8 2 7 ) .
The Transmission Provider is required to pay the
Interconnection Customer for reactive power that
the Interconnection Customer provides or absorbs
from the Small Generating Facility when the
Transmission Provider requests the
Interconnection Customer to operate its Small
Generating Facility outside the range specified
in article 1 . 8 . 1 . In addition, if the
Transmission Provider pays its own or affiliated
generators for reactive power service within the
specified range, it must also pay the
Interconnection Customer.
Payments shall be in accordance with the
Interconnection Customer's applicable rate
schedule then in effect unless the provision of
such service(s) is subject to a regional
transmission organization or independent system
operator FERC-approved rate schedule. To the
extent that no rate schedule is in effect at the
time the Interconnection Customer is required to
provide or absorb reactive power under this
Agreement, the Parties agree to expeditiously
file such rate schedule and agree to support any
request for waiver of the Commission's prior
notice requirement in order to compensate the
Interconnection Customer from the time service
commenced.
Primary Frequency Response
Interconnection Customer shall ensure the primary
frequency response capability of its Small
Generating Facility by installing, maintaining,
and operating a functioning governor or
equivalent controls. The term "functioning
governor or equivalent controls" as used herein
shall mean the required hardware and/or software
that provides frequency responsive real power
control with the ability to sense changes in
system frequency and autonomously adjust the
Small Generating Facility's real power output in
accordance with the droop and deadband parameters
and in the direction needed to correct frequency
deviations. Interconnection Customer is required
to install a governor or equivalent controls with
the capability of operating: ( 1 ) with a maximum 5
percent droop and ± 0 . 0 3 6 Hz deadband; or ( 2 ) in
accordance with the relevant droop, deadband, and
timely and sustained response settings from an
approved NERC Reliability Standard providing for
equivalent or more stringent parameters. The
droop characteristic shall b e : ( 1 ) based on the
nameplate capacity of the Small Generating
Facility, and shall be linear in the range of
frequencies between 5 9 to 61 Hz that are outside
of the deadband parameter; or ( 2 ) based an
approved NERC Reliability Standard providing for
an equivalent or more stringent parameter. The
deadband parameter shall be: the range of
frequencies above and below nominal ( 6 0 Hz) in
which the governor or equivalent controls is not
expected to adjust the Small Generating
Facility's real power output in response to
frequency deviations. The deadband shall be
implemented: ( 1 ) without a step to the droop
curve, that i s , once the frequency deviation
exceeds the deadband parameter, the expected
change in the Small Generating Facility's real
power output in response to frequency deviations
shall start from zero and then increase (for
under-frequency deviations) or decrease (for
over-frequency deviations) linearly in proportion
to the magnitude of the frequency deviation; or
( 2 ) in accordance with an approved NERC
Reliability Standard providing for an equivalent
or more stringent parameter. Interconnection
Customer shall notify Transmission Provider that
the primary frequency response capability of the
Small Generating Facility has been tested and
confirmed during commissioning. Once
Interconnection Customer has synchronized the
Small Generating Facility with the Transmission
System, Interconnection Customer shall operate
the Small Generating Facility consistent with the
provisions specified in Sections 1 . 8 . 4 . 1 and
1 . 8 . 4 . 2 of this Agreement. The primary frequency
response requirements contained herein shall
apply to both synchronous and non-synchronous
Small Generating Facilities.
1 . 8 . 4 . 1 Governor or Equivalent Controls.
Whenever the Small Generating Facility
is operated in parallel with the
Transmission System, Interconnection
Customer shall operate the Small
Generating Facility with its governor
or equivalent controls in service and
responsive to frequency.
Interconnection Customer shall: ( 1 ) in
coordination with Transmission Provider
and/or the relevant balancing
authority, set the deadband parameter
t o : ( 1 ) a maximum of ± 0 . 0 3 6 Hz and set
the droop parameter to a maximum of 5
percent; or ( 2 ) implement the relevant
droop and deadband settings from an
approved NERC Reliability Standard that
provides for equivalent or more
stringent parameters. Interconnection
Customer shall be required to provide
the status and settings of the governor
or equivalent controls to Transmission
Provider and/or the relevant balancing
authority upon request. If
Interconnection Customer needs to
operate the Small Generating Facility
with its governor or equivalent
controls not in service,
Interconnection Customer shall
immediately notify Transmission
Provider and the relevant balancing
authority, and provide both with the
following information: ( 1 ) the
operating status of the governor or
equivalent controls ( i . e . , whether it
is currently out of service or when it
will be taken out of service); ( 2 ) the
reasons for removing the governor or
equivalent controls from service; and
( 3 ) a reasonable estimate of when the
governor or equivalent controls will be
1 . 8 . 4 . 2
returned to service. Interconnection
Customer shall make Reasonable Efforts
to return its governor or equivalent
controls into service as soon as
practicable. Interconnection Customer
shall make Reasonable Efforts to keep
outages of the Small Generating
Facility's governor or equivalent
controls to a minimum whenever the
Small Generating Facility is operated
in parallel with the Transmission
System.
Timely and Sustained Response.
Interconnection Customer shall ensure
that the Small Generating Facility's
real power response to sustained
frequency deviations outside of the
deadband setting is automatically
provided and shall begin immediately
after frequency deviates outside of the
deadband, and to the extent the Small
Generating Facility has operating
capability in the direction needed to
correct the frequency deviation.
Interconnection Customer shall not
block or otherwise inhibit the ability
of the governor or equivalent controls
to respond and shall ensure that the
response is not inhibited, except under
certain operational constraints
including, but not limited to, ambient
temperature limitations, physical
energy limitations, outages of
mechanical equipment, or regulatory
requirements. The Small Generating
Facility shall sustain the real power
response at least until system
frequency returns to a value within the
deadband setting of the governor or
equivalent controls. A Commission­
approved Reliability Standard with
equivalent or more stringent
requirements shall supersede the above
requirements.
1 . 8 . 4 . 3
1 . 8 . 4 . 4
Exemptions.
Small Generating Facilities that are
regulated by the United States Nuclear
Regulatory Commission shall be exempt
from Sections 1 . 8 . 4 , 1 . 8 . 4 . 1 , and
1 . 8 . 4 . 2 of this Agreement. Small
Generating Facilities that are behind
the meter generation that is sized-to­
load ( i . e . , the thermal load and the
generation are near-balanced in real­
time operation and the generation is
primarily controlled to maintain the
unique thermal, chemical, or mechanical
output necessary for the operating
requirements of its host facility)
shall be required to install primary
frequency response capability in
accordance with the droop and deadband
capability requirements specified in
Section 1 . 8 . 4 , but shall be otherwise
exempt from the operating requirements
in Sections 1 . 8 . 4 , 1 . 8 . 4 . 1 , 1 . 8 . 4 . 2 ,
and 1 . 8 . 4 . 4 of this Agreement.
Electric Storage Resources.
Interconnection Customer
interconnecting an electric storage
resource shall establish an operating
range in Attachment 5 of its SGIA that
specifies a minimum state of charge and
a maximum state of charge between which
the electric storage resource will be
required to provide primary frequency
response consistent with the conditions
set forth in Sections 1 . 8 . 4 , 1 . 8 . 4 . 1 ,
1 . 8 . 4 . 2 and 1 . 8 . 4 . 3 of this Agreement.
Attachment 5 shall specify whether the
operating range is static or dynamic,
and shall consider: ( 1 ) the expected
magnitude of frequency deviations in
the interconnection; ( 2 ) the expected
duration that system frequency will
remain outside of the deadband
parameter in the interconnection; ( 3 )
the expected incidence of frequency
deviations outside of the deadband
parameter in the interconnection; ( 4 )
the physical capabilities of the
electric storage resource; ( 5 )
operational limitations of the electric
storage resource due to manufacturer
specifications; and ( 6 ) any other
relevant factors agreed to by
Transmission Provider and
Interconnection Customer, and in
consultation with the relevant
transmission owner or balancing
authority as appropriate. If the
operating range is dynamic, then
Attachment 5 must establish how
frequently the operating range will be
reevaluated and the factors that may be
considered during its reevaluation.
Interconnection Customer's electric
storage resource is required to provide
timely and sustained primary frequency
response consistent with Section
1 . 8 . 4 . 2 of this Agreement when it is
online and dispatched to inject
electricity to the Transmission System
and/or receive electricity from the
Transmission System. This excludes
circumstances when the electric storage
resource is not dispatched to inject
electricity to the Transmission System
and/or dispatched to receive
electricity from the Transmission
System. If Interconnection Customer's
electric storage resource is charging
at the time of a frequency deviation
outside of its deadband parameter, it
is to increase (for over-frequency
deviations) or decrease (for under­
frequency deviations) the rate at which
it is charging in accordance with its
droop parameter. Interconnection
Customer's electric storage resource is
not required to change from charging to
discharging, or vice versa, unless the
response necessitated by the droop and
deadband settings requires it to do so
and it is technically capable of making
such a transition.
1 . 9 Capitalized terms used herein shall have the meanings
specified in the Glossary of Terms in Attachment 1 or the
body of this Agreement.
Article 2 . Inspection, Testing, Authorization, and Right of
Access
2 . 1 Equipment Testing and Inspection
2 . 1 . 1
2 . 1 . 2
The Interconnection Customer shall test and
inspect its Small Generating Facility and
Interconnection Facilities prior to
interconnection. The Interconnection Customer
shall notify the Transmission Provider of such
activities no fewer than five Business Days (or
as may be agreed to by the Parties) prior to such
testing and inspection. Testing and inspection
shall occur on a Business Day. The Transmission
Provider may, at its own expense, send qualified
personnel to the Small Generating Facility site
to inspect the interconnection and observe the
testing. The Interconnection Customer shall
provide the Transmission Provider a written test
report when such testing and inspection is
completed.
The Transmission Provider shall provide the
Interconnection Customer written acknowledgment
that it has received the Interconnection
Customer's written test report. Such written
acknowledgment shall not be deemed to be or
construed as any representation, assurance,
guarantee, or warranty by the Transmission
Provider of the safety, durability, suitability,
or reliability of the Small Generating Facility
or any associated control, protective, and safety
devices owned or controlled by the
Interconnection Customer or the quality of power
produced by the Small Generating Facility.
2 . 2 Authorization Required Prior to Parallel Operation
2 . 2 . 1
2 . 2 . 2
The Transmission Provider shall use Reasonable
Efforts to list applicable parallel operation
requirements in Attachment 5 of this Agreement.
Additionally, the Transmission Provider shall
notify the Interconnection Customer of any
changes to these requirements as soon as they are
known. The Transmission Provider shall make
Reasonable Efforts to cooperate with the
Interconnection Customer in meeting requirements
necessary for the Interconnection Customer to
commence parallel operations by the in-service
date.
The Interconnection Customer shall not operate
its Small Generating Facility in parallel with
the Transmission Provider's Transmission System
without prior written authorization of the
Transmission Provider. The Transmission Provider
will provide such authorization once the
Transmission Provider receives notification that
the Interconnection Customer has complied with
all applicable parallel operation requirements.
Such authorization shall not be unreasonably
withheld, conditioned, or delayed.
2 . 3 Right of Access
2 . 3 . 1
2 . 3 . 2
Upon reasonable notice, the Transmission Provider
may send a qualified person to the premises of
the Interconnection Customer at or immediately
before the time the Small Generating Facility
first produces energy to inspect the
interconnection, and observe the commissioning of
the Small Generating Facility (including any
required testing), startup, and operation for a
period of up to three Business Days after initial
start-up of the unit. In addition, the
Interconnection Customer shall notify the
Transmission Provider at least five Business Days
prior to conducting any on-site verification
testing of the Small Generating Facility.
Following the initial inspection process
described above, at reasonable hours, and upon
reasonable notice, or at any time without notice
in the event of an emergency or hazardous
condition, the Transmission Provider shall have
2 . 3 . 3
access to the Interconnection Customer's premises
for any reasonable purpose in connection with the
performance of the obligations imposed on it by
this Agreement or if necessary to meet its legal
obligation to provide service to its customers.
Each Party shall be responsible for its own costs
associated with following this article.
Article 3 . Effective Date, Term, Termination, and Disconnection
3 . 1 Effective Date
This Agreement shall become effective upon execution by the
Parties subject to acceptance by FERC ( i f applicable), or if
filed unexecuted, upon the date specified by the FERC. The
Transmission Provider shall promptly file this Agreement with
the FERC upon execution, if required.
3 . 2 Term of Agreement
This Agreement shall become effective on the Effective Date and
shall remain in effect for a period of ten years from the
Effective Date or such other longer period as the
Interconnection Customer may request and shall be automatically
renewed for each successive one-year period thereafter, unless
terminated earlier in accordance with article 3 . 3 of this
Agreement.
3 . 3 Termination
No termination shall become effective until the Parties have
complied with all Applicable Laws and Regulations applicable to
such termination, including the filing with FERC of a notice of
termination of this Agreement ( i f required), which notice has
been accepted for filing by FERC.
3 . 3 . 1
3 . 3 . 2
3 . 3 . 3
The Interconnection Customer may terminate this
Agreement at any time by giving the Transmission
Provider 2 0 Business Days written notice.
Either Party may terminate this Agreement after
Default pursuant to article 7 . 6 .
Upon termination of this Agreement, the Small
Generating Facility will be disconnected from the
Transmission Provider's Transmission System. All
3 . 3 . 4
3 . 3 . 5
costs required to effectuate such disconnection
shall be borne by the terminating Party, unless
such termination resulted from the non­
terminating Party's Default of this SGIA or such
non-terminating Party otherwise is responsible
for these costs under this SGIA.
The termination of this Agreement shall not
relieve either Party of its liabilities and
obligations, owed or continuing at the time of
the termination.
The provisions of this article shall survive
termination or expiration of this Agreement.
3 . 4 Temporary Disconnection
Temporary disconnection shall continue only for so long as
reasonably necessary under Good Utility Practice.
3 . 4 . 1 Emergency Conditions -- "Emergency Condition"
shall mean a condition or situation: ( 1 ) that in
the judgment of the Party making the claim is
imminently likely to endanger life or property;
or ( 2 ) that, in the case of the Transmission
Provider, is imminently likely (as determined in
a non-discriminatory manner) to cause a material
adverse effect on the security of, or damage to
the Transmission System, the Transmission
Provider's Interconnection Facilities or the
Transmission Systems of others to which the
Transmission System is directly connected; or ( 3 )
that, in the case of the Interconnection
Customer, is imminently likely (as determined in
a non-discriminatory manner) to cause a material
adverse effect on the security of, or damage to,
the Small Generating Facility or the
Interconnection Customer's Interconnection
Facilities. Under Emergency Conditions, the
Transmission Provider may immediately suspend
interconnection service and temporarily
disconnect the Small Generating Facility. The
Transmission Provider shall notify the
Interconnection Customer promptly when it becomes
aware of an Emergency Condition that may
reasonably be expected to affect the
Interconnection Customer's operation of the Small
3 . 4 . 2
3 . 4 . 3
3 . 4 . 4
Generating Facility. The Interconnection Customer
shall notify the Transmission Provider promptly
when it becomes aware of an Emergency Condition
that may reasonably be expected to affect the
Transmission Provider's Transmission System or
any Affected Systems. To the extent information
is known, the notification shall describe the
Emergency Condition, the extent of the damage or
deficiency, the expected effect on the operation
of both Parties' facilities and operations, its
anticipated duration, and the necessary
corrective action.
Routine Maintenance, Construction, and Repair
The Transmission Provider may interrupt
interconnection service or curtail the output of
the Small Generating Facility and temporarily
disconnect the Small Generating Facility from the
Transmission Provider's Transmission System when
necessary for routine maintenance, construction,
and repairs on the Transmission Provider's
Transmission System. The Transmission Provider
shall provide the Interconnection Customer with
five Business Days notice prior to such
interruption. The Transmission Provider shall use
Reasonable Efforts to coordinate such reduction
or temporary disconnection with the
Interconnection Customer.
Forced Outages
During any forced outage, the Transmission
Provider may suspend interconnection service to
effect immediate repairs on the Transmission
Provider's Transmission System. The Transmission
Provider shall use Reasonable Efforts to provide
the Interconnection Customer with prior notice.
I f prior notice is not given, the Transmission
Provider shall, upon request, provide the
Interconnection Customer written documentation
after the fact explaining the circumstances of
the disconnection.
Adverse Operating Effects
3 . 4 . 5
3 . 4 . 6
The Transmission Provider shall notify the
Interconnection Customer as soon as practicable
if, based on Good Utility Practice, operation of
the Small Generating Facility may cause
disruption or deterioration of service to other
customers served from the same electric system,
or if operating the Small Generating Facility
could cause damage to the Transmission Provider's
Transmission System or Affected Systems.
Supporting documentation used to reach the
decision to disconnect shall be provided to the
Interconnection Customer upon request. If, after
notice, the Interconnection Customer fails to
remedy the adverse operating effect within a
reasonable time, the Transmission Provider may
disconnect the Small Generating Facility. The
Transmission Provider shall provide the
Interconnection Customer with five Business Day
notice of such disconnection, unless the
provisions of article 3 . 4 . 1 apply.
Modification of the Small Generating Facility
The Interconnection Customer must receive written
authorization from the Transmission Provider
before making any change to the Small Generating
Facility that may have a material impact on the
safety or reliability of the Transmission System.
Such authorization shall not be unreasonably
withheld. Modifications shall be done in
accordance with Good Utility Practice. If the
Interconnection Customer makes such modification
without the Transmission Provider's prior written
authorization, the latter shall have the right to
temporarily disconnect the Small Generating
Facility.
Reconnection
The Parties shall cooperate with each other to
restore the Small Generating Facility,
Interconnection Facilities, and the Transmission
Provider's Transmission System to their normal
operating state as soon as reasonably practicable
following a temporary disconnection.
Article 4 . Cost Responsibility for Interconnection Facilities
and Distribution Upgrades
4 . 1 Interconnection Facilities
4 . 1 . 1
4 . 1 . 2
The Interconnection Customer shall pay for the
cost of the Interconnection Facilities itemized
in Attachment 2 of this Agreement. The
Transmission Provider shall provide a best
estimate cost, including overheads, for the
purchase and construction of its Interconnection
Facilities and provide a detailed itemization of
such costs. Costs associated with Interconnection
Facilities may be shared with other entities that
may benefit from such facilities by agreement of
the Interconnection Customer, such other
entities, and the Transmission Provider.
The Interconnection Customer shall be responsible
for its share of all reasonable expenses,
including overheads, associated with ( 1 ) owning,
operating, maintaining, repairing, and replacing
its own Interconnection Facilities, and ( 2 )
operating, maintaining, repairing, and replacing
the Transmission Provider's Interconnection
Facilities.
4 . 2 Distribution Upgrades
The Transmission Provider shall design, procure, construct,
install, and own the Distribution Upgrades described in
Attachment 6 of this Agreement. If the Transmission Provider and
the Interconnection Customer agree, the Interconnection Customer
may construct Distribution Upgrades that are located on land
owned by the Interconnection Customer. The actual cost of the
Distribution Upgrades, including overheads, shall be directly
assigned to the Interconnection Customer.
Article 5 . Cost Responsibility for Network Upgrades
5 . 1 Applicability
No portion of this article S shall apply unless the
interconnection of the Small Generating Facility requires
Network Upgrades.
5 . 2 Network Upgrades
The Transmission Provider or the Transmission Owner shall
design, procure, construct, install, and own the Network
Upgrades described in Attachment 6 of this Agreement. If the
Transmission Provider and the Interconnection Customer agree,
the Interconnection Customer may construct Network Upgrades that
are located on land owned by the Interconnection Customer.
Unless the Transmission Provider elects to pay for Network
Upgrades, the actual cost of the Network Upgrades, including
overheads, shall be borne initially by the Interconnection
Customer.
5 . 2 . 1 Repayment of Amounts Advanced for Network
Upgrades
The Interconnection Customer shall be entitled to
a cash repayment, equal to the total amount paid
to the Transmission Provider and Affected System
operator, if any, for Network Upgrades, including
any tax gross-up or other tax-related payments
associated with the Network Upgrades, and not
otherwise refunded to the Interconnection
Customer, to be paid to the Interconnection
Customer on a dollar-for-dollar basis for the
non-usage sensitive portion of transmission
charges, as payments are made under the
Transmission Provider's Tariff and Affected
System's Tariff for transmission services with
respect to the Small Generating Facility. Any
repayment shall include interest calculated in
accordance with the methodology set forth in
FERC's regulations at 1 8 C . F . R . § 3 5 . 1 9
a ( a ) ( 2 ) ( i i i ) from the date of any payment for
Network Upgrades through the date on which the
Interconnection Customer receives a repayment of
such payment pursuant to this subparagraph. The
Interconnection Customer may assign such
repayment rights to any person.
5 . 2 . 1 . 1 Notwithstanding the foregoing, the
Interconnection Customer, the
Transmission Provider, and any
applicable Affected System operators
may adopt any alternative payment
schedule that is mutually agreeable so
5 . 2 . 1 . 2
long as the Transmission Provider and
said Affected System operators take one
of the following actions no later than
five years from the Commercial
Operation Date: ( 1 ) return to the
Interconnection Customer any amounts
advanced for Network Upgrades not
previously repaid, or ( 2 ) declare in
writing that the Transmission Provider
or any applicable Affected System
operators will continue to provide
payments to the Interconnection
Customer on a dollar-for-dollar basis
for the non-usage sensitive portion of
transmission charges, or develop an
alternative schedule that is mutually
agreeable and provides for the return
of all amounts advanced for Network
Upgrades not previously repaid;
however, full reimbursement shall not
extend beyond twenty ( 2 0 ) years from
the commercial operation date.
I f the Small Generating Facility fails
to achieve commercial operation, but it
or another generating facility is later
constructed and requires use of the
Network Upgrades, the Transmission
Provider and Affected System operator
shall at that time reimburse the
Interconnection Customer for the
amounts advanced for the Network
Upgrades. Before any such reimbursement
can occur, the Interconnection
Customer, or the entity that ultimately
constructs the generating facility, if
different, is responsible for
identifying the entity to which
reimbursement must be made.
5 . 3 Special Provisions for Affected Systems
Unless the Transmission Provider provides, under this Agreement,
for the repayment of amounts advanced to any applicable Affected
System operators for Network Upgrades, the Interconnection
Customer and Affected System operator shall enter into an
agreement that provides for such repayment. The agreement shall
specify the terms governing payments to be made by the
Interconnection Customer to Affected System operator as well as
the repayment by Affected System operator.
5 . 4 Rights Under Other Agreements
Notwithstanding any other provision of this Agreement, nothing
herein shall be construed as relinquishing or foreclosing any
rights, including but not limited to firm transmission rights,
capacity rights, transmission congestion rights, or transmission
credits, that the Interconnection Customer shall be entitled to,
now or in the future, under any other agreement or tariff as a
result of, or otherwise associated with, the transmission
capacity, if any, created by the Network Upgrades, including the
right to obtain cash reimbursements or transmission credits for
transmission service that is not associated with the Small
Generating Facility.
Article 6 . Billing, Payment, Milestones, and Financial Security
6 . 1 Billing and Payment Procedures and Final Accounting
6 . 1 . 1
6 . 1 . 2
The Transmission Provider shall bill the
Interconnection Customer for the design,
engineering, construction, and procurement costs
of Interconnection Facilities and Upgrades
contemplated by this Agreement on a monthly
basis, or as otherwise agreed by the Parties. The
Interconnection Customer shall pay each bill
within 30 calendar days of receipt, or as
otherwise agreed to by the Parties.
Within three months of completing the
construction and installation of the Transmission
Provider's Interconnection Facilities and/or
Upgrades described in the Attachments to this
Agreement, the Transmission Provider shall
provide the Interconnection Customer with a final
accounting report of any difference between ( 1 )
the Interconnection Customer's cost
responsibility for the actual cost of such
facilities or Upgrades, and ( 2 ) the
Interconnection Customer's previous aggregate
payments to the Transmission Provider for such
facilities or Upgrades. If the Interconnection
Customer's cost responsibility exceeds its
previous aggregate payments, the Transmission
Provider shall invoice the Interconnection
Customer for the amount due and the
Interconnection Customer shall make payment to
the Transmission Provider within 30 calendar
days. I f the Interconnection Customer's previous
aggregate payments exceed its cost responsibility
under this Agreement, the Transmission Provider
shall refund to the Interconnection Customer an
amount equal to the difference within 30 calendar
days of the final accounting report.
6 . 2 Milestones
The Parties shall agree on milestones for which each Party is
responsible and list them in Attachment 4 of this Agreement. A
Party's obligations under this provision may be extended by
agreement. I f a Party anticipates that it will be unable to meet
a milestone for any reason other than a Force Majeure Event, it
shall immediately notify the other Party of the reason(s) for
not meeting the milestone and ( 1 ) propose the earliest
reasonable alternate date by which it can attain this and future
milestones, and ( 2 ) requesting appropriate amendments to
Attachment 4 . The Party affected by the failure to meet a
milestone shall not unreasonably withhold agreement to such an
amendment unless it will suffer significant uncompensated
economic or operational harm from the delay, ( 2 ) attainment of
the same milestone has previously been delayed, or ( 3 ) it has
reason to believe that the delay in meeting the milestone is
intentional or unwarranted notwithstanding the circumstances
explained by the Party proposing the amendment.
6 . 3 Financial Security Arrangements
At least 2 0 Business Days prior to the commencement of the
design, procurement, installation, or construction of a discrete
portion of the Transmission Provider's Interconnection
Facilities and Upgrades, the Interconnection Customer shall
provide the Transmission Provider, at the Interconnection
Customer's option, a guarantee, a surety bond, letter of credit
or other form of security that is reasonably acceptable to the
Transmission Provider and is consistent with the Uniform
Commercial Code of the jurisdiction where the Point of
Interconnection is located. Such security for payment shall be
in an amount sufficient to cover the costs for constructing,
designing, procuring, and installing the applicable portion of
the Transmission Provider's Interconnection Facilities and
Upgrades and shall be reduced on a dollar-for-dollar basis for
payments made to the Transmission Provider under this Agreement
during its term. In addition:
6 . 3 . 1
6 . 3 . 2
The guarantee must be made by an entity that
meets the creditworthiness requirements of the
Transmission Provider, and contain terms and
conditions that guarantee payment of any amount
that may be due from the Interconnection
Customer, up to an agreed-to maximum amount.
The letter of credit or surety bond must be
issued by a financial institution or insurer
reasonably acceptable to the Transmission
Provider and must specify a reasonable expiration
date.
Article 7 . Assignment, Liability, Indemnity, Force Majeure,
Consequential Damages, and Default
7 . 1 Assignment
This Agreement may be assigned by either Party upon 15 Business
Days prior written notice and opportunity to object by the other
Party; provided that:
7 . 1 . 1
7 . 1 . 2
7 . 1 . 3
Either Party may assign this Agreement without
the consent of the other Party to any affiliate
of the assigning Party with an equal or greater
credit rating and with the legal authority and
operational ability to satisfy the obligations of
the assigning Party under this Agreement,
provided that the Interconnection Customer
promptly notifies the Transmission Provider of
any such assignment;
The Interconnection Customer shall have the right
to assign this Agreement, without the consent of
the Transmission Provider, for collateral
security purposes to aid in providing financing
for the Small Generating Facility, provided that
the Interconnection Customer will promptly notify
the Transmission Provider of any such assignment.
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,
credit, and insurance obligations as the
Interconnection Customer. Where required, consent
to assignment will not be unreasonably withheld,
conditioned or delayed.
7 . 2 Limitation of Liability
Each Party's liability to the other Party for any loss, cost,
claim, injury, liability, or expense, including reasonable
attorney's fees, relating to or arising from any act or omission
in its performance of this Agreement, shall be limited to the
amount of direct damage actually incurred. In no event shall
either Party be liable to the other Party for any indirect,
special, consequential, or punitive damages, except as
authorized by this Agreement.
7 . 3 Indemnity
7 . 3 . 1
7 . 3 . 2
7 . 3 . 3
This provision protects each Party from liability
incurred to third parties as a result of carrying
out the provisions of this Agreement. Liability
under this provision is exempt from the general
limitations on liability found in article 7 . 2 .
The Parties shall at all times indemnify, defend,
and hold the other Party harmless from, any and
all damages, losses, claims, including claims and
actions relating to injury to or death of any
person or damage to property, 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 Party's action or failure to meet its
obligations under this Agreement on behalf of the
indemnifying Party, except in cases of gross
negligence or intentional wrongdoing by the
indemnified Party.
I f an indemnified person is entitled to
indemnification under this article as a result of
a claim by a third party, and the indemnifying
Party fails, after notice and reasonable
opportunity to proceed under this article, to
assume the defense of such claim, such
indemnified person may at the expense of the
7 . 3 . 4
7 . 3 . 5
indemnifying Party contest, settle or consent to
the entry of any judgment with respect to, or pay
in full, such claim.
I f an indemnifying party is obligated to
indemnify and hold any indemnified person
harmless under this article, the amount owing to
the indemnified person shall be the amount of
such indemnified person's actual l o s s , net of any
insurance or other recovery.
Promptly after receipt by an indemnified person
of any claim or notice of the commencement of any
action or administrative or legal proceeding or
investigation as to which the indemnity provided
for in this article may apply, the indemnified
person shall notify the indemnifying party of
such fact. Any failure of or delay in such
notification shall not affect a Party's
indemnification obligation unless such failure or
delay is materially prejudicial to the
indemnifying party.
7 . 4 Consequential Damages
Other than as expressly provided for in this Agreement, neither
Party shall be liable under any provision of this Agreement for
any losses, damages, costs or expenses for any special,
indirect, incidental, consequential, or punitive damages,
including but not limited to loss of profit or revenue, loss of
the use of equipment, cost of capital, cost of temporary
equipment or services, whether based in whole or in part in
contract, in tort, including negligence, strict liability, or
any other theory of liability; provided, however, that damages
for which a Party may be liable to the other Party under another
agreement will not be considered to be special, indirect,
incidental, or consequential damages hereunder.
7 . 5 Force Majeure
7 . 5 . 1 As used in this article, a Force Majeure Event
shall mean "any act of God, labor disturbance,
act of the public enemy, war, insurrection, riot,
fire, storm or flood, explosion, breakage or
accident to machinery or equipment, any order,
regulation or restriction imposed by
governmental, military or lawfully established
7 . 5 . 2
7 . 6 Default
7 . 6 . 1
civilian authorities, or any other cause beyond a
Party's control. A Force Majeure Event does not
include an act of negligence or intentional
wrongdoing."
I f a Force Majeure Event prevents a Party from
fulfilling any obligations under this Agreement,
the Party affected by the Force Majeure Event
(Affected Party) shall promptly notify the other
Party, either in writing or via the telephone, of
the existence of the Force Majeure Event. The
notification must specify in reasonable detail
the circumstances of the Force Majeure Event, its
expected duration, and the steps that the
Affected Party is taking to mitigate the effects
of the event on its performance. The Affected
Party shall keep the other Party informed on a
continuing basis of developments relating to the
Force Majeure Event until the event ends. The
Affected Party will be entitled to suspend or
modify its performance of obligations under this
Agreement (other than the obligation to make
payments) only to the extent that the effect of
the Force Majeure Event cannot be mitigated by
the use of Reasonable Efforts. The Affected Party
will use Reasonable Efforts to resume its
performance as soon as possible.
No Default shall exist where such failure to
discharge an obligation (other than the payment
of money) is the result of a Force Majeure Event
as defined in this Agreement or the result of an
act or omission of the other Party. Upon a
Default, the non-defaulting Party shall give
written notice of such Default to the defaulting
Party. Except as provided in article 7 . 6 . 2 , the
defaulting Party shall have 60 calendar days from
receipt of the Default notice within which to
cure such Default; provided however, if such
Default is not capable of cure within 60 calendar
days, the defaulting Party shall commence such
cure within 2 0 calendar days after notice and
continuously and diligently complete such cure
within six months from receipt of the Default
notice; and, if cured within such time, the
7 . 6 . 2
Default specified in such notice shall cease to
exist.
I f a Default is not cured as provided in this
article, or if a Default is not capable of being
cured within the period provided for herein, the
non-defaulting Party shall have the right to
terminate this Agreement by written notice at any
time until cure occurs, and be relieved of any
further obligation hereunder and, whether or not
that Party terminates this Agreement, to recover
from the defaulting Party all amounts due
hereunder, plus all other damages and remedies to
which it is entitled at law or in equity. The
provisions of this article will survive
termination of this Agreement.
Article 8 . Insurance
8 . 1 The Interconnection Customer shall, at its own expense,
maintain in force general liability insurance without any
exclusion for liabilities related to the interconnection
undertaken pursuant to this Agreement. The amount of such
insurance shall be sufficient to insure against all reasonably
foreseeable direct liabilities given the size and nature of the
generating equipment being interconnected, the interconnection
itself, and the characteristics of the system to which the
interconnection is made. The Interconnection Customer shall
obtain additional insurance only if necessary as a function of
owning and operating a generating facility. Such insurance shall
be obtained from an insurance provider authorized to do business
in the State where the interconnection is located. Certification
that such insurance is in effect shall be provided upon request
of the Transmission Provider, except that the Interconnection
Customer shall show proof of insurance to the Transmission
Provider no later than ten Business Days prior to the
anticipated commercial operation date. An Interconnection
Customer of sufficient credit-worthiness may propose to self­
insure for such liabilities, and such a proposal shall not be
unreasonably rejected.
8 . 2 The Transmission Provider agrees to maintain general
liability insurance or self-insurance consistent with the
Transmission Provider's commercial practice. Such insurance or
self-insurance shall not exclude coverage for the Transmission
Provider's liabilities undertaken pursuant to this Agreement.
8 . 3 The Parties further agree to notify each other whenever an
accident or incident occurs resulting in any injuries or damages
that are included within the scope of coverage of such
insurance, whether or not such coverage is sought.
Article 9 . Confidentiality
9 . 1 Confidential Information shall mean any confidential and/or
proprietary information provided by one Party to the other Party
that is clearly marked or otherwise designated "Confidential."
For purposes of this Agreement all design, operating
specifications, and metering data provided by the
Interconnection Customer shall be deemed Confidential
Information regardless of whether it is clearly marked or
otherwise designated as such.
9 . 2 Confidential Information does not include information
previously in the public domain, required to be publicly
submitted or divulged by Governmental Authorities (after notice
to the other Party and after exhausting any opportunity to
oppose such publication or release), or necessary to be divulged
in an action to enforce this Agreement. Each Party receiving
Confidential Information shall hold such information in
confidence and shall not disclose it to any third party nor to
the public without the prior written authorization from the
Party providing that information, except to fulfill obligations
under this Agreement, or to fulfill legal or regulatory
requirements.
9 . 2 . 1
9 . 2 . 2
Each Party shall employ at least the same
standard of care to protect Confidential
Information obtained from the other Party as it
employs to protect its own Confidential
Information.
Each Party is entitled to equitable relief, by
injunction or otherwise, to enforce its rights
under this provision to prevent the release of
Confidential Information without bond or proof of
damages, and may seek other remedies available at
law or in equity for breach of this provision.
9 . 3 Notwithstanding anything in this article to the contrary,
and pursuant to 1 8 CFR § l b . 2 0 , if FERC, during the course of an
investigation or otherwise, requests information from one of the
Parties that is otherwise required to be maintained in
confidence pursuant to this Agreement, the Party shall provide
the requested information to FERC, within the time provided for
in the request for information. In providing the information to
FERC, the Party may, consistent with 1 8 CFR § 3 8 8 . 1 1 2 , request
that the information be treated as confidential and non-public
by FERC and that the information be withheld from public
disclosure. Parties are prohibited from notifying the other
Party to this Agreement prior to the release of the Confidential
Information to FERC. The Party shall notify the other Party to
this Agreement when it is notified by FERC that a request to
release Confidential Information has been received by FERC, at
which time either of the Parties may respond before such
information would be made public, pursuant to 18 CFR § 3 8 8 . 1 1 2 .
Requests from a state regulatory body conducting a confidential
investigation shall be treated in a similar manner if consistent
with the applicable state rules and regulations.
Article 1 0 . Disputes
1 0 . 1 The Parties agree to attempt to resolve all disputes
arising out of the interconnection process according to the
provisions of this article.
1 0 . 2 In the event of a dispute, either Party shall provide the
other Party with a written Notice of Dispute. Such Notice shall
describe in detail the nature of the dispute.
1 0 . 3 I f the dispute has not been resolved within two Business
Days after receipt of the Notice, either Party may contact
FERC's Dispute Resolution Service (DRS) for assistance in
resolving the dispute.
1 0 . 4 The DRS will assist the Parties in either resolving their
dispute or in selecting an appropriate dispute resolution venue
( e . g . , mediation, settlement judge, early neutral evaluation, or
technical expert) to assist the Parties in resolving their
dispute. DRS can be reached at 1 - 8 7 7 - 3 3 7 - 2 2 3 7 or via the
internet at http://www.ferc.gov/legal/adr.asp.
1 0 . 5 Each Party agrees to conduct all negotiations in good faith
and will be responsible for one-half of any costs paid to
neutral third-parties.
1 0 . 6 I f neither Party elects to seek assistance from the DRS, or
if the attempted dispute resolution fails, then either Party may
exercise whatever rights and remedies it may have in equity or
law consistent with the terms of this Agreement.
Article 1 1 . Taxes
1 1 . 1 The Parties agree to follow all applicable tax laws and
regulations, consistent with FERC policy and Internal Revenue
Service requirements.
1 1 . 2 Each Party shall cooperate with the other to maintain the
other Party's tax status. Nothing in this Agreement is intended
to adversely affect the Transmission Provider's tax exempt
status with respect to the issuance of bonds including, but not
limited to, local furnishing bonds.
Article 1 2 . Miscellaneous
1 2 . 1 Governing Law, Regulatory Authority, and Rules
The validity, interpretation and enforcement of this Agreement
and each of its provisions shall be governed by the laws of the
state of (where the Point of Interconnection
is located), without regard to its conflicts of law principles.
This Agreement is subject to all Applicable Laws and
Regulations. Each Party expressly reserves the right to seek
changes in, appeal, or otherwise contest any laws, orders, or
regulations of a Governmental Authority.
1 2 . 2 Amendment
The Parties may amend this Agreement by a written instrument
duly executed by both Parties, or under article 1 2 . 1 2 of this
Agreement.
1 2 . 3 No Third-Party Beneficiaries
This Agreement is not intended to and does not create rights,
remedies, or benefits of any character whatsoever in favor of
any persons, corporations, associations, or entities other than
the Parties, and the obligations herein assumed are solely for
the use and benefit of the Parties, their successors in interest
and where permitted, their assigns.
1 2 . 4 Waiver
1 2 . 4 . 1 The failure of a Party to this Agreement to
insist, on any occasion, upon strict performance
of any provision of this Agreement will not be
considered a waiver of any obligation, right, or
duty of, or imposed upon, such Party.
1 2 . 4 . 2 Any waiver at any time by either Party of its
rights with respect to this Agreement shall not
be deemed a continuing waiver or a waiver with
respect to any other failure to comply with any
other obligation, right, duty of this Agreement.
Termination or default of this Agreement for any
reason by Interconnection Customer shall not
constitute a waiver of the Interconnection
Customer's legal rights to obtain an
interconnection from the Transmission Provider.
Any waiver of this Agreement shall, if requested,
be provided in writing.
1 2 . 5 Entire Agreement
This Agreement, including all Attachments, constitutes the
entire agreement between the Parties with reference to the
subject matter hereof, and supersedes all prior and
contemporaneous understandings or agreements, oral or written,
between the Parties with respect to the subject matter of this
Agreement. There are no other agreements, representations,
warranties, or covenants which constitute any part of the
consideration for, or any condition to, either Party's
compliance with its obligations under this Agreement.
1 2 . 6 Multiple Counterparts
This Agreement may be executed in two or more counterparts, each
of which is deemed an original but all constitute one and the
same instrument.
1 2 . 7 No Partnership
This Agreement shall not be interpreted or construed to create
an association, joint venture, agency relationship, or
partnership between the Parties or to impose any partnership
obligation or partnership liability upon either Party. Neither
Party shall have any right, power or authority to enter into any
agreement or undertaking for, or act on behalf of, or to act as
or be an agent or representative of, or to otherwise bind, the
other Party.
1 2 . 8 Severability
If any provision or portion of this Agreement shall for any
reason be held or adjudged to be invalid or illegal or
unenforceable by any court of competent jurisdiction or other
Governmental Authority, ( 1 ) such portion or provision shall be
deemed separate and independent, ( 2 ) the Parties shall negotiate
in good faith to restore insofar as practicable the benefits to
each Party that were affected by such ruling, and ( 3 ) the
remainder of this Agreement shall remain in full force and
effect.
1 2 . 9 Security Arrangements
Infrastructure security of electric system equipment and
operations and control hardware and software is essential to
ensure day-to-day reliability and operational security. FERC
expects all Transmission Providers, market participants, and
Interconnection Customers interconnected to electric systems to
comply with the recommendations offered by the President's
Critical Infrastructure Protection Board and, eventually, best
practice recommendations from the electric reliability
authority. All public utilities are expected to meet basic
standards for system infrastructure and operational security,
including physical, operational, and cyber-security practices.
1 2 . 1 0 Environmental Releases
Each Party shall notify the other Party, first orally and then
in writing, of the release of any hazardous substances, any
asbestos or lead abatement activities, or any type of
remediation activities related to the Small Generating Facility
or the Interconnection Facilities, each of which may reasonably
be expected to affect the other Party. The notifying Party shall
( 1 ) provide the notice as soon as practicable, provided such
Party makes a good faith effort to provide the notice no later
than 2 4 hours after such Party becomes aware of the occurrence,
and ( 2 ) promptly furnish to the other Party copies of any
publicly available reports filed with any governmental
authorities addressing such events.
1 2 . 1 1 Subcontractors
Nothing in this Agreement shall prevent a Party from utilizing
the services of any subcontractor as it deems appropriate to
perform its obligations under this Agreement; provided, however,
that each Party shall require its subcontractors to comply with
all applicable terms and conditions of this Agreement in
providing such services and each Party shall remain primarily
liable to the other Party for the performance of such
subcontractor.
1 2 . 1 1 . 1
1 2 . 1 1 . 2
The creation of any subcontract relationship
shall not relieve the hiring Party of any of its
obligations under this Agreement. The hiring
Party shall be fully responsible to the other
Party for the acts or omissions of any
subcontractor the hiring Party hires as if no
subcontract had been made; provided, however,
that in no event shall the Transmission Provider
be liable for the actions or inactions of the
Interconnection Customer or its subcontractors
with respect to obligations of the
Interconnection Customer under this Agreement.
Any applicable obligation imposed by this
Agreement upon the hiring Party shall be equally
binding upon, and shall be construed as having
application to, any subcontractor of such Party.
The obligations under this article will not be
limited in any way by any limitation of
subcontractor's insurance.
1 2 . 1 2 Reservation of Rights
The Transmission Provider shall have the right to make a
unilateral filing with FERC to modify this Agreement with
respect to any rates, terms and conditions, charges,
classifications of service, rule or regulation under section 2 0 5
or any other applicable provision of the Federal Power Act and
FERC's rules and regulations thereunder, and the Interconnection
Customer shall have the right to make a unilateral filing with
FERC to modify this Agreement under any applicable provision of
the Federal Power Act and FERC's rules and regulations; provided
that each Party shall have the right to protest any such filing
by the other Party and to participate fully in any proceeding
before FERC in which such modifications may be considered.
Nothing in this Agreement shall limit the rights of the Parties
or of FERC under sections 2 0 5 or 2 0 6 of the Federal Power Act
and FERC's rules and regulations, except to the extent that the
Parties otherwise agree as provided herein.
Article 1 3 . Notices
1 3 . 1 General
Unless otherwise provided in this Agreement, any written notice,
demand, or request required or authorized in connection with
this Agreement ("Notice") shall be deemed properly given if
delivered in person, delivered by recognized national currier
service, or sent by first class mail, postage prepaid, to the
person specified below:
If to the Interconnection Customer:
Interconnection Customer:
Attention:
Address:
City: State:
----- Phone: Fax:
If to the Transmission Provider:
Zip:
---
Transmission Provider:
Attention:
Address:
City:
Phone:
1 3 . 2 Billing and Payment
State:
----- Fax:
Zip: _
Billings and payments shall be sent to the addresses set out
below:
Interconnection Customer:
Attention:
Address:
City:
Transmission Provider:
Attention:
Address:
City:
State:
State:
Zip: _
Zip:
---
1 3 . 3 Alternative Forms of Notice
Any notice or request required or permitted to be given by
either Party to the other and not required by this Agreement to
be given in writing may be so given by telephone, facsimile or
e-mail to the telephone numbers and e-mail addresses set out
below:
If to the Interconnection Customer:
Interconnection Customer:
Attention:
Address:
City:
Phone:
State:
----- Fax:
Zip:
---
If to the Transmission Provider:
Transmission Provider:
Attention:
Address:
City:
Phone:
State:
----- Fax:
Zip:
---
1 3 . 4 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 Agreement. This person will also
serve as the point of contact with respect to operations and
maintenance of the Party's facilities.
Interconnection Customer's Operating Representative:
Interconnection Customer:
Attention:
Address:
City:
Phone:
State:
----- Fax:
Zip: _
Transmission Provider's Operating Representative:
Transmission Provider:
Attention:
Address:
City:
Phone:
State:
----- Fax:
Zip:
---
1 3 . 5 Changes to the Notice Information
Either Party may change this information by giving five Business
Days written notice prior to the effective date of the change.
Article 1 4 . Signatures
IN WITNESS WHEREOF, the Parties have caused this Agreement to be
executed by their respective duly authorized representatives.
For the Transmission Provider
Name:
Title:
Date:
For the Interconnection Customer
Name:
Title:
Date:
Attachment 1 to SGIA
Glossary of Terms
Affected System - An electric system other than the Transmission
Provider's Transmission System that may be affected by the
proposed interconnection.
Applicable Laws and Regulations - All duly promulgated
applicable federal, state and local laws, regulations, rules,
ordinances, codes, decrees, judgments, directives, or judicial
or administrative orders, permits and other duly authorized
actions of any Governmental Authority.
Business Day
Holidays.
Monday through Friday, excluding Federal
Default - The failure of a breaching Party to cure its breach
under the Small Generator Interconnection Agreement.
Distribution System - The Transmission Provider's facilities and
equipment used to transmit electricity to ultimate usage points
such as homes and industries directly from nearby generators or
from interchanges with higher voltage transmission networks
which transport bulk power over longer distances. The voltage
levels at which Distribution Systems operate differ among areas.
Distribution Upgrades - The additions, modifications, and
upgrades to the Transmission Provider's Distribution System at
or beyond the Point of Interconnection to facilitate
interconnection of the Small Generating Facility and render the
transmission service necessary to effect the Interconnection
Customer's wholesale sale of electricity in interstate commerce.
Distribution Upgrades do not include Interconnection Facilities.
Good Utility Practice - Any of the practices, methods and acts
engaged in or approved by a significant portion of the electric
industry during the relevant time period, or any of the
practices, 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 expected to accomplish the desired
result at a reasonable cost consistent with good business
practices, reliability, safety and expedition. Good Utility
Practice is not intended to be limited to the optimum practice,
method, or act to the exclusion of all others, but rather to be
acceptable practices, methods, or acts generally accepted in the
region.
Governmental Authority - Any federal, state, local or other
governmental regulatory or administrative agency, court,
commission, department, board, or other governmental
subdivision, legislature, rulemaking board, tribunal, or other
governmental authority having jurisdiction over the Parties,
their respective facilities, or the respective services they
provide, and exercising or entitled to exercise any
administrative, executive, police, or taxing authority or power;
provided, however, that such term does not include the
Interconnection Customer, the Interconnection Provider, or any
Affiliate thereof.
Interconnection Customer - Any entity, including the
Transmission Provider, the Transmission Owner or any of the
affiliates or subsidiaries of either, that proposes to
interconnect its Small Generating Facility with the Transmission
Provider's Transmission System.
Interconnection Facilities - The Transmission Provider's
Interconnection Facilities and the Interconnection Customer's
Interconnection Facilities. Collectively, Interconnection
Facilities include all facilities and equipment between the
Small Generating Facility and the Point of Interconnection,
including any modification, additions or upgrades that are
necessary to physically and electrically interconnect the Small
Generating Facility to the Transmission Provider's Transmission
System. Interconnection Facilities are sole use facilities and
shall not include Distribution Upgrades or Network Upgrades.
Interconnection Request - The Interconnection Customer's
request, in accordance with the Tariff, to interconnect a new
Small Generating Facility, or to increase the capacity of, or
make a Material Modification to the operating characteristics
of, an existing Small Generating Facility that is interconnected
with the Transmission Provider's Transmission System.
Material Modification - A modification that has a material
impact on the cost or timing of any Interconnection Request with
a later queue priority date.
Network Upgrades - Additions, modifications, and upgrades to the
Transmission Provider's Transmission System required at or
beyond the point at which the Small Generating Facility
interconnects with the Transmission Provider's Transmission
System to accommodate the interconnection of the Small
Generating Facility with the Transmission Provider's
Transmission System. Network Upgrades do not include
Distribution Upgrades.
Operating Requirements - Any operating and technical
requirements that may be applicable due to Regional Transmission
Organization, Independent System Operator, control area, or the
Transmission Provider's requirements, including those set forth
in the Small Generator Interconnection Agreement.
Party or Parties - The Transmission Provider, Transmission
Owner, Interconnection Customer or any combination of the above.
Point of Interconnection - The point where the Interconnection
Facilities connect with the Transmission Provider's Transmission
System.
Reasonable Efforts - With respect to an action required to be
attempted or taken by a Party under the Small Generator
Interconnection Agreement, efforts that are timely and
consistent with Good Utility Practice and are otherwise
substantially equivalent to those a Party would use to protect
its own interests.
Small Generating Facility - The Interconnection Customer's
device for the production and/or storage for later injection of
electricity identified in the Interconnection Request, but shall
not include the Interconnection Customer's Interconnection
Facilities.
Tariff - The Transmission Provider or Affected System's Tariff
through which open access transmission service and
Interconnection Service are offered, as filed with the FERC, and
as amended or supplemented from time to time, or any successor
tariff.
Transmission Owner - The entity that owns, leases or otherwise
possesses an interest in the portion of the Transmission System
at the Point of Interconnection and may be a Party to the Small
Generator Interconnection Agreement to the extent necessary.
Transmission Provider - The public utility (or its designated
agent) that owns, controls, or operates transmission or
distribution facilities used for the transmission of electricity
in interstate commerce and provides transmission service under
the Tariff. The term Transmission Provider should be read to
include the Transmission Owner when the Transmission Owner is
separate from the Transmission Provider.
Transmission System - The facilities owned, controlled or
operated by the Transmission Provider or the Transmission Owner
that are used to provide transmission service under the Tariff.
Upgrades - The required additions and modifications to the
Transmission Provider's Transmission System at or beyond the
Point of Interconnection. Upgrades may be Network Upgrades or
Distribution Upgrades. Upgrades do not include Interconnection
Facilities.
Attachment 2 to SGIA
Description and Costs of the Small Generating Facility,
Interconnection Facilities, and Metering Equipment
Equipment, including the Small Generating Facility,
Interconnection Facilities, and metering equipment shall be
itemized and identified as being owned by the Interconnection
Customer, the Transmission Provider, or the Transmission Owner.
The Transmission Provider will provide a best estimate itemized
cost, including overheads, of its Interconnection Facilities and
metering equipment, and a best estimate itemized cost of the
annual operation and maintenance expenses associated with its
Interconnection Facilities and metering equipment.
Attachment 3 to SGIA
One-line Diagram Depicting the Small Generating Facility,
Interconnection Facilities, Metering Equipment, and Upgrades
Attachment 4 to SGIA
Milestones
In-Service Date:
Critical milestones and responsibility as agreed to by the
Parties:
( 1 )
( 2 )
( 3 )
( 4 )
( 5 )
( 6 )
( 7 )
( 8 )
( 9 )
( 1 0 )
Agreed to by:
Milestone/Date Responsible Party
For the Transmission Provider
����������� Date
For the Transmission Owner ( I f Applicable) Date ����� ����-
For the Interconnection Customer Date
Attachment 5 to SGIA
Additional Operating Requirements for the Transmission
Provider's Transmission System and Affected Systems Needed to
Support the Interconnection Customer's Needs
The Transmission Provider shall also provide requirements that
must be met by the Interconnection Customer prior to initiating
parallel operation with the Transmission Provider's Transmission
System.
Attachment 6 to SGIA
Transmission Provider's Description of its Upgrades
and Best Estimate of Upgrade Costs
The Transmission Provider shall describe Upgrades and provide an
itemized best estimate of the cost, including overheads, of the
Upgrades and annual operation and maintenance expenses
associated with such Upgrades. The Transmission Provider shall
functionalize Upgrade costs and annual expenses as either
transmission or distribution related.
ATTACHMENT N
APPENDICES TO LARGE GENERATOR INTERCONNECTION PROCEDURES
(Refer to Part IV of the Tariff
APPENDIX 1 INTERCONNECTION REQUEST FOR A LARGE GENERATING
FACILITY
APPENDIX 2 INTERCONNECTION FEASIBILITY STUDY AGREEMENT
APPENDIX 3 INTERCONNECTION SYSTEM IMPACT STUDY AGREEMENT
APPENDIX 4 INTERCONNECTION FACILITIES STUDY AGREEMENT
APPENDIX 5 OPTIONAL INTERCONNECTION STUDY AGREEMENT
APPENDIX 6 STANDARD LARGE GENERATOR INTERCONNECTION AGREEMENT
APPENDIX 7 INTERCONNECTION PROCEDURES FOR A WIND GENERATING
PLANT
APPENDIX 1 to LGIP
INTERCONNECTION REQUEST FOR A
LARGE GENERATING FACILITY
1 . The undersigned Interconnection Customer submits this
request to interconnect its Large Generating Facility with
Transmission Provider's Transmission System pursuant to a
Tariff.
2 . This Interconnection Request is for (check o n e ) :
A proposed new Large Generating Facility.
An increase in the generating capacity or a Material
Modification of an existing Generating Facility . .
3 . The type of interconnection service requested (check one)
Energy Resource Interconnection Service
Network Resource Interconnection Service
4 . Check here only if Interconnection Customer
requesting Network Resource Interconnection Service also
seeks to have its Generating Facility studied for Energy
Resource Interconnection Service
5 . Interconnection Customer provides the following
information:
a . Address or location or the proposed new Large
Generating Facility site (to the extent known) or, in
the case of an existing Generating Facility, the name
and specific location of the existing Generating
Facility;
b . Maximum summer at degrees C and winter at
degrees C megawatt electrical output of the proposed
new Large Generating Facility or the amount of
megawatt increase in the generating capacity of an
existing Generating Facility;
c . General description of the equipment configuration;
d . Commercial Operation Date (Day, Month, and Y e a r ) ;
e . Name, address, telephone number, and e-mail address of
Interconnection Customer's contact person;
f . Approximate location of the proposed Point of
Interconnection (optional); aB-6:
g . Interconnection Customer Data (set forth in Attachment
A ); and
h . Primarv frequency response operating range for
electric storage resources.
6 . Applicable deposit amount as specified in the LGIP.
7 . Evidence of Site Control as specified in the LGIP (check
one)
Is attached to this Interconnection Request
Will be provided at a later date in accordance with
this LGIP
8 . This Interconnection Request shall be submitted to the
representative indicated below:
[To be completed by Transmission Provider]
9 . Representative of Interconnection Customer to contact:
[To be completed by Interconnection Customer]
1 0 . This Interconnection Request is submitted by:
Name of Interconnection Customer:
By (signature):
Name (type or print)
Title:
Date:
Attachment A to Appendix 1
Interconnection Request
LARGE GENERATING FACILITY DATA
UNIT RATINGS
kVA
Power Factor
Speed (RPM)
Short Circuit Ratio
Stator Amperes at Rated kVA
Max Turbine MW
Voltage
Connection ( e . g . Wye)
Frequency, Hertz
Field Volts O F
O F
Primary frequency response operating range for electric storage
resources:
Minimum State of Charge:
Maximum State of Charge:
COMBINED TURBINE-GENERATOR-EXCITER INERTIA DATA
Inertia Constant, H =
Moment-of-Inertia, WR2
kW sec/kVA
lb. f t . 2
REACTANCE DATA (PER UNIT-RATED KVA)
DIRECT
AXIS
QUADRATURE
AXIS
Subtransient saturated
Xdv
Xdi
X ' dv
x ' di x11 dv
X11 di
X2v
X 2 i
XOv
X O i
Xlm
Xqv
Xqi
X ' qv
x ' qi
XI I qv
XI I . qi
Synchronous == saturated
Synchronous -= unsaturated
Transient =- saturated
Transient -- unsaturated
Subtransient unsaturated
Negative Sequence -= saturated
Negative Sequence == unsaturated
Zero Sequence -= saturated
Zero Sequence -= unsaturated
Leakage Reactance
FIELD TIME CONSTANT DATA (SEC)
Open Circuit
Three-Phase Short Circuit Transient
Short Circuit Subtransient
Open Circuit Subtransient
T ' do
T ' d3
T" d
T" do
T ' qo
T 'q
T" q
T" qo
Line to Line Short Circuit Transient T 'd 2
Line to Neutral Short Circuit Transient T 'd 1
ARMATURE TIME CONSTANT DATA (SEC)
Three Phase Short Circuit Ta3 Line to Line Short Circuit Ta2
Line to Neutral Short Circuit Tai
NOTE: I f requested information is not applicable, indicate by
marking " N / A . "
MW CAPABILITY AND PLANT CONFIGURATION
LARGE GENERATING FACILITY DATA
ARMATURE WINDING RESISTANCE DATA (PER UNIT)
Positive
Negative
Zero
Rotor Short Time Thermal Capacity I22 t =
Field Current at Rated kVA, Armature Voltage and Field Current at Rated kVA and Armature Voltage,
Three Phase Armature Winding Capacitance=
Field Winding R e s i s t a n c e = ohms
Armature Winding Resistance (Per Phase) =
P F = amps
O PF amps
microfarad
Q C
Q C
ohms
CURVES
Provide Saturation, Vee, Reactive Capability, Capacity
Temperature Correction curves. Designate normal and emergency
Hydrogen Pressure operating range for multiple curves.
GENERATOR STEP-UP TRANSFORMER DATA RATINGS
Capacity Self-cooled/
Maximum Nameplate
I kVA
Voltage Ratio(Generator Side/System side/Tertiary)
I I
Winding Connections (Low V/High V/Tertiary V (Delta or W y e ) )
I I
Fixed Taps Available
Present Tap Setting
IMPEDANCE
kV
Positive
Zero
Z 1 (on self-cooled kVA rating)
Z o (on self-cooled kVA rating)
EXCITATION SYSTEM DATA
� 0
� 0
X/R
X/R
Identify appropriate IEEE model block diagram of excitation
system and power system stabilizer (PSS) for computer
representation in power system stability simulations and the
corresponding excitation system and PSS constants for use in the
model.
GOVERNOR SYSTEM DATA
Identify appropriate IEEE model block diagram of governor system
for computer representation in power system stability
simulations and the corresponding governor system constants for
use in the model.
WIND GENERATORS
Number of generators to be interconnected pursuant to this
Interconnection Request:
Elevation: Single Phase Three Phase
Inverter manufacturer, model name, number, and version:
List of adjustable set-points for the protective equipment or
software:
Note: A completed General Electric Company Power Systems Load
Flow (PSLF) data sheet or other compatible formats, such as IEEE
and PTI power flow models, must be supplied with the
Interconnection Request. If other data sheets are more
appropriate to the proposed device, then they shall be provided
and discussed at Scoping Meeting.
INDUCTION GENERATORS
( * ) Field Volts:
( * ) Field Amperes:
( * ) Motoring Power ( k W ) :
( * ) Neutral Grounding Resistor ( I f Applicable)
( * ) I22t or K (Heating Time Constant):
( * ) Rotor Resistance:
( * ) Stator Resistance:
( * ) Stator Reactance:
( * ) Rotor Reactance:
( * ) Magnetizing Reactance:
( * ) Short Circuit Reactance:
( * ) Exciting Current:
( * ) Temperature Rise:
( * ) Frame S i z e :
( * ) Design Letter:
( * ) Reactive Power Required In Vars (No L o a d ) :
( * ) Reactive Power Required In Vars (Full L o a d ) :
( * ) Total Rotating Inertia, H : Per Unit on KVA
Base
Note: Please consult Transmission Provider prior to
submitting the Interconnection Request to determine if the
information designated by ( * ) is required
APPENDIX 2 to LGIP
INTERCONNECTION FEASIBILITY STUDY AGREEMENT
THIS AGREEMENT is made and entered into this
of , 2 0 by and between , a
organized and existing under the laws of the State of
("Interconnection Customer,") and a
existing under the laws of the State of
("Transmission P r o v i d e r " ) . Interconnection Customer and
Transmission Provider each may be referred to as a "Party," or
collectively as the "Parties."
RECITALS
WHEREAS, Interconnection Customer is proposing to develop a
Large Generating Facility or generating capacity addition to an
existing Generating Facility consistent with the Interconnection
Request submitted by Interconnection Customer dated
and
WHEREAS, Interconnection Customer desires to interconnect
the Large Generating Facility with the Transmission System; and
WHEREAS, Interconnection Customer has requested
Transmission Provider to perform an Interconnection Feasibility
Study to assess the feasibility of interconnecting the proposed
Large Generating Facility to the Transmission System, and of any
Affected Systems;
NOW, THEREFORE, in consideration of and subject to the
mutual covenants contained herein the Parties agreed as follows:
1 . 0 When used in this Agreement, with initial
capitalization, the terms specified shall have the
meanings indicated in Transmission Provider's FERC­
approved LGIP.
2 . 0 Interconnection Customer elects and Transmission
Provider shall cause to be performed an
Interconnection Feasibility Study consistent with
Section 4 1 . 0 of this LGIP in accordance with the
Tariff.
3 . 0 The scope of the Interconnection Feasibility Study
shall be subject to the assumptions set forth in
Attachment A to this Agreement.
day
4 . 0 The Interconnection Feasibility Study shall be based
on the technical information provided by
Interconnection Customer in the Interconnection
Request, as may be modified as the result of the
Scoping Meeting. Transmission Provider reserves the
right to request additional technical information from
Interconnection Customer as may reasonably become
necessary consistent with Good Utility Practice during
the course of the Interconnection Feasibility Study
and as designated in accordance with Section 3 8 . 3 . 4 of
the LGIP. If, after the designation of the Point of
Interconnection pursuant to Section 3 8 . 3 . 4 of the
LGIP, Interconnection Customer modifies its
Interconnection Request pursuant to Section 3 9 . 4 , the
time to complete the Interconnection Feasibility Study
may be extended.
5 . 0 The Interconnection Feasibility Study report shall
provide the following information:
preliminary identification of any circuit breaker
short circuit capability limits exceeded as a
result of the interconnection;
preliminary identification of any thermal
overload or voltage limit violations resulting
from the interconnection; and
preliminary description and non-bonding estimated
cost of facilities required to interconnect the
Large Generating Facility to the Transmission
System and to address the identified short
circuit and power flow issues.
6 . 0 Interconnection Customer shall provide a deposit of
$ 1 0 , 0 0 0 for the performance of the Interconnection
Feasibility Study.
Upon receipt of the Interconnection Feasibility Study
Transmission Provider shall charge and Interconnection
Customer shall pay the actual costs of the
Interconnection Feasibility Study.
Any difference between the deposit and the actual cost
of the study shall be paid by or refunded to
Interconnection Customer, as appropriate.
7 . 0 Miscellaneous. The Interconnection Feasibility Study
Agreement shall include standard miscellaneous terms
including, but not limited to, indemnities,
representations, disclaimers, warranties, governing
law, amendment, execution, waiver, enforceability and
assignment, that reflect best practices in the
electric industry, and that are consistent with
regional practices, Applicable Laws and Regulations,
and the organizational nature of each Party. All of
these provisions, to the extent practicable, shall be
consistent with the provisions of the LGIP and the
LGIA.
IN WITNESS WHEREOF, the Parties have caused this Agreement
to be duly executed by their duly authorized officers or agents
on the day and year first above written.
[Insert name of Transmission Provider or Transmission Owner, if
applicable]
By:
Title:
Date:
[Insert name of Interconnection Customer]
By:
Title:
Date:
Attachment A to Appendix 2
Interconnection Feasibility
Study Agreement
ASSUMPTIONS USED IN CONDUCTING THE
INTERCONNECTION FEASIBILITY STUDY
The Interconnection Feasibility Study will be based upon
the information set forth in the Interconnection Request and
agreed upon in the Scoping Meeting held on
Designation of Point of Interconnection and configuration
to be studied.
Designation of alternative P o i n t ( s ) of Interconnection and
configuration.
[Above assumptions to be completed by Interconnection
Customer and other assumptions to be provided by Interconnection
Customer and Transmission Provider]
APPENDIX 3 TO LGIP
INTERCONNECTION SYSTEM IMPACT STUDY AGREEMENT
THIS AGREEMENT is made and entered into this
of , 2 0 by and between , a
organized and existing under the laws of the State of
("Interconnection Customer,") and a
existing under the laws of the State of
("Transmission P r o v i d e r " ) . Interconnection Customer and
Transmission Provider each may be referred to as a "Party," or
collectively as the "Parties."
RECITALS
WHEREAS, Interconnection Customer is proposing to develop a
Large Generating Facility or generating capacity addition to an
existing Generating Facility consistent with the Interconnection
Request submitted by Interconnection Customer dated
and
WHEREAS, Interconnection Customer desires to interconnect
the Large Generating Facility with the Transmission System;
[CHOOSE ONE OF THE FOLLOWING TWO, THEN DELETE THE OTHER]
WHEREAS, Transmission Provider has completed an
Interconnection Feasibility Study (the "Feasibility Study") and
provided the results of said study to Interconnection Customer;
and
[OR]
WHEREAS, Parties have agreed to forego an Interconnection
Feasibility Study (the "Feasibility Study"); and
WHEREAS, Interconnection Customer has requested
Transmission Provider to perform an Interconnection System
Impact Study to assess the impact of interconnecting the Large
Generating Facility to the Transmission System, and of any
Affected Systems;
NOW, THEREFORE, in consideration of and subject to the
mutual covenants contained herein the Parties agreed as follows:
1 . 0 When used in this Agreement, with initial
capitalization, the terms specified shall have the
meanings indicated in Transmission Provider's FERC­
approved LGIP.
day
2 . 0 Interconnection Customer elects and Transmission
Provider shall cause to be performed an
Interconnection System Impact Study consistent with
Section 4 2 . 0 of this LGIP in accordance with the
Tariff.
3 . 0 The scope of the Interconnection System Impact Study
shall be subject to the assumptions set forth in
Attachment A to this Agreement.
4 . 0 The Interconnection System Impact Study will be based
upon the results of the Interconnection Feasibility
Study and the technical information provided by
Interconnection Customer in the Interconnection
Request, subject to any modifications in accordance
with Section 3 9 . 4 of the LGIP. Transmission Provider
reserves the right to request additional technical
information from Interconnection Customer as may
reasonably become necessary consistent with Good
Utility Practice during the course of the
Interconnection Customer System Impact Study. I f
Interconnection Customer modifies its designated Point
of Interconnection, Interconnection Request, or the
technical information provided therein is modified,
the time to complete the Interconnection System Impact
Study may be extended.
5 . 0 The Interconnection System Impact Study report shall
provide the following information:
identification of any circuit breaker short
circuit capability limits exceeded as a result of
the interconnection;
identification of any thermal overload or voltage
limit violations resulting from the
interconnection;
identification of any instability or inadequately
damped response to system disturbances resulting
from the interconnection and
description and non-binding, good faith estimated
cost of facilities required to interconnect the
Large Generating Facility to the Transmission
System and to address the identified short
circuit, instability, and power flow issues.
6 . 0 Interconnection Customer shall provide a deposit of
$ 5 0 , 0 0 0 for the performance of the Interconnection
System Impact Study. Transmission Provider's good
faith estimate for the time of completion of the
Interconnection System Impact Study is [insert d a t e ] .
Upon receipt of the Interconnection System Impact
Study, Transmission Provider shall charge and
Interconnection Customer shall pay the actual costs of
the Interconnection System Impact Study.
Any difference between the deposit and the actual cost
of the study shall be paid by or refunded to
Interconnection Customer, as appropriate.
7 . 0 Miscellaneous. The Interconnection System Impact
Study Agreement shall include standard miscellaneous
terms including, but not limited to, indemnities,
representations, disclaimers, warranties, governing
law, amendment, execution, waiver, enforceability and
assignment, that reflect best practices in the
electric industry, that are consistent with regional
practices, Applicable Laws and Regulations and the
organizational nature of each Party. All of these
provisions, to the extent practicable, shall be
consistent with the provisions of the LGIP and the
LGIA.]
IN WITNESS THEREOF, the Parties have caused this Agreement to be
duly executed by their duly authorized officers or agents on the
day and year first above written.
[Insert name of Transmission Provider or Transmission Owner, if
applicable]
By:
Title:
Date:
[Insert name of Interconnection Customer]
By:
Title:
Date:
Attachment A To Appendix 3
Interconnection System Impact
Study Agreement
ASSUMPTIONS USED IN CONDUCTING THE
INTERCONNECTION SYSTEM IMPACT STUDY
The Interconnection System Impact Study will be based upon
the results of the Interconnection Feasibility Study, subject to
any modifications in accordance with Section 3 9 . 4 of the LGIP,
and the following assumptions:
Designation of Point of Interconnection and configuration
to be studied.
Designation of alternative P o i n t ( s ) of Interconnection and
configuration.
[Above assumptions to be completed by Interconnection
Customer and other assumptions to be provided by Interconnection
Customer and Transmission Provider]
APPENDIX 4 TO LGIP
INTERCONNECTION FACILITIES STUDY AGREEMENT
THIS AGREEMENT is made and entered into this
of , 2 0 by and between , a
organized and existing under the laws of the State of
("Interconnection Customer,") and a
existing under the laws of the State of
("Transmission P r o v i d e r " ) . Interconnection Customer and
Transmission Provider each may be referred to as a "Party," or
collectively as the "Parties."
RECITALS
WHEREAS, Interconnection Customer is proposing to develop a
Large Generating Facility or generating capacity addition to an
existing Generating Facility consistent with the Interconnection
Request submitted by Interconnection Customer dated�������
and
WHEREAS, Interconnection Customer desires to interconnect
the Large Generating Facility with the Transmission System;
WHEREAS, Transmission Provider has completed an
Interconnection System Impact Study (the "System Impact Study")
and provided the results of said study to Interconnection
Customer; and
WHEREAS, Interconnection Customer has requested
Transmission Provider to perform an Interconnection Facilities
Study to specify and estimate the cost of the equipment,
engineering, procurement and construction work needed to
implement the conclusions of the Interconnection System Impact
Study in accordance with Good Utility Practice to physically and
electrically connect the Large Generating Facility to the
Transmission System.
NOW, THEREFORE, in consideration of and subject to the
mutual covenants contained herein the Parties agreed as follows:
1 . 0 When used in this Agreement, with initial
capitalization, the terms specified shall have the
meanings indicated in Transmission Provider's FERC­
approved LGIP.
2 . 0 Interconnection Customer elects and Transmission
Provider shall cause an Interconnection Facilities
day
Study consistent with Section 4 3 . 0 of this LGIP to be
performed in accordance with the Tariff.
3 . 0 The scope of the Interconnection Facilities Study
shall be subject to the assumptions set forth in
Attachment A and the data provided in Attachment B to
this Agreement.
4 . 0 The Interconnection Facilities Study report ( i ) shall
provide a description, estimated cost of (consistent
with Attachment A ) , schedule for required facilities
to interconnect the Large Generating Facility to the
Transmission System and ( i i ) shall address the short
circuit, instability, and power flow issues identified
in the Interconnection System Impact Study.
5 . 0 Interconnection Customer shall provide a deposit of
$ 1 0 0 , 0 0 0 for the performance of the Interconnection
Facilities Study. The time for completion of the
Interconnection Facilities Study is specified in
Attachment A .
Transmission Provider shall invoice Interconnection
Customer on a monthly basis for the work to be
conducted on the Interconnection Facilities Study each
month. Interconnection Customer shall pay invoiced
amounts within thirty ( 3 0 ) Calendar Days of receipt of
invoice. Transmission Provider shall continue to hold
the amounts on deposit until settlement of the final
invoice.
6 . 0 Miscellaneous. The Interconnection Facility Study
Agreement shall include standard miscellaneous terms
including, but not limited to, indemnities,
representations, disclaimers, warranties, governing
law, amendment, execution, waiver, enforceability and
assignment, that reflect best practices in the
electric industry, and that are consistent with
regional practices, Applicable Laws and Regulations,
and the organizational nature of each Party. All of
these provisions, to the extent practicable, shall be
consistent with the provisions of the LGIP and the
LGIA.
IN WITNESS WHEREOF, the Parties have caused this
Agreement to be duly executed by their duly authorized officers
or agents on the day and year first above written.
[Insert name of Transmission Provider or Transmission Owner, if
applicable]
By:
Title:
Date:
[Insert name of Interconnection Customer]
By:
Title:
Date:
Attachment A To Appendix 4
Interconnection Facilities
Study Agreement
INTERCONNECTION CUSTOMER SCHEDULE ELECTION FOR CONDUCTING THE
INTERCONNECTION FACILITIES STUDY
Transmission Provider shall use Reasonable Efforts to
complete the study and issue a draft Interconnection Facilities
Study report to Interconnection Customer within the following
number of days after of receipt of an executed copy of this
Interconnection Facilities Study Agreement:
ninety ( 9 0 ) Calendar Days with no more than a + / - 2 0
percent cost estimate contained in the report, or
one hundred eighty ( 1 8 0 ) Calendar Days with no more
than a + / - 1 0 percent cost estimate contained in the
report.
Attachment B to Appendix 4
Interconnection Facilities
Study Agreement
DATA FORM TO BE PROVIDED BY INTERCONNECTION CUSTOMER WITH THE
INTERCONNECTION FACILITIES STUDY AGREEMENT
Provide location plan and simplified one-line diagram of the
plant and station facilities. For staged projects, please
indicate future generation, transmission circuits, etc.
One set of metering is required for each generation connection
to the new ring bus or existing Transmission Provider station.
Number of generation connections:
On the one line diagram indicate the generation capacity
attached at each metering location. (Maximum load on CT/PT)
On the one line diagram indicate the location of auxiliary
power. (Minimum load on CT/PT) Amps
Will an alternate source of auxiliary power be available during
CT/PT maintenance?
Yes No
(Please indicate on one line No
Will a transfer bus on the generation side of the metering
require that each meter set be designed for the total plant
generation?
Yes
diagram).
What type of control system or PLC will be located at
Interconnection Customer's Large Generating Facility?
What protocol does the control system or PLC use?
Please provide a 7.5-minute quadrangle of the site. Sketch the
plant, station, transmission line, and property line.
Physical dimensions of the proposed interconnection station:
Bus length from generation to interconnection station:
Line length from interconnection station to Transmission
Provider's transmission line.
Tower number observed in the field. (Painted on tower l e g ) *
Number of third party easements required for transmission
lines*:
* T o b e completed in coordination with Transmission Provider.
I s the Large Generating Facility in the Transmission Provider's
service area?
Yes No Local provider:
Please provide proposed schedule dates:
Begin Construction
Generator step-up transformer
receives back feed power
Generation Testing
Commercial Operation
Date:
Date:
Date:
Date:
APPENDIX 5 TO LGIP
OPTIONAL INTERCONNECTION STUDY AGREEMENT
THIS AGREEMENT is made and entered into this
of , 2 0 by and between , a
organized and existing under the laws of the State of
("Interconnection Customer,") and a
existing under the laws of the State of
("Transmission P r o v i d e r " ) . Interconnection Customer and
Transmission Provider each may be referred to as a "Party," or
collectively as the "Parties."
RECITALS
WHEREAS, Interconnection Customer is proposing to develop a
Large Generating Facility or generating capacity addition to an
existing Generating Facility consistent with the Interconnection
Request submitted by Interconnection Customer dated
WHEREAS, Interconnection Customer is proposing to establish
an interconnection with the Transmission System; and
WHEREAS, Interconnection Customer has submitted to
Transmission Provider an Interconnection Request; and
WHEREAS, on or after the date when Interconnection Customer
receives the Interconnection System Impact Study results,
Interconnection Customer has further requested that Transmission
Provider prepare an Optional Interconnection Study;
NOW, THEREFORE, in consideration of and subject to the
mutual covenants contained herein the Parties agree as follows:
1 . 0 When used in this Agreement, with initial
capitalization, the terms specified shall have the
meanings indicated in Transmission Provider's FERC­
approved LGIP.
2 . 0 Interconnection Customer elects and Transmission
Provider shall cause an Optional Interconnection Study
consistent with Section 4 5 . 0 of this LGIP to be
performed in accordance with the Tariff.
3 . 0 The scope of the Optional Interconnection Study shall
be subject to the assumptions set forth in Attachment
A to this Agreement.
day
4 . 0 The Optional Interconnection Study shall be performed
solely for informational purposes.
5 . 0 The Optional Interconnection Study report shall
provide a sensitivity analysis based on the
assumptions specified by Interconnection Customer in
Attachment A to this Agreement. The Optional
Interconnection Study will identify Transmission
Provider's Interconnection Facilities and the Network
Upgrades, and the estimated cost thereof, that may be
required to provide transmission service or
interconnection service based upon the assumptions
specified by Interconnection Customer in Attachment A .
6 . 0 Interconnection Customer shall provide a deposit of
$ 1 0 , 0 0 0 for the performance of the Optional
Interconnection Study. Transmission Provider's good
faith estimate for the time of completion of the
Optional Interconnection Study is [insert d a t e ] .
Upon receipt of the Optional Interconnection Study,
Transmission Provider shall charge and Interconnection
Customer shall pay the actual costs of the Optional
Study.
Any difference between the initial payment and the
actual cost of the study shall be paid by or refunded
to Interconnection Customer, as appropriate.
7 . 0 Miscellaneous. The Optional Interconnection Study
Agreement shall include standard miscellaneous terms
including, but not limited to, indemnities,
representations, disclaimers, warranties, governing
law, amendment, execution, waiver, enforceability and
assignment, that reflect best practices in the
electric industry, and that are consistent with
regional practices, Applicable Laws and Regulations,
and the organizational nature of each Party. All of
these provisions, to the extent practicable, shall be
consistent with the provisions of the LGIP and the
LGIA.
IN WITNESS WHEREOF, the Parties have caused this Agreement
to be duly executed by their duly authorized officers or agents
on the day and year first above written.
[Insert name of Transmission Provider or Transmission Owner, if
applicable]
By:
Title:
Date:
[Insert name of Interconnection Customer]
By:
Title:
Date:
Appendix 6 to the Standard Large
Generator Interconnection Procedures
STANDARD LARGE GENERATOR
INTERCONNECTION AGREEMENT (LGIA) TABLE OF CONTENTS
RECITALS
Article 1 .
Article 2 .
2 . 1
2 . 2
2 . 3
2 . 4
2 . 5
2 . 6
Article 3 .
3 . 1
Definitions
Effective Date, Term, and Termination
Effective Date
Term of Agreement
Termination Procedures
2 . 3 . 1 Written Notice
2 . 3 . 2 Default
Termination Costs
Disconnection
Survival
Regulatory Filings
Filing
Article 4 .
4 . 1
4 . 2
4 . 3
4 . 4
4 . 5
Scope of Service
Interconnection Product Options
4 . 1 . 1 Energy Resource Interconnection Service
4 . 1 . 1 . 1 The Product
4.1.1.2Transmission Delivery Service Implications
4 . 1 . 2 Network Resource Interconnection
4 . 1 . 2 . 1 The Product
4.1.2.2Transmission Delivery Service Implications
Provision of Service
Performance Standards
No Transmission Delivery Service
Interconnection Customer Provided Services
5 . 1
5 . 2
5 . 3
5 . 4
Interconnection Facilities Engineering, Procurement,
& Construction
Options
5 . 1 . 1 Standard Option
5 . 1 . 2 Alternate Option
5 . 1 . 3 Option to Build
5 . 1 . 4 Negotiated Option
General Conditions Applicable to Option to Build
Liquidated Damages
Power System Stabilizers
Article 5 .
5 . 5
5 . 6
5 . 7
5 . 8
5 . 9
5 . 1 0
5 . 1 1
5 . 1 2
5 . 1 3
5 . 1 4
5 . 1 5
5 . 1 6
5 . 1 7
5 . 1 8
5 . 1 9
Equipment Procurement
Construction Commencement
Work Progress
Information Exchange
Limited Operation
Interconnection Customer's Interconnection
Facilities ( ' I C I F ' )
5 . 1 0 . 1 Interconnection Customer's Interconnection
Facility Specifications
5 . 1 0 . 2 Transmission Provider's Review
5 . 1 0 . 3 ICIF Construction
Transmission Provider's Interconnection Facilities
Construction
Access Rights
Lands of Other Property Owners
Permits
Early Construction of Base Case Facilities
Suspension
Taxes
5 . 1 7 . 1 Interconnection Customer Payments Not Taxable
5 . 1 7 . 2 Representations and Covenants
5 . 1 7 . 3 Indemnification for the Cost Consequences of
Current Tax Liability Imposed Upon the
Transmission Provider
5 . 1 7 . 4 Tax Gross-Up Amount
5 . 1 7 . 5 Private Letter Ruling or Change or
Clarification of Law
5 . 1 7 . 6 Subsequent Taxable Events
5 . 1 7 . 7 Contes ts
5 . 1 7 . 8 Refund
5 . 1 7 . 9 Taxes Other Than Income Taxes
5.17.lOTransmission Owners Who Are Not Transmission
Providers
Tax Status
Modification
5 . 1 9 . 1 General
5 . 1 9 . 2 Standards
5 . 1 9 . 3 Modification Costs
Article 6 .
6 . 1
6 . 2
6 . 3
6 . 4
Testing and Inspection
Pre-Commercial Operation Date Testing and
Modifications
Post-Commercial Operation Date Testing and
Modifications
Right to Observe Testing
Right to Inspect
Article 7 .
7 . 1
7 . 2
7 . 3
7 . 4
7 . 5
Article 8 .
8 . 1
8 . 2
8 . 3
8 . 4
Metering
General
Check Meters
Standards
Testing of Metering Equipment
Metering Data
Communications
Interconnection Customer Obligations
Remote Terminal Unit
No Annexation
Provision of Data from a Variable Energy Resource
Article 9 .
9 . 1
9 . 2
9 . 3
9 . 4
9 . 5
9 . 6
9 . 7
9 . 8
9 . 9
Operations
General
Control Area Notification
Transmission Provider Obligations
Interconnection Customer Obligations
Start-Up and Synchronization
Reactive Power and Primary Frequency Response
9 . 6 . 1 Power Factor Design Criteria
9 . 6 . 1 . 1 Synchronous Generation
9 . 6 . 1 . 2 Non-Synchronous Generation
9 . 6 . 2 Voltage Schedules
9 . 6 . 2 . 1 Governors andVoltage Regulators
9 . 6 . 3 Payment for Reactive Power
9 . 6 . 4 Primary Frequency Response
9.6.4.lGovernor or Equivalent Controls
9 . 6 . 4 . 2 Timely and Sustained Response
9 . 6 . 4 . 3 Exemptions
9 . 6 . 4 . 4 E l e c t r i c Storage Resources
Outages and Interruptions
9 . 7 . 1 Outages
9 . 7 . 1 . l O u t a g e Authority and Coordination
9 . 7 . 1 . 2 Outage Schedules
9 . 7 . 1 . 3 Outage Restoration
9 . 7 . 2 Interruption of Service
9 . 7 . 3 Under-Frequency and Over Frequency Conditions
9 . 7 . 4 System Protection and Other Control
Requirements
9 . 7 . 4 . l S y s t e m Protection Facilities
9 . 7 . 5 Requirements for Protection
9 . 7 . 6 Power Quality
Switching and Tagging Rules
Use of Interconnection Facilities by Third Parties
9 . 9 . 1 Purpose of Interconnection Facilities
9 . 9 . 2 Third Party Users
9 . 1 0 Disturbance Analysis Data Exchange
Article 1 0 . Maintenance
1 0 . 1 Transmission Provider Obligations
1 0 . 2 Interconnection Customer Obligations
1 0 . 3 Coordination
1 0 . 4 Secondary Systems
1 0 . 5 Operating and Maintenance Expenses
Performance Obligation
Interconnection Customer Interconnection Facilities
Transmission Provider's Interconnection Facilities
Network Upgrades and Distribution Upgrades
Transmission Credits
1 1 . 4 . 1 Repayment of Amounts Advanced for Network
Upgrades
1 1 . 4 . 2 Special Provisions for Affected Systems
Provision of Security
Interconnection Customer Compensation
1 1 . 6 . 1 Interconnection Customer Compensation for
Actions During Emergency Condition
1 1 . 5
1 1 . 6
Article 1 1 .
1 1 . 1
1 1 . 2
1 1 . 3
1 1 . 4
Article 1 2 .
1 2 . 1
1 2 . 2
1 2 . 3
1 2 . 4
Invoice
General
Final Invoice
Payment
Disputes
Emergencies
Definition
Obligations
Notice
Immediate Action
Transmission Provider Authority
1 3 . 5 . 1 General
Article 1 3 .
1 3 . 1
1 3 . 2
1 3 . 3
1 3 . 4
1 3 . 5
1 3 . 6
1 3 . 7
1 3 . 5 . 2 Reduction and Disconnection
Interconnection Customer Authority
Limited Liability
Article 1 4 .
1 4 . 1
1 4 . 2
Regulatory Requirements and Governing Law
Regulatory Requirements
Governing Law
Article 1 5 .
1 5 . 1
1 5 . 2
1 5 . 3
Notices
General
Billings and Payments
Alternative Forms of Notice
1 5 . 4 Operations and Maintenance Notice
Article 1 6 . Force Majeure
Default
Default
17 . 1 . 1 General
17 . 1 . 2 Right to Terminate
Article 1 7 .
1 7 . 1
Article 1 8 . Indemnity, Consequential Damages and Insurance
18 . 1 Indemnity
1 8 . 1 . 1 Indemnified Person
18 . 1 . 2 Indemnifying Party
1 8 . 1 . 3 Indemnity Procedures
1 8 . 2 Consequential Damages
1 8 . 3 Insurance
Article 1 9 . Assigrunent
Article 2 0 . Severability
Article 2 1 . Comparability
Confidentiality
Confidentiality
22 . 1 . 1 Term
2 2 . 1 . 2 Scope
2 2 . 1 . 3 Release of Confidential Information
2 2 . 1 . 4 Rights
2 2 . 1 . 5 No Warranties
2 2 . 1 . 6 Standard of Care
Article 2 2 .
2 2 . 1
2 2 . 1 . 7 Order of Disclosure
2 2 . 1 . 8 Termination of Agreement
2 2 . 1 . 9 Remedies
22.1.lODisclosure to FERC, its Staff, or a State
Article 2 3 . Envirorunental Releases
Article 2 4 .
2 4 . 1
2 4 . 2
2 4 . 3
2 4 . 4
Information Requirements
Information Acquisition
Information Submission by Transmission Provider
Updated Information Submission by Interconnection
Customer
Information Supplementation
Article 2 5 .
2 5 . 1
Information Access and Audit Rights
Information Access
2 5 . 2
2 5 . 3
2 5 . 4
2 5 . 5
Reporting of Non-Force Majeure Events
Audit Rights
Audit Rights Periods
2 5 . 4 . 1 Audit Rights Period for Construction-Related
Accounts and Records
2 5 . 4 . 2 Audit Rights Period for All Other Accounts and
Records
Audit Results
Article 2 6 .
2 6 . 1
2 6 . 2
2 6 . 3
Article 2 7 .
2 7 . 1
2 7 . 2
2 7 . 3
2 7 . 4
Subcontractors
General
Responsibility of Principal
No Limitation by Insurance
Disputes
Submission
External Arbitration Procedures
Arbitration Decisions
Costs
Article 2 8 . Representations, Warranties, and Covenants
28 . 1 General
28 . 1 . 1 Good Standing
2 8 . 1 . 2 Authority
28 . 1 . 3 No Conflict
28 . 1 . 4 Consent and Approval
Article 2 9 .
Article 3 0 .
3 0 . 1
3 0 . 2
3 0 . 3
3 0 . 4
3 0 . 5
3 0 . 6
3 0 . 7
3 0 . 8
3 0 . 9
3 0 . 1 0
3 0 . 1 1
3 0 . 1 2
Joint Operating Committee
Miscellaneous
Binding Effect
Conflicts
Rules of Interpretation
Entire Agreement
No Third Party Beneficiaries
Waiver
Headings
Multiple Counterparts
Amendment
Modification by the Parties
Reservation of Rights
No Partnership
Appendix A - Interconnection Facilities, Network Upgrades, and
Distribution Upgrades
Appendix B Milestones
Appendix c
Appendix D
Appendix E
Appendix F
Appendix G
Plant
Interconnection Details
Security Arrangements Details
Commercial Operation Date
Addresses for Delivery of Notices and Billings
Interconnection Requirements for a Wind Generating
STANDARD LARGE GENERATOR INTERCONNECTION AGREEMENT
THIS STANDARD LARGE GENERATOR INTERCONNECTION AGREEMENT
("Agreement") is made and entered into this day of
���' 2 0 by and between , a
organized and existing under the laws of the State/Commonwealth
of ("Interconnection Customer" with a Large
Generating Facility), and a
organized and existing under the laws of the State/Commonwealth
of ("Transmission Provider and/or Transmission
O w n e r " ) . Interconnection Customer and Transmission Provider
each may be referred to as a "Party" or collectively as the
" P a r t i e s . "
Recitals
WHEREAS, Transmission Provider operates the Transmission
System; and
WHEREAS, Interconnection Customer intends to own, lease
and/or control and operate the Generating Facility identified as
a Large Generating Facility in Appendix C to this Agreement; and,
WHEREAS, Interconnection Customer and Transmission Provider
have agreed to enter into this Agreement for the purpose of
interconnecting the Large Generating Facility with the
Transmission System;
NOW, THEREFORE, in consideration of and subject to the mutual
covenants contained herein, it is agreed:
When used in this Standard Large Generator
Interconnection Agreement, terms with initial capitalization
that are not defined in Article 1 shall have the meanings
specified in the Article in which they are used or the Open
Access Transmission Tariff ( T a r i f f ) .
Article 1 . Definitions
Adverse System Impact shall mean the negative effects due
to technical or operational limits on conductors or equipment
being exceeded that may compromise the safety and reliability of
the electric system.
Affected System shall mean an electric system other than
the Transmission Provider's Transmission System that may be
affected by the proposed interconnection.
Affected System Operator shall mean the entity that
operates an Affected System.
Affiliate shall mean, with respect to a corporation,
partnership or other entity, each such other corporation,
partnership or other entity that directly or indirectly, through
one or more intermediaries, controls, is controlled by, or is
under common control with, such corporation, partnership or
other entity.
Ancillary Services shall mean those services that are
necessary to support the transmission of capacity and energy
from resources to loads while maintaining reliable operation of
the Transmission Provider's Transmission System in accordance
with Good Utility Practice.
Applicable Laws and Regulations shall mean all duly
promulgated applicable federal, state and local laws,
regulations, rules, ordinances, codes, decrees, judgments,
directives, or judicial or administrative orders, permits and
other duly authorized actions of any Governmental Authority.
Applicable Reliability Council shall mean the reliability
council applicable to the Transmission System to which the
Generating Facility is directly interconnected.
Applicable Reliability Standards shall mean the
requirements and guidelines of NERC, the Applicable Reliability
Council, and the Control Area of the Transmission System to
which the Generating Facility is directly interconnected.
Base Case shall mean the base case power flow, short
circuit, and stability data bases used for the Interconnection
Studies by the Transmission Provider or Interconnection
Customer.
Breach shall mean the failure of a Party to perform or
observe any material term or condition of the Standard Large
Generator Interconnection Agreement.
Breaching Party shall mean a Party that is in Breach of the
Standard Large Generator Interconnection Agreement.
Business Day shall mean Monday through Friday, excluding
Federal Holidays.
Calendar Day shall mean any day including Saturday, Sunday
or a Federal Holiday.
Clustering shall mean the process whereby a group of
Interconnection Requests is studied together, instead of
serially, for the purpose of conducting the Interconnection
System Impact Study.
Commercial Operation shall mean the status of a Generating
Facility that has commenced generating electricity for sale,
excluding electricity generated during Trial Operation.
Commercial Operation Date of a unit shall mean the date on
which the Generating Facility commences Commercial Operation as
agreed to by the Parties pursuant to Appendix E to the Standard
Large Generator Interconnection Agreement.
Confidential Information shall mean any confidential,
proprietary or trade secret information of a plan,
specification, pattern, procedure, design, device, list,
concept, policy or compilation relating to the present or
planned business of a Party, which is designated as confidential
by the Party supplying the information, whether conveyed orally,
electronically, in writing, through inspection, or otherwise.
Control Area shall mean an electrical system or systems
bounded by interconnection metering and telemetry, capable of
controlling generation to maintain its interchange schedule with
other Control Areas and contributing to frequency regulation of
the interconnection. A Control Area must be certified by the
Applicable Reliability Council.
Default shall mean the failure of a Breaching Party to cure
its Breach in accordance with Article 17 of the Standard Large
Generator Interconnection Agreement.
Dispute Resolution shall mean the procedure for resolution
of a dispute between the Parties in which they will first
attempt to resolve the dispute on an informal basis.
Distribution System shall mean the Transmission Provider's
facilities and equipment used to transmit electricity to
ultimate usage points such as homes and industries directly from
nearby generators or from interchanges with higher voltage
transmission networks which transport bulk power over longer
distances. The voltage levels at which distribution systems
operate differ among areas.
Distribution Upgrades shall mean the additions,
modifications, and upgrades to the Transmission Provider's
Distribution System at or beyond the Point of Interconnection to
facilitate interconnection of the Generating Facility and render
the transmission service necessary to effect Interconnection
Customer's wholesale sale of electricity in interstate commerce.
Distribution Upgrades do not include Interconnection Facilities.
Effective Date shall mean the date on which the Standard
Large Generator Interconnection Agreement becomes effective upon
execution by the Parties subject to acceptance by FERC, or if
filed unexecuted, upon the date specified by FERC.
Emergency Condition shall mean a condition or situation:
( 1 ) that in the judgment of the Party making the claim is
imminently likely to endanger life or property; or ( 2 ) that, in
the case of a Transmission Provider, is imminently likely (as
determined in a non-discriminatory manner) to cause a material
adverse effect on the security of, or damage to Transmission
Provider's Transmission System, Transmission Provider's
Interconnection Facilities or the electric systems of others to
which the Transmission Provider's Transmission System is
directly connected; or ( 3 ) that, in the case of Interconnection
Customer, is imminently likely (as determined in a non­
discriminatory manner) to cause a material adverse effect on the
security of, or damage to, the Generating Facility or
Interconnection Customer's Interconnection Facilities. System
restoration and black start shall be considered Emergency
Conditions; provided, that Interconnection Customer is not
obligated by the Standard Large Generator Interconnection
Agreement to possess black start capability.
Energy Resource Interconnection Service shall mean an
Interconnection Service that allows the Interconnection Customer
to connect its Generating Facility to the Transmission
Provider's Transmission System to be eligible to deliver the
Generating Facility's electric output using the existing firm or
nonfirm capacity of the Transmission Provider's Transmission
System on an as available basis. Energy Resource
Interconnection Service in and of itself does not convey
transmission service.
Engineering & Procurement (E&P) Agreement shall mean an
agreement that authorizes the Transmission Provider to begin
engineering and procurement of long lead-time items necessary
for the establishment of the interconnection in order to advance
the implementation of the Interconnection Request.
Environmental Law shall mean Applicable Laws or Regulations
relating to pollution or protection of the environment or
natural resources.
Federal Power Act shall mean the Federal Power Act, as
amended, 1 6 U . S . C . §§ 7 9 l a et seq.
FERC shall mean the Federal Energy Regulatory Commission
(Commission) or its successor.
Force Majeure shall mean any act of God, labor disturbance,
act of the public enemy, war, insurrection, riot, fire, storm or
flood, explosion, breakage or accident to machinery or
equipment, any order, regulation or restriction imposed by
governmental, military or lawfully established civilian
authorities, or any other cause beyond a Party's control. A
Force Majeure event does not include acts of negligence or
intentional wrongdoing by the Party claiming Force Majeure.
Generating Facility shall mean Interconnection Customer's
device for the production of electricity identified in the
Interconnection Request, but shall not include the
Interconnection Customer's Interconnection Facilities.
Generating Facility Capacity shall mean the net capacity of
the Generating Facility and the aggregate net capacity of the
Generating Facility where it includes multiple energy production
devices.
Good Utility Practice shall mean any of the practices,
methods and acts engaged in or approved by a significant portion
of the electric industry during the relevant time period, or any
of the practices, 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 expected to accomplish the
desired result at a reasonable cost consistent with good
business practices, reliability, safety and expedition. Good
Utility Practice is not intended to be limited to the optimum
practice, method, or act to the exclusion of all others, but
rather to be acceptable practices, methods, or acts generally
accepted in the region.
Governmental Authority shall mean any federal, state, local
or other governmental regulatory or administrative agency,
court, commission, department, board, or other governmental
subdivision, legislature, rulemaking board, tribunal, or other
governmental authority having jurisdiction over the Parties,
their respective facilities, or the respective services they
provide, and exercising or entitled to exercise any
administrative, executive, police, or taxing authority or power;
provided, however, that such term does not include
Interconnection Customer, Transmission Provider, or any
Affiliate thereof.
Hazardous Substances shall mean any chemicals, materials or
substances defined as or included in the definition of
"hazardous substances," "hazardous wastes," "hazardous
materials," "hazardous constituents," "restricted hazardous
materials," "extremely hazardous substances," "toxic
substances," "radioactive substances," "contaminants,"
"pollutants," "toxic pollutants" or words of similar meaning and
regulatory effect under any applicable Environmental Law, or any
other chemical, material or substance, exposure to which is
prohibited, limited or regulated by any applicable Environmental
Law.
Initial Synchronization Date shall mean the date upon which
the Generating Facility is initially synchronized and upon which
Trial Operation begins.
In-Service Date shall mean the date upon which the
Interconnection Customer reasonably expects it will be ready to
begin use of the Transmission Provider's Interconnection
Facilities to obtain back feed power.
Interconnection Customer shall mean any entity, including
the Transmission Provider, Transmission Owner or any of the
Affiliates or subsidiaries of either, that proposes to
interconnect its Generating Facility with the Transmission
Provider's Transmission System.
Interconnection Customer's Interconnection Facilities shall
mean all facilities and equipment, as identified in Appendix A
of the Standard Large Generator Interconnection Agreement, that
are located between the Generating Facility and the Point of
Change of Ownership, including any modification, addition, or
upgrades to such facilities and equipment necessary to
physically and electrically interconnect the Generating Facility
to the Transmission Provider's Transmission System.
Interconnection Customer's Interconnection Facilities are sole
use facilities.
Interconnection Facilities shall mean the Transmission
Provider's Interconnection Facilities and the Interconnection
Customer's Interconnection Facilities. Collectively,
Interconnection Facilities include all facilities and equipment
between the Generating Facility and the Point of
Interconnection, including any modification, additions or
upgrades that are necessary to physically and electrically
interconnect the Generating Facility to the Transmission
Provider's Transmission System. Interconnection Facilities are
sole use facilities and shall not include Distribution Upgrades,
Stand Alone Network Upgrades or Network Upgrades.
Interconnection Facilities Study shall mean a study
conducted by the Transmission Provider or a third party
consultant for the Interconnection Customer to determine a list
of facilities (including Transmission Provider's Interconnection
Facilities and Network Upgrades as identified in the
Interconnection System Impact Study), the cost of those
facilities, and the time required to interconnect the Generating
Facility with the Transmission Provider's Transmission System.
The scope of the study is defined in Section 43 of the Standard
Large Generator Interconnection Procedures.
Interconnection Facilities Study Agreement shall mean the
form of agreement contained in Appendix 4 of the Standard Large
Generator Interconnection Procedures for conducting the
Interconnection Facilities Study.
Interconnection Feasibility Study shall mean a preliminary
evaluation of the system impact and cost of interconnecting the
Generating Facility to the Transmission Provider's Transmission
System, the scope of which is described in Section 4 1 of the
Standard Large Generator Interconnection Procedures.
Interconnection Feasibility Study Agreement shall mean the
form of agreement contained in Appendix 2 of the Standard Large
Generator Interconnection Procedures for conducting the
Interconnection Feasibility Study.
Interconnection Request shall mean an Interconnection
Customer's request, in the form of Appendix 1 to the Standard
Large Generator Interconnection Procedures, in accordance with
the Tariff, to interconnect a new Generating Facility, or to
increase the capacity of, or make a Material Modification to the
operating characteristics of, an existing Generating Facility
that is interconnected with the Transmission Provider's
Transmission System.
Interconnection Service shall mean the service provided by
the Transmission Provider associated with interconnecting the
Interconnection Customer's Generating Facility to the
Transmission Provider's Transmission System and enabling it to
receive electric energy and capacity from the Generating
Facility at the Point of Interconnection, pursuant to the terms
of the Standard Large Generator Interconnection Agreement and,
if applicable, the Transmission Provider's Tariff.
Interconnection Study shall mean any of the following
studies: the Interconnection Feasibility Study, the
Interconnection System Impact Study, and the Interconnection
Facilities Study described in the Standard Large Generator
Interconnection Procedures.
Interconnection System Impact Study shall mean an
engineering study that evaluates the impact of the proposed
interconnection on the safety and reliability of Transmission
Provider's Transmission System and, if applicable, an Affected
System. The study shall identify and detail the system impacts
that would result if the Generating Facility were interconnected
without project modifications or system modifications, focusing
on the Adverse System Impacts identified in the Interconnection
Feasibility Study, or to study potential impacts, including but
not limited to those identified in the Scoping Meeting as
described in the Standard Large Generator Interconnection
Procedures.
Interconnection System Impact Study Agreement shall mean
the form of agreement contained in Appendix 3 of the Standard
Large Generator Interconnection Procedures for conducting the
Interconnection System Impact Study.
IRS shall mean the Internal Revenue Service.
Joint Operating Committee shall be a group made up of
representatives from Interconnection Customers and the
Transmission Provider to coordinate operating and technical
considerations of Interconnection Service.
Large Generating Facility shall mean a Generating Facility
having a Generating Facility Capacity of more than 2 0 MW.
Loss shall mean any and all losses relating to injury to or
death of any person or damage to property, 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 Party's performance, or non-performance
of its obligations under the Standard Large Generator
Interconnection Agreement on behalf of the indemnifying Party,
except in cases of gross negligence or intentional wrongdoing by
the indemnifying Party.
Material Modification shall mean those modifications that
have a material impact on the cost or timing of any
Interconnection Request with a later queue priority date.
Metering Equipment shall mean all metering equipment
installed or to be installed at the Generating Facility pursuant
to the Standard Large Generator Interconnection Agreement at the
metering points, including but not limited to instrument
transformers, MWh-meters, data acquisition equipment,
transducers, remote terminal unit, communications equipment,
phone lines, and fiber optics.
NERC shall mean the North American Electric Reliability
Council or its successor organization.
Network Resource shall mean any designated generating
resource owned, purchased, or leased by a Network Customer under
the Network Integration Transmission Service Tariff. Network
Resources do not include any resource, or any portion thereof,
that is committed for sale to third parties or otherwise cannot
be called upon to meet the Network Customer's Network Load on a
non-interruptible basis.
Network Resource Interconnection Service shall mean an
Interconnection Service that allows the Interconnection Customer
to integrate its Large Generating Facility with the Transmission
Provider's Transmission System ( 1 ) in a manner comparable to
that in which the Transmission Provider integrates its
generating facilities to serve native load customers; or ( 2 ) in
an RTO or ISO with market based congestion management, in the
same manner as Network Resources. Network Resource
Interconnection Service in and of itself does not convey
transmission service.
Network Upgrades shall mean the additions, modifications,
and upgrades to the Transmission Provider's Transmission System
required at or beyond the point at which the Interconnection
Facilities connect to the Transmission Provider's Transmission
System to accommodate the interconnection of the Large
Generating Facility to the Transmission Provider's Transmission
System.
Notice of Dispute shall mean a written notice of a dispute
or claim that arises out of or in connection with the Standard
Large Generator Interconnection Agreement or its performance.
Optional Interconnection Study shall mean a sensitivity
analysis based on assumptions specified by the Interconnection
Customer in the Optional Interconnection Study Agreement.
Optional Interconnection Study Agreement shall mean the
form of agreement contained in Appendix 5 of the Standard Large
Generator Interconnection Procedures for conducting the Optional
Interconnection Study.
Party or Parties shall mean Transmission Provider,
Transmission Owner, Interconnection Customer or any combination
of the above.
Point of Change of Ownership shall mean the point, as set
forth in Appendix A to the Standard Large Generator
Interconnection Agreement, where the Interconnection Customer's
Interconnection Facilities connect to the Transmission
Provider's Interconnection Facilities.
Point of Interconnection shall mean the point, as set forth
in Appendix A to the Standard Large Generator Interconnection
Agreement, where the Interconnection Facilities connect to the
Transmission Provider's Transmission System.
Queue Position shall mean the order of a valid
Interconnection Request, relative to all other pending valid
Interconnection Requests, that is established based upon the
date and time of receipt of the valid Interconnection Request by
the Transmission Provider.
Reasonable Efforts shall mean, with respect to an action
required to be attempted or taken by a Party under the Standard
Large Generator Interconnection Agreement, efforts that are
timely and consistent with Good Utility Practice and are
otherwise substantially equivalent to those a Party would use to
protect its own interests.
Scoping Meeting shall mean the meeting between
representatives of the Interconnection Customer and Transmission
Provider conducted for the purpose of discussing alternative
interconnection options, to exchange information including any
transmission data and earlier study evaluations that would be
reasonably expected to impact such interconnection options, to
analyze such information, and to determine the potential
feasible Points of Interconnection.
Site Control shall mean documentation reasonably
demonstrating: ( 1 ) ownership of, a leasehold interest in, or a
right to develop a site for the purpose of constructing the
Generating Facility; ( 2 ) an option to purchase or acquire a
leasehold site for such purpose; or ( 3 ) an exclusivity or other
business relationship between Interconnection Customer and the
entity having the right to sell, lease or grant Interconnection
Customer the right to possess or occupy a site for such purpose.
Small Generating Facility shall mean a Generating Facility
that has a Generating Facility Capacity of no more than 2 0 MW.
Stand Alone Network Upgrades shall mean Network Upgrades
that an Interconnection Customer may construct without affecting
day-to-day operations of the Transmission System during their
construction. Both the Transmission Provider and the
Interconnection Customer must agree as to what constitutes Stand
Alone Network Upgrades and identify them in Appendix A to the
Standard Large Generator Interconnection Agreement.
Standard Large Generator Interconnection Agreement (LGIA)
shall mean the form of interconnection agreement applicable to
an Interconnection Request pertaining to a Large Generating
Facility that is included in the Transmission Provider's Tariff.
Standard Large Generator Interconnection Procedures (LGIP)
shall mean the interconnection procedures applicable to an
Interconnection Request pertaining to a Large Generating
Facility that are included in the Transmission Provider's
Tariff.
System Protection Facilities shall mean the equipment,
including necessary protection signal communications equipment,
required to protect ( 1 ) the Transmission Provider's Transmission
System from faults or other electrical disturbances occurring at
the Generating Facility and ( 2 ) the Generating Facility from
faults or other electrical system disturbances occurring on the
Transmission Provider's Transmission System or on other delivery
systems or other generating systems to which the Transmission
Provider's Transmission System is directly connected.
Tariff shall mean the Transmission Provider's Tariff
through which open access transmission service and
Interconnection Service are offered, as filed with FERC, and as
amended or supplemented from time to time, or any successor
tariff.
Transmission Owner shall mean an entity that owns, leases
or otherwise possesses an interest in the portion of the
Transmission System at the Point of Interconnection and may be a
Party to the Standard Large Generator Interconnection Agreement
to the extent necessary.
Transmission Provider shall mean the public utility (or its
designated agent) that owns, controls, or operates transmission
or distribution facilities used for the transmission of
electricity in interstate commerce and provides transmission
service under the Tariff. The term Transmission Provider should
be read to include the Transmission Owner when the Transmission
Owner is separate from the Transmission Provider.
Transmission Provider's Interconnection Facilities shall
mean all facilities and equipment owned, controlled or operated
by the Transmission Provider from the Point of Change of
Ownership to the Point of Interconnection as identified in
Appendix A to the Standard Large Generator Interconnection
Agreement, including any modifications, additions or upgrades to
such facilities and equipment. Transmission Provider's
Interconnection Facilities are sole use facilities and shall not
include Distribution Upgrades, Stand Alone Network Upgrades or
Network Upgrades.
Transmission System shall mean the facilities owned,
controlled or operated by the Transmission Provider or
Transmission Owner that are used to provide transmission service
under the Tariff.
Trial Operation shall mean the period during which
Interconnection Customer is engaged in on-site test operations
and commissioning of the Generating Facility prior to Commercial
Operation.
Variable Energy Resource shall mean a device for the
production of electricity that is characterized by an energy
source that: ( 1 ) is renewable; ( 2 ) cannot be stored by the
facility owner or operator; and ( 3 ) has variability that is
beyond the control of the facility owner or operator.
Article 2 . Effective Date, Term, and Termination
2 . 1 Effective Date. This LGIA shall become effective upon
execution by the Parties subject to acceptance by FERC ( i f
applicable), or if filed unexecuted, upon the date
specified by FERC. Transmission Provider shall promptly
file this LGIA with FERC upon execution in accordance with
Article 3 . 1 , if required.
2 . 2 Term of Agreement. Subject to the provisions of Article
2 . 3 , this LGIA shall remain in effect for a period of ten
( 1 0 ) years from the Effective Date or such other longer
period as Interconnection Customer may request (Term to be
specified in individual agreements) and shall be
automatically renewed for each successive one-year period
thereafter.
2 . 3 Termination Procedures.
2 . 3 . 1
2 . 3 . 2
2 . 3 . 3
Written Notice. This LGIA may be terminated by
Interconnection Customer after giving
Transmission Provider ninety ( 9 0 ) Calendar Days
advance written notice, or by Transmission
Provider notifying FERC after the Generating
Facility permanently ceases Commercial
Operation.
Default. Either Party may terminate this LGIA
in accordance with Article 1 7 .
Notwithstanding Articles 2 . 3 . 1 and 2 . 3 . 2 , no
termination shall become effective until the
Parties have complied with all Applicable Laws
and Regulations applicable to such termination,
including the filing with FERC of a notice of
termination of this LGIA, which notice has been
accepted for filing by FERC.
2 . 4 Termination Costs. If a Party elects to terminate this
Agreement pursuant to Article 2 . 3 above, each Party shall
pay all costs incurred (including any cancellation costs
relating to orders or contracts for Interconnection
Facilities and equipment) or charges assessed by the other
Party, as of the date of the other Party's receipt of such
notice of termination, that are the responsibility of the
Terminating Party under this LGIA. In the event of
termination by a Party, the Parties shall use commercially
Reasonable Efforts to mitigate the costs, damages and
charges arising as a consequence of termination. Upon
termination of this LGIA, unless otherwise ordered or
approved by FERC:
2 . 4 . 1 With respect to any portion of Transmission
Provider's Interconnection Facilities that have
not yet been constructed or installed,
Transmission Provider shall to the extent
possible and with Interconnection Customer's
authorization cancel any pending orders of, or
return, any materials or equipment for, or
contracts for construction of, such facilities;
provided that in the event Interconnection
Customer elects not to authorize such
cancellation, Interconnection Customer shall
assume all payment obligations with respect to
such materials, equipment, and contracts, and
Transmission Provider shall deliver such
material and equipment, and, if necessary,
assign such contracts, to Interconnection
Customer as soon as practicable, at
Interconnection Customer's expense. To the
extent that Interconnection Customer has
already paid Transmission Provider for any or
all such costs of materials or equipment not
taken by Interconnection Customer, Transmission
Provider shall promptly refund such amounts to
Interconnection Customer, less any costs,
including penalties incurred by Transmission
Provider to cancel any pending orders of or
return such materials, equipment, or contracts.
If an Interconnection Customer terminates this
LGIA, it shall be responsible for all costs
incurred in association with that
Interconnection Customer's interconnection,
including any cancellation costs relating to
orders or contracts for Interconnection
Facilities and equipment, and other expenses
including any Network Upgrades for which
Transmission Provider has incurred expenses and
has not been reimbursed by Interconnection
Customer.
2 . 4 . 2
2 . 4 . 3
Transmission Provider may, at its option,
retain any portion of such materials,
equipment, or facilities that Interconnection
Customer chooses not to accept delivery of, in
which case Transmission Provider shall be
responsible for all costs associated with
procuring such materials, equipment, or
facilities.
With respect to any portion of the
Interconnection Facilities, and any other
facilities already installed or constructed
pursuant to the terms of this LGIA,
Interconnection Customer shall be responsible
for all costs associated with the removal,
relocation or other disposition or retirement
of such materials, equipment, or facilities.
2 . 5 Disconnection. Upon termination of this LGIA, the Parties
will take all appropriate steps to disconnect the Large
Generating Facility from the Transmission System. All
costs required to effectuate such disconnection shall be
borne by the terminating Party, unless such termination
resulted from the non-terminating Party's Default of this
LGIA or such non-terminating Party otherwise is
responsible for these costs under this LGIA.
2 . 6 Survival. This LGIA shall continue in effect after
termination to the extent necessary to provide for final
billings and payments and for costs incurred hereunder,
including billings and payments pursuant to this LGIA; to
permit the determination and enforcement of liability and
indemnification obligations arising from acts or events
that occurred while this LGIA was in effect; and to permit
each Party to have access to the lands of the other Party
pursuant to this LGIA or other applicable agreements, to
disconnect, remove or salvage its own facilities and
equipment.
Article 3 . Regulatory Filings
3 . 1 Filing. Transmission Provider shall file this LGIA (and
any amendment hereto) with the appropriate Governmental
Authority, if required. Interconnection Customer may
request that any information so provided be subject to the
confidentiality provisions of Article 2 2 . If
Interconnection Customer has executed this LGIA, or any
amendment thereto, Interconnection Customer shall
reasonably cooperate with Transmission Provider with
respect to such filing and to provide any information
reasonably requested by Transmission Provider needed to
comply with applicable regulatory requirements.
Article 4 . Scope of Service
4 . 1 Interconnection Product Options. Interconnection Customer
has selected the following (checked) type of
Interconnection Service:
4 . 1 . 1 Energy Resource Interconnection Service.
4 . 1 . 1 . 1
4 . 1 . 1 . 2
The Product. Energy Resource
Interconnection Service allows
Interconnection Customer to connect
the Large Generating Facility to the
Transmission System and be eligible to
deliver the Large Generating
Facility's output using the existing
firm or non-firm capacity of the
Transmission System on an "as
available" basis. To the extent
Interconnection Customer wants to
receive Energy Resource
Interconnection Service, Transmission
Provider shall construct facilities
identified in Attachment A .
Transmission Delivery Service
Implications. Under Energy Resource
Interconnection Service,
Interconnection Customer will be
eligible to inject power from the
Large Generating Facility into and
deliver power across the
interconnecting Transmission
Provider's Transmission System on an
"as available" basis up to the amount
of MWs identified in the applicable
stability and steady state studies to
the extent the upgrades initially
required to qualify for Energy
Resource Interconnection Service have
been constructed. Where eligible to
4 . 1 . 2
do so ( e . g . , PJM, ISO-NE, N Y I S O ) ,
Interconnection Customer may place a
bid to sell into the market up to the
maximum identified Large Generating
Facility output, subject to any
conditions specified in the
interconnection service approval, and
the Large Generating Facility will be
dispatched to the extent
Interconnection Customer's bid clears.
In all other instances, no
transmission delivery service from the
Large Generating Facility is assured,
but Interconnection Customer may
obtain Point-to-Point Transmission
Service, Network Integration
Transmission Service, or be used for
secondary network transmission
service, pursuant to Transmission
Provider's Tariff, up to the maximum
output identified in the stability and
steady state studies. In those
instances, in order for
Interconnection Customer to obtain the
right to deliver or inject energy
beyond the Large Generating Facility
Point of Interconnection or to improve
its ability to do so, transmission
delivery service must be obtained
pursuant to the provisions of
Transmission Provider's Tariff. The
Interconnection Customer's ability to
inject its Large Generating Facility
output beyond the Point of
Interconnection, therefore, will
depend on the existing capacity of
Transmission Provider's Transmission
System at such time as a transmission
service request is made that would
accommodate such delivery. The
provision of firm Point-to-Point
Transmission Service or Network
Integration Transmission Service may
require the construction of additional
Network Upgrades.
Network Resource Interconnection Service.
4 . 1 . 2 . 1
4 . 1 . 2 . 2
The Product. Transmission Provider
must conduct the necessary studies and
construct the Network Upgrades needed
to integrate the Large Generating
Facility ( 1 ) in a manner comparable to
that in which Transmission Provider
integrates its generating facilities
to serve native load customers; or ( 2 )
in an ISO or RTO with market based
congestion management, in the same
manner as all Network Resources. To
the extent Interconnection Customer
wants to receive Network Resource
Interconnection Service, Transmission
Provider shall construct the
facilities identified in Attachment A
to this LGIA.
Transmission Delivery Service
Implications. Network Resource
Interconnection Service allows
Interconnection Customer's Large
Generating Facility to be designated
by any Network Customer under the
Tariff on Transmission Provider's
Transmission System as a Network
Resource, up to the Large Generating
Facility's full output, on the same
basis as existing Network Resources
interconnected to Transmission
Provider's Transmission System, and to
be studied as a Network Resource on
the assumption that such a designation
will occur. Although Network Resource
Interconnection Service does not
convey a reservation of transmission
service, any Network Customer under
the Tariff can utilize its network
service under the Tariff to obtain
delivery of energy from the
interconnected Interconnection
Customer's Large Generating Facility
in the same manner as it accesses
Network Resources. A Large Generating
Facility receiving Network Resource
Interconnection Service may also be
used to provide Ancillary Services
after technical studies and/or
periodic analyses are performed with
respect to the Large Generating
Facility's ability to provide any
applicable Ancillary Services,
provided that such studies and
analyses have been or would be
required in connection with the
provision of such Ancillary Services
by any existing Network Resource.
However, if an Interconnection
Customer's Large Generating Facility
has not been designated as a Network
Resource by any load, it cannot be
required to provide Ancillary Services
except to the extent such requirements
extend to all generating facilities
that are similarly situated. The
provision of Network Integration
Transmission Service or firm Point-to­
Point Transmission Service may require
additional studies and the
construction of additional upgrades.
Because such studies and upgrades
would be associated with a request for
delivery service under the Tariff,
cost responsibility for the studies
and upgrades would be in accordance
with FERC's policy for pricing
transmission delivery services.
Network Resource Interconnection
Service does not necessarily provide
Interconnection Customer with the
capability to physically deliver the
output of its Large Generating
Facility to any particular load on
Transmission Provider's Transmission
System without incurring congestion
c o s t s . In the event of transmission
constraints on Transmission Provider's
Transmission System, Interconnection
Customer's Large Generating Facility
shall be subject to the applicable
congestion management procedures in
Transmission Provider's Transmission
System in the same manner as Network
Resources.
There is no requirement either at the
time of study or interconnection, or
at any point in the future, that
Interconnection Customer's Large
Generating Facility be designated as a
Network Resource by a Network Service
Customer under the Tariff or that
Interconnection Customer identify a
specific buyer (or s i n k ) . To the
extent a Network Customer does
designate the Large Generating
Facility as a Network Resource, it
must do so pursuant to Transmission
Provider's Tariff.
Once an Interconnection Customer
satisfies the requirements for
obtaining Network Resource
Interconnection Service, any future
transmission service request for
delivery from the Large Generating
Facility within Transmission
Provider's Transmission System of any
amount of capacity and/or energy, up
to the amount initially studied, will
not require that any additional
studies be performed or that any
further upgrades associated with such
Large Generating Facility be
undertaken, regardless of whether or
not such Large Generating Facility is
ever designated by a Network Customer
as a Network Resource and regardless
of changes in ownership of the Large
Generating Facility. However, the
reduction or elimination of congestion
or redispatch costs may require
additional studies and the
construction of additional upgrades.
To the extent Interconnection Customer
enters into an arrangement for long
term transmission service for
deliveries from the Large Generating
Facility outside Transmission
Provider's Transmission System, such
request may require additional studies
and upgrades in order for Transmission
Provider to grant such request.
4 . 2 Provision of Service. Transmission Provider shall provide
Interconnection Service for the Large Generating Facility
at the Point of Interconnection.
4 . 3 Performance Standards. Each Party shall perform all of
its obligations under this LGIA in accordance with
Applicable Laws and Regulations, Applicable Reliability
Standards, and Good Utility Practice, and to the extent a
Party is required or prevented or limited in taking any
action by such regulations and standards, such Party shall
not be deemed to be in Breach of this LGIA for its
compliance therewith. If such Party is a Transmission
Provider or Transmission Owner, then that Party shall
amend the LGIA and submit the amendment to FERC for
approval.
4 . 4 No Transmission Delivery Service. The execution of this
LGIA does not constitute a request for, nor the provision
of, any transmission delivery service under Transmission
Provider's Tariff, and does not convey any right to
deliver electricity to any specific customer or Point of
Delivery.
4 . 5 Interconnection Customer Provided Services. The services
provided by Interconnection Customer under this LGIA are
set forth in Article 9 . 6 and Article 1 3 . 5 . 1 .
Interconnection Customer shall be paid for such services
in accordance with Article 1 1 . 6 .
Article 5 . Interconnection Facilities Engineering,
Procurement, and Construction
5 . 1 Options. Unless otherwise mutually agreed to between the
Parties, Interconnection Customer shall select the In­
Service Date, Initial Synchronization Date, and Commercial
Operation Date; and either Standard Option or Alternate
Option set forth below for completion of Transmission
Provider's Interconnection Facilities and Network Upgrades
as set forth in Appendix A, Interconnection Facilities and
Network Upgrades, and such dates and selected option shall
be set forth in Appendix B, Milestones.
5 . 1 . 1 Standard Option. Transmission Provider shall
design, procure, and construct Transmission
Provider's Interconnection Facilities and
Network Upgrades, using Reasonable Efforts to
complete Transmission Provider's
Interconnection Facilities and Network Upgrades
by the dates set forth in Appendix B,
Milestones. Transmission Provider shall not be
required to undertake any action which is
inconsistent with its standard safety
practices, its material and equipment
specifications, its design criteria and
construction procedures, its labor agreements,
and Applicable Laws and Regulations. In the
event Transmission Provider reasonably expects
that it will not be able to complete
Transmission Provider's Interconnection
Facilities and Network Upgrades by the
specified dates, Transmission Provider shall
promptly provide written notice to
Interconnection Customer and shall undertake
Reasonable Efforts to meet the earliest dates
thereafter.
5 . 1 . 2 Alternate Option. If the dates designated by
Interconnection Customer are acceptable to
Transmission Provider, Transmission Provider
shall so notify Interconnection Customer within
thirty ( 3 0 ) Calendar Days, and shall assume
responsibility for the design, procurement and
construction of Transmission Provider's
Interconnection Facilities by the designated
dates.
I f Transmission Provider subsequently fails to
complete Transmission Provider's
Interconnection Facilities by the In-Service
Date, to the extent necessary to provide back
feed power; or fails to complete Network
Upgrades by the Initial Synchronization Date to
the extent necessary to allow for Trial
Operation at full power output, unless other
arrangements are made by the Parties for such
Trial Operation; or fails to complete the
Network Upgrades by the Commercial Operation
Date, as such dates are reflected in Appendix
B, Milestones; Transmission Provider shall pay
Interconnection Customer liquidated damages in
accordance with Article 5 . 3 , Liquidated
Damages, provided, however, the dates
designated by Interconnection Customer shall be
extended day for day for each day that the
applicable RTO or ISO refuses to grant
clearances to install equipment.
5 . 1 . 3 Option to Build. If the dates designated by
Interconnection Customer are not acceptable to
Transmission Provider, Transmission Provider
shall so notify Interconnection Customer within
thirty ( 3 0 ) Calendar Days, and unless the
Parties agree otherwise, Interconnection
Customer shall have the option to assume
responsibility for the design, procurement and
construction of Transmission Provider's
Interconnection Facilities and Stand Alone
Network Upgrades on the dates specified in
Article 5 . 1 . 2 . Transmission Provider and
Interconnection Customer must agree as to what
constitutes Stand Alone Network Upgrades and
identify such Stand Alone Network Upgrades in
Appendix A . Except for Stand Alone Network
Upgrades, Interconnection Customer shall have
no right to construct Network Upgrades under
this option.
5 . 1 . 4 Negotiated Option. If Interconnection Customer
elects not to exercise its option under Article
5 . 1 . 3 , Option to Build, Interconnection
Customer shall so notify Transmission Provider
within thirty ( 3 0 ) Calendar Days, and the
Parties shall in good faith attempt to
negotiate terms and conditions (including
revision of the specified dates and liquidated
damages, the provision of incentives or the
procurement and construction of a portion of
Transmission Provider's Interconnection
Facilities and Stand Alone Network Upgrades by
Interconnection Customer) pursuant to which
Transmission Provider is responsible for the
design, procurement and construction of
Transmission Provider's Interconnection
Facilities and Network Upgrades. If the
Parties are unable to reach agreement on such
terms and conditions, Transmission Provider
shall assume responsibility for the design,
procurement and construction of Transmission
Provider's Interconnection Facilities and
Network Upgrades pursuant to 5 . 1 . 1 , Standard
Option.
5 . 2 General Conditions Applicable to Option to Build. I f
Interconnection Customer assumes responsibility for the
design, procurement and construction of Transmission
Provider's Interconnection Facilities and Stand Alone
Network Upgrades,
( 1 )
( 2 )
( 3 )
( 4 )
Interconnection Customer shall engineer,
procure equipment, and construct Transmission
Provider's Interconnection Facilities and Stand
Alone Network Upgrades (or portions thereof)
using Good Utility Practice and using standards
and specifications provided in advance by
Transmission Provider;
Interconnection Customer's engineering,
procurement and construction of Transmission
Provider's Interconnection Facilities and Stand
Alone Network Upgrades shall comply with all
requirements of law to which Transmission
Provider would be subject in the engineering,
procurement or construction of Transmission
Provider's Interconnection Facilities and Stand
Alone Network Upgrades;
Transmission Provider shall review and approve
the engineering design, equipment acceptance
tests, and the construction of Transmission
Provider's Interconnection Facilities and Stand
Alone Network Upgrades;
prior to commencement of construction,
Interconnection Customer shall provide to
Transmission Provider a schedule for
construction of Transmission Provider's
Interconnection Facilities and Stand Alone
Network Upgrades, and shall promptly respond to
requests for information from Transmission
Provider;
( 5 )
( 6 )
( 7 )
( 8 )
( 9 )
( 1 0 )
at any time during construction, Transmission
Provider shall have the right to gain
unrestricted access to Transmission Provider's
Interconnection Facilities and Stand Alone
Network Upgrades and to conduct inspections of
the same;
at any time during construction, should any
phase of the engineering, equipment
procurement, or construction of Transmission
Provider's Interconnection Facilities and Stand
Alone Network Upgrades not meet the standards
and specifications provided by Transmission
Provider, Interconnection Customer shall be
obligated to remedy deficiencies in that
portion of Transmission Provider's
Interconnection Facilities and Stand Alone
Network Upgrades;
Interconnection Customer shall indemnify
Transmission Provider for claims arising from
Interconnection Customer's construction of
Transmission Provider's Interconnection
Facilities and Stand Alone Network Upgrades
under the terms and procedures applicable to
Article 1 8 . 1 Indemnity;
Interconnection Customer shall transfer control
of Transmission Provider's Interconnection
Facilities and Stand Alone Network Upgrades to
Transmission Provider;
Unless Parties otherwise agree, Interconnection
Customer shall transfer ownership of
Transmission Provider's Interconnection
Facilities and Stand-Alone Network Upgrades to
Transmission Provider;
Transmission Provider shall approve and accept
for operation and maintenance Transmission
Provider's Interconnection Facilities and Stand
Alone Network Upgrades to the extent
engineered, procured, and constructed in
accordance with this Article 5 . 2 ; and
( 1 1 ) Interconnection Customer shall deliver to
Transmission Provider "as-built" drawings,
information, and any other documents that are
reasonably required by Transmission Provider to
assure that the Interconnection Facilities and
Stand-Alone Network Upgrades are built to the
standards and specifications required by
Transmission Provider.
5 . 3 Liquidated Damages. The actual damages to Interconnection
Customer, in the event Transmission Provider's
Interconnection Facilities or Network Upgrades are not
completed by the dates designated by Interconnection
Customer and accepted by Transmission Provider pursuant to
subparagraphs 5 . 1 . 2 or 5 . 1 . 4 , above, may include
Interconnection Customer's fixed operation and maintenance
costs and lost opportunity c o s t s . Such actual damages are
uncertain and impossible to determine at this time.
Because of such uncertainty, any liquidated damages paid
by Transmission Provider to Interconnection Customer in
the event that Transmission Provider does not complete any
portion of Transmission Provider's Interconnection
Facilities or Network Upgrades by the applicable dates,
shall be an amount equal t o � of 1 percent per day of the
actual cost of Transmission Provider's Interconnection
Facilities and Network Upgrades, in the aggregate, for
which Transmission Provider has assumed responsibility to
design, procure and construct.
However, in no event shall the total liquidated damages
exceed 2 0 percent of the actual cost of Transmission
Provider's Interconnection Facilities and Network Upgrades
for which Transmission Provider has assumed responsibility
to design, procure, and construct. The foregoing payments
will be made by Transmission Provider to Interconnection
Customer as just compensation for the damages caused to
Interconnection Customer, which actual damages are
uncertain and impossible to determine at this time, and as
reasonable liquidated damages, but not as a penalty or a
method to secure performance of this LGIA. Liquidated
damages, when the Parties agree to them, are the exclusive
remedy for the Transmission Provider's failure to meet its
schedule.
No liquidated damages shall be paid to Interconnection
Customer i f : ( 1 ) Interconnection Customer is not ready to
commence use of Transmission Provider's Interconnection
Facilities or Network Upgrades to take the delivery of
power for the Large Generating Facility's Trial Operation
or to export power from the Large Generating Facility on
the specified dates, unless Interconnection Customer would
have been able to commence use of Transmission Provider's
Interconnection Facilities or Network Upgrades to take the
delivery of power for Large Generating Facility's Trial
Operation or to export power from the Large Generating
Facility, but for Transmission Provider's delay; ( 2 )
Transmission Provider's failure to meet the specified
dates is the result of the action or inaction of
Interconnection Customer or any other Interconnection
Customer who has entered into an LGIA with Transmission
Provider or any cause beyond Transmission Provider's
reasonable control or reasonable ability to cure; ( 3 ) the
interconnection Customer has assumed responsibility for
the design, procurement and construction of Transmission
Provider's Interconnection Facilities and Stand Alone
Network Upgrades; or ( 4 ) the Parties have otherwise
agreed.
5 . 4 Power System Stabilizers. The Interconnection Customer
shall procure, install, maintain and operate Power System
Stabilizers in accordance with the guidelines and
procedures established by the Applicable Reliability
Council. Transmission Provider reserves the right to
reasonably establish minimum acceptable settings for any
installed Power System Stabilizers, subject to the design
and operating limitations of the Large Generating
Facility. If the Large Generating Facility's Power System
Stabilizers are removed from service or not capable of
automatic operation, Interconnection Customer shall
immediately notify Transmission Provider's system
operator, or its designated representative. The
requirements of this paragraph shall not apply to wind
generators.
5 . 5 Equipment Procurement. If responsibility for construction
of Transmission Provider's Interconnection Facilities or
Network Upgrades is to be borne by Transmission Provider,
then Transmission Provider shall commence design of
Transmission Provider's Interconnection Facilities or
Network Upgrades and procure necessary equipment as soon
as practicable after all of the following conditions are
satisfied, unless the Parties otherwise agree in writing:
5 . 5 . 1
5 . 5 . 2
5 . 5 . 3
Transmission Provider has completed the
Facilities Study pursuant to the Facilities
Study Agreement;
Transmission Provider has received written
authorization to proceed with design and
procurement from Interconnection Customer by
the date specified in Appendix B, Milestones;
and
Interconnection Customer has provided security
to Transmission Provider in accordance with
Article 1 1 . 5 by the dates specified in Appendix
B, Milestones.
5 . 6 Construction Commencement. Transmission Provider shall
commence construction of Transmission Provider's
Interconnection Facilities and Network Upgrades for which
it is responsible as soon as practicable after the
following additional conditions are satisfied:
5 . 6 . 1
5 . 6 . 2
5 . 6 . 3
5 . 6 . 4
Approval of the appropriate Governmental
Authority has been obtained for any facilities
requiring regulatory approval;
Necessary real property rights and rights-of­
way have been obtained, to the extent required
for the construction of a discrete aspect of
Transmission Provider's Interconnection
Facilities and Network Upgrades;
Transmission Provider has received written
authorization to proceed with construction from
Interconnection Customer by the date specified
in Appendix B, Milestones; and
Interconnection Customer has provided security
to Transmission Provider in accordance with
Article 1 1 . 5 by the dates specified in Appendix
B, Milestones.
5 . 7 Work Progress. The Parties will keep each other advised
periodically as to the progress of their respective
design, procurement and construction efforts. Either
Party may, at any time, request a progress report from the
other Party. If, at any time, Interconnection Customer
determines that the completion of Transmission Provider's
Interconnection Facilities will not be required until
after the specified In-Service Date, Interconnection
Customer will provide written notice to Transmission
Provider of such later date upon which the completion of
Transmission Provider's Interconnection Facilities will be
required.
5 . 8 Information Exchange. As soon as reasonably practicable
after the Effective Date, the Parties shall exchange
information regarding the design and compatibility of the
Parties' Interconnection Facilities and compatibility of
the Interconnection Facilities with Transmission
Provider's Transmission System, and shall work diligently
and in good faith to make any necessary design changes.
5 . 9 Limited Operation. If any of Transmission Provider's
Interconnection Facilities or Network Upgrades are not
reasonably expected to be completed prior to the
Commercial Operation Date of the Large Generating
Facility, Transmission Provider shall, upon the request
and at the expense of Interconnection Customer, perform
operating studies on a timely basis to determine the
extent to which the Large Generating Facility and
Interconnection Customer's Interconnection Facilities may
operate prior to the completion of Transmission Provider's
Interconnection Facilities or Network Upgrades consistent
with Applicable Laws and Regulations, Applicable
Reliability Standards, Good Utility Practice, and this
LGIA. Transmission Provider shall permit Interconnection
Customer to operate the Large Generating Facility and
Interconnection Customer's Interconnection Facilities in
accordance with the results of such studies.
5 . 1 0 Interconnection Customer's Interconnection Facilities
( ' I C I F ' ) . Interconnection Customer shall, at its expense,
design, procure, construct, own and install the ICIF, as
set forth in Appendix A, Interconnection Facilities,
Network Upgrades and Distribution Upgrades.
5 . 1 0 . 1 Interconnection Customer's Interconnection
Facility Specifications. Interconnection
Customer shall submit initial specifications
for the ICIF, including System Protection
Facilities, to Transmission Provider at least
one hundred eighty ( 1 8 0 ) Calendar Days prior to
the Initial Synchronization Date; and final
specifications for review and comment at least
5 . 1 0 . 2
5 . 1 0 . 3
ninety ( 9 0 ) Calendar Days prior to the Initial
Synchronization Date. Transmission Provider
shall review such specifications to ensure that
the ICIF are compatible with the technical
specifications, operational control, and safety
requirements of Transmission Provider and
comment on such specifications within thirty
( 3 0 ) Calendar Days of Interconnection
Customer's submission. All specifications
provided hereunder shall be deemed
confidential.
Transmission Provider's Review. Transmission
Provider's review of Interconnection Customer's
final specifications shall not be construed as
confirming, endorsing, or providing a warranty
as to the design, fitness, safety, durability
or reliability of the Large Generating
Facility, or the I C I F . Interconnection
Customer shall make such changes to the ICIF as
may reasonably be required by Transmission
Provider, in accordance with Good Utility
Practice, to ensure that the ICIF are
compatible with the technical specifications,
operational control, and safety requirements of
Transmission Provider.
ICIF Construction. The ICIF shall be designed
and constructed in accordance with Good Utility
Practice. Within one hundred twenty ( 1 2 0 )
Calendar Days after the Commercial Operation
Date, unless the Parties agree on another
mutually acceptable deadline, Interconnection
Customer shall deliver to Transmission Provider
"as-built" drawings, information and documents
for the ICIF, such a s : a one-line diagram, a
site plan showing the Large Generating Facility
and the ICIF, plan and elevation drawings
showing the layout of the ICIF, a relay
functional diagram, relaying AC and DC
schematic wiring diagrams and relay settings
for all facilities associated with
Interconnection Customer's step-up
transformers, the facilities connecting the
Large Generating Facility to the step-up
transformers and the ICIF, and the impedances
(determined by factory tests) for the
associated step-up transformers and the Large
Generating Facility. The Interconnection
Customer shall provide Transmission Provider
specifications for the excitation system,
automatic voltage regulator, Large Generating
Facility control and protection settings,
transformer tap settings, and communications,
if applicable.
5 . 1 1 Transmission Provider's Interconnection Facilities
Construction. Transmission Provider's Interconnection
Facilities shall be designed and constructed in accordance
with Good Utility Practice. Upon request, within one
hundred twenty ( 1 2 0 ) Calendar Days after the Commercial
Operation Date, unless the Parties agree on another
mutually acceptable deadline, Transmission Provider shall
deliver to Interconnection Customer the following "as­
built" drawings, information and documents for
Transmission Provider's Interconnection Facilities
[include appropriate drawings and relay diagrams].
Transmission Provider will obtain control of Transmission
Provider's Interconnection Facilities and Stand Alone
Network Upgrades upon completion of such facilities.
5 . 1 2 Access Rights. Upon reasonable notice and supervision by
a Party, and subject to any required or necessary
regulatory approvals, a Party ("Granting Party") shall
furnish at no cost to the other Party ("Access Party") any
rights of use, licenses, rights of way and easements with
respect to lands owned or controlled by the Granting
Party, its agents ( i f allowed under the applicable agency
agreement), or any Affiliate, that are necessary to enable
the Access Party to obtain ingress and egress to
construct, operate, maintain, repair, test (or witness
testing), inspect, replace or remove facilities and
equipment t o : ( i ) interconnect the Large Generating
Facility with the Transmission System; ( i i ) operate and
maintain the Large Generating Facility, the
Interconnection Facilities and the Transmission System;
and ( i i i ) disconnect or remove the Access Party's
facilities and equipment upon termination of this LGIA.
In exercising such licenses, rights of way and easements,
the Access Party shall not unreasonably disrupt or
interfere with normal operation of the Granting Party's
business and shall adhere to the safety rules and
procedures established in advance, as may be changed from
time to time, by the Granting Party and provided to the
Access Party.
5 . 1 3 Lands of Other Property Owners. If any part of
Transmission Provider or Transmission Owner's
Interconnection Facilities and/or Network Upgrades is to
be installed on property owned by persons other than
Interconnection Customer or Transmission Provider or
Transmission Owner, Transmission Provider or Transmission
Owner shall at Interconnection Customer's expense use
efforts, similar in nature and extent to those that it
typically undertakes on its own behalf or on behalf of its
Affiliates, including use of its eminent domain authority,
and to the extent consistent with state law, to procure
from such persons any rights of use, licenses, rights of
way and easements that are necessary to construct,
operate, maintain, test, inspect, replace or remove
Transmission Provider or Transmission Owner's
Interconnection Facilities and/or Network Upgrades upon
such property.
5 . 1 4 Permits. Transmission Provider or Transmission Owner and
Interconnection Customer shall cooperate with each other
in good faith in obtaining all permits, licenses and
authorizations that are necessary to accomplish the
interconnection in compliance with Applicable Laws and
Regulations. With respect to this paragraph, Transmission
Provider or Transmission Owner shall provide permitting
assistance to Interconnection Customer comparable to that
provided to Transmission Provider's own, or an Affiliate's
generation.
5 . 1 5 Early Construction of Base Case Facilities.
Interconnection Customer may request Transmission Provider
to construct, and Transmission Provider shall construct,
using Reasonable Efforts to accommodate Interconnection
Customer's In-Service Date, all or any portion of any
Network Upgrades required for Interconnection Customer to
be interconnected to the Transmission System which are
included in the Base Case of the Facilities Study for
Interconnection Customer, and which also are required to
be constructed for another Interconnection Customer, but
where such construction is not scheduled to be completed
in time to achieve Interconnection Customer's In-Service
Date.
5 . 1 6
5 . 1 7
Suspension. Interconnection Customer reserves the right,
upon written notice to Transmission Provider, to suspend
at any time all work by Transmission Provider associated
with the construction and installation of Transmission
Provider's Interconnection Facilities and/or Network
Upgrades required under this LGIA with the condition that
Transmission System shall be left in a safe and reliable
condition in accordance with Good Utility Practice and
Transmission Provider's safety and reliability criteria.
In such event, Interconnection Customer shall be
responsible for all reasonable and necessary costs which
Transmission Provider ( i ) has incurred pursuant to this
LGIA prior to the suspension and ( i i ) incurs in suspending
such work, including any costs incurred to perform such
work as may be necessary to ensure the safety of persons
and property and the integrity of the Transmission System
during such suspension and, if applicable, any costs
incurred in connection with the cancellation or suspension
of material, equipment and labor contracts which
Transmission Provider cannot reasonably avoid; provided,
however, that prior to canceling or suspending any such
material, equipment or labor contract, Transmission
Provider shall obtain Interconnection Customer's
authorization to do s o .
Transmission Provider shall invoice Interconnection
Customer for such costs pursuant to Article 12 and shall
use due diligence to minimize its c o s t s . In the event
Interconnection Customer suspends work by Transmission
Provider required under this LGIA pursuant to this Article
5 . 1 6 , and has not requested Transmission Provider to
recommence the work required under this LGIA on or before
the expiration of three ( 3 ) years following commencement
of such suspension, this LGIA shall be deemed terminated.
The three-year period shall begin on the date the
suspension is requested, or the date of the written notice
to Transmission Provider, if no effective date is
specified.
Taxes.
5 . 1 7 . 1 Interconnection Customer Payments Not Taxable.
The Parties intend that all payments or
property transfers made by Interconnection
Customer to Transmission Provider for the
installation of Transmission Provider's
Interconnection Facilities and the Network
5 . 1 7 . 2
Upgrades shall be non-taxable, either as
contributions to capital, or as an advance, in
accordance with the Internal Revenue Code and
any applicable state income tax laws and shall
not be taxable as contributions in aid of
construction or otherwise under the Internal
Revenue Code and any applicable state income
tax laws.
Representations and Covenants. In accordance
with IRS Notice 2 0 0 1 - 8 2 and IRS Notice 8 8 - 1 2 9 ,
Interconnection Customer represents and
covenants that ( i ) ownership of the electricity
generated at the Large Generating Facility will
pass to another party prior to the transmission
of the electricity on the Transmission System,
( i i ) for income tax purposes, the amount of any
payments and the cost of any property
transferred to Transmission Provider for
Transmission Provider's Interconnection
Facilities will be capitalized by
Interconnection Customer as an intangible asset
and recovered using the straight-line method
over a useful life of twenty ( 2 0 ) years, and
( i i i ) any portion of Transmission Provider's
Interconnection Facilities that is a "dual-use
intertie," within the meaning of IRS Notice 8 8 -
1 2 9 , is reasonably expected to carry only a de
minimis amount of electricity in the direction
of the Large Generating Facility. For this
purpose, "de minimis amount" means no more than
5 percent of the total power flows in both
directions, calculated in accordance with the
" 5 percent test" set forth in IRS Notice 8 8 -
1 2 9 . This is not intended to be an exclusive
list of the relevant conditions that must be
met to conform to IRS requirements for non­
taxable treatment.
At Transmission Provider's request,
Interconnection Customer shall provide
Transmission Provider with a report from an
independent engineer confirming its
representation in clause ( i i i ) , above.
Transmission Provider represents and covenants
that the cost of Transmission Provider's
Interconnection Facilities paid for by
5 . 1 7 . 3
Interconnection Customer will have no net
effect on the base upon which rates are
determined.
Indemnification for the Cost Consequences of
Current Tax Liability Imposed Upon the
Transmission Provider. Notwithstanding Article
5 . 1 7 . 1 , Interconnection Customer shall protect,
indemnify and hold harmless Transmission
Provider from the cost consequences of any
current tax liability imposed against
Transmission Provider as the result of payments
or property transfers made by Interconnection
Customer to Transmission Provider under this
LGIA for Interconnection Facilities, as well as
any interest and penalties, other than interest
and penalties attributable to any delay caused
by Transmission Provider.
Transmission Provider shall not include a
gross-up for the cost consequences of any
current tax liability in the amounts it charges
Interconnection Customer under this LGIA unless
( i ) Transmission Provider has determined, in
good faith, that the payments or property
transfers made by Interconnection Customer to
Transmission Provider should be reported as
income subject to taxation or ( i i ) any
Governmental Authority directs Transmission
Provider to report payments or property as
income subject to taxation; provided, however,
that Transmission Provider may require
Interconnection Customer to provide security
for Interconnection Facilities, in a form
reasonably acceptable to Transmission Provider
(such as a parental guarantee or a letter of
credit), in an amount equal to the cost
consequences of any current tax liability under
this Article 5 . 1 7 . Interconnection Customer
shall reimburse Transmission Provider for such
costs on a fully grossed-up basis, in
accordance with Article 5 . 1 7 . 4 , within thirty
( 3 0 ) Calendar Days of receiving written
notification from Transmission Provider of the
amount due, including detail about how the
amount was calculated.
5 . 1 7 . 4
The indemnification obligation shall terminate
at the earlier of ( 1 ) the expiration of the ten
year testing period and the applicable statute
of limitation, as it may be extended by
Transmission Provider upon request of the IRS,
to keep these years open for audit or
adjustment, or ( 2 ) the occurrence of a
subsequent taxable event and the payment of any
related indemnification obligations as
contemplated by this Article 5 . 1 7 .
Tax Gross-Up Amount. Interconnection
Customer's liability for the cost consequences
of any current tax liability under this Article
5 . 1 7 shall be calculated on a fully grossed-up
basis. Except as may otherwise be agreed to by
the parties, this means that Interconnection
Customer will pay Transmission Provider, in
addition to the amount paid for the
Interconnection Facilities and Network
Upgrades, an amount equal to ( 1 ) the current
taxes imposed on Transmission Provider
("Current Taxes") on the excess of ( a ) the
gross income realized by Transmission Provider
as a result of payments or property transfers
made by Interconnection Customer to
Transmission Provider under this LGIA (without
regard to any payments under this Article 5 . 1 7 )
(the "Gross Income Amount") over (b) the
present value of future tax deductions for
depreciation that will be available as a result
of such payments or property transfers (the
"Present Value Depreciation Amount"), plus ( 2 )
an additional amount sufficient to permit
Transmission Provider to receive and retain,
after the payment of all Current Taxes, an
amount equal to the net amount described in
clause ( 1 ) .
For this purpose, ( i ) Current Taxes shall be
computed based on Transmission Provider's
composite federal and state tax rates at the
time the payments or property transfers are
received and Transmission Provider will be
treated as being subject to tax at the highest
marginal rates in effect at that time (the
"Current Tax R a t e " ) , and ( i i ) the Present Value
5 . 1 7 . 5
Depreciation Amount shall be computed by
discounting Transmission Provider's anticipated
tax depreciation deductions as a result of such
payments or property transfers by Transmission
Provider's current weighted average cost of
capital. Thus, the formula for calculating
Interconnection Customer's liability to
Transmission Owner pursuant to this Article
5 . 1 7 . 4 can be expressed as follows: (Current
Tax Rate x (Gross Income Amount -= Present
Value of Tax Depreciation))/(1-Current Tax
R a t e ) . Interconnection Customer's estimated
tax liability in the event taxes are imposed
shall be stated in Appendix A, Interconnection
Facilities, Network Upgrades and Distribution
Upgrades.
Private Letter Ruling or Change or
Clarification of Law. At Interconnection
Customer's request and expense, Transmission
Provider shall file with the IRS a request for
a private letter ruling as to whether any
property transferred or sums paid, or to be
paid, by Interconnection Customer to
Transmission Provider under this LGIA are
subject to federal income taxation.
Interconnection Customer will prepare the
initial draft of the request for a private
letter ruling, and will certify under penalties
of perjury that all facts represented in such
request are true and accurate to the best of
Interconnection Customer's knowledge.
Transmission Provider and Interconnection
Customer shall cooperate in good faith with
respect to the submission of such request.
Transmission Provider shall keep
Interconnection Customer fully informed of the
status of such request for a private letter
ruling and shall execute either a privacy act
waiver or a limited power of attorney, in a
form acceptable to the IRS, that authorizes
Interconnection Customer to participate in all
discussions with the IRS regarding such request
for a private letter ruling. Transmission
Provider shall allow Interconnection Customer
to attend all meetings with IRS officials about
5 . 1 7 . 6
5 . 1 7 . 7
the request and shall permit Interconnection
Customer to prepare the initial drafts of any
follow-up letters in connection with the
request.
Subsequent Taxable Events. I f , within 1 0 years
from the date on which the relevant
Transmission Provider's Interconnection
Facilities are placed in service, ( i )
Interconnection Customer Breaches the covenants
contained in Article 5 . 1 7 . 2 , ( i i ) a
"disqualification event" occurs within the
meaning of IRS Notice 8 8 - 1 2 9 , or ( i i i ) this
LGIA terminates and Transmission Provider
retains ownership of the Interconnection
Facilities and Network Upgrades,
Interconnection Customer shall pay a tax gross­
up for the cost consequences of any current tax
liability imposed on Transmission Provider,
calculated using the methodology described in
Article 5 . 1 7 . 4 and in accordance with IRS
Notice 9 0 - 6 0 .
Contests. In the event any Governmental
Authority determines that Transmission
Provider's receipt of payments or property
constitutes income that is subject to taxation,
Transmission Provider shall notify
Interconnection Customer, in writing, within
thirty ( 3 0 ) Calendar Days of receiving
notification of such determination by a
Governmental Authority. Upon the timely
written request by Interconnection Customer and
at Interconnection Customer's sole expense,
Transmission Provider may appeal, protest, seek
abatement of, or otherwise oppose such
determination. Upon Interconnection Customer's
written request and sole expense, Transmission
Provider may file a claim for refund with
respect to any taxes paid under this Article
5 . 1 7 , whether or not it has received such a
determination. Transmission Provider reserves
the right to make all decisions with regard to
the prosecution of such appeal, protest,
abatement or other contest, including the
selection of counsel and compromise or
settlement of the claim, but Transmission
5 . 1 7 . 8
Provider shall keep Interconnection Customer
informed, shall consider in good faith
suggestions from Interconnection Customer about
the conduct of the contest, and shall
reasonably permit Interconnection Customer or
an Interconnection Customer representative to
attend contest proceedings.
Interconnection Customer shall pay to
Transmission Provider on a periodic basis, as
invoiced by Transmission Provider, Transmission
Provider's documented reasonable costs of
prosecuting such appeal, protest, abatement or
other contest. At any time during the contest,
Transmission Provider may agree to a settlement
either with Interconnection Customer's consent
or after obtaining written advice from
nationally-recognized tax counsel, selected by
Transmission Provider, but reasonably
acceptable to Interconnection Customer, that
the proposed settlement represents a reasonable
settlement given the hazards of litigation.
Interconnection Customer's obligation shall be
based on the amount of the settlement agreed to
by Interconnection Customer, or if a higher
amount, so much of the settlement that is
supported by the written advice from
nationally-recognized tax counsel selected
under the terms of the preceding sentence. The
settlement amount shall be calculated on a
fully grossed-up basis to cover any related
cost consequences of the current tax liability.
Any settlement without Interconnection
Customer's consent or such written advice will
relieve Interconnection Customer from any
obligation to indemnify Transmission Provider
for the tax at issue in the contest.
Refund. In the event that ( a ) a private letter
ruling is issued to Transmission Provider which
holds that any amount paid or the value of any
property transferred by Interconnection
Customer to Transmission Provider under the
terms of this LGIA is not subject to federal
income taxation, (b) any legislative change or
administrative announcement, notice, ruling or
other determination makes it reasonably clear
to Transmission Provider in good faith that any
amount paid or the value of any property
transferred by Interconnection Customer to
Transmission Provider under the terms of this
LGIA is not taxable to Transmission Provider,
( c ) any abatement, appeal, protest, or other
contest results in a determination that any
payments or transfers made by Interconnection
Customer to Transmission Provider are not
subject to federal income tax, or (d) if
Transmission Provider receives a refund from
any taxing authority for any overpayment of tax
attributable to any payment or property
transfer made by Interconnection Customer to
Transmission Provider pursuant to this LGIA,
Transmission Provider shall promptly refund to
Interconnection Customer the following:
( i ) any payment made by Interconnection
Customer under this Article 5 . 1 7 for
taxes that is attributable to the
amount determined to be non-taxable,
together with interest thereon,
( i i ) interest on any amounts paid by
Interconnection Customer to
Transmission Provider for such taxes
which Transmission Provider did not
submit to the taxing authority,
calculated in accordance with the
methodology set forth in FERC's
regulations at 1 8 CFR
§ 3 5 . 1 9 a ( a ) ( 2 ) ( i i i ) from the date
payment was made by Interconnection
Customer to the date Transmission
Provider refunds such payment to
Interconnection Customer, and
( i i i ) with respect to any such taxes paid by
Transmission Provider, any refund or
credit Transmission Provider receives
or to which it may be entitled from
any Governmental Authority, interest
(or that portion thereof attributable
to the payment described in clause
( i ) , above) owed to Transmission
Provider for such overpayment of taxes
(including any reduction in interest
otherwise payable by Transmission
Provider to any Governmental Authority
resulting from an offset or
credit); provided, however, that
Transmission Provider will remit such
amount promptly to Interconnection
Customer only after and to the extent
that Transmission Provider has
received a tax refund, credit or
offset from any Governmental Authority
for any applicable overpayment of
income tax related to Transmission
Provider's Interconnection Facilities.
The intent of this provision is to leave the
Parties, to the extent practicable, in the
event that no taxes are due with respect to any
payment for Interconnection Facilities and
Network Upgrades hereunder, in the same
position they would have been in had no such
tax payments been made.
5 . 1 7 . 9 Taxes Other Than Income Taxes. Upon the timely
request by Interconnection Customer, and at
Interconnection Customer's sole expense,
Transmission Provider may appeal, protest, seek
abatement of, or otherwise contest any tax
(other than federal or state income tax)
asserted or assessed against Transmission
Provider for which Interconnection Customer may
be required to reimburse Transmission Provider
under the terms of this LGIA. Interconnection
Customer shall pay to Transmission Provider on
a periodic basis, as invoiced by Transmission
Provider, Transmission Provider's documented
reasonable costs of prosecuting such appeal,
protest, abatement, or other contest.
Interconnection Customer and Transmission
Provider shall cooperate in good faith with
respect to any such contest. Unless the
payment of such taxes is a prerequisite to an
appeal or abatement or cannot be deferred, no
amount shall be payable by Interconnection
Customer to Transmission Provider for such
taxes until they are assessed by a final, non­
appealable order by any court or agency of
5 . 1 7 . 1 0
competent jurisdiction. In the event that a
tax payment is withheld and ultimately due and
payable after appeal, Interconnection Customer
will be responsible for all taxes, interest and
penalties, other than penalties attributable to
any delay caused by Transmission Provider.
Transmission Owners Who Are Not Transmission
Providers. If Transmission Provider is not the
same entity as the Transmission Owner, then ( i )
all references in this Article 5 . 1 7 to
Transmission Provider shall be deemed also to
refer to and to include the Transmission Owner,
as appropriate, and ( i i ) this LGIA shall not
become effective until such Transmission Owner
shall have agreed in writing to assume all of
the duties and obligations of Transmission
Provider under this Article 5 . 1 7 of this LGIA.
5 . 1 8 Tax Status. Each Party shall cooperate with the other to
maintain the other Party's tax status. Nothing in this
LGIA is intended to adversely affect any Transmission
Provider's tax exempt status with respect to the issuance
of bonds including, but not limited to, Local Furnishing
Bonds.
5 . 1 9 Modification.
5 . 1 9 . 1 General. Either Party may undertake
modifications to its facilities. If a Party
plans to undertake a modification that
reasonably may be expected to affect the other
Party's facilities, that Party shall provide to
the other Party sufficient information
regarding such modification so that the other
Party may evaluate the potential impact of such
modification prior to commencement of the work.
Such information shall be deemed to be
confidential hereunder and shall include
information concerning the timing of such
modifications and whether such modifications
are expected to interrupt the flow of
electricity from the Large Generating Facility.
The Party desiring to perform such work shall
provide the relevant drawings, plans, and
specifications to the other Party at least
ninety ( 9 0 ) Calendar Days in advance of the
5 . 1 9 . 2
5 . 1 9 . 3
commencement of the work or such shorter period
upon which the Parties may agree, which
agreement shall not unreasonably be withheld,
conditioned or delayed.
In the case of Large Generating Facility
modifications that do not require
Interconnection Customer to submit an
Interconnection Request, Transmission Provider
shall provide, within thirty ( 3 0 ) Calendar Days
(or such other time as the Parties may agree),
an estimate of any additional modifications to
the Transmission System, Transmission
Provider's Interconnection Facilities or
Network Upgrades necessitated by such
Interconnection Customer modification and a
good faith estimate of the costs thereof.
Standards. Any additions, modifications, or
replacements made to a Party's facilities shall
be designed, constructed and operated in
accordance with this LGIA and Good Utility
Practice.
Modification Costs. Interconnection Customer
shall not be directly assigned for the costs of
any additions, modifications, or replacements
that Transmission Provider makes to
Transmission Provider's Interconnection
Facilities or the Transmission System to
facilitate the interconnection of a third party
to Transmission Provider's Interconnection
Facilities or the Transmission System, or to
provide transmission service to a third party
under Transmission Provider's Tariff.
Interconnection Customer shall be responsible
for the costs of any additions, modifications,
or replacements to Interconnection Customer's
Interconnection Facilities that may be
necessary to maintain or upgrade such
Interconnection Customer's Interconnection
Facilities consistent with Applicable Laws and
Regulations, Applicable Reliability Standards
or Good Utility Practice.
Article 6 . Testing and Inspection
6 . 1 Pre-Commercial Operation Date Testing and Modifications.
Prior to the Commercial Operation Date, Transmission
Provider shall test Transmission Provider's
Interconnection Facilities and Network Upgrades and
Interconnection Customer shall test the Large Generating
Facility and Interconnection Customer's Interconnection
Facilities to ensure their safe and reliable operation.
Similar testing may be required after initial operation.
Each Party shall make any modifications to its facilities
that are found to be necessary as a result of such
testing. Interconnection Customer shall bear the cost of
all such testing and modifications. Interconnection
Customer shall generate test energy at the Large
Generating Facility only if it has arranged for the
delivery of such test energy.
6 . 2 Post-Commercial Operation Date Testing and Modifications.
Each Party shall at its own expense perform routine
inspection and testing of its facilities and equipment in
accordance with Good Utility Practice as may be necessary
to ensure the continued interconnection of the Large
Generating Facility with the Transmission System in a safe
and reliable manner. Each Party shall have the right,
upon advance written notice, to require reasonable
additional testing of the other Party's facilities, at the
requesting Party's expense, as may be in accordance with
Good Utility Practice.
6 . 3 Right to Observe Testing. Each Party shall notify the
other Party in advance of its performance of tests of its
Interconnection Facilities. The other Party has the
right, at its own expense, to observe such testing.
6 . 4 Right to Inspect. Each Party shall have the right, but
shall have no obligation t o : ( i ) observe the other Party's
tests and/or inspection of any of its System Protection
Facilities and other protective equipment, including Power
System Stabilizers; ( i i ) review the settings of the other
Party's System Protection Facilities and other protective
equipment; and ( i i i ) review the other Party's maintenance
records relative to the Interconnection Facilities, the
System Protection Facilities and other protective
equipment. A Party may exercise these rights from time to
time as it deems necessary upon reasonable notice to the
other Party. The exercise or non-exercise by a Party of
any such rights shall not be construed as an endorsement
or confirmation of any element or condition of the
Interconnection Facilities or the System Protection
Facilities or other protective equipment or the operation
thereof, or as a warranty as to the fitness, safety,
desirability, or reliability of same. Any information
that a Party obtains through the exercise of any of its
rights under this Article 6 . 4 shall be deemed to be
Confidential Information and treated pursuant to Article
22 of this LGIA.
Article 7 . Metering
7 . 1 General. Each Party shall comply with the Applicable
Reliability Council requirements. Unless otherwise agreed
by the Parties, Transmission Provider shall install
Metering Equipment at the Point of Interconnection prior
to any operation of the Large Generating Facility and
shall own, operate, test and maintain such Metering
Equipment. Power flows to and from the Large Generating
Facility shall be measured at or, at Transmission
Provider's option, compensated to, the Point of
Interconnection. Transmission Provider shall provide
metering quantities, in analog and/or digital form, to
Interconnection Customer upon request. Interconnection
Customer shall bear all reasonable documented costs
associated with the purchase, installation, operation,
testing and maintenance of the Metering Equipment.
7 . 2 Check Meters. Interconnection Customer, at its option and
expense, may install and operate, on its premises and on
its side of the Point of Interconnection, one or more
check meters to check Transmission Provider's meters.
Such check meters shall be for check purposes only and
shall not be used for the measurement of power flows for
purposes of this LGIA, except as provided in Article 7 . 4
below. The check meters shall be subject at all
reasonable times to inspection and examination by
Transmission Provider or its designee. The installation,
operation and maintenance thereof shall be performed
entirely by Interconnection Customer in accordance with
Good Utility Practice.
7 . 3 Standards. Transmission Provider shall install,
calibrate, and test revenue quality Metering Equipment in
accordance with applicable ANSI standards.
7 . 4 Testing of Metering Equipment. Transmission Provider
shall inspect and test all Transmission Provider-owned
Metering Equipment upon installation and at least once
every two ( 2 ) years thereafter. If requested to do so by
Interconnection Customer, Transmission Provider shall, at
Interconnection Customer's expense, inspect or test
Metering Equipment more frequently than every two ( 2 )
years. Transmission Provider shall give reasonable notice
of the time when any inspection or test shall take place,
and Interconnection Customer may have representatives
present at the test or inspection. If at any time
Metering Equipment is found to be inaccurate or defective,
it shall be adjusted, repaired or replaced at
Interconnection Customer's expense, in order to provide
accurate metering, unless the inaccuracy or defect is due
to Transmission Provider's failure to maintain, then
Transmission Provider shall pay. If Metering Equipment
fails to register, or if the measurement made by Metering
Equipment during a test varies by more than two percent
from the measurement made by the standard meter used in
the test, Transmission Provider shall adjust the
measurements by correcting all measurements for the period
during which Metering Equipment was in error by using
Interconnection Customer's check meters, if installed. I f
no such check meters are installed or if the period cannot
be reasonably ascertained, the adjustment shall be for the
period immediately preceding the test of the Metering
Equipment equal to one-half the time from the date of the
last previous test of the Metering Equipment.
7 . 5 Metering Data. At Interconnection Customer's expense, the
metered data shall be telemetered to one or more locations
designated by Transmission Provider and one or more
locations designated by Interconnection Customer. Such
telemetered data shall be used, under normal operating
conditions, as the official measurement of the amount of
energy delivered from the Large Generating Facility to the
Point of Interconnection.
Article 8 . Communications
8 . 1 Interconnection Customer Obligations. Interconnection
Customer shall maintain satisfactory operating
communications with Transmission Provider's Transmission
System dispatcher or representative designated by
Transmission Provider. Interconnection Customer shall
provide standard voice line, dedicated voice line and
facsimile communications at its Large Generating Facility
control room or central dispatch facility through use of
either the public telephone system, or a voice
communications system that does not rely on the public
telephone system. Interconnection Customer shall also
provide the dedicated data circuit(s) necessary to provide
Interconnection Customer data to Transmission Provider as
set forth in Appendix D, Security Arrangements Details.
The data circuit(s) shall extend from the Large Generating
Facility to the location(s) specified by Transmission
Provider. Any required maintenance of such communications
equipment shall be performed by Interconnection Customer.
Operational communications shall be activated and
maintained under, but not be limited to, the following
events: system paralleling or separation, scheduled and
unscheduled shutdowns, equipment clearances, and hourly
and daily load data.
8 . 2 Remote Terminal Unit. Prior to the Initial
Synchronization Date of the Large Generating Facility, a
Remote Terminal Unit, or equivalent data collection and
transfer equipment acceptable to the Parties, shall be
installed by Interconnection Customer, or by Transmission
Provider at Interconnection Customer's expense, to gather
accumulated and instantaneous data to be telemetered to
the location(s) designated by Transmission Provider
through use of a dedicated point-to-point data circuit(s)
as indicated in Article 8 . 1 . The communication protocol
for the data circuit(s) shall be specified by Transmission
Provider. Instantaneous bi-directional analog real power
and reactive power flow information must be telemetered
directly to the location(s) specified by Transmission
Provider.
Each Party will promptly advise the other Party if it
detects or otherwise learns of any metering, telemetry or
communications equipment errors or malfunctions that
require the attention and/or correction by the other
Party. The Party owning such equipment shall correct such
error or malfunction as soon as reasonably feasible.
8 . 3 No Annexation. Any and all equipment placed on the
premises of a Party shall be and remain the property of
the Party providing such equipment regardless of the mode
and manner of annexation or attachment to real property,
unless otherwise mutually agreed by the Parties.
8 . 4 Provision of Data from a Variable Energy Resource. The
Interconnection Customer whose Generating Facility is a
Variable Energy Resource shall provide meteorological and
forced outage data to the Transmission Provider to the
extent necessary for the Transmission Provider's
development and deployment of power production forecasts
for that class of Variable Energy Resources. The
Interconnection Customer with a Variable Energy Resource
having wind as the energy source, at a minimum, will be
required to provide the Transmission Provider with site­
specific meteorological data including: temperature, wind
speed, wind direction, and atmospheric pressure. The
Interconnection Customer with a Variable Energy Resource
having solar as the energy source, at a minimum, will be
required to provide the Transmission Provider with site­
specific meteorological data including: temperature,
atmospheric pressure, and irradiance. The Transmission
Provider and Interconnection Customer whose Generating
Facility is a Variable Energy Resource shall mutually
agree to any additional meteorological data that are
required for the development and deployment of a power
production forecast. The Interconnection Customer whose
Generating Facility is a Variable Energy Resource also
shall submit data to the Transmission Provider regarding
all forced outages to the extent necessary for the
Transmission Provider's development and deployment of
power production forecasts for that class of Variable
Energy Resources. The exact specifications of the
meteorological and forced outage data to be provided by
the Interconnection Customer to the Transmission Provider,
including the frequency and timing of data submittals,
shall be made taking into account the size and
configuration of the Variable Energy Resource, its
characteristics, location, and its importance in
maintaining generation resource adequacy and transmission
system reliability in its area. All requirements for
meteorological and forced outage data must be commensurate
with the power production forecasting employed by the
Transmission Provider. Such requirements for
meteorological and forced outage data are set forth in
Appendix C, Interconnection Details, of this LGIA, as they
may change from time to time.
Article 9 . Operations
9 . 1 General. Each Party shall comply with the Applicable
Reliability Council requirements. Each Party shall
provide to the other Party all information that may
reasonably be required by the other Party to comply with
Applicable Laws and Regulations and Applicable Reliability
Standards.
9 . 2 Control Area Notification. At least three months before
Initial Synchronization Date, Interconnection Customer
shall notify Transmission Provider in writing of the
Control Area in which the Large Generating Facility will
be located. If Interconnection Customer elects to locate
the Large Generating Facility in a Control Area other than
the Control Area in which the Large Generating Facility is
physically located, and if permitted to do so by the
relevant transmission tariffs, all necessary arrangements,
including but not limited to those set forth in Article 7
and Article 8 of this LGIA, and remote Control Area
generator interchange agreements, if applicable, and the
appropriate measures under such agreements, shall be
executed and implemented prior to the placement of the
Large Generating Facility in the other Control Area.
9 . 3 Transmission Provider Obligations. Transmission Provider
shall cause the Transmission System and Transmission
Provider's Interconnection Facilities to be operated,
maintained and controlled in a safe and reliable manner
and in accordance with this LGIA. Transmission Provider
may provide operating instructions to Interconnection
Customer consistent with this LGIA and Transmission
Provider's operating protocols and procedures as they may
change from time to time. Transmission Provider will
consider changes to its operating protocols and procedures
proposed by Interconnection Customer.
9 . 4 Interconnection Customer Obligations. Interconnection
Customer shall at its own expense operate, maintain and
control the Large Generating Facility and Interconnection
Customer's Interconnection Facilities in a safe and
reliable manner and in accordance with this LGIA.
Interconnection Customer shall operate the Large
Generating Facility and Interconnection Customer's
Interconnection Facilities in accordance with all
applicable requirements of the Control Area of which it is
part, as such requirements are set forth in Appendix C,
Interconnection Details, of this LGIA. Appendix C,
Interconnection Details, will be modified to reflect
changes to the requirements as they may change from time
to time. Either Party may request that the other Party
provide copies of the requirements set forth in Appendix
C, Interconnection Details, of this LGIA.
9 . 5 Start-Up and Synchronization. Consistent with the
Parties' mutually acceptable procedures, Interconnection
Customer is responsible for the proper synchronization of
the Large Generating Facility to Transmission Provider's
Transmission System.
9 . 6 Reactive Power and Primary Frequency Response.
9 . 6 . 1 Power Factor Design Criteria. Interconnection
Customer shall design the Large Generating
Facility to maintain a composite power delivery
at continuous rated power output at the Point
of Interconnection at a power factor within the
range of 0 . 9 5 leading to 0 . 9 5 lagging, unless
Transmission Provider has established different
requirements that apply to all generators in
the Control Area on a comparable basis. The
requirements of this paragraph shall not apply
to wind generators.
9 . 6 . 1 . 1
9 . 6 . 1 . 2
Synchronous Generation.
Interconnection Customer shall design
the Large Generating Facility to
maintain a composite power deliver at
continuous rated power output at the
Point of Interconnection at a power
factor within the range of 0 . 9 5
leading to 0 . 9 5 lagging, unless the
Transmission Provider has established
different requirements that apply to
all synchronous generators in the
Control Area on a comparable b a s i s .
Non-Synchronous Generation.
Interconnection Customer shall design
the Large Generating Facility to
maintain composite power delivery at
continuous rated power output at the
high-side of the generator substation
at a power factor within the range of
0 . 9 5 leading to 0 . 9 5 lagging, unless
the Transmission Provider has
established a different power factor
range that applies to all non­
synchronous generators in the Control
Area on a comparable basis. This
9 . 6 . 2
power factor range standard shall be
dynamic and can be met using, for
example, power electronics designed
to supply this level of reactive
capability (taking into account any
limitations due to voltage level,
real power output, e t c . ) or fixed and
switched capacitors, or a combination
of the two. This requirement shall
only apply to newly interconnecting
non-synchronous generators that have
not yet executed a Facilities Study
Agreement as of the effective date of
the Final Rule establishing this
requirement (Order No. 8 2 7 ) .
Voltage Schedules. Once Interconnection
Customer has synchronized the Large Generating
Facility with the Transmission System,
Transmission Provider shall require
Interconnection Customer to operate the Large
Generating Facility to produce or absorb
reactive power within the design limitations of
the Large Generating Facility set forth in
Article 9 . 6 . 1 (Power Factor Design Criteria).
Transmission Provider's voltage schedules shall
treat all sources of reactive power in the
Control Area in an equitable and not unduly
discriminatory manner. Transmission Provider
shall exercise Reasonable Efforts to provide
Interconnection Customer with such schedules at
least one ( 1 ) day in advance, and may make
changes to such schedules as necessary to
maintain the reliability of the Transmission
System. Interconnection Customer shall operate
the Large Generating Facility to maintain the
specified output voltage or power factor at the
Point of Interconnection within the design
limitations of the Large Generating Facility
set forth in Article 9 . 6 . 1 (Power Factor Design
Criteria). If Interconnection Customer is
unable to maintain the specified voltage or
power factor, it shall promptly notify the
System Operator.
9 . 6 . 2 . 1 Governors andVoltage Regulators.
Whenever the Large Generating Facility
9 . 6 . 3
is operated in parallel with the
Transmission System and the speed
governors ( i f installed on the
generating unit pursuant to Good
Utility Practice) and voltage
regulators are capable of operation,
Interconnection Customer shall operate
the Large Generating Facility with
its speed governors and voltage
regulators in automatic operation. If
the Large Generating Facility's speed
governors and voltage regulators are
not capable of such automatic
operation, Interconnection Customer
shall immediately notify Transmission
Provider's system operator, or its
designated representative, and ensure
that such Large Generating Facility's
reactive power production or
absorption (measured in MVARs) are
within the design capability of the
Large Generating Facility's generating
u n i t ( s ) and steady state stability
limits. Interconnection Customer
shall not cause its Large Generating
Facility to disconnect automatically
or instantaneously from the
Transmission System or trip any
generating unit comprising the Large
Generating Facility for an under or
over frequency condition unless the
abnormal frequency condition persists
for a time period beyond the limits
set forth in ANSI/IEEE Standard
C 3 7 . 1 0 6 , or such other standard as
applied to other generators in the
Control Area on a comparable b a s i s .
Payment for Reactive Power. Transmission
Provider is required to pay Interconnection
Customer for reactive power that Interconnection
Customer provides or absorbs from the Large
Generating Facility when Transmission Provider
requests Interconnection Customer to operate its
Large Generating Facility outside the range
specified in Article 9 . 6 . 1 , provided that if
Transmission Provider pays its own or affiliated
9 . 6 . 4
generators for reactive power service within the
specified range, it must also pay Interconnection
Customer. Payments shall be pursuant to Article
1 1 . 6 or such other agreement to which the Parties
have otherwise agreed.
Primary Frequency Response. Interconnection
Customer shall ensure the primary frequency
response capability of its Large Generating
Facility by installing, maintaining, and
operating a functioning governor or equivalent
controls. The term "functioning governor or
equivalent controls" as used herein shall mean
the required hardware and/or software that
provides frequency responsive real power control
with the ability to sense changes in system
frequency and autonomously adjust the Large
Generatinq Facility's real power output in
accordance with the droop and deadband parameters
and in the direction needed to correct frequency
deviations. Interconnection Customer is required
to install a governor or equivalent controls with
the capability of operating: ( 1 ) with a maximum 5
percent droop and ± 0 . 0 3 6 Hz deadband; or ( 2 ) in
accordance with the relevant droop, deadband, and
timely and sustained response settings from an
approved NERC Reliability Standard providing for
equivalent or more stringent parameters. The
droop characteristic shall b e : ( 1 ) based on the
nameplate capacity of the Large Generating
Facility, and shall be linear in the range of
frequencies between 5 9 to 61 Hz that are outside
of the deadband parameter; or ( 2 ) based an
approved NERC Reliability Standard providing for
an equivalent or more stringent parameter. The
deadband parameter shall b e : the range of
frequencies above and below nominal ( 6 0 Hz) in
which the governor or equivalent controls is not
expected to adjust the Large Generating
Facility's real power output in response to
frequency deviations. The deadband shall be
implemented: ( 1 ) without a step to the droop
curve, that i s , once the frequency deviation
exceeds the deadband parameter, the expected
change in the Large Generating Facility's real
power output in response to frequency deviations
shall start from zero and then increase (for
under-frequency deviations) or decrease (for
over-frequency deviations) linearly in proportion
to the magnitude of the frequency deviation; or
( 2 ) in accordance with an approved NERC
Reliability Standard providing for an equivalent
or more stringent parameter. Interconnection
Customer shall notify Transmission Provider that
the primary frequency response capability of the
Large Generating Facility has been tested and
confirmed during commissioning. Once
Interconnection Customer has synchronized the
Large Generating Facility with the Transmission
System, Interconnection Customer shall operate
the Large Generating Facility consistent with the
provisions specified in Sections 9 . 6 . 4 . 1 and
9 . 6 . 4 . 2 of this Agreement. The primary frequency
response requirements contained herein shall
apply to both synchronous and non-synchronous
Large Generating Facilities.
9 . 6 . 4 . 1 Governor or Equivalent Controls.
Whenever the Large Generating Facility
is operated in parallel with the
Transmission System, Interconnection
Customer shall operate the Large
Generating Facility with its governor
or equivalent controls in service and
responsive to frequency.
Interconnection Customer shall: ( 1 ) in
coordination with Transmission
Provider and/or the relevant balancing
authority, set the deadband parameter
t o : ( 1 ) a maximum of ± 0 . 0 3 6 Hz and set
the droop parameter to a maximum of 5
percent; or ( 2 ) implement the relevant
droop and deadband settings from an
approved NERC Reliability Standard
that provides for equivalent or more
stringent parameters. Interconnection
Customer shall be required to provide
the status and settings of the
governor or equivalent controls to
Transmission Provider and/or the
relevant balancing authority upon
request. I f Interconnection Customer
needs to operate the Large Generating
Facility with its governor or
9 . 6 . 4 . 2
equivalent controls not in service,
Interconnection Customer shall
immediately notify Transmission
Provider and the relevant balancing
authority, and provide both with the
following information: ( 1 ) the
operating status of the governor or
equivalent controls ( i . e . , whether it
is currently out of service or when it
will be taken out of service); ( 2 ) the
reasons for removing the governor or
equivalent controls from service; and
( 3 ) a reasonable estimate of when the
governor or equivalent controls will
be returned to service.
Interconnection Customer shall make
Reasonable Efforts to return its
governor or equivalent controls into
service as soon as practicable.
Interconnection Customer shall make
Reasonable Efforts to keep outages of
the Large Generating Facility's
governor or equivalent controls to a
minimum whenever the Large Generating
Facility is operated in parallel with
the Transmission System.
Timely and Sustained Response.
Interconnection Customer shall ensure
that the Large Generating Facility's
real power response to sustained
frequency deviations outside of the
deadband setting is automatically
provided and shall begin immediately
after frequency deviates outside of
the deadband, and to the extent the
Large Generating Facility has
operating capability in the direction
needed to correct the frequency
deviation. Interconnection Customer
shall not block or otherwise inhibit
the ability of the governor or
equivalent controls to respond and
shall ensure that the response is not
inhibited, except under certain
operational constraints including, but
not limited to, ambient temperature
9 . 6 . 4 . 3
9 . 6 . 4 . 4
limitations, physical energy
limitations, outages of mechanical
equipment, or regulatory requirements.
The Large Generating Facility shall
sustain the real power response at
least until system frequency returns
to a value within the deadband setting
of the governor or equivalent
controls. A Commission-approved
Reliability Standard with equivalent
or more stringent requirements shall
supersede the above requirements.
Exemptions. Laroe Generatino
Facilities that are regulated by the
United States Nuclear Regulatory
Commission shall be exempt from
Sections 9 . 6 . 4 , 9 . 6 . 4 . l , and 9 . 6 . 4 . 2
of this Agreement. Large Generating
Facilities that are behind the meter
generation that is sized-to-load
( i . e . , the thermal load and the
generation are near-balanced in real­
time operation and the generation is
primarily controlled to maintain the
unique thermal, chemical, or
mechanical output necessary for the
operating requirements of its host
facility) shall be required to install
primary frequency response capability
in accordance with the droop and
deadband capability requirements
specified in Section 9 . 6 . 4 , but shall
be otherwise exempt from the operating
requirements in Sections 9 . 6 . 4 ,
9 . 6 . 4 . 1 , 9 . 6 . 4 . 2 , and 9 . 6 . 4 . 4 of this
Agreement.
Electric Storage Resources.
Interconnection Customer
interconnecting an electric storage
resource shall establish an operating
range in Appendix C of its LGIA that
specifies a minimum state of charge
and a maximum state of charge between
which the electric storage resource
will be required to provide primary
frequency response consistent with the
conditions set forth in Sections
9 . 6 . 4 , 9 . 6 . 4 . 1 , 9 . 6 . 4 . 2 , and 9 . 6 . 4 . 3
of this Agreement. Appendix C shall
specify whether the operating range is
static or dynamic, and shall consider
( 1 ) the expected magnitude of
frequency deviations in the
interconnection; ( 2 ) the expected
duration that system frequency will
remain outside of the deadband
parameter in the interconnection; ( 3 )
the expected incidence of frequency
deviations outside of the deadband
parameter in the interconnection; ( 4 )
the physical capabilities of the
electric storage resource; ( 5 )
operational limitations of the
electric storage resource due to
manufacturer specifications; and ( 6 )
any other relevant factors agreed to
by Transmission Provider and
Interconnection Customer, and in
consultation with the relevant
transmission owner or balancing
authority as appropriate. If the
operating range is dynamic, then
Appendix C must establish how
frequently the operating range will be
reevaluated and the factors that may
be considered during its reevaluation.
Interconnection Customer's electric
storage resource is required to
provide timely and sustained primary
frequency response consistent with
Section 9 . 6 . 4 . 2 of this Agreement when
it is online and dispatched to inject
electricity to the Transmission System
and/or receive electricity from the
Transmission System. This excludes
circumstances when the electric
storage resource is not dispatched to
inject electricity to the Transmission
System and/or dispatched to receive
electricity from the Transmission
System. I f Interconnection Customer's
electric storage resource is charging
at the time of a frequency deviation
outside of its deadband parameter, it
is to increase (for over-frequency
deviations) or decrease (for under­
frequency deviations) the rate at
which it is charging in accordance
with its droop parameter.
Interconnection Customer's electric
storage resource is not required to
change from charging to discharging,
or vice versa, unless the response
necessitated by the droop and deadband
settings requires it to do so and it
is technically capable of making such
a transition.
9 . 7 Outages and Interruptions.
9 . 7 . 1 Outages.
9 . 7 . 1 . 1
9 . 7 . 1 . 2
Outage Authority and Coordination.
Each Party may in accordance with Good
Utility Practice in coordination with
the other Party remove from service
any of its respective Interconnection
Facilities or Network Upgrades that
may impact the other Party's
facilities as necessary to perform
maintenance or testing or to install
or replace equipment. Absent an
Emergency Condition, the Party
scheduling a removal of such
facility(ies) from service will use
Reasonable Efforts to schedule such
removal on a date and time mutually
acceptable to the Parties. In all
circumstances, any Party planning to
remove such facility(ies) from service
shall use Reasonable Efforts to
minimize the effect on the other Party
of such removal.
Outage Schedules. Transmission
Provider shall post scheduled outages
of its transmission facilities on the
OASIS. Interconnection Customer shall
9 . 7 . 1 . 3
submit its planned maintenance
schedules for the Large Generating
Facility to Transmission Provider for
a minimum of a rolling twenty-four
month period. Interconnection
Customer shall update its planned
maintenance schedules as necessary.
Transmission Provider may request
Interconnection Customer to reschedule
its maintenance as necessary to
maintain the reliability of the
Transmission System; provided,
however, adequacy of generation supply
shall not be a criterion in
determining Transmission System
reliability. Transmission Provider
shall compensate Interconnection
Customer for any additional direct
costs that Interconnection Customer
incurs as a result of having to
reschedule maintenance, including any
additional overtime, breaking of
maintenance contracts or other costs
above and beyond the cost
Interconnection Customer would have
incurred absent Transmission
Provider's request to reschedule
maintenance. Interconnection Customer
will not be eligible to receive
compensation, if during the twelve
( 1 2 ) months prior to the date of the
scheduled maintenance, Interconnection
Customer had modified its schedule of
maintenance activities.
Outage Restoration. If an outage on a
Party's Interconnection Facilities or
Network Upgrades adversely affects the
other Party's operations or
facilities, the Party that owns or
controls the facility that is out of
service shall use Reasonable Efforts
to promptly restore such facility(ies)
to a normal operating condition
consistent with the nature of the
outage. The Party that owns or
controls the facility that is out of
9 . 7 . 2
service shall provide the other Party,
to the extent such information is
known, information on the nature of
the Emergency Condition, an estimated
time of restoration, and any
corrective actions required. Initial
verbal notice shall be followed up as
soon as practicable with written
notice explaining the nature of the
outage.
Interruption of Service. If required by Good
Utility Practice to do so, Transmission
Provider may require Interconnection Customer
to interrupt or reduce deliveries of
electricity if such delivery of electricity
could adversely affect Transmission Provider's
ability to perform such activities as are
necessary to safely and reliably operate and
maintain the Transmission System. The
following provisions shall apply to any
interruption or reduction permitted under this
Article 9 . 7 . 2 :
9 . 7 . 2 . 1
9 . 7 . 2 . 2
9 . 7 . 2 . 3
The interruption or reduction shall
continue only for so long as
reasonably necessary under Good
Utility Practice;
Any such interruption or reduction
shall be made on an equitable, non­
discriminatory basis with respect to
all generating facilities directly
connected to the Transmission System;
When the interruption or reduction
must be made under circumstances which
do not allow for advance notice,
Transmission Provider shall notify
Interconnection Customer by telephone
as soon as practicable of the reasons
for the curtailment, interruption, or
reduction, and, if known, its expected
duration. Telephone notification
shall be followed by written
notification as soon as practicable;
9 . 7 . 2 . 4
9 . 7 . 2 . 5
Except during the existence of an
Emergency Condition, when the
interruption or reduction can be
scheduled without advance notice,
Transmission Provider shall notify
Interconnection Customer in advance
regarding the timing of such
scheduling and further notify
Interconnection Customer of the
expected duration. Transmission
Provider shall coordinate with
Interconnection Customer using Good
Utility Practice to schedule the
interruption or reduction during
periods of least impact to
Interconnection Customer and
Transmission Provider;
The Parties shall cooperate and
coordinate with each other to the
extent necessary in order to restore
the Large Generating Facility,
Interconnection Facilities, and the
Transmission System to their normal
operating state, consistent with
system conditions and Good Utility
Practice.
9 . 7 . 3 Under-Frequency and Over Frequency Conditions.
The Transmission System is designed to
automatically activate a load-shed program as
required by the Applicable Reliability Council
in the event of an under-frequency system
disturbance. Interconnection Customer shall
implement under-frequency and over-frequency
relay set points for the Large Generating
Facility as required by the Applicable
Reliability Council to ensure "ride through"
capability of the Transmission System. Large
Generating Facility response to frequency
deviations of pre-determined magnitudes, both
under-frequency and over-frequency deviations,
shall be studied and coordinated with
Transmission Provider in accordance with Good
Utility Practice. The term "ride through" as
used herein shall mean the ability of a
Generating Facility to stay connected to and
9 . 7 . 4
synchronized with the Transmission System
during system disturbances within a range of
under-frequency and over-frequency conditions,
in accordance with Good Utility Practice.
System Protection and Other Control
Requirements.
9 . 7 . 4 . 1
9 . 7 . 4 . 2
9 . 7 . 4 . 3
9 . 7 . 4 . 4
System Protection Facilities.
Interconnection Customer shall, at its
expense, install, operate and maintain
System Protection Facilities as a part
of the Large Generating Facility or
Interconnection Customer's
Interconnection Facilities.
Transmission Provider shall install at
Interconnection Customer's expense any
System Protection Facilities that may
be required on Transmission Provider's
Interconnection Facilities or the
Transmission System as a result of the
interconnection of the Large
Generating Facility and
Interconnection Customer's
Interconnection Facilities.
Each Party's protection facilities
shall be designed and coordinated with
other systems in accordance with Good
Utility Practice.
Each Party shall be responsible for
protection of its facilities
consistent with Good Utility Practice.
Each Party's protective relay design
shall incorporate the necessary test
switches to perform the tests required
in Article 6 . The required test
switches will be placed such that they
allow operation of lockout relays
while preventing breaker failure
schemes from operating and causing
unnecessary breaker operations and/or
the tripping of Interconnection
Customer's units.
9 . 7 . 4 . 5
9 . 7 . 4 . 6
Each Party will test, operate and
maintain System Protection Facilities
in accordance with Good Utility
Practice.
Prior to the In-Service Date, and
again prior to the Commercial
Operation Date, each Party or its
agent shall perform a complete
calibration test and functional trip
test of the System Protection
Facilities. At intervals suggested by
Good Utility Practice and following
any apparent malfunction of the System
Protection Facilities, each Party
shall perform both calibration and
functional trip tests of its System
Protection Facilities. These tests do
not require the tripping of any in­
service generation unit. These tests
do, however, require that all
protective relays and lockout contacts
be activated.
9 . 7 . 5 Requirements for Protection. In compliance
with Good Utility Practice, Interconnection
Customer shall provide, install, own, and
maintain relays, circuit breakers and all other
devices necessary to remove any fault
contribution of the Large Generating Facility
to any short circuit occurring on the
Transmission System not otherwise isolated by
Transmission Provider's equipment, such that
the removal of the fault contribution shall be
coordinated with the protective requirements of
the Transmission System. Such protective
equipment shall include, without limitation, a
disconnecting device or switch with load­
interrupting capability located between the
Large Generating Facility and the Transmission
System at a site selected upon mutual agreement
(not to be unreasonably withheld, conditioned
or delayed) of the Parties. Interconnection
Customer shall be responsible for protection of
the Large Generating Facility and
Interconnection Customer's other equipment from
such conditions as negative sequence currents,
9 . 7 . 6
over- or under-frequency, sudden load
rejection, over- or under-voltage, and
generator loss-of-field. Interconnection
Customer shall be solely responsible to
disconnect the Large Generating Facility and
Interconnection Customer's other equipment if
conditions on the Transmission System could
adversely affect the Large Generating Facility.
Power Quality. Neither Party's facilities
shall cause excessive voltage flicker nor
introduce excessive distortion to the
sinusoidal voltage or current waves as defined
by ANSI Standard C 8 4 . 1 - 1 9 8 9 , in accordance with
IEEE Standard 5 1 9 , or any applicable
superseding electric industry standard. In the
event of a conflict between ANSI Standard
C 8 4 . 1 - 1 9 8 9 , or any applicable superseding
electric industry standard, ANSI Standard
C 8 4 . 1 - 1 9 8 9 , or the applicable superseding
electric industry standard, shall control.
9 . 8 Switching and Tagging Rules. Each Party shall provide the
other Party a copy of its switching and tagging rules that
are applicable to the other Party's activities. Such
switching and tagging rules shall be developed on a non­
discriminatory basis. The Parties shall comply with
applicable switching and tagging rules, as amended from
time to time, in obtaining clearances for work or for
switching operations on equipment.
9 . 9 Use of Interconnection Facilities by Third Parties.
9 . 9 . 1
9 . 9 . 2
Purpose of Interconnection Facilities. Except
as may be required by Applicable Laws and
Regulations, or as otherwise agreed to among
the Parties, the Interconnection Facilities
shall be constructed for the sole purpose of
interconnecting the Large Generating Facility
to the Transmission System and shall be used
for no other purpose.
Third Party Users. If required by Applicable
Laws and Regulations or if the Parties mutually
agree, such agreement not to be unreasonably
withheld, to allow one or more third parties to
use Transmission Provider's Interconnection
Facilities, or any part thereof,
Interconnection Customer will be entitled to
compensation for the capital expenses it
incurred in connection with the Interconnection
Facilities based upon the pro rata use of the
Interconnection Facilities by Transmission
Provider, all third party users, and
Interconnection Customer, in accordance with
Applicable Laws and Regulations or upon some
other mutually-agreed upon methodology. In
addition, cost responsibility for ongoing
costs, including operation and maintenance
costs associated with the Interconnection
Facilities, will be allocated between
Interconnection Customer and any third party
users based upon the pro rata use of the
Interconnection Facilities by Transmission
Provider, all third party users, and
Interconnection Customer, in accordance with
Applicable Laws and Regulations or upon some
other mutually agreed upon methodology. I f the
issue of such compensation or allocation cannot
be resolved through such negotiations, it shall
be submitted to FERC for resolution.
9 . 1 0 Disturbance Analysis Data Exchange. The Parties will
cooperate with one another in the analysis of disturbances
to either the Large Generating Facility or Transmission
Provider's Transmission System by gathering and providing
access to any information relating to any disturbance,
including information from oscillography, protective relay
targets, breaker operations and sequence of events
records, and any disturbance information required by Good
Utility Practice.
Article 1 0 . Maintenance
1 0 . 1 Transmission Provider Obligations. Transmission Provider
shall maintain the Transmission System and Transmission
Provider's Interconnection Facilities in a safe and
reliable manner and in accordance with this LGIA.
1 0 . 2 Interconnection Customer Obligations. Interconnection
Customer shall maintain the Large Generating Facility and
Interconnection Customer's Interconnection Facilities in a
safe and reliable manner and in accordance with this LGIA.
1 0 . 3 Coordination. The Parties shall confer regularly to
coordinate the planning, scheduling and performance of
preventive and corrective maintenance on the Large
Generating Facility and the Interconnection Facilities.
1 0 . 4 Secondary Systems. Each Party shall cooperate with the
other in the inspection, maintenance, and testing of
control or power circuits that operate below 600 volts, AC
or DC, including, but not limited to, any hardware,
control or protective devices, cables, conductors,
electric raceways, secondary equipment panels,
transducers, batteries, chargers, and voltage and current
transformers that directly affect the operation of a
Party's facilities and equipment which may reasonably be
expected to impact the other Party. Each Party shall
provide advance notice to the other Party before
undertaking any work on such circuits, especially on
electrical circuits involving circuit breaker trip and
close contacts, current transformers, or potential
transformers.
1 0 . 5 Operating and Maintenance Expenses. Subject to the
provisions herein addressing the use of facilities by
others, and except for operations and maintenance expenses
associated with modifications made for providing
interconnection or transmission service to a third party
and such third party pays for such expenses,
Interconnection Customer shall be responsible for all
reasonable expenses including overheads, associated with:
( 1 ) owning, operating, maintaining, repairing, and
replacing Interconnection Customer's Interconnection
Facilities; and ( 2 ) operation, maintenance, repair and
replacement of Transmission Provider's Interconnection
Facilities.
Article 1 1 . Performance Obligation
1 1 . 1
1 1 . 2
Interconnection Customer Interconnection Facilities.
Interconnection Customer shall design, procure, construct,
install, own and /or control Interconnection Customer
Interconnection Facilities described in Appendix A,
Interconnection Facilities, Network Upgrades and
Distribution Upgrades, at its sole expense.
Transmission Provider's Interconnection Facilities.
Transmission Provider or Transmission Owner shall design,
procure, construct, install, own and/or control the
Transmission Provider's Interconnection Facilities
described in Appendix A, Interconnection Facilities,
Network Upgrades and Distribution Upgrades, at the sole
expense of the Interconnection Customer.
1 1 . 3 Network Upgrades and Distribution Upgrades. Transmission
Provider or Transmission Owner shall design, procure,
construct, install, and own the Network Upgrades and
Distribution Upgrades described in Appendix A,
Interconnection Facilities, Network Upgrades and
Distribution Upgrades. The Interconnection Customer shall
be responsible for all costs related to Distribution
Upgrades. Unless Transmission Provider or Transmission
Owner elects to fund the capital for the Network Upgrades,
they shall be solely funded by Interconnection Customer.
In the event that Transmission Provider must change the
voltage levels of a discrete portion of the Transmission
System to which the Interconnection Customer is connected,
Transmission Provider shall give reasonable notice of such
change and the Interconnection Customer shall be solely
responsible for all costs related to upgrades or
modifications to Interconnection Customer's
Interconnection Facilities resulting from Transmission
Provider's increase in the voltage levels of the
Transmission System, in order to remain interconnected
with the Transmission System at the new operating voltage.
To the extent that the modifications necessary to upgrade
Interconnection Facilities qualify as Network Upgrades,
Transmission Provider shall be solely responsible for the
expense of such modifications or upgrades.
1 1 . 4 Transmission Credits.
1 1 . 4 . 1 Repayment of Amounts Advanced for Network
Upgrades. Interconnection Customer shall be
entitled to a cash repayment, equal to the
total amount paid to Transmission Provider and
Affected System Operator, if any, for the
Network Upgrades, including any tax gross-up or
other tax-related payments associated with
Network Upgrades, and not refunded to
Interconnection Customer pursuant to Article
5 . 1 7 . 8 or otherwise, to be paid to
Interconnection Customer on a dollar-for-dollar
basis for the non-usage sensitive portion of
transmission charges, as payments are made
under Transmission Provider's Tariff and
Affected System's Tariff for transmission
services with respect to the Large Generating
Facility. Any repayment shall include interest calculated in accordance with the methodology
set forth in FERCffi regulations at 18 C . F . R . § 3 5 . 1 9 a ( a) ( 2 ) ( iii ) fr om the date of any payment
for Network Upgrades through the date on which
the Interconnection Customer receives a repayment of such payment pursuant to this
subparagraph. Interconnection Customer may assign such repayment rights to any person.
Notwithstanding the foregoing, Interconnection Customer, Transmission Provider, and Affected System Operator may adopt any alternative payment schedule that is mutually agreeable so long as Transmission Provider and Affected
System Operator take one of the following actions no later than five years from the
Commercial Operation Date: ( 1 ) return to
Interconnection Customer any amounts advanced for Network Upgrades not previously repaid, or
( 2 ) declare in writing that Transmission Provider or Affected System Operator will
continue to provide payments to Interconnection Customer on a dollar-for-dollar basis for the non-usage sensitive portion of transmission
charges, or develop an alternative schedule that is mutually agreeable and provides for the return of all amounts advanced for Network
Upgrades not previously repaid; however, full reimbursement shall not extend beyond twenty
( 2 0 ) years from the Commercial Operation Date.
If the Large Generating Facility fails to
achieve commercial operation, but it or another Generating Facility is later constructed and
makes use of the Network Upgrades, Transmission Provider and Affected System Operator shall at that time reimburse Interconnection Customer
for the amounts advanced for the Network Upgrades. Before any such reimbursement can occur, the Interconnection Customer, or the
entity that ultimately constructs the Generating Facility, if different, is
responsible for identifying the entity to which reimbursement must be made.
1 1 . 4 . 2
1 1 . 4 . 3
Special Provisions for Affected Systems.
Unless Transmission Provider provides, under
the LGIA, for the repayment of amounts advanced
to Affected System Operator for Network
Upgrades, Interconnection Customer and Affected
System Operator shall enter into an agreement
that provides for such repayment. The
agreement shall specify the terms governing
payments to be made by Interconnection Customer
to the Affected System Operator as well as the
repayment by the Affected System Operator.
Notwithstanding any other provision of this
LGIA, nothing herein shall be construed as
relinquishing or foreclosing any rights,
including but not limited to firm transmission
rights, capacity rights, transmission
congestion rights, or transmission credits,
that Interconnection Customer, shall be
entitled to, now or in the future under any
other agreement or tariff as a result of, or
otherwise associated with, the transmission
capacity, if any, created by the Network
Upgrades, including the right to obtain cash
reimbursements or transmission credits for
transmission service that is not associated
with the Large Generating Facility.
1 1 . 5 Provision of Security. At least thirty ( 3 0 ) Calendar Days
prior to the commencement of the first of the following to
occur: design, procurement, installation, or construction
of a discrete portion of a Transmission Provider's
Interconnection Facilities, Network Upgrades, or
Distribution Upgrades, Interconnection Customer shall
provide Transmission Provider, at Interconnection
Customer's option, a guarantee, a surety bond, letter of
credit or other form of security that is reasonably
acceptable to Transmission Provider and is consistent with
the Uniform Commercial Code of the jurisdiction identified
in Article 1 4 . 2 . 1 . Such security for payment shall be in
an amount sufficient to cover the costs for constructing,
designing, procuring, and installing the applicable
portion of Transmission Provider's Interconnection
Facilities, Network Upgrades, or Distribution Upgrades and
shall be reduced on a dollar-for-dollar basis for payments
made to Transmission Provider for these purposes.
In addition:
1 1 . 5 . 1
1 1 . 5 . 2
1 1 . 5 . 3
The guarantee must be made by an entity that
meets the creditworthiness requirements of
Transmission Provider, and contain terms and
conditions that guarantee payment of any amount
that may be due from Interconnection Customer,
up to an agreed-to maximum amount.
The letter of credit must be issued by a
financial institution reasonably acceptable to
Transmission Provider and must indicate that it
would only expire upon final payment made to
Transmission Provider to cover all relevant
costs for designing, procuring, installing, and
constructing the applicable portion of
Interconnection Facilities, Network Upgrades,
or Distribution Upgrades for which the letter
of credit was provided.
The surety bond must be issued by an insurer
reasonably acceptable to Transmission Provider
and must indicate that it would only expire
upon final payment made to Transmission
Provider to cover all relevant costs for
designing, procuring, installing, and
constructing the applicable portion of
Interconnection Facilities, Network Upgrades,
or Distribution Upgrades for which the surety
bond was provided.
1 1 . 6 Interconnection Customer Compensation. If Transmission
Provider requests or directs Interconnection Customer to
provide a service pursuant to Articles 9 . 6 . 3 (Payment for
Reactive Power), or 1 3 . 5 . 1 of this LGIA, Transmission
Provider shall compensate Interconnection Customer in
accordance with Interconnection Customer's applicable rate
schedule then in effect unless the provision of such
service(s) is subject to an RTO or ISO FERC-approved rate
schedule. Interconnection Customer shall serve
Transmission Provider or RTO or ISO with any filing of a
proposed rate schedule at the time of such filing with
FERC. To the extent that no rate schedule is in effect at
the time the Interconnection Customer is required to
provide or absorb any Reactive Power under this LGIA,
Transmission Provider agrees to compensate Interconnection
Customer in such amount as would have been due
Interconnection Customer had the rate schedule been in
effect at the time service commenced; provided, however,
that such rate schedule must be filed at FERC or other
appropriate Governmental Authority within sixty ( 6 0 )
Calendar Days of the commencement of service.
1 1 . 6 . 1 Interconnection Customer Compensation for
Actions During Emergency Condition.
Transmission Provider or RTO or ISO shall
compensate Interconnection Customer for its
provision of real and reactive power and other
Emergency Condition services that
Interconnection Customer provides to support
the Transmission System during an Emergency
Condition in accordance with Article 1 1 . 6 .
Article 1 2 . Invoice
1 2 . 1 General. Each Party shall submit to the other Party, on a
monthly basis, invoices of amounts due for the preceding
month. Each invoice shall state the month to which the
invoice applies and fully describe the services and
equipment provided. The Parties may discharge mutual
debts and payment obligations due and owing to each other
on the same date through netting, in which case all
amounts a Party owes to the other Party under this LGIA,
including interest payments or credits, shall be netted so
that only the net amount remaining due shall be paid by
the owing Party.
1 2 . 2 Final Invoice. Within six months after completion of the
construction of Transmission Provider's Interconnection
Facilities and the Network Upgrades, Transmission Provider
shall provide an invoice of the final cost of the
construction of Transmission Provider's Interconnection
Facilities and the Network Upgrades and shall set forth
such costs in sufficient detail to enable Interconnection
Customer to compare the actual costs with the estimates
and to ascertain deviations, if any, from the cost
estimates. Transmission Provider shall refund to
Interconnection Customer any amount by which the actual
payment by Interconnection Customer for estimated costs
exceeds the actual costs of construction within thirty
( 3 0 ) Calendar Days of the issuance of such final
construction invoice.
1 2 . 3 Payment. Invoices shall be rendered to the paying Party
at the address specified in Appendix F . The Party
receiving the invoice shall pay the invoice within thirty
( 3 0 ) Calendar Days of receipt. All payments shall be made
in immediately available funds payable to the other Party,
or by wire transfer to a bank named and account designated
by the invoicing Party. Payment of invoices by either
Party will not constitute a waiver of any rights or claims
either Party may have under this LGIA.
1 2 . 4 Disputes. In the event of a billing dispute between
Transmission Provider and Interconnection Customer,
Transmission Provider shall continue to provide
Interconnection Service under this LGIA as long as
Interconnection Customer: ( i ) continues to make all
payments not in dispute; and ( i i ) pays to Transmission
Provider or into an independent escrow account the portion
of the invoice in dispute, pending resolution of such
dispute. I f Interconnection Customer fails to meet these
two requirements for continuation of service, then
Transmission Provider may provide notice to
Interconnection Customer of a Default pursuant to Article
1 7 . Within thirty ( 3 0 ) Calendar Days after the resolution
of the dispute, the Party that owes money to the other
Party shall pay the amount due with interest calculated in
accord with the methodology set forth in FERC's
regulations at 1 8 CFR § 35 . 1 9 a ( a ) ( 2 ) ( i i i ) .
Article 1 3 . Emergencies
13 . 1 Definition. "Emergency Condition" shall mean a condition
or situation: ( i ) that in the judgment of the Party making
the claim is imminently likely to endanger life or
property; or ( i i ) that, in the case of Transmission
Provider, is imminently likely (as determined in a non­
discriminatory manner) to cause a material adverse effect
on the security of, or damage to the Transmission System,
Transmission Provider's Interconnection Facilities or the
Transmission Systems of others to which the Transmission
System is directly connected; or ( i i i ) that, in the case
of Interconnection Customer, is imminently likely (as
determined in a non-discriminatory manner) to cause a
material adverse effect on the security of, or damage t o ,
the Large Generating Facility or Interconnection
Customer's Interconnection Facilities' System restoration
and black start shall be considered Emergency Conditions;
provided, that Interconnection Customer is not obligated
by this LGIA to possess black start capability.
1 3 . 2 Obligations. Each Party shall comply with the Emergency
Condition procedures of the applicable ISO/RTO, NERC, the
Applicable Reliability Council, Applicable Laws and
Regulations, and any emergency procedures agreed to by the
Joint Operating Committee.
1 3 . 3 Notice. Transmission Provider shall notify
Interconnection Customer promptly when it becomes aware of
an Emergency Condition that affects Transmission
Provider's Interconnection Facilities or the Transmission
System that may reasonably be expected to affect
Interconnection Customer's operation of the Large
Generating Facility or Interconnection Customer's
Interconnection Facilities. Interconnection Customer
shall notify Transmission Provider promptly when it
becomes aware of an Emergency Condition that affects the
Large Generating Facility or Interconnection Customer's
Interconnection Facilities that may reasonably be expected
to affect the Transmission System or Transmission
Provider's Interconnection Facilities. To the extent
information is known, the notification shall describe the
Emergency Condition, the extent of the damage or
deficiency, the expected effect on the operation of
Interconnection Customer's or Transmission Provider's
facilities and operations, its anticipated duration and
the corrective action taken and/or to be taken. The
initial notice shall be followed as soon as practicable
with written notice.
1 3 . 4 Immediate Action. Unless, in Interconnection Customer's
reasonable judgment, immediate action is required,
Interconnection Customer shall obtain the consent of
Transmission Provider, such consent to not be unreasonably
withheld, prior to performing any manual switching
operations at the Large Generating Facility or
Interconnection Customer's Interconnection Facilities in
response to an Emergency Condition either declared by
Transmission Provider or otherwise regarding the
Transmission System.
1 3 . 5 Transmission Provider Authority.
1 3 . 5 . 1 General. Transmission Provider may take whatever
actions or inactions with regard to the
1 3 . 5 . 2
Transmission System or Transmission Provider's
Interconnection Facilities it deems necessary
during an Emergency Condition in order to ( i )
preserve public health and safety, ( i i ) preserve
the reliability of the Transmission System or
Transmission Provider's Interconnection
Facilities, ( i i i ) limit or prevent damage, and
(iv) expedite restoration of service.
Transmission Provider shall use Reasonable
Efforts to minimize the effect of such actions or
inactions on the Large Generating Facility or
Interconnection Customer's Interconnection
Facilities. Transmission Provider may, on the
basis of technical considerations, require the
Large Generating Facility to mitigate an
Emergency Condition by taking actions necessary
and limited in scope to remedy the Emergency
Condition, including, but not limited to,
directing Interconnection Customer to shut-down,
start-up, increase or decrease the real or
reactive power output of the Large Generating
Facility; implementing a reduction or
disconnection pursuant to Article 1 3 . 5 . 2 ;
directing Interconnection Customer to assist with
blackstart ( i f available) or restoration efforts;
or altering the outage schedules of the Large
Generating Facility and Interconnection
Customer's Interconnection Facilities.
Interconnection Customer shall comply with all of
Transmission Provider's operating instructions
concerning Large Generating Facility real power
and reactive power output within the
manufacturer's design limitations of the Large
Generating Facility's equipment that is in
service and physically available for operation at
the time, in compliance with Applicable Laws and
Regulations.
Reduction and Disconnection. Transmission
Provider may reduce Interconnection Service or
disconnect the Large Generating Facility or
Interconnection Customer's Interconnection
Facilities, when such, reduction or disconnection
is necessary under Good Utility Practice due to
Emergency Conditions. These rights are separate
and distinct from any right of curtailment of
Transmission Provider pursuant to Transmission
Provider's Tariff. When Transmission Provider
can schedule the reduction or disconnection in
advance, Transmission Provider shall notify
Interconnection Customer of the reasons, timing
and expected duration of the reduction or
disconnection. Transmission Provider shall
coordinate with Interconnection Customer using
Good Utility Practice to schedule the reduction
or disconnection during periods of least impact
to Interconnection Customer and Transmission
Provider. Any reduction or disconnection shall
continue only for so long as reasonably necessary
under Good Utility Practice. The Parties shall
cooperate with each other to restore the Large
Generating Facility, the Interconnection
Facilities, and the Transmission System to their
normal operating state as soon as practicable
consistent with Good Utility Practice.
1 3 . 6 Interconnection Customer Authority. Consistent with Good
Utility Practice and the LGIA and the LGIP,
Interconnection Customer may take actions or inactions
with regard to the Large Generating Facility or
Interconnection Customer's Interconnection Facilities
during an Emergency Condition in order to ( i ) preserve
public health and safety, ( i i ) preserve the reliability of
the Large Generating Facility or Interconnection
Customer's Interconnection Facilities, ( i i i ) limit or
prevent damage, and (iv) expedite restoration of service.
Interconnection Customer shall use Reasonable Efforts to
minimize the effect of such actions or inactions on the
Transmission System and Transmission Provider's
Interconnection Facilities. Transmission Provider shall
use Reasonable Efforts to assist Interconnection Customer
in such actions.
1 3 . 7 Limited Liability. Except as otherwise provided in
Article 1 1 . 6 . 1 of this LGIA, neither Party shall be liable
to the other for any action it takes in responding to an
Emergency Condition so long as such action is made in good
faith and is consistent with Good Utility Practice.
Article 1 4 . Regulatory Requirements and Governing Law
1 4 . 1 Regulatory Requirements. Each Party's obligations under
this LGIA shall be subject to its receipt of any required
approval or certificate from one or more Governmental
Authorities in the form and substance satisfactory to the
applying Party, or the Party making any required filings
with, or providing notice to, such Governmental
Authorities, and the expiration of any time period
associated therewith. Each Party shall in good faith seek
and use its Reasonable Efforts to obtain such other
approvals. Nothing in this LGIA shall require
Interconnection Customer to take any action that could
result in its inability to obtain, or its loss of, status
or exemption under the Federal Power Act, the Public
Utility Holding Company Act of 1 9 3 5 , as amended, or the
Public Utility Regulatory Policies Act of 1 9 7 8 .
1 4 . 2 Governing Law.
1 4 . 2 . 1
1 4 . 2 . 2
1 4 . 2 . 3
The validity, interpretation and performance of
this LGIA and each of its provisions shall be
governed by the laws of the state where the
Point of Interconnection is located, without
regard to its conflicts of law principles.
This LGIA is subject to all Applicable Laws and
Regulations.
Each Party expressly reserves the right to seek
changes in, appeal, or otherwise contest any
laws, orders, rules, or regulations of a
Governmental Authority.
Article 1 5 . Notices.
1 5 . 1 General. Unless otherwise provided in this LGIA, any
notice, demand or request required or permitted to be
given by either Party to the other and any instrument
required or permitted to be tendered or delivered by
either Party in writing to the other shall be effective
when delivered and may be so given, tendered or delivered,
by recognized national courier, or by depositing the same
with the United States Postal Service with postage
prepaid, for delivery by certified or registered mail,
addressed to the Party, or personally delivered to the
Party, at the address set out in Appendix F, Addresses for
Delivery of Notices and Billings.
Either Party may change the notice information in this
LGIA by giving five ( 5 ) Business Days written notice prior
to the effective date of the change.
1 5 . 2 Billings and Payments. Billings and payments shall be
sent to the addresses set out in Appendix F .
1 5 . 3 Alternative Forms of Notice. Any notice or request
required or permitted to be given by a Party to the other
and not required by this Agreement to be given in writing
may be so given by telephone, facsimile or email to the
telephone numbers and email addresses set out in Appendix
F .
1 5 . 4 Operations and Maintenance Notice. Each Party shall
notify the other Party in writing of the identity of the
p e r s o n ( s ) that it designates as the p o i n t ( s ) of contact
with respect to the implementation of Articles 9 and 1 0 .
Article 1 6 .
1 6 . 1 Force Majeure.
Force Majeure
1 6 . 1 . 1
1 6 . 1 . 2
Economic hardship is not considered a Force
Majeure event.
Neither Party shall be considered to be in
Default with respect to any obligation
hereunder, (including obligations under Article
4 ) , other than the obligation to pay money when
due, if prevented from fulfilling such
obligation by Force Majeure. A Party unable to
fulfill any obligation hereunder (other than an
obligation to pay money when due) by reason of
Force Majeure shall give notice and the full
particulars of such Force Majeure to the other
Party in writing or by telephone as soon as
reasonably possible after the occurrence of the
cause relied upon. Telephone notices given
pursuant to this article shall be confirmed in
writing as soon as reasonably possible and
shall specifically state full particulars of
the Force Majeure, the time and date when the
Force Majeure occurred and when the Force
Majeure is reasonably expected to cease. The
Party affected shall exercise due diligence to
remove such disability with reasonable
dispatch, but shall not be required to accede
or agree to any provision not satisfactory to
it in order to settle and terminate a strike or
other labor disturbance.
1 7 . 1 Default
Article 1 7 . Default
1 7 . 1 . 1 General. No Default shall exist where such
failure to discharge an obligation (other than
the payment of money) is the result of Force
Majeure as defined in this LGIA or the result
of an act of omission of the other Party. Upon
a Breach, the non-breaching Party shall give
written notice of such Breach to the breaching
Party. Except as provided in Article 1 7 . 1 . 2 ,
the breaching Party shall have thirty ( 3 0 )
Calendar Days from receipt of the Default
notice within which to cure such Breach;
provided however, if such Breach is not capable
of cure within thirty ( 3 0 ) Calendar Days, the
breaching Party shall commence such cure within
thirty ( 3 0 ) Calendar Days after notice and
continuously and diligently complete such cure
within ninety ( 9 0 ) Calendar Days from receipt
of the Default notice; and, if cured within
such time, the Breach specified in such notice
shall cease to exist.
1 7 . 1 . 2 Right to Terminate. If a Breach is not cured
Article 1 8 .
as provided in this article, or if a Breach is
not capable of being cured within the period
provided for herein, the non-breaching Party
shall have the right to declare a Default and
terminate this LGIA by written notice at any
time until cure occurs, and be relieved of any
further obligation hereunder and, whether or
not that Party terminates this LGIA, to recover
from the breaching Party all amounts due
hereunder, plus all other damages and remedies
to which it is entitled at law or in equity.
The provisions of this article will survive
termination of this LGIA.
Indemnity, Consequential Damages and Insurance
1 8 . 1 Indemnity. The Parties shall at all times indemnify,
defend, and hold the other Party harmless from, any and
all damages, losses, claims, including claims and actions
relating to injury to or death of any person or damage to
property, 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 Party's action or inactions of its obligations under
this LGIA on behalf of the Indemnifying Party, except in
cases of gross negligence or intentional wrongdoing by the
Indemnified Party.
1 8 . 1 . 1 Indemnified Person. If an Indemnified Person
1 8 . 1 . 2
1 8 . 1 . 3
is entitled to indemnification under this
Article 1 8 as a result of a claim by a third
party, and the indemnifying Party fails, after
notice and reasonable opportunity to proceed
under Article 1 8 . 1 , 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 respect to, or pay in full, such claim.
Indemnifying Party. If an Indemnifying Party
is obligated to indemnify and hold any
Indemnified Person harmless under this Article
1 8 , the amount owing to the Indemnified Person
shall be the amount of such Indemnified
Person's actual Loss, net of any insurance or
other recovery.
Indemnity Procedures. Promptly after receipt
by an Indemnified Person of any claim or notice
of the commencement of any action or
administrative or legal proceeding or
investigation as to which the indemnity
provided for in Article 1 8 . 1 may apply, the
Indemnified Person shall notify the
Indemnifying Party of such fact. Any failure
of or delay in such notification shall not
affect a Party's indemnification obligation
unless such failure or delay is materially
prejudicial to the indemnifying Party.
The Indemnifying Party shall have the right to
assume the defense thereof with counsel
designated by such Indemnifying Party and
reasonably satisfactory to the Indemnified
Person. If the defendants in any such action
include one or more Indemnified Persons and the
Indemnifying Party and if the Indemnified
Person reasonably concludes that there may be
legal defenses available to it and/or other
Indemnified Persons which are different from or
additional to those available to the
Indemnifying Party, the Indemnified Person
shall have the right to select separate counsel
to assert such legal defenses and to otherwise
participate in the defense of such action on
its own behalf. In such instances, the
Indemnifying Party shall only be required to
pay the fees and expenses of one additional
attorney to represent an Indemnified Person or
Indemnified Persons having such differing or
additional legal defenses.
The Indemnified Person shall be entitled, at
its expense, to participate in any such action,
suit or proceeding, the defense of which has
been assumed by the Indemnifying Party.
Notwithstanding the foregoing, the Indemnifying
Party ( i ) shall not be entitled to assume and
control the defense of any such action, suit or
proceedings if and to the extent that, in the
opinion of the Indemnified Person and its
counsel, such action, suit or proceeding
involves the potential imposition of criminal
liability on the Indemnified Person, or there
exists a conflict or adversity of interest
between the Indemnified Person and the
Indemnifying Party, in such event the
Indemnifying Party shall pay the reasonable
expenses of the Indemnified Person, and ( i i )
shall not settle or consent to the entry of any
judgment in any action, suit or proceeding
without the consent of the Indemnified Person,
which shall not be reasonably withheld,
conditioned or delayed.
1 8 . 2 Consequential Damages. Other than the Liquidated Damages
heretofore described, in no event shall either Party be
liable under any provision of this LGIA for any losses,
damages, costs or expenses for any special, indirect,
incidental, consequential, or punitive damages, including
but not limited to loss of profit or revenue, loss of the
use of equipment, cost of capital, cost of temporary
equipment or services, whether based in whole or in part
in contract, in tort, including negligence, strict
liability, or any other theory of liability; provided,
however, that damages for which a Party may be liable to
the other Party under another agreement will not be
considered to be special, indirect, incidental, or
consequential damages hereunder.
1 8 . 3 Insurance. Each party shall, at its own expense, maintain
in force throughout the period of this LGIA, and until
released by the other Party, the following minimum
insurance coverages, with insurers authorized to do
business in the state where the Point of Interconnection
is located:
1 8 . 3 . 1
1 8 . 3 . 2
1 8 . 3 . 3
Employers' Liability and Workers' Compensation
Insurance providing statutory benefits in
accordance with the laws and regulations of the
state in which the Point of Interconnection is
located.
Commercial General Liability Insurance
including premises and operations, personal
injury, broad form property damage, broad form
blanket contractual liability coverage
(including coverage for the contractual
indemnification) products and completed
operations coverage, coverage for explosion,
collapse and underground hazards, independent
contractors coverage, coverage for pollution to
the extent normally available and punitive
damages to the extent normally available and a
cross liability endorsement, with minimum
limits of One Million Dollars ( $ 1 , 0 0 0 , 0 0 0 ) per
occurrence/One Million Dollars ( $ 1 , 0 0 0 , 0 0 0 )
aggregate combined single limit for personal
injury, bodily injury, including death and
property damage.
Comprehensive Automobile Liability Insurance
for coverage of owned and non-owned and hired
vehicles, trailers or semi-trailers designed
for travel on public roads, with a minimum,
combined single limit of One Million Dollars
1 8 . 3 . 4
1 8 . 3 . 5
1 8 . 3 . 6
1 8 . 3 . 7
( $ 1 , 0 0 0 , 0 0 0 ) per occurrence for bodily injury,
including death, and property damage.
Excess Public Liability Insurance over and
above the Employers' Liability Commercial
General Liability and Comprehensive Automobile
Liability Insurance coverage, with a minimum
combined single limit of Twenty Million Dollars
( $ 2 0 , 0 0 0 , 0 0 0 ) per occurrence/Twenty Million
Dollars ( $ 2 0 , 0 0 0 , 0 0 0 ) aggregate.
The Commercial General Liability Insurance,
Comprehensive Automobile Insurance and Excess
Public Liability Insurance policies shall name
the other Party, its parent, associated and
Affiliate companies and their respective
directors, officers, agents, servants and
employees ("Other Party Group") as additional
insured. All policies shall contain provisions
whereby the insurers waive all rights of
subrogation in accordance with the provisions
of this LGIA against the Other Party Group and
provide thirty ( 3 0 ) Calendar Days advance
written notice to the Other Party Group prior
to anniversary date of cancellation or any
material change in coverage or condition.
The Commercial General Liability Insurance,
Comprehensive Automobile Liability Insurance
and Excess Public Liability Insurance policies
shall contain provisions that specify that the
policies are primary and shall apply to such
extent without consideration for other policies
separately carried and shall state that each
insured is provided coverage as though a
separate policy had been issued to each, except
the insurer's liability shall not be increased
beyond the amount for which the insurer would
have been liable had only one insured been
covered. Each Party shall be responsible for
its respective deductibles or retentions.
The Commercial General Liability Insurance,
Comprehensive Automobile Liability Insurance
and Excess Public Liability Insurance policies,
if written on a Claims First Made Basis, shall
be maintained in full force and effect for two
1 8 . 3 . 8
1 8 . 3 . 9
1 8 . 3 . 1 0
1 8 . 3 . 1 1
( 2 ) years after termination of this LGIA, which
coverage may be in the form of tail coverage or
extended reporting period coverage if agreed by
the Parties.
The requirements contained herein as to the
types and limits of all insurance to be
maintained by the Parties are not intended to
and shall not in any manner, limit or qualify
the liabilities and obligations assumed by the
Parties under this LGIA.
Within ten ( 1 0 ) days following execution of
this LGIA, and as soon as practicable after the
end of each fiscal year or at the renewal of
the insurance policy and in any event within
ninety ( 9 0 ) days thereafter, each Party shall
provide certification of all insurance required
in this LGIA, executed by each insurer or by an
authorized representative of each insurer.
Notwithstanding the foregoing, each Party may
self-insure to meet the minimum insurance
requirements of Articles 1 8 . 3 . 2 through 1 8 . 3 . 8
to the extent it maintains a self-insurance
program; provided that, such Party's senior
secured debt is rated at investment grade or
better by Standard & P o o r ' s and that its self­
insurance program meets the minimum insurance
requirements of Articles 1 8 . 3 . 2 through 1 8 . 3 . 8 .
For any period of time that a Party's senior
secured debt is unrated by Standard & P o o r ' s
or is rated at less than investment grade by
Standard & P o o r ' s , such Party shall comply with
the insurance requirements applicable to it
under Articles 1 8 . 3 . 2 through 1 8 . 3 . 9 . In the
event that a Party is permitted to self-insure
pursuant to this article, it shall notify the
other Party that it meets the requirements to
self-insure and that its self-insurance program
meets the minimum insurance requirements in a
manner consistent with that specified in
Article 1 8 . 3 . 9 .
The Parties agree to report to each other in
writing as soon as practical all accidents or
occurrences resulting in injuries to any
person, including death, and any property
damage arising out of this LGIA.
Article 1 9 . Assignment
1 9 . 1 Assignment. This LGIA may be assigned by either Party
only with the written consent of the other; provided that
either Party may assign this LGIA without the consent of
the other Party to any Affiliate of the assigning Party
with an equal or greater credit rating and with the legal
authority and operational ability to satisfy the
obligations of the assigning Party under this LGIA; and
provided further that Interconnection Customer shall have
the right to assign this LGIA, without the consent of
Transmission Provider, for collateral security purposes to
aid in providing financing for the Large Generating
Facility, provided that Interconnection Customer will
promptly notify Transmission Provider of any such
assignment. Any financing arrangement entered into by
Interconnection Customer pursuant to this article will
provide that prior to or upon the exercise of the secured
P a r t y ' s , trustee's or mortgagee's assignment rights
pursuant to said arrangement, the secured creditor, the
trustee or mortgagee will notify Transmission Provider of
the date and particulars of any such exercise of
assignment r i g h t ( s ) , including providing the Transmission
Provider with proof that it meets the requirements of
Articles 1 1 . 5 and 1 8 . 3 . Any attempted assignment that
violates this article is void and ineffective. Any
assignment under this LGIA shall not relieve a Party of
its obligations, nor shall a Party's obligations be
enlarged, in whole or in part, by reason thereof. Where
required, consent to assignment will not be unreasonably
withheld, conditioned or delayed.
Article 2 0 . Severability
2 0 . 1 Severability. If any provision in this LGIA is finally
determined to be invalid, void or unenforceable by any
court or other Governmental Authority having jurisdiction,
such determination shall not invalidate, void or make
unenforceable any other provision, agreement or covenant
of this LGIA; provided that if Interconnection Customer
(or any third party, but only if such third party is not
acting at the direction of Transmission Provider) seeks
and obtains such a final determination with respect to any
provision of the Alternate Option (Article 5 . 1 . 2 ) , or the
Negotiated Option (Article 5 . 1 . 4 ) , then none of these
provisions shall thereafter have any force or effect and
the Parties' rights and obligations shall be governed
solely by the Standard Option (Article 5 . 1 . 1 ) .
Article 2 1 . Comparability
2 1 . 1 Comparability. The Parties will comply with all
applicable comparability and code of conduct laws, rules
and regulations, as amended from time to time.
Article 2 2 . Confidentiality
2 2 . 1 Confidentiality. Confidential Information shall include,
without limitation, all information relating to a Party's
technology, research and development, business affairs,
and pricing, and any information supplied by either of the
Parties to the other prior to the execution of this LGIA.
Information is Confidential Information only if it is
clearly designated or marked in writing as confidential on
the face of the document, or, if the information is
conveyed orally or by inspection, if the Party providing
the information orally informs the Party receiving the
information that the information is confidential.
If requested by either Party, the other Party shall
provide in writing, the basis for asserting that the
information referred to in this Article 22 warrants
confidential treatment, and the requesting Party may
disclose such writing to the appropriate Governmental
Authority. Each Party shall be responsible for the costs
associated with affording confidential treatment to its
information.
2 2 . 1 . 1
2 2 . 1 . 2
Term. During the term of this LGIA, and for a
period of three ( 3 ) years after the expiration
or termination of this LGIA, except as
otherwise provided in this Article 2 2 , each
Party shall hold in confidence and shall not
disclose to any person Confidential
Information.
Scope. Confidential Information shall not
include information that the receiving Party
can demonstrate: ( 1 ) is generally available to
the public other than as a result of a
2 2 . 1 . 3
disclosure by the receiving Party; ( 2 ) was in
the lawful possession of the receiving Party on
a non-confidential basis before receiving it
from the disclosing Party; ( 3 ) was supplied to
the receiving Party without restriction by a
third party, who, to the knowledge of the
receiving Party after due inquiry, was under no
obligation to the disclosing Party to keep such
information confidential; ( 4 ) was independently
developed by the receiving Party without
reference to Confidential Information of the
disclosing Party; ( 5 ) i s , or becomes, publicly
known, through no wrongful act or omission of
the receiving Party or Breach of this LGIA; or
( 6 ) is required, in accordance with Article
2 2 . 1 . 7 of the LGIA, Order of Disclosure, to be
disclosed by any Governmental Authority or is
otherwise required to be disclosed by law or
subpoena, or is necessary in any legal
proceeding establishing rights and obligations
under this LGIA. Information designated as
Confidential Information will no longer be
deemed confidential if the Party that
designated the information as confidential
notifies the other Party that it no longer is
confidential.
Release of Confidential Information. Neither
Party shall release or disclose Confidential
Information to any other person, except to its
Affiliates (limited by the Standards of Conduct
requirements), subcontractors, employees,
consultants, or to parties who may be or
considering providing financing to or equity
participation with Interconnection Customer, or
to potential purchasers or assignees of
Interconnection Customer, on a need-to-know
basis in connection with this LGIA, unless such
person has first been advised of the
confidentiality provisions of this Article 22
and has agreed to comply with such provisions.
Notwithstanding the foregoing, a Party
providing Confidential Information to any
person shall remain primarily responsible for
any release of Confidential Information in
contravention of this Article 2 2 .
2 2 . 1 . 4
2 2 . 1 . 5
2 2 . 1 . 6
2 2 . 1 . 7
Rights. Each Party retains all rights, title,
and interest in the Confidential Information
that each Party discloses to the other Party.
The disclosure by each Party to the other Party
of Confidential Information shall not be deemed
a waiver by either Party or any other person or
entity of the right to protect the Confidential
Information from public disclosure.
No Warranties. By providing Confidential
Information, neither Party makes any warranties
or representations as to its accuracy or
completeness. In addition, by supplying
Confidential Information, neither Party
obligates itself to provide any particular
information or Confidential Information to the
other Party nor to enter into any further
agreements or proceed with any other
relationship or joint venture.
Standard of Care. Each Party shall use at
least the same standard of care to protect
Confidential Information it receives as it uses
to protect its own Confidential Information
from unauthorized disclosure, publication or
dissemination. Each Party may use Confidential
Information solely to fulfill its obligations
to the other Party under this LGIA or its
regulatory requirements.
Order of Disclosure. If a court or a
Government Authority or entity with the right,
power, and apparent authority to do so requests
or requires either Party, by subpoena, oral
deposition, interrogatories, requests for
production of documents, administrative order,
or otherwise, to disclose Confidential
Information, that Party shall provide the other
Party with prompt notice of such request(s) or
requirement(s) so that the other Party may seek
an appropriate protective order or waive
compliance with the terms of this LGIA.
Notwithstanding the absence of a protective
order or waiver, the Party may disclose such
Confidential Information which, in the opinion
of its counsel, the Party is legally compelled
2 2 . 1 . 8
2 2 . 1 . 9
2 2 . 1 . 1 0
to disclose. Each Party will use Reasonable
Efforts to obtain reliable assurance that
confidential treatment will be accorded any
Confidential Information so furnished.
Termination of Agreement. Upon termination of
this LGIA for any reason, each Party shall,
within ten ( 1 0 ) Calendar Days of receipt of a
written request from the other Party, use
Reasonable Efforts to destroy, erase, or delete
(with such destruction, erasure, and deletion
certified in writing to the other Party) or
return to the other Party, without retaining
copies thereof, any and all written or
electronic Confidential Information received
from the other Party.
Remedies. The Parties agree that monetary
damages would be inadequate to compensate a
Party for the other Party's Breach of its
obligations under this Article 2 2 . Each Party
accordingly agrees that the other Party shall
be entitled to equitable relief, by way of
injunction or otherwise, if the first Party
Breaches or threatens to Breach its obligations
under this Article 2 2 , which equitable relief
shall be granted without bond or proof of
damages, and the receiving Party shall not
plead in defense that there would be an
adequate remedy at law. Such remedy shall not
be deemed an exclusive remedy for the Breach of
this Article 2 2 , but shall be in addition to
all other remedies available at law or in
equity. The Parties further acknowledge and
agree that the covenants contained herein are
necessary for the protection of legitimate
business interests and are reasonable in scope.
No Party, however, shall be liable for
indirect, incidental, or consequential or
punitive damages of any nature or kind
resulting from or arising in connection with
this Article 2 2 .
Disclosure to FERC, its Staff, or a State.
Notwithstanding anything in this Article 22 to
the contrary, and pursuant to 18 CFR section
l b . 2 0 , if FERC or its staff, during the course
22 . 1 . 1 1
of an investigation or otherwise, requests
information from one of the Parties that is
otherwise required to be maintained in
confidence pursuant to this LGIA, the Party
shall provide the requested information to FERC
or its staff, within the time provided for in
the request for information. In providing the
information to FERC or its staff, the Party
must, consistent with 18 CFR section 3 8 8 . 1 1 2 ,
request that the information be treated as
confidential and non-public by FERC and its
staff and that the information be withheld from
public disclosure. Parties are prohibited from
notifying the other Party to this LGIA prior to
the release of the Confidential Information to
FERC or its staff. The Party shall notify the
other Party to the LGIA when it is notified by
FERC or its staff that a request to release
Confidential Information has been received by
FERC, at which time either of the Parties may
respond before such information would be made
public, pursuant to 1 8 CFR section 3 8 8 . 1 1 2 .
Requests from a state regulatory body
conducting a confidential investigation shall
be treated in a similar manner if consistent
with the applicable state rules and
regulations.
Subject to the exception in Article 2 2 . 1 . 1 0 ,
any information that a Party claims is
competitively sensitive, commercial or
financial information under this LGIA
("Confidential Information") shall not be
disclosed by the other Party to any person not
employed or retained by the other Party, except
to the extent disclosure is ( i ) required by
law; ( i i ) reasonably deemed by the disclosing
Party to be required to be disclosed in
connection with a dispute between or among the
Parties, or the defense of litigation or
dispute; ( i i i ) otherwise permitted by consent
of the other Party, such consent not to be
unreasonably withheld; or (iv) necessary to
fulfill its obligations under this LGIA or as a
transmission service provider or a Control Area
operator including disclosing the Confidential
Information to an RTO or ISO or to a regional
or national reliability organization. The
Party asserting confidentiality shall notify
the other Party in writing of the information
it claims is confidential. Prior to any
disclosures of the other Party's Confidential
Information under this subparagraph, or if any
third party or Governmental Authority makes any
request or demand for any of the information
described in this subparagraph, the disclosing
Party agrees to promptly notify the other Party
in writing and agrees to assert confidentiality
and cooperate with the other Party in seeking
to protect the Confidential Information from
public disclosure by confidentiality agreement,
protective order or other reasonable measures.
Article 2 3 . Environmental Releases
2 3 . 1 Each Party shall notify the other Party, first orally and
then in writing, of the release of any Hazardous
Substances, any asbestos or lead abatement activities, or
any type of remediation activities related to the Large
Generating Facility or the Interconnection Facilities,
each of which may reasonably be expected to affect the
other Party. The notifying Party shall: ( i ) provide the
notice as soon as practicable, provided such Party makes a
good faith effort to provide the notice no later than
twenty-four hours after such Party becomes aware of the
occurrence; and ( i i ) promptly furnish to the other Party
copies of any publicly available reports filed with any
Governmental Authorities addressing such events.
Article 2 4 . Information Requirements
2 4 . 1 Information Acquisition. Transmission Provider and
Interconnection Customer shall submit specific information
regarding the electrical characteristics of their
respective facilities to each other as described below and
in accordance with Applicable Reliability Standards.
2 4 . 2 Information Submission by Transmission Provider. The
initial information submission by Transmission Provider
shall occur no later than one hundred eighty ( 1 8 0 )
Calendar Days prior to Trial Operation and shall include
Transmission System information necessary to allow
Interconnection Customer to select equipment and meet any
system protection and stability requirements, unless
otherwise agreed to by the Parties. On a monthly basis
Transmission Provider shall provide Interconnection
Customer a status report on the construction and
installation of Transmission Provider's Interconnection
Facilities and Network Upgrades, including, but not
limited to, the following information: ( 1 ) progress to
date; ( 2 ) a description of the activities since the last
report; ( 3 ) a description of the action items for the next
period; and ( 4 ) the delivery status of equipment ordered.
2 4 . 3 Updated Information Submission by Interconnection
Customer. The updated information submission by
Interconnection Customer, including manufacturer
information, shall occur no later than one hundred eighty
( 1 8 0 ) Calendar Days prior to the Trial Operation.
Interconnection Customer shall submit a completed copy of
the Large Generating Facility data requirements contained
in Appendix 1 to the LGIP. It shall also include any
additional information provided to Transmission Provider
for the Feasibility and Facilities Study. Information in
this submission shall be the most current Large Generating
Facility design or expected performance data. Information
submitted for stability models shall be compatible with
Transmission Provider standard models. If there is no
compatible model, Interconnection Customer will work with
a consultant mutually agreed to by the Parties to develop
and supply a standard model and associated information.
If Interconnection Customer's data is materially different
from what was originally provided to Transmission Provider
pursuant to the Interconnection Study Agreement between
Transmission Provider and Interconnection Customer, then
Transmission Provider will conduct appropriate studies to
determine the impact on Transmission Provider Transmission
System based on the actual data submitted pursuant to this
Article 2 4 . 3 . The Interconnection Customer shall not
begin Trial Operation until such studies are completed.
2 4 . 4 Information Supplementation. Prior to the Operation Date,
the Parties shall supplement their information submissions
described above in this Article 2 4 with any and all "as­
built" Large Generating Facility information or "as­
tested" performance information that differs from the
initial submissions or, alternatively, written
confirmation that no such differences exist. The
Interconnection Customer shall conduct tests on the Large
Generating Facility as required by Good Utility Practice
such as an open circuit "step voltage" test on the Large
Generating Facility to verify proper operation of the
Large Generating Facility's automatic voltage regulator.
Unless otherwise agreed, the test conditions shall
include: ( 1 ) Large Generating Facility at synchronous
speed; ( 2 ) automatic voltage regulator on and in voltage
control mode; and ( 3 ) a five percent change in Large
Generating Facility terminal voltage initiated by a change
in the voltage regulators reference voltage.
Interconnection Customer shall provide validated test
recordings showing the responses of Large Generating
Facility terminal and field voltages. In the event that
direct recordings of these voltages is impractical,
recordings of other voltages or currents that mirror the
response of the Large Generating Facility's terminal or
field voltage are acceptable if information necessary to
translate these alternate quantities to actual Large
Generating Facility terminal or field voltages is
provided. Large Generating Facility testing shall be
conducted and results provided to Transmission Provider
for each individual generating unit in a station.
Subsequent to the Operation Date, Interconnection Customer
shall provide Transmission Provider any information
changes due to equipment replacement, repair, or
adjustment. Transmission Provider shall provide
Interconnection Customer any information changes due to
equipment replacement, repair or adjustment in the
directly connected substation or any adjacent Transmission
Provider-owned substation that may affect Interconnection
Customer's Interconnection Facilities equipment ratings,
protection or operating requirements. The Parties shall
provide such information no later than thirty ( 3 0 )
Calendar Days after the date of the equipment replacement,
repair or adjustment.
Article 2 5 . Information Access and Audit Rights
2 5 . 1 Information Access. Each Party (the "disclosing Party")
shall make available to the other Party information that
is in the possession of the disclosing Party and is
necessary in order for the other Party t o : ( i ) verify the
costs incurred by the disclosing Party for which the other
Party is responsible under this LGIA; and ( i i ) carry out
its obligations and responsibilities under this LGIA. The
Parties shall not use such information for purposes other
than those set forth in this Article 2 5 . 1 and to enforce
their rights under this LGIA.
2 5 . 2 Reporting of Non-Force Majeure Events. Each Party (the
"notifying Party") shall notify the other Party when the
notifying Party becomes aware of its inability to comply
with the provisions of this LGIA for a reason other than a
Force Majeure event. The Parties agree to cooperate with
each other and provide necessary information regarding
such inability to comply, including the date, duration,
reason for the inability to comply, and corrective actions
taken or planned to be taken with respect to such
inability to comply. Notwithstanding the foregoing,
notification, cooperation or information provided under
this article shall not entitle the Party receiving such
notification to allege a cause for anticipatory breach of
this LGIA.
2 5 . 3 Audit Rights. Subject to the requirements of
confidentiality under Article 22 of this LGIA, each Party
shall have the right, during normal business hours, and
upon prior reasonable notice to the other Party, to audit
at its own expense the other Party's accounts and records
pertaining to either Party's performance or either Party's
satisfaction of obligations under this LGIA. Such audit
rights shall include audits of the other Party's costs,
calculation of invoiced amounts, Transmission Provider's
efforts to allocate responsibility for the provision of
reactive support to the Transmission System, Transmission
Provider's efforts to allocate responsibility for
interruption or reduction of generation on the
Transmission System, and each Party's actions in an
Emergency Condition. Any audit authorized by this article
shall be performed at the offices where such accounts and
records are maintained and shall be limited to those
portions of such accounts and records that relate to each
Party's performance and satisfaction of obligations under
this LGIA. Each Party shall keep such accounts and
records for a period equivalent to the audit rights
periods described in Article 2 5 . 4 .
2 5 . 4 Audit Rights Periods.
2 5 . 4 . 1 Audit Rights Period for Construction-Related
Accounts and Records. Accounts and records
related to the design, engineering,
procurement, and construction of Transmission
2 5 . 4 . 2
Provider's Interconnection Facilities and
Network Upgrades shall be subject to audit for
a period of twenty-four months following
Transmission Provider's issuance of a final
invoice in accordance with Article 1 2 . 2 .
Audit Rights Period for All Other Accounts and
Records. Accounts and records related to
either Party's performance or satisfaction of
all obligations under this LGIA other than
those described in Article 2 5 . 4 . 1 shall be
subject to audit as follows: ( i ) for an audit
relating to cost obligations, the applicable
audit rights period shall be twenty-four months
after the auditing Party's receipt of an
invoice giving rise to such cost obligations;
and ( i i ) for an audit relating to all other
obligations, the applicable audit rights period
shall be twenty-four months after the event for
which the audit is sought.
2 5 . 5 Audit Results. If an audit by a Party determines that an
overpayment or an underpayment has occurred, a notice of
such overpayment or underpayment shall be given to the
other Party together with those records from the audit
which support such determination.
Article 2 6 . Subcontractors
2 6 . 1 General. Nothing in this LGIA shall prevent a Party from
utilizing the services of any subcontractor as it deems
appropriate to perform its obligations under this LGIA;
provided, however, that each Party shall require its
subcontractors to comply with all applicable terms and
conditions of this LGIA in providing such services and
each Party shall remain primarily liable to the other
Party for the performance of such subcontractor.
2 6 . 2 Responsibility of Principal. The creation of any
subcontract relationship shall not relieve the hiring
Party of any of its obligations under this LGIA. The
hiring Party shall be fully responsible to the other Party
for the acts or omissions of any subcontractor the hiring
Party hires as if no subcontract had been made; provided,
however, that in no event shall Transmission Provider be
liable for the actions or inactions of Interconnection
Customer or its subcontractors with respect to obligations
of Interconnection Customer under Article 5 of this LGIA.
Any applicable obligation imposed by this LGIA upon the
hiring Party shall be equally binding upon, and shall be
construed as having application to, any subcontractor of
such Party.
2 6 . 3 No Limitation by Insurance. The obligations under this
Article 2 6 will not be limited in any way by any
limitation of subcontractor's insurance.
Article 2 7 . Disputes
2 7 . 1 Submission. In the event either Party has a dispute, or
asserts a claim, that arises out of or in connection with
this LGIA or its performance, such Party (the "disputing
Party") shall provide the other Party with written notice
of the dispute or claim ("Notice of D i s p u t e " ) . Such
dispute or claim shall be referred to a designated senior
representative of each Party for resolution on an informal
basis as promptly as practicable after receipt of the
Notice of Dispute by the other Party. In the event the
designated representatives are unable to resolve the claim
or dispute through unassisted or assisted negotiations
within thirty ( 3 0 ) Calendar Days of the other Party's
receipt of the Notice of Dispute, such claim or dispute
may, upon mutual agreement of the Parties, be submitted to
arbitration and resolved in accordance with the
arbitration procedures set forth below. In the event the
Parties do not agree to submit such claim or dispute to
arbitration, each Party may exercise whatever rights and
remedies it may have in equity or at law consistent with
the terms of this LGIA.
2 7 . 2 External Arbitration Procedures. Any arbitration
initiated under this LGIA shall be conducted before a
single neutral arbitrator appointed by the Parties. I f
the Parties fail to agree upon a single arbitrator within
ten ( 1 0 ) Calendar Days of the submission of the dispute to
arbitration, each Party shall choose one arbitrator who
shall sit on a three-member arbitration panel. The two
arbitrators so chosen shall within twenty ( 2 0 ) Calendar
Days select a third arbitrator to chair the arbitration
panel. In either case, the arbitrators shall be
knowledgeable in electric utility matters, including
electric transmission and bulk power issues, and shall not
have any current or past substantial business or financial
relationships with any party to the arbitration (except
prior arbitration). The arbitrator(s) shall provide each
of the Parties an opportunity to be heard and, except as
otherwise provided herein, shall conduct the arbitration
in accordance with the Commercial Arbitration Rules of the
American Arbitration Association ("Arbitration Rules") and
any applicable FERC regulations or RTO rules; provided,
however, in the event of a conflict between the
Arbitration Rules and the terms of this Article 2 7 , the
terms of this Article 27 shall prevail.
2 7 . 3 Arbitration Decisions. Unless otherwise agreed by the
Parties, the arbitrator(s) shall render a decision within
ninety ( 9 0 ) Calendar Days of appointment and shall notify
the Parties in writing of such decision and the reasons
therefore. The arbitrator(s) shall be authorized only to
interpret and apply the provisions of this LGIA and shall
have no power to modify or change any provision of this
Agreement in any manner. The decision of the
arbitrator(s) shall be final and binding upon the Parties,
and judgment on the award may be entered in any court
having jurisdiction. The decision of the arbitrator(s)
may be appealed solely on the grounds that the conduct of
the arbitrator(s), or the decision itself, violated the
standards set forth in the Federal Arbitration Act or the
Administrative Dispute Resolution Act. The final decision
of the arbitrator must also be filed with FERC if it
affects jurisdictional rates, terms and conditions of
service, Interconnection Facilities, or Network Upgrades.
2 7 . 4 Costs. Each Party shall be responsible for its own costs
incurred during the arbitration process and for the
following costs, if applicable: ( 1 ) the cost of the
arbitrator chosen by the Party to sit on the three member
panel and one half of the cost of the third arbitrator
chosen; or ( 2 ) one half the cost of the single arbitrator
jointly chosen by the Parties.
Article 2 8 . Representations, Warranties, and Covenants
2 8 . 1 General. Each Party makes the following representations,
warranties and covenants:
28 . 1 . 1 Good Standing. Such Party is duly organized,
validly existing and in good standing under the
laws of the state in which it is organized,
formed, or incorporated, as applicable; that it
is qualified to do business in the state or
2 8 . 1 . 2
2 8 . 1 . 3
2 8 . 1 . 4
states in which the Large Generating Facility,
Interconnection Facilities and Network Upgrades
owned by such Party, as applicable, are
located; and that it has the corporate power
and authority to own its properties, to carry
on its business as now being conducted and to
enter into this LGIA and carry out the
transactions contemplated hereby and perform
and carry out all covenants and obligations on
its part to be performed under and pursuant to
this LGIA.
Authority. Such Party has the right, power and
authority to enter into this LGIA, to become a
Party hereto and to perform its obligations
hereunder. This LGIA is a legal, valid and
binding obligation of such Party, enforceable
against such Party in accordance with its
terms, except as the enforceability thereof may
be limited by applicable bankruptcy,
insolvency, reorganization or other similar
laws affecting creditors' rights generally and
by general equitable principles (regardless of
whether enforceability is sought in a
proceeding in equity or at l a w ) .
No Conflict. The execution, delivery and
performance of this LGIA does not violate or
conflict with the organizational or formation
documents, or bylaws or operating agreement, of
such Party, or any judgment, license, permit,
order, material agreement or instrument
applicable to or binding upon such Party or any
of its assets.
Consent and Approval. Such Party has sought or
obtained, or, in accordance with this LGIA will
seek or obtain, each consent, approval,
authorization, order, or acceptance by any
Governmental Authority in connection with the
execution, delivery and performance of this
LGIA, and it will provide to any Governmental
Authority notice of any actions under this LGIA
that are required by Applicable Laws and
Regulations.
Article 2 9 . Joint Operating Committee
2 9 . 1 Joint Operating Committee. Except in the case of ISOs and
RTOs, Transmission Provider shall constitute a Joint
Operating Committee to coordinate operating and technical
considerations of Interconnection Service. At least six
( 6 ) months prior to the expected Initial Synchronization
Date, Interconnection Customer and Transmission Provider
shall each appoint one representative and one alternate to
the Joint Operating Committee. Each Interconnection
Customer shall notify Transmission Provider of its
appointment in writing. Such appointments may be changed
at any time by similar notice. The Joint Operating
Committee shall meet as necessary, but not less than once
each calendar year, to carry out the duties set forth
herein. The Joint Operating Committee shall hold a
meeting at the request of either Party, at a time and
place agreed upon by the representatives. The Joint
Operating Committee shall perform all of its duties
consistent with the provisions of this LGIA. Each Party
shall cooperate in providing to the Joint Operating
Committee all information required in the performance of
the Joint Operating Committee's duties. All decisions and
agreements, if any, made by the Joint Operating Committee,
shall be evidenced in writing. The duties of the Joint
Operating Committee shall include the following:
2 9 . 1 . 1
2 9 . 1 . 2
2 9 . 1 . 3
2 9 . 1 . 4
Establish data requirements and operating
record requirements.
Review the requirements, standards, and
procedures for data acquisition equipment,
protective equipment, and any other equipment
or software.
Annually review the one ( 1 ) year forecast of
maintenance and planned outage schedules of
Transmission Provider's and Interconnection
Customer's facilities at the Point of
Interconnection.
Coordinate the scheduling of maintenance and
planned outages on the Interconnection
Facilities, the Large Generating Facility and
other facilities that impact the normal
operation of the interconnection of the Large
Generating Facility to the Transmission System.
29 . 1 . 5
29 . 1 . 6
Ensure that information is being provided by
each Party regarding equipment availability.
Perform such other duties as may be conferred
upon it by mutual agreement of the Parties.
Article 3 0 . Miscellaneous
3 0 . 1 Binding Effect. This LGIA and the rights and obligations
hereof, shall be binding upon and shall inure to the
benefit of the successors and assigns of the Parties
hereto.
3 0 . 2 Conflicts. In the event of a conflict between the body of
this LGIA and any attachment, appendices or exhibits
hereto, the terms and provisions of the body of this LGIA
shall prevail and be deemed the final intent of the
Parties.
3 0 . 3 Rules of Interpretation. This LGIA, unless a clear
contrary intention appears, shall be construed and
interpreted as follows: ( 1 ) the singular number includes
the plural number and vice versa; ( 2 ) reference to any
person includes such person's successors and assigns but,
in the case of a Party, only if such successors and
assigns are permitted by this LGIA, and reference to a
person in a particular capacity excludes such person in
any other capacity or individually; ( 3 ) reference to any
agreement (including this LGIA), document, instrument or
tariff means such agreement, document, instrument, or
tariff as amended or modified and in effect from time to
time in accordance with the terms thereof and, if
applicable, the terms hereof; ( 4 ) reference to any
Applicable Laws and Regulations means such Applicable Laws
and Regulations as amended, modified, codified, or
reenacted, in whole or in part, and in effect from time to
time, including, if applicable, rules and regulations
promulgated thereunder; ( 5 ) unless expressly stated
otherwise, reference to any Article, Section or Appendix
means such Article of this LGIA or such Appendix to this
LGIA, or such Section to the LGIP or such Appendix to the
LGIP, as the case may be; ( 6 ) "hereunder", "hereof",
"herein", "hereto" and words of similar import shall be
deemed references to this LGIA as a whole and not to any
particular Article or other provision hereof or thereof;
( 7 ) "including" (and with correlative meaning "include")
means including without limiting the generality of any
3 0 . 4
description preceding such term; and ( 8 ) relative to the
determination of any period of time, "from" means "from
and including", "to" means "to but excluding" and
"through" means "through and including".
Entire Agreement. This LGIA, including all Appendices and
Schedules attached hereto, constitutes the entire
agreement between the Parties with reference to the
subject matter hereof, and supersedes all prior and
contemporaneous understandings or agreements, oral or
written, between the Parties with respect to the subject
matter of this LGIA. There are no other agreements,
representations, warranties, or covenants which constitute
any part of the consideration for, or any condition to,
either Party's compliance with its obligations under this
LGIA.
3 0 . 5 No Third Party Beneficiaries. This LGIA is not intended
to and does not create rights, remedies, or benefits of
any character whatsoever in favor of any persons,
corporations, associations, or entities other than the
Parties, and the obligations herein assumed are solely for
the use and benefit of the Parties, their successors in
interest and, where permitted, their assigns.
3 0 . 6 Waiver. The failure of a Party to this LGIA to insist, on
any occasion, upon strict performance of any provision of
this LGIA will not be considered a waiver of any
obligation, right, or duty of, or imposed upon, such
Party. Any waiver at any time by either Party of its
rights with respect to this LGIA shall not be deemed a
continuing waiver or a waiver with respect to any other
failure to comply with any other obligation, right, duty
of this LGIA. Termination or Default of this LGIA for any
reason by Interconnection Customer shall not constitute a
waiver of Interconnection Customer's legal rights to
obtain an interconnection from Transmission Provider. Any
waiver of this LGIA shall, if requested, be provided in
writing.
3 0 . 7 Headings. The descriptive headings of the various
Articles of this LGIA have been inserted for convenience
of reference only and are of no significance in the
interpretation or construction of this LGIA.
3 0 . 8 Multiple Counterparts. This LGIA may be executed in two
or more counterparts, each of which is deemed an original
but all constitute one and the same instrument.
3 0 . 9 Amendment. The Parties may by mutual agreement amend this
LGIA by a written instrument duly executed by the Parties.
3 0 . 1 0 Modification by the Parties. The Parties may by mutual
agreement amend the Appendices to this LGIA by a written
instrument duly executed by the Parties. Such amendment
shall become effective and a part of this LGIA upon
satisfaction of all Applicable Laws and Regulations.
3 0 . 1 1 Reservation of Rights. Transmission Provider shall have
the right to make a unilateral filing with FERC to modify
this LGIA with respect to any rates, terms and conditions,
charges, classifications of service, rule or regulation
under section 2 0 5 or any other applicable provision of the
Federal Power Act and FERC's rules and regulations
thereunder, and Interconnection Customer shall have the
right to make a unilateral filing with FERC to modify this
LGIA pursuant to section 2 0 6 or any other applicable
provision of the Federal Power Act and FERC's rules and
regulations thereunder; provided that each Party shall
have the right to protest any such filing by the other
Party and to participate fully in any proceeding before
FERC in which such modifications may be considered.
Nothing in this LGIA shall limit the rights of the Parties
or of FERC under sections 2 0 5 or 2 0 6 of the Federal Power
Act and FERC's rules and regulations thereunder, except to
the extent that the Parties otherwise mutually agree as
provided herein.
3 0 . 1 2 No Partnership. This LGIA shall not be interpreted or
construed to create an association, joint venture, agency
relationship, or partnership between the Parties or to
impose any partnership obligation or partnership liability
upon either Party. Neither Party shall have any right,
power or authority to enter into any agreement or
undertaking for, or act on behalf of, or to act as or be
an agent or representative of, or to otherwise bind, the
other Party.
IN WITNESS WHEREOF, the Parties have executed this LGIA in
duplicate originals, each of which shall constitute and be an
original effective Agreement between the Parties.
[Insert name of Transmission Provider or Transmission Owner, if
applicable]
By:
Title:
Date:
[Insert name of Interconnection Customer]
By:
Title:
Date:
Appendix A to LGIA
Interconnection Facilities, Network Upgrades and Distribution
Upgrades
1 . Interconnection Facilities:
(a) [insert Interconnection Customer's Interconnection
Facilities]:
(b) [insert Transmission Provider's Interconnection
Facilities]:
2 . Network Upgrades:
(a) [insert Stand Alone Network Upgrades]:
(b) [insert Other Network Upgrades]:
3 . Distribution Upgrades:
Appendix B To LGIA
Milestones
Appendix C To LGIA
Interconnection Details
Appendix D To LGIA
Security Arrangements Details
Infrastructure security of Transmission System equipment and
operations and control hardware and software is essential to
ensure day-to-day Transmission System reliability and
operational security. FERC will expect all Transmission
Providers, market participants, and Interconnection Customers
interconnected to the Transmission System to comply with the
recommendations offered by the President's Critical
Infrastructure Protection Board and, eventually, best practice
recommendations from the electric reliability authority. All
public utilities will be expected to meet basic standards for
system infrastructure and operational security, including
physical, operational, and cyber-security practices.
Appendix E To LGIA
Commercial Operation Date
This Appendix E i s a part of the LGIA between Transmission
Provider and Interconnection Customer.
[Date]
[Transmission Provider Address]
Re:
Dear
Large Generating Facility
On [Date] [Interconnection Customer] has completed Trial
Operation of Unit No. This letter confirms that
[Interconnection Customer] commenced Commercial Operation of
Unit No. at the Large Generating Facility, effective as of
[Date plus one day].
Thank you.
[Signature]
[Interconnection Customer Representative]
Appendix F to LGIA
Addresses for Delivery of Notices and Billings
Notices, Billings and Payments:
Transmission Provider:
US Mail Deliveries: PacifiCorp Transmission Services
Attn: Central Cashiers Office
PO Box 2 7 5 7
Portland, OR 9 7 2 0 8 - 2 7 5 7
Other Deliveries:
Phone Number:
Central Cashiers Office
Attn: PacifiCorp Transmission Services
825 NE Multnomah Street, Suite 550
Portland OR 9 7 2 3 2
[Add Central Cashiers Phone Number]
Interconnection Customer:
[To be supplied.]
Alternative Forms of Delivery of Notices (telephone, facsimile
or email):
Transmission Provider:
Director, Transmission Services
Manager, Transmission Scheduling
Manager, Interconnection Services
Manager, Transmission Services
Transmission Business Facsimile
[Add phone number]
[Add phone number]
[Add phone number]
[Add phone number]
[Add facsimile number]
OASIS Address:
http://www.oasis.pacificorp.com/oasis/ppw/main.htmlx
Interconnection Customer:
[To be supplied.]
Appendix G to LGIA
INTERCONNECTION REQUIREMENTS FOR A WIND GENERATING PLANT
Appendix G sets forth requirements and provisions specific
to a wind generating plant. All other requirements of this LGIA
continue to apply to wind generating plant interconnections.
A. Technical Standards Applicable to a Wind Generating
Plant
i . Low Voltage Ride-Through (LVRT) Capability
A wind generating plant shall be able to remain online
during voltage disturbances up to the time periods and
associated voltage levels set forth in the standard below. The
LVRT standard provides for a transition period standard and a
post-transition period standard.
Transition Period LVRT Standard
The transition period standard applies to wind generating
plants subject to FERC Order 661 that have either: ( i )
interconnection agreements signed and filed with the Commission,
filed with the Commission in unexecuted form, or filed with the
Commission as non-conforming agreements between January 1 , 2 0 0 6
and December 3 1 , 2 0 0 6 , with a scheduled in-service date no later
than December 3 1 , 2 0 0 7 , or ( i i ) wind generating turbines subject
to a wind turbine procurement contract executed prior to
December 3 1 , 2 0 0 5 , for delivery through 2 0 0 7 .
1 . Wind generating plants are required to remain in-service
during three-phase faults with normal clearing (which is a
time period of approximately 4 -� 9 cycles) and single line
to ground faults with delayed clearing, and subsequent
post-fault voltage recovery to prefault voltage unless
clearing the fault effectively disconnects the generator
from the system. The clearing time requirement for a
three-phase fault will be specific to the wind generating
plant substation location, as determined by and documented
by the transmission provider. The maximum clearing time
the wind generating plant shall be required to withstand
for a three-phase fault shall be 9 cycles at a voltage as
low as 0 . 1 5 p . u . , as measured at the high side of the wind
generating plant step-up transformer ( i . e . the transformer
that steps the voltage up to the transmission
interconnection voltage or " G S U " ) , after which, if the
fault remains following the location-specific normal
clearing time for three-phase faults, the wind generating
plant may disconnect from the transmission system.
2 . This requirement does not apply to faults that would occur
between the wind generator terminals and the high side of
the GSU or to faults that would result in a voltage lower
than 0 . 1 5 per unit on the high side of the GSU serving the
facility.
3 . Wind generating plants may be tripped after the fault
period if this action is intended as part of a special
protection system.
4 . Wind generating plants may meet the LVRT requirements of
this standard by the performance of the generators or by
installing additional equipment ( e . g . , Static VAr
Compensator, e t c . ) within the wind generating plant or by
a combination of generator performance and additional
equipment.
5 . Existing individual generator units that are, or have
been, interconnected to the network at the same location
at the effective date of the Appendix G LVRT Standard are
exempt from meeting the Appendix G LVRT Standard for the
remaining life of the existing generation equipment.
Existing individual generator units that are replaced are
required to meet the Appendix G LVRT Standard.
Post-transition Period LVRT Standard
All wind generating plants subject to FERC Order N o . 6 6 1
and not covered by the transition period described above must
meet the following requirements:
1 . Wind generating plants are required to remain in-service
during three-phase faults with normal clearing (which is a
time period of approximately 4 -= 9 cycles) and single
line to ground faults with delayed clearing, and
subsequent post-fault voltage recovery to prefault voltage
unless clearing the fault effectively disconnects the
generator from the system. The clearing time requirement
for a three-phase fault will be specific to the wind
generating plant substation location, as determined by and
documented by the transmission provider. The maximum
clearing time the wind generating plant shall be required
to withstand for a three-phase fault shall be 9 cycles
after which, if the fault remains following the location­
specific normal clearing time for three-phase faults, the
wind generating plant may disconnect from the transmission
system. A wind generating plant shall remain
interconnected during such a fault on the transmission
system for a voltage level as low as zero volts, as
measured at the high voltage side of the wind GSU.
2 . This requirement does not apply to faults that would occur
between the wind generator terminals and the high side of
the GSU.
3 . Wind generating plants may be tripped after the fault
period if this action is intended as part of a special
protection system.
4 . Wind generating plants may meet the LVRT requirements of
this standard by the performance of the generators or by
installing additional equipment ( e . g . , Static VAr
Compensator) within the wind generating plant or by a
combination of generator performance and additional
equipment.
5 . Existing individual generator units that are, or have
been, interconnected to the network at the same location
at the effective date of the Appendix G LVRT Standard are
exempt from meeting the Appendix G LVRT Standard for the
remaining life of the existing generation equipment.
Existing individual generator units that are replaced are
required to meet the Appendix G LVRT Standard.
ii. Power Factor Design Criteria (Reactive Power)
The following reactive power requirements apply only to a
newly interconnecting wind generating plant that has executed a
Facilities Study Agreement as of the effective date of the Final
Rule establishing the reactive power requirements for non­
synchronous generators in section 9 . 6 . 1 of this LGIA (Order N o .
8 2 7 ) . A wind generating plant to which this provision applies
shall maintain a power factor within the range of 0 . 9 5 leading
to 0 . 9 5 lagging, measured at the Point of Interconnection as
defined in this LGIA, if the Transmission Provider's System
Impact Study shows that such a requirement is necessary to
ensure safety or reliability. The power factor range standard
can be met by using, for example, power electronics designed to
supply this level of reactive capability (taking into account
any limitations due to voltage level, real power output, e t c . )
or fixed and switched capacitors if agreed to by the
Transmission Provider, or a combination of the two. The
Interconnection Customer shall not disable power factor
equipment while the wind plant is in operation. Wind plants
shall also be able to provide sufficient dynamic voltage support
in lieu of the power system stabilizer and automatic voltage
regulation at the generator excitation system if the System
Impact Study shows this to be required for system safety or
reliability.
iii. Supervisory Control and Data Acquisition (SCADA)
Capability
The wind plant shall provide SCADA capability to transmit data
and receive instructions from the Transmission Provider to
protect system reliability. The Transmission Provider and the
wind plant Interconnection Customer shall determine what SCADA
information is essential for the proposed wind plant, taking
into account the size of the plant and its characteristics,
location, and importance in maintaining generation resource
adequacy and transmission system reliability in its area.
Appendix 7 to LGIP
INTERCONNECTION PROCEDURES FOR A
WIND GENERATING PLANT
Appendix 7 sets forth procedures specific to a wind
generating plant. All other requirements of this LGIP continue
to apply to wind generating plant interconnections.
A. Special Procedures Applicable to Wind Generators
The wind plant Interconnection Customer, in completing the
Interconnection Request required by section 3 . 3 of this LGIP,
may provide to the Transmission Provider a set of preliminary
electrical design specifications depicting the wind plant as a
single equivalent generator. Upon satisfying these and other
applicable Interconnection Request conditions, the wind plant
may enter the queue and receive the base case data as provided
for in this LGIP.
No later than six months after submitting an
Interconnection Request completed in this manner, the wind plant
Interconnection Customer must submit completed detailed
electrical design specifications and other data (including
collector system layout data) needed to allow the Transmission
Provider to complete the System Impact Study.
ATTACHMENT O
ATTACHMENTS TO SMALL GENERATOR INTERCONNECTION PROCEDURES
(Refer to Part V of the Tariff)
APPENDIX 1
APPENDIX 2
APPENDIX 3
APPENDIX 4
APPENDIX 5
APPENDIX 6
APPENDIX 7
APPENDIX 8
APPENDIX 9
Glossary of Terms
Small Generator Interconnection Request
Certification Codes and Standards
Certification of Small Generator Equipment Packages
Application, Procedures, and Terms and Conditions
for Interconnecting a Certified Inverter-Based
Small Generating Facility No Larger than 10 kW ( " 1 0
kW Inverter Process")
Feasibility Study Agreement
System Impact Study Agreement
Facilities Study Agreement
Small Generator Interconnection Agreement (SGIA)
APPENDIX 1 TO SGIP
Glossary of Terms
10 kW Inverter Process =- The procedure for evaluating an
Interconnection Request for a certified inverter-based Small
Generating Facility no larger than 1 0 kW that uses the section
50 screens. The application process uses an all-in-one document
that includes a simplified Interconnection Request, simplified
procedures, and a brief set of terms and conditions. See SGIP
Appendix 5 to Attachment O of the Tariff.
Affected System-� An electric system other than the
Transmission Provider's Transmission System that may be affected
by the proposed interconnection.
Business Day
Holidays.
Monday through Friday, excluding Federal
Distribution System== The Transmission Provider's facilities
and equipment used to transmit electricity to ultimate usage
points such as homes and industries directly from nearby
generators or from interchanges with higher voltage transmission
networks which transport bulk power over longer distances. The
voltage levels at which Distribution Systems operate differ
among areas.
Distribution Upgrades-= The additions, modifications, and
upgrades to the Transmission Provider's Distribution System at
or beyond the Point of Interconnection to facilitate
interconnection of the Small Generating Facility and render the
transmission service necessary to effect the Interconnection
Customer's wholesale sale of electricity in interstate commerce.
Distribution Upgrades do not include Interconnection Facilities.
Fast Track Process -- The procedure for evaluating an
Interconnection Request for a certified Small Generating
Facility that meets the eligibility requirements of section 5 0 . 1
and includes the section 50 screens, customer options meeting,
and optional supplemental review.
Good Utility Practice-= Any of the practices, methods and acts
engaged in or approved by a significant portion of the electric
industry during the relevant time period, or any of the
practices, 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 expected to accomplish the desired
result at a reasonable cost consistent with good business
practices, reliability, safety and expedition. Good Utility
Practice is not intended to be limited to the optimum practice,
method, or act to the exclusion of all others, but rather to be
acceptable practices, methods, or acts generally accepted in the
region.
Interconnection Customer=� Any entity, including the
Transmission Provider, the Transmission Owner or any of the
affiliates or subsidiaries of either, that proposes to
interconnect its Small Generating Facility with the Transmission
Provider's Transmission System.
Interconnection Facilities =- The Transmission Provider's
Interconnection Facilities and the Interconnection Customer's
Interconnection Facilities. Collectively, Interconnection
Facilities include all facilities and equipment between the
Small Generating Facility and the Point of Interconnection,
including any modification, additions or upgrades that are
necessary to physically and electrically interconnect the Small
Generating Facility to the Transmission Provider's Transmission
System. Interconnection Facilities are sole use facilities and
shall not include Distribution Upgrades or Network Upgrades.
Interconnection Request=� The Interconnection Customer's
request, in accordance with the Tariff, to interconnect a new
Small Generating Facility, or to increase the capacity of, or
make a Material Modification to the operating characteristics
of, an existing Small Generating Facility that is interconnected
with the Transmission Provider's Transmission System.
Material Modification=- A modification that has a material
impact on the cost or timing of any Interconnection Request with
a later queue priority date.
Network Resource-� Any designated generating resource owned,
purchased, or leased by a Network Customer under the Network
Integration Transmission Service Tariff. Network Resources do
not include any resource, or any portion thereof, that is
committed for sale to third parties or otherwise cannot be
called upon to meet the Network Customer's Network Load on a
non-interruptible basis.
Network Resource Interconnection Service-= An Interconnection
Service that allows the Interconnection Customer to integrate
its Generating Facility with the Transmission Provider's System
( 1 ) in a manner comparable to that in which the Transmission
Provider integrates its generating facilities to serve native
load customers; or ( 2 ) in an RTO or ISO with market based
congestion management, in the same manner as Network Resources.
Network Resource Interconnection Service in and of itself does
not convey transmission service.
Network Upgrades-= Additions, modifications, and upgrades to
the Transmission Provider's Transmission System required at or
beyond the point at which the Small Generating Facility
interconnects with the Transmission Provider's Transmission
System to accommodate the interconnection with the Small
Generating Facility to the Transmission Provider's Transmission
System. Network Upgrades do not include Distribution Upgrades.
Party or Parties-= The Transmission Provider, Transmission
Owner, Interconnection Customer or any combination of the above.
Point of Interconnection -- The point where the Interconnection
Facilities connect with the Transmission Provider's Transmission
System.
Queue Position-= The order of a valid Interconnection Request,
relative to all other pending valid Interconnection Requests,
that is established based upon the date and time of receipt of
the valid Interconnection Request by the Transmission Provider.
Small Generating Facility -- The Interconnection Customer's
device for the production and/or storage of later injection of
electricity identified in the Interconnection Request, but shall
not include the Interconnection Customer's Interconnection
Facilities.
Study Process-= The procedure for evaluating an Interconnection
Request that includes the section 5 1 scoping meeting,
feasibility study, system impact study, and facilities study.
Transmission Owner -- The entity that owns, leases or otherwise
possesses an interest in the portion of the Transmission System
at the Point of Interconnection and may be a Party to the Small
Generator Interconnection Agreement to the extent necessary.
Transmission Provider-= The public utility (or its designated
agent) that owns, controls, or operates transmission or
distribution facilities used for the transmission of electricity
in interstate commerce and provides transmission service under
the Tariff. The term Transmission Provider should be read to
include the Transmission Owner when the Transmission Owner is
separate from the Transmission Provider.
Transmission System-� The facilities owned, controlled or
operated by the Transmission Provider or the Transmission Owner
that are used to provide transmission service under the Tariff.
Upgrades=� The required additions and modifications to the
Transmission Provider's Transmission System at or beyond the
Point of Interconnection. Upgrades may be Network Upgrades or
Distribution Upgrades. Upgrades do not include Interconnection
Facilities.
APPENDIX 2 TO SGIP
SMALL GENERATOR INTERCONNECTION REQUEST
(Application Form)
Telephone Number: _
Fax: �
E-Mail Address: _
An Interconnection Request is considered complete when it provides all applicable and correct
information required below. Per SGIP section 49.5, documentation of site control must be
submitted with the Interconnection Request.
Preamble and Instructions
An Interconnection Customer who requests a Federal Energy Regulatory Commission
jurisdictional interconnection must submit this Interconnection Request by hand delivery, mail, e-mail, or fax to the Transmission Provider.
Processing Fee or Deposit:
If the Interconnection Request is submitted under the Fast Track Process, the non-refundable
processing fee is $500.
If the Interconnection Request is submitted under the Study Process, whether a new submission
or an Interconnection Request that did not pass the Fast Track Process, the Interconnection
Customer shall submit to the Transmission Provider a deposit not to exceed $1,000 towards the
cost of the feasibility study.
Interconnection Customer Information
Legal Name of the Interconnection Customer (or, if an individual, individual's name)
Name: �
Contact Person:
------------------------------ Mailing Address: _
City: _ State: _ Zip: _
Facility Location (if different from above): _
Telephone (Day): _
Fax:
-------------
Telephone (Evening): _
E-Mail Address:
-------------
Alternative Contact Information (if different from the Interconnection Customer)
ContactName: �
Title: ---------------------------------�
Address: �
Telephone (Day): _
Fax: _
Telephone (Evening): _
E-Mail Address: _
Application is for: __ New Small Generating Facility
__ Capacity addition to Existing Small Generating Facility
If capacity addition to existing facility, please describe: _
Will the Small Generating Facility be used for any of the following?
Net Metering? Yes = No = To Supply Power to the Interconnection Customer? Yes No To Supply Power to Others? Yes= No =
For installations at locations with existing electric service to which the proposed Small Generating Facility will interconnect, provide:
(Local Electric Service Provider*) (Existing Account Number*)
[*To be provided by the Interconnection Customer if the local electric service provider is different from the Transmission Provider]
Contact Name: �----------------------------�
Title:--------------------------------
Address: �--------------------------------
Telephone (Day): _
Fax:
-------------
Telephone (Evening): _
E-Mail Address:
-------------
Reque�edP��offu��oM�tion: _
Interconnection Customer's Requested In-Service Date: _
Small Generating Facility Information
Data apply only to the Small Generating Facility, not the Interconnection Facilities.
Energy Source: _Solar _Wind _Hydro Hydro Type (e.g. Run-of-
River): _
Diesel Natural Gas Fuel Oil _Other ( state type)
Prime Mover: _Fuel Cell _Recip Engine
Microturbine
_Gas Turb
_PV Steam Turb _Other
Type of Generator: __ Synchronous Induction Inverter
Generator Nameplate Rating: kW (Typical) Generator Nameplate kV AR: _
Interconnection Customer or Customer-Site Load: kW (if none, so state)
--------
Typical Reactive Load (if known): _
Maximum Physical Export Capability Requested: kW
Primary frequency response operating range for electric storage resources:
Minimum State of Charge:
Maximum State of Charge:
List components of the Small Generating Facility equipment package that are currently certified:
Equipment Type
1.
2. 3.
4.
5.
Certifying Entity
Is the prime mover compatible with the certified protective relay package? Yes
No
Generator ( or solar collector)
Manufacturer, Model Name & Number:
Version Number: ----------
Nameplate Output Power Rating in kW: (Summer) (Winter) _
Nameplate Output Power Rating in kV A: (Summer) (Winter) _
Individual Generator Power Factor
Rated Power Factor: Leading: Lagging: _
Total Number of Generators in wind farm to be interconnected pursuant to this
Interconnection Request: Elevation: _Single phase
phase
Inverter Manufacturer, Model Name & Number (if used):
List of adjustable set points for the protective equipment or software:
Note: A completed Power Systems Load Flow data sheet must be supplied with the
Interconnection Request.
Small Generating Facility Characteristic Data (for inverter-based machines)
Three
Max design fault contribution current: _ Instantaneous or RMS?
Start-up requirements: _
Small Generating Facility Characteristic Data (for rotating machines)
RPM Frequency: _
(*) Neutral Grounding Resistor (If Applicable): _
Synchronous Generators:
Direct Axis Synchronous Reactance, Xd: P.U.
Direct Axis Transient Reactance, X' d: P. U.
Direct Axis Subtransient Reactance, X" d: P.U.
------- Negative Sequence Reactance, X2: P.U.
Zero Sequence Reactance, Xo: P. U.
------ KVABase:
------------ Field Volts:
------- Field Amperes: _
Induction Generators:
Motoring Power (kW): _ lit or K (Heating Time Constant): _
Rotor Resistance, Rr: _
Stator Resistance, Rs: Stator Reactance, Xs:
------- Rotor Reactance, Xr: Magnetizing Reactance, Xm: _ Short Circuit Reactance, Xd": _
Exciting Current: _ Temperature Rise: _ Frame Size: Design Letter: _ Reactive Power Required In Vars (No Load): _
Reactive Power Required In Vars (Full Load): _
Total Rotating Inertia, H: Per Unit on kV A Base
Note: Please contact the Transmission Provider prior to submitting the Interconnection Request to determine if the specified information above is required.
Excitation and Governor System Data for Synchronous Generators Only
Provide appropriate IEEE model block diagram of excitation system, governor system and power system stabilizer (PSS) in accordance with the regional reliability council criteria. A PSS may be determined to be required by applicable studies. A copy of the manufacturer's block diagram
may not be substituted.
Interconnection Facilities Information
Will a transformer be used between the generator and the point of common coupling? _Yes No
Will the transformer be provided by the Interconnection Customer? Yes No
Transformer Data (If Applicable, for Interconnection Customer-Owned Transformer):
Is the transformer: __ single phase __ three phase?
kVA
----- Transformer Impedance: % on kV A Base
Size:
If Three Phase:
Transformer Primary: __ Volts __ Delta __ Wye __ Wye Grounded
Transformer Secondary: __ Volts __ Delta __ Wye __ Wye Grounded
Transformer Tertiary: __ Volts __ Delta __ Wye __ Wye Grounded
Transformer Fuse Data (If Applicable, for Interconnection Customer-Owned Fuse):
(Attach copy of fuse manufacturer's Minimum Melt and Total Clearing Time-Current Curves)
Manufacturer: Type: Size: Speed:
Interconnecting Circuit Breaker (if applicable):
Manufacturer: Type: _
Load Rating (Amps): Interrupting Rating (Amps): Trip Speed (Cycles):
Interconnection Protective Relays (If Applicable):
If Microprocessor-Controlled:
List of Functions and Adjustable Setpoints for the protective equipment or software:
Setpoint Function Minimum Maximum
1.
2.
3.
4.
5.
6.
If Discrete Components:
(Enclose Copy of any Proposed Time-Overcurrent Coordination Curves)
Manufacturer: Type: Style/Catalog No.: Proposed Setting:
Manufacturer: Type: Style/Catalog No.: Proposed Setting:
Manufacturer: Type: Style/Catalog No.: Proposed Setting:
Manufacturer: Type: Style/Catalog No.: Proposed Setting:
Manufacturer: Type: Style/Catalog No.: Proposed Setting:
Current Transformer Data (If Applicable):
(Enclose Copy of Manufacturer's Excitation and Ratio Correction Curves)
Manufacturer:
-------------------- Type: Accuracy Class: _ Proposed Ratio Connection: __
Manufacturer: _
Type: Accuracy Class: _ Proposed Ratio Connection: __
Potential Transformer Data (If Applicable):
Manufacturer: _
Type: Accuracy Class: _ Proposed Ratio Connection: __
Manufacturer: -------------------- Type: Accuracy Class: _ Proposed Ratio Connection: __
General Information
Enclose copy of site electrical one-line diagram showing the configuration of all Small
Generating Facility equipment, current and potential circuits, and protection and control
schemes. This one-line diagram must be signed and stamped by a licensed Professional
Engineer if the Small Generating Facility is larger than 50 kW. Is One-Line Diagram Enclosed?
Yes No
Enclose copy of any site documentation that indicates the precise physical location of the
proposed Small Generating Facility te.g., USGS topographic map or other diagram or
documentation).
Proposed location of protective interface equipment on property (include address if different
from the Interconnection Customer's address)
Enclose copy of any site documentation that describes and details the operation of the protection
and control schemes. Is Available Documentation Enclosed? Yes No
Enclose copies of schematic drawings for all protection and control circuits, relay current
circuits, relay potential circuits, and alarm/monitoring circuits (if applicable).
Are Schematic Drawings Enclosed? Yes No
Applicant Signature
I hereby certify that, to the best of my knowledge, all the information provided in this
Interconnection Request is true and correct.
For Interconnection Customer:
APPENDIX 3 TO SGIP
Certification Codes and Standards
IEEE1547 Standard for Interconnecting Distributed Resources with
Electric Power Systems (including use of IEEE 1 5 4 7 . 1 testing
protocols to establish conformity)
UL 1 7 4 1 Inverters, Converters, and Controllers for Use in
Independent Power Systems
IEEE Std 9 2 9 - 2 0 0 0 IEEE Recommended Practice for Utility
Interface of Photovoltaic (PV) Systems
NFPA 7 0 ( 2 0 0 2 ) , National Electrical Code
IEEE Std C 3 7 . 9 0 . 1 - 1 9 8 9 ( R 1 9 9 4 ) , IEEE Standard Surge Withstand
Capability (SWC) Tests for Protective Relays and Relay Systems
IEEE Std C 3 7 . 9 0 . 2 ( 1 9 9 5 ) , IEEE Standard Withstand Capability of
Relay Systems to Radiated Electromagnetic Interference from
Transceivers
IEEE Std C37 . 1 0 8 - 1 9 8 9 ( R 2 0 0 2 ) , IEEE Guide for the Protection of
Network Transformers
IEEE Std C 5 7 . 1 2 . 4 4 - 2 0 0 0 , IEEE Standard Requirements for Secondary
Network Protectors
IEEE Std C 6 2 . 4 1 . 2 - 2 0 0 2 , IEEE Recommended Practice on
Characterization of Surges in Low Voltage (lOOOV and Less) AC
Power Circuits
IEEE Std C 6 2 . 4 5 - 1 9 9 2 ( R 2 0 0 2 ) , IEEE Recommended Practice on Surge
Testing for Equipment Connected to Low-Voltage ( l O O O V and Less) AC
Power Circuits
ANSI C 8 4 . 1 - 1 9 9 5 Electric Power Systems and Equipment
Ratings ( 6 0 Hertz)
Voltage
IEEE Std 1 0 0 - 2 0 0 0 , IEEE Standard Dictionary of Electrical and
Electronic Terms
NEMA MG 1 - 1 9 9 8 , Motors and Small Resources, Revision 3
IEEE Std 5 1 9 - 1 9 9 2 , IEEE Recommended Practices and Requirements
for Harmonic Control in Electrical Power Systems
NEMA MG 1 - 2 0 0 3 (Rev 2 0 0 4 ) , Motors and Generators, Revision 1
APPENDIX 4 TO SGIP
Certification of Small Generator Equipment Packages
1 . 0 Small Generating Facility equipment proposed for use
separately or packaged with other equipment in an
interconnection system shall be considered certified for
interconnected operation if ( 1 ) it has been tested in
accordance with industry standards for continuous utility
interactive operation in compliance with the appropriate
codes and standards referenced below by any Nationally
Recognized Testing Laboratory (NRTL) recognized by the
United States Occupational Safety and Health Administration
to test and certify interconnection equipment pursuant to
the relevant codes and standards listed in SGIP Appendix 3
to Attachment O of the Tariff, ( 2 ) it has been labeled and
is publicly listed by such NRTL at the time of the
interconnection application, and ( 3 ) such NRTL makes
readily available for verification all test standards and
procedures it utilized in performing such equipment
certification, and, with consumer approval, the test data
itself. The NRTL may make such information available on
its website and by encouraging such information to be
included in the manufacturer's literature accompanying the
equipment.
2 . 0 The Interconnection Customer must verify that the intended
use of the equipment falls within the use or uses for which
the equipment was tested, labeled, and listed by the NRTL.
3 . 0 Certified equipment shall not require further type-test
review, testing, or additional equipment to meet the
requirements of this interconnection procedure; however,
nothing herein shall preclude the need for an on-site
commissioning test by the parties to the interconnection
nor follow-up production testing by the NRTL.
4 . 0 I f the certified equipment package includes only interface
components (switchgear, inverters, or other interface
devices), then an Interconnection Customer must show that
the generator or other electric source being utilized with
the equipment package is compatible with the equipment
package and is consistent with the testing and listing
specified for this type of interconnection equipment.
5 . 0 Provided the generator or electric source, when combined
with the equipment package, is within the range of
capabilities for which it was tested by the NRTL, and does
not violate the interface components' labeling and listing
performed by the NRTL, no further design review, testing or
additional equipment on the customer side of the point of
common coupling shall be required to meet the requirements
of this interconnection procedure.
6 . 0 An equipment package does not include equipment provided by
the utility.
7 . 0 Any equipment package approved and listed in a state by
that state's regulatory body for interconnected operation
in that state prior to the effective date of these small
generator interconnection procedures shall be considered
certified under these procedures for use in that state.
APPENDIX 5 TO SGIP
Application, Procedures, and Terms and Conditions for
Interconnecting a Certified Inverter-Based Small Generating
Facility No Larger than 10 kW ( " 1 0 kW Inverter Process")
1 . 0 The Interconnection Customer ("Customer") completes the
Interconnection Request ("Application") and submits it to
the Transmission Provider ("Company").
2 . 0 The Company acknowledges to the Customer receipt of the
Application within three Business Days of receipt.
3 . 0 The Company evaluates the Application for completeness and
notifies the Customer within ten Business Days of receipt
that the Application is or is not complete and, if not,
advises what material is missing.
4 . 0 The Company verifies that the Small Generating Facility can
be interconnected safely and reliably using the screens
contained in the Fast Track Process in the Small Generator
Interconnection Procedures ( S G I P ) . The Company has 15
Business Days to complete this process. Unless the Company
determines and demonstrates that the Small Generating
Facility cannot be interconnected safely and reliably, the
Company approves the Application and returns it to the
Customer. Note to Customer: Please check with the Company
before submitting the Application if disconnection
equipment is required.
5 . 0 After installation, the Customer returns the Certificate of
Completion to the Company. Prior to parallel operation,
the Company may inspect the Small Generating Facility for
compliance with standards which may include a witness test,
and may schedule appropriate metering replacement, if
necessary.
6 . 0 The Company notifies the Customer in writing that
interconnection of the Small Generating Facility is
authorized. If the witness test is not satisfactory, the
Company has the right to disconnect the Small Generating
Facility. The Customer has no right to operate in parallel
until a witness test has been performed, or previously
waived on the Application. The Company is obligated to
complete this witness test within ten Business Days of the
receipt of the Certificate of Completion. If the Company
does not inspect within ten Business Days or by mutual
agreement of the Parties, the witness test is deemed
waived.
7 . 0 Contact Information-� The Customer must provide the
contact information for the legal applicant ( i . e . , the
Interconnection Customer). If another entity is
responsible for interfacing with the Company, that contact
information must be provided on the Application.
8 . 0 Ownership Information -� Enter the legal names of the
owner(s) of the Small Generating Facility. Include the
percentage ownership ( i f any) by any utility or public
utility holding company, or by any entity owned by either.
9 . 0 UL1741 Listed -= This standard ("Inverters, Converters, and
Controllers for Use in Independent Power Systems")
addresses the electrical interconnection design of various
forms of generating equipment. Many manufacturers submit
their equipment to a Nationally Recognized Testing
Laboratory (NRTL) that verifies compliance with U L 1 7 4 1 .
This "listing" is then marked on the equipment and
supporting documentation.
Application for Interconnecting a Certified Inverter-Based Small Generating Facility No
Larger than lOkW
This Application is considered complete when it provides all applicable and correct information
required below. Per SGIP section 49.5, documentation of site control must be submitted with the
Interconnection Request. Additional information to evaluate the Application may be required.
Processing Fee
A non-refundable processing fee of $100 must accompany this Application.
Interconnection Customer
Name:
-------------------------------- Contact Person: _ Address: _
City: State: Zip: _
Telephone (Day): (Evening): _
Fax: E-Mail Address: ------------
Contact (if different from Interconnection Customer) Name: �
Address:
------------------------------- City: State: Zip: _
Telephone (Day): (Evening): _
Fax: E-Mail Address: _
Owner of the facility (include% ownership by any electric utility): _
Small Generating Facility Information Location (if different from above): _
Electric Service Company: _
Account Number:
---------------------------- Inverter Manufacturer: Model --------------- Nameplate Rating: __ (kW) __ (kVA) (AC Volts)
Single Phase Three Phase __
System Design Capacity: (kW) (kVA)
Prime Mover: Photovoltaic D Reciprocating Engine D Fuel Cell D Turbine D Other _
Energy Source: Solar D Wind D Hydro D Diesel D Natural Gas D
Fuel Oil D Other (describe) _
Is the equipment ULl 741 Listed? Yes_ No
If Yes, attach manufacturer's cut-sheet showing UL 17 41 listing
Estimated Installation Date: Estimated In-Service Date:
------ ------
The 10 kW Inverter Process is available only for inverter-based Small Generating Facilities no
larger than 10 kW that meet the codes, standards, and certification requirements of Appendices 3
and 4 to Attachment O of the Tariff, or the Transmission Provider has reviewed the design or
tested the proposed Small Generating Facility and is satisfied that it is safe to operate.
List components of the Small Generating Facility equipment package that are currently certified:
Equipment Type
1.
2.
3.
4.
5.
Certifying Entity
Interconnection Customer Signature
I hereby certify that, to the best of my knowledge, the information provided in this Application is
true. I agree to abide by the Terms and Conditions for Interconnecting an Inverter-Based Small
Generating Facility No Larger than lOkW and return the Certificate of Completion when the
Small Generating Facility has been installed.
Contingent Approval to Interconnect the Small Generating Facility
(For Company use only)
Interconnection of the Small Generating Facility is approved contingent upon the Terms and
Conditions for Interconnecting an Inverter-Based Small Generating Facility No Larger than
1 OkW and return of the Certificate of Completion.
Title: Date: _
Application ID number: _
Company waives inspection/witness test? Yes No
Small Generating Facility Certificate of Completion
Is the Small Generating Facility owner-installed? Yes No _
Interconnection Customer: _
Contact Person: ----------------------------- Address: _
Location of the Small Generating Facility (if different from above):
City: State: Zip Code: _
Telephone (Day): (Evening): _
Fax: E-Mail Address: _
Electrician: Name: �
Address: ------------------------------- City: State: Zip Code: _
Telephone (Day): (Evening): _
Fax: E-Mail Address: ------------ License number:
Date Approval to Install Facility granted by the Company: _
Application ID number:
--------------
Inspection:
The Small Generating Facility has been installed and inspected in compliance with the local
building/electrical code of _
Signed (Local electrical wiring inspector, or attach signed electrical inspection):
PrintName: _
Date:
-----
As a condition of interconnection, you are required to send/fax a copy of this form along with a
copy of the signed electrical permit to (insert Company information below):
Name:
----------------------
Company: �
Address: _
City, State ZIP: _
Fax: ---------
Approval to Energize the Small Generating Facility (For Company use only)
Energizing the Small Generating Facility is approved contingent upon the Terms and Conditions
for Interconnecting an Inverter-Based Small Generating Facility No Larger than lOkW
Company Signature: _
Title: Date: _
Terms and Conditions for Interconnecting an Inverter-Based
Small Generating Facility No Larger than lOkW
1 . 0 Construction of the Facility
The Interconnection Customer (the "Customer") may proceed
to construct (including operational testing not to exceed
two hours) the Small Generating Facility when the
Transmission Provider (the "Company") approves the
Interconnection Request (the "Application") and returns it
to the Customer.
2 . 0 Interconnection and Operation
The Customer may operate Small Generating Facility and
interconnect with the Company's electric system once all of
the following have occurred:
2 . 1 Upon completing construction, the Customer will cause
the Small Generating Facility to be inspected or
otherwise certified by the appropriate local
electrical wiring inspector with jurisdiction, and
2 . 2 The Customer returns the Certificate of Completion to
the Company, and
2 . 3 The Company has either:
2 . 3 . 1 Completed its inspection of the Small Generating
Facility to ensure that all equipment has been
appropriately installed and that all electrical
connections have been made in accordance with
applicable codes. All inspections must be
conducted by the Company, at its own expense,
within ten Business Days after receipt of the
Certificate of Completion and shall take place
at a time agreeable to the Parties. The Company
shall provide a written statement that the Small
Generating Facility has passed inspection or
shall notify the Customer of what steps it must
take to pass inspection as soon as practicable
after the inspection takes place; or
2 . 3 . 2 I f the Company does not schedule an inspection
of the Small Generating Facility within ten
business days after receiving the Certificate of
Completion, the witness test is deemed waived
(unless the Parties agree otherwise); or
2 . 3 . 3 The Company waives the right to inspect the
Small Generating Facility.
2 . 4 The Company has the right to disconnect the Small
Generating Facility in the event of improper
installation or failure to return the Certificate of
Completion.
2 . 5 Revenue quality metering equipment must be installed
and tested in accordance with applicable ANSI
standards.
3 . 0 Safe Operations and Maintenance
The Customer shall be fully responsible to operate,
maintain, and repair the Small Generating Facility as
required to ensure that it complies at all times with the
interconnection standards to which it has been certified.
4 . 0 Access
The Company shall have access to the disconnect switch ( i f
the disconnect switch is required) and metering equipment
of the Small Generating Facility at all times. The Company
shall provide reasonable notice to the Customer when
possible prior to using its right of access.
5 . 0 Disconnection
The Company may temporarily disconnect the Small Generating
Facility upon the following conditions:
5 . 1 For scheduled outages upon reasonable notice.
5 . 2 For unscheduled outages or emergency conditions.
5 . 3 I f the Small Generating Facility does not operate in
the manner consistent with these Terms and Conditions.
5 . 4 The Company shall inform the Customer in advance of
any scheduled disconnection, or as is reasonable after
an unscheduled disconnection.
6 . 0 Indemnification
The Parties shall at all times indemnify, defend, and save
the other Party harmless from, any and all damages, losses,
claims, including claims and actions relating to injury to
or death of any person or damage to property, 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 Party's
action or inactions of its obligations under this agreement
on behalf of the indemnifying Party, except in cases of
gross negligence or intentional wrongdoing by the
indemnified Party.
7 . 0 Insurance
The Parties agree to follow all applicable insurance
requirements imposed by the state in which the Point of
Interconnection is located. All insurance policies must be
maintained with insurers authorized to do business in that
state.
8 . 0 Limitation of Liability
Each party's liability to the other party for any l o s s ,
cost, claim, injury, liability, or expense, including
reasonable attorney's fees, relating to or arising from any
act or omission in its performance of this Agreement, shall
be limited to the amount of direct damage actually
incurred. In no event shall either party be liable to the
other party for any indirect, incidental, special,
consequential, or punitive damages of any kind whatsoever,
except as allowed under paragraph 6 . 0 .
9 . 0 Termination
The agreement to operate in parallel may be terminated
under the following conditions:
9 . 1 By the Customer
By providing written notice to the Company.
9 . 2 By the Company
I f the Small Generating Facility fails to operate
for any consecutive 12 month period or the
Customer fails to remedy a violation of these
Terms and Conditions.
9 . 3 Permanent Disconnection
In the event this Agreement is terminated, the
Company shall have the right to disconnect its
facilities or direct the Customer to disconnect
its Small Generating Facility.
9 . 4 Survival Rights
This Agreement shall continue in effect after
termination to the extent necessary to allow or
require either Party to fulfill rights or
obligations that arose under the Agreement.
1 0 . 0 Assignment/Transfer of Ownership of the Facility
This Agreement shall survive the transfer of ownership of
the Small Generating Facility to a new owner when the new
owner agrees in writing to comply with the terms of this
Agreement and so notifies the Company.
APPENDIX 6 TO SGIP
Feasibility Study Agreement
THIS AGREEMENT is made and entered into this
2 0 by and between
day of
a
the State of
organized and existing under the laws of
("Interconnection
Customer,") and , a
existing under the laws of the State of
("Transmission Provider"). Interconnection Customer and
Transmission Provider each may be referred to as a "Party," or
collectively as the "Parties."
RECITALS
WHEREAS, Interconnection Customer is proposing to develop a
Small Generating Facility or generating capacity addition to an
existing Small Generating Facility consistent with the
Interconnection Request completed by Interconnection Customer on
; and
���������������
WHEREAS, Interconnection Customer desires to interconnect the
Small Generating Facility with the Transmission Provider's
Transmission System; and
WHEREAS, Interconnection Customer has requested the Transmission
Provider to perform a feasibility study to assess the
feasibility of interconnecting the proposed Small Generating
Facility with the Transmission Provider's Transmission System,
and of any Affected Systems;
NOW, THEREFORE, in consideration of and subject to the mutual
covenants contained herein the Parties agreed as follows:
1 . 0 When used in this Agreement, with initial capitalization,
the terms specified shall have the meanings indicated or
the meanings specified in the standard Small Generator
Interconnection Procedures.
2 . 0 The Interconnection Customer elects and the Transmission
Provider shall cause to be performed an interconnection
feasibility study consistent the standard Small Generator
Interconnection Procedures in accordance with the Open
Access Transmission Tariff.
3 . 0 The scope of the feasibility study shall be subject to the
assumptions set forth in Attachment A to this Agreement.
4 . 0 The feasibility study shall be based on the technical
information provided by the Interconnection Customer in the
Interconnection Request, as may be modified as the result
of the scoping meeting. The Transmission Provider reserves
the right to request additional technical information from
the Interconnection Customer as may reasonably become
necessary consistent with Good Utility Practice during the
course of the feasibility study and as designated in
accordance with the standard Small Generator
Interconnection Procedures. If the Interconnection
Customer modifies its Interconnection Request, the time to
complete the feasibility study may be extended by agreement
of the Parties.
5 . 0 In performing the study, the Transmission Provider shall
rely, to the extent reasonably practicable, on existing
studies of recent vintage. The Interconnection Customer
shall not be charged for such existing studies; however,
the Interconnection Customer shall be responsible for
charges associated with any new study or modifications to
existing studies that are reasonably necessary to perform
the feasibility study.
6 . 0 The feasibility study report shall provide the following
analyses for the purpose of identifying any potential
adverse system impacts that would result from the
interconnection of the Small Generating Facility as
proposed:
6 . 1 Initial identification of any circuit breaker short
circuit capability limits exceeded as a result of the
interconnection;
6 . 2 Initial identification of any thermal overload or
voltage limit violations resulting from the
interconnection;
6 . 3 Initial review of grounding requirements and electric
system protection; and
6 . 4 Description and non-binding estimated cost of
facilities required to interconnect the proposed Small
Generating Facility and to address the identified
short circuit and power flow issues.
7 . 0 The feasibility study shall model the impact of the Small
Generating Facility regardless of purpose in order to avoid
the further expense and interruption of operation for
reexamination of feasibility and impacts if the
Interconnection Customer later changes the purpose for
which the Small Generating Facility is being installed.
8 . 0 The study shall include the feasibility of any
interconnection at a proposed project site where there
could be multiple potential Points of Interconnection, as
requested by the Interconnection Customer and at the
Interconnection Customer's cost.
9 . 0 A deposit of the lesser of 50 percent of good faith
estimated feasibility study costs or earnest money of
$ 1 , 0 0 0 may be required from the Interconnection Customer.
1 0 . 0 Once the feasibility study is completed, a feasibility
study report shall be prepared and transmitted to the
Interconnection Customer. Barring unusual circumstances,
the feasibility study must be completed and the feasibility
study report transmitted within 30 Business Days of the
Interconnection Customer's agreement to conduct a
feasibility study.
1 1 . 0 Any study fees shall be based on the Transmission
Provider's actual costs and will be invoiced to the
Interconnection Customer after the study is completed and
delivered and will include a summary of professional time.
1 2 . 0 The Interconnection Customer must pay any study costs that
exceed the deposit without interest within 30 calendar days
on receipt of the invoice or resolution of any dispute. I f
the deposit exceeds the invoiced fees, the Transmission
Provider shall refund such excess within 30 calendar days
of the invoice without interest.
1 3 . 0 Governing Law, Regulatory Authority, and Rules
The validity, interpretation and enforcement of this
Agreement and each of its provisions shall be governed by
the laws of the state of (where the
Point of Interconnection is located), without regard to its
conflicts of law principles. This Agreement is subject to
all Applicable Laws and Regulations. Each Party expressly
reserves the right to seek changes in, appeal, or otherwise
contest any laws, orders, or regulations of a Governmental
Authority.
1 4 . 0 Amendment
The Parties may amend this Agreement by a written
instrument duly executed by both Parties.
1 5 . 0 No Third-Party Beneficiaries
This Agreement is not intended to and does not create
rights, remedies, or benefits of any character whatsoever
in favor of any persons, corporations, associations, or
entities other than the Parties, and the obligations herein
assumed are solely for the use and benefit of the Parties,
their successors in interest and where permitted, their
assigns.
1 6 . 0 Waiver
1 6 . 1 The failure of a Party to this Agreement to insist, on any
occasion, upon strict performance of any provision of this
Agreement will not be considered a waiver of any
obligation, right, or duty of, or imposed upon, such Party.
1 6 . 2 Any waiver at any time by either Party of its rights with
respect to this Agreement shall not be deemed a continuing
waiver or a waiver with respect to any other failure to
comply with any other obligation, right, duty of this
Agreement. Termination or default of this Agreement for any
reason by Interconnection Customer shall not constitute a
waiver of the Interconnection Customer's legal rights to
obtain an interconnection from the Transmission Provider.
Any waiver of this Agreement shall, if requested, be
provided in writing.
1 7 . 0 Multiple Counterparts
This Agreement may be executed in two or more counterparts,
each of which is deemed an original but all constitute one
and the same instrument.
1 8 . 0 No Partnership
This Agreement shall not be interpreted or construed to
create an association, joint venture, agency relationship,
or partnership between the Parties or to impose any
partnership obligation or partnership liability upon either
Party. Neither Party shall have any right, power or
authority to enter into any agreement or undertaking for,
or act on behalf of, or to act as or be an agent or
representative of, or to otherwise bind, the other Party.
1 9 . 0 Severability
I f any provision or portion of this Agreement shall for any
reason be held or adjudged to be invalid or illegal or
unenforceable by any court of competent jurisdiction or
other Governmental Authority, ( 1 ) such portion or provision
shall be deemed separate and independent, ( 2 ) the Parties
shall negotiate in good faith to restore insofar as
practicable the benefits to each Party that were affected
by such ruling, and ( 3 ) the remainder of this Agreement
shall remain in full force and effect.
2 0 . 0 Subcontractors
Nothing in this Agreement shall prevent a Party from
utilizing the services of any subcontractor as it deems
appropriate to perform its obligations under this
Agreement; provided, however, that each Party shall require
its subcontractors to comply with all applicable terms and
conditions of this Agreement in providing such services and
each Party shall remain primarily liable to the other Party
for the performance of such subcontractor.
2 0 . 1 The creation of any subcontract relationship shall not
relieve the hiring Party of any of its obligations
under this Agreement. The hiring Party shall be fully
responsible to the other Party for the acts or
omissions of any subcontractor the hiring Party hires
as if no subcontract had been made; provided, however,
that in no event shall the Transmission Provider be
liable for the actions or inactions of the
Interconnection Customer or its subcontractors with
respect to obligations of the Interconnection Customer
under this Agreement. Any applicable obligation
imposed by this Agreement upon the hiring Party shall
be equally binding upon, and shall be construed as
having application to, any subcontractor of such
Party.
2 0 . 2 The obligations under this article will not be limited
in any way by any limitation of subcontractor's
insurance.
2 1 . 0 Reservation of Rights
The Transmission Provider shall have the right to make a
unilateral filing with FERC to modify this Agreement with
respect to any rates, terms and conditions, charges,
classifications of service, rule or regulation under
section 2 0 5 or any other applicable provision of the
Federal Power Act and FERC's rules and regulations
thereunder, and the Interconnection Customer shall have the
right to make a unilateral filing with FERC to modify this
Agreement under any applicable provision of the Federal
Power Act and FERC's rules and regulations; provided that
each Party shall have the right to protest any such filing
by the other Party and to participate fully in any
proceeding before FERC in which such modifications may be
considered. Nothing in this Agreement shall limit the
rights of the Parties or of FERC under sections 2 0 5 or 2 0 6
of the Federal Power Act and FERC's rules and regulations,
except to the extent that the Parties otherwise agree as
provided herein.
IN WITNESS WHEREOF, the Parties have caused this Agreement to be
duly executed by their duly authorized officers or agents on the
day and year first above written.
[Insert name of
Transmission Provider]
Name (Printed)
Title:
[Insert name of
Interconnection Customer]
Name (Printed)
Title:
Attachment A to
Feasibility Study Agreement
Assumptions Used in Conducting the Feasibility Study
The feasibility study will be based upon the information set
forth in the Interconnection Request and agreed upon in the
scoping meeting held on
1 ) Designation of Point of Interconnection and configuration
to be studied.
2 ) Designation of alternative Points of Interconnection and
configuration.
1 ) and 2 ) are to be completed by the Interconnection Customer.
Other assumptions (listed below) are to be provided by the
Interconnection Customer and the Transmission Provider.
APPENDIX 7 TO SGIP
System Impact Study Agreement
THIS AGREEMENT is made and entered into this
2 0 by and between
day of
organized and existing under the laws of the
State of ("Interconnection Customer,")
and , a existing under the
laws of the State of ("Transmission
Provider"). Interconnection Customer and Transmission Provider
each may be referred to as a "Party," or collectively as the
" P a r t i e s . "
RECITALS
WHEREAS, the Interconnection Customer is proposing to develop a
Small Generating Facility or generating capacity addition to an
existing Small Generating Facility consistent with the
Interconnection Request completed by the Interconnection
Customer on ; and
WHEREAS, the Interconnection Customer desires to interconnect
the Small Generating Facility with the Transmission Provider's
Transmission System;
WHEREAS, the Transmission Provider has completed a feasibility
study and provided the results of said study to the
Interconnection Customer (This recital to be omitted if the
Parties have agreed to forego the feasibility s t u d y . ) ; and
WHEREAS, the Interconnection Customer has requested the
Transmission Provider to perform a system impact study(s) to
assess the impact of interconnecting the Small Generating
Facility with the Transmission Provider's Transmission System,
and of any Affected Systems;
NOW, THEREFORE, in consideration of and subject to the mutual
covenants contained herein the Parties agreed as follows:
1 . 0 When used in this Agreement, with initial capitalization,
the terms specified shall have the meanings indicated or
the meanings specified in the standard Small Generator
Interconnection Procedures.
2 . 0 The Interconnection Customer elects and the Transmission
Provider shall cause to be performed a system impact
study(s) consistent with the standard Small Generator
Interconnection Procedures in accordance with the Open
Access Transmission Tariff.
3 . 0 The scope of a system impact study shall be subject to the
assumptions set forth in Attachment A to this Agreement.
4 . 0 A system impact study will be based upon the results of the
feasibility study and the technical information provided by
Interconnection Customer in the Interconnection Request.
The Transmission Provider reserves the right to request
additional technical information from the Interconnection
Customer as may reasonably become necessary consistent with
Good Utility Practice during the course of the system
impact study. If the Interconnection Customer modifies its
designated Point of Interconnection, Interconnection
Request, or the technical information provided therein is
modified, the time to complete the system impact study may
be extended.
5 . 0 A system impact study shall consist of a short circuit
analysis, a stability analysis, a power flow analysis,
voltage drop and flicker studies, protection and set point
coordination studies, and grounding reviews, as necessary.
A system impact study shall state the assumptions upon
which it is based, state the results of the analyses, and
provide the requirement or potential impediments to
providing the requested interconnection service, including
a preliminary indication of the cost and length of time
that would be necessary to correct any problems identified
in those analyses and implement the interconnection. A
system impact study shall provide a list of facilities that
are required as a result of the Interconnection Request and
non-binding good faith estimates of cost responsibility and
time to construct.
6 . 0 A distribution system impact study shall incorporate a
distribution load flow study, an analysis of equipment
interrupting ratings, protection coordination study,
voltage drop and flicker studies, protection and set point
coordination studies, grounding reviews, and the impact on
electric system operation, as necessary.
7 . 0 Affected Systems may participate in the preparation of a
system impact study, with a division of costs among such
entities as they may agree. All Affected Systems shall be
afforded an opportunity to review and comment upon a system
impact study that covers potential adverse system impacts
on their electric systems, and the Transmission Provider
has 2 0 additional Business Days to complete a system impact
study requiring review by Affected Systems.
8 . 0 I f the Transmission Provider uses a queuing procedure for
sorting or prioritizing projects and their associated cost
responsibilities for any required Network Upgrades, the
system impact study shall consider all generating
facilities (and with respect to paragraph 8 . 3 below, any
identified Upgrades associated with such higher queued
interconnection) that, on the date the system impact study
is commenced =-
8 . 1
8 . 2
8 . 3
Are directly interconnected with the Transmission
Provider's electric system; or
Are interconnected with Affected Systems and may
have an impact on the proposed interconnection;
and
Have a pending higher queued Interconnection
Request to interconnect with the Transmission
Provider's electric system.
9 . 0 A distribution system impact study, if required, shall be
completed and the results transmitted to the
Interconnection Customer within 30 Business Days after this
Agreement is signed by the Parties. A transmission system
impact study, if required, shall be completed and the
results transmitted to the Interconnection Customer within
45 Business Days after this Agreement is signed by the
Parties, or in accordance with the Transmission Provider's
queuing procedures.
1 0 . 0 A deposit of the equivalent of the good faith estimated
cost of a distribution system impact study and the one half
the good faith estimated cost of a transmission system
impact study may be required from the Interconnection
Customer.
1 1 . 0 Any study fees shall be based on the Transmission
Provider's actual costs and will be invoiced to the
Interconnection Customer after the study is completed and
delivered and will include a summary of professional time.
1 2 . 0 The Interconnection Customer must pay any study costs that
exceed the deposit without interest within 30 calendar days
on receipt of the invoice or resolution of any dispute. I f
the deposit exceeds the invoiced fees, the Transmission
Provider shall refund such excess within 30 calendar days
of the invoice without interest.
1 3 . 0 Governing Law, Regulatory Authority, and Rules
The validity, interpretation and enforcement of this
Agreement and each of its provisions shall be governed by
the laws of the state of (where the
Point of Interconnection is located), without regard to its
conflicts of law principles. This Agreement is subject to
all Applicable Laws and Regulations. Each Party expressly
reserves the right to seek changes in, appeal, or otherwise
contest any laws, orders, or regulations of a Governmental
Authority.
1 4 . 0 Amendment
The Parties may amend this Agreement by a written
instrument duly executed by both Parties.
1 5 . 0 No Third-Party Beneficiaries
This Agreement is not intended to and does not create
rights, remedies, or benefits of any character whatsoever
in favor of any persons, corporations, associations, or
entities other than the Parties, and the obligations herein
assumed are solely for the use and benefit of the Parties,
their successors in interest and where permitted, their
assigns.
1 6 . 0 Waiver
1 6 . 1 The failure of a Party to this Agreement to insist, on any
occasion, upon strict performance of any provision of this
Agreement will not be considered a waiver of any
obligation, right, or duty of, or imposed upon, such Party.
1 6 . 2 Any waiver at any time by either Party of its rights with
respect to this Agreement shall not be deemed a continuing
waiver or a waiver with respect to any other failure to
comply with any other obligation, right, duty of this
Agreement. Termination or default of this Agreement for any
reason by Interconnection Customer shall not constitute a
waiver of the Interconnection Customer's legal rights to
obtain an interconnection from the Transmission Provider.
Any waiver of this Agreement shall, if requested, be
provided in writing.
1 7 . 0 Multiple Counterparts
This Agreement may be executed in two or more counterparts,
each of which is deemed an original but all constitute one
and the same instrument.
1 8 . 0 No Partnership
This Agreement shall not be interpreted or construed to
create an association, joint venture, agency relationship,
or partnership between the Parties or to impose any
partnership obligation or partnership liability upon either
Party. Neither Party shall have any right, power or
authority to enter into any agreement or undertaking for,
or act on behalf of, or to act as or be an agent or
representative of, or to otherwise bind, the other Party.
1 9 . 0 Severability
If any provision or portion of this Agreement shall for any
reason be held or adjudged to be invalid or illegal or
unenforceable by any court of competent jurisdiction or
other Governmental Authority, ( 1 ) such portion or provision
shall be deemed separate and independent, ( 2 ) the Parties
shall negotiate in good faith to restore insofar as
practicable the benefits to each Party that were affected
by such ruling, and ( 3 ) the remainder of this Agreement
shall remain in full force and effect.
2 0 . 0 Subcontractors
Nothing in this Agreement shall prevent a Party from
utilizing the services of any subcontractor as it deems
appropriate to perform its obligations under this
Agreement; provided, however, that each Party shall require
its subcontractors to comply with all applicable terms and
conditions of this Agreement in providing such services and
each Party shall remain primarily liable to the other Party
for the performance of such subcontractor.
2 0 . 1 The creation of any subcontract relationship shall not
relieve the hiring Party of any of its obligations
under this Agreement. The hiring Party shall be fully
responsible to the other Party for the acts or
omissions of any subcontractor the hiring Party hires
as if no subcontract had been made; provided, however,
that in no event shall the Transmission Provider be
liable for the actions or inactions of the
Interconnection Customer or its subcontractors with
respect to obligations of the Interconnection Customer
under this Agreement. Any applicable obligation
imposed by this Agreement upon the hiring Party shall
be equally binding upon, and shall be construed as
having application to, any subcontractor of such
Party.
2 0 . 2 The obligations under this article will not be limited
in any way by any limitation of subcontractor's
insurance.
2 1 . 0 Reservation of Rights
The Transmission Provider shall have the right to make a
unilateral filing with FERC to modify this Agreement with
respect to any rates, terms and conditions, charges,
classifications of service, rule or regulation under
section 2 0 5 or any other applicable provision of the
Federal Power Act and FERC's rules and regulations
thereunder, and the Interconnection Customer shall have the
right to make a unilateral filing with FERC to modify this
Agreement under any applicable provision of the Federal
Power Act and FERC's rules and regulations; provided that
each Party shall have the right to protest any such filing
by the other Party and to participate fully in any
proceeding before FERC in which such modifications may be
considered. Nothing in this Agreement shall limit the
rights of the Parties or of FERC under sections 2 0 5 or 2 0 6
of the Federal Power Act and FERC's rules and regulations,
except to the extent that the Parties otherwise agree as
provided herein.
IN WITNESS THEREOF, the Parties have caused this Agreement to be
duly executed by their duly authorized officers or agents on the
day and year first above written.
[Insert name of
Transmission Provider]
[Insert name of
Interconnection Customer]
Signed
--------------
Name ( P r i n t e d ) : _
Title:
Name ( P r i n t e d ) : _
T i t l e :
Attachment A to
System Impact Study Agreement
Assumptions Used in Conducting the System Impact Study
The system impact study shall be based upon the results of the
feasibility study, subject to any modifications in accordance
with the standard Small Generator Interconnection Procedures,
and the following assumptions:
1 ) Designation of Point of Interconnection and configuration
to be studied.
2 ) Designation of alternative Points of Interconnection and
configuration.
1 ) and 2 ) are to be completed by the Interconnection Customer.
Other assumptions (listed below) are to be provided by the
Interconnection Customer and the Transmission Provider.
APPENDIX 8 TO SGIP
Facilities Study Agreement
THIS AGREEMENT is made and entered into this day of
2 0 by and between , a
������_organized and existing under the laws of the State of
("Interconnection Customer,") and
, a existing under the
������������ laws of the State of ("Transmission
Provider"). Interconnection Customer and Transmission Provider
each may be referred to as a "Party," or collectively as the
" P a r t i e s . "
RECITALS
WHEREAS, the Interconnection Customer is proposing to develop a
Small Generating Facility or generating capacity addition to an
existing Small Generating Facility consistent with the
Interconnection Request completed by the Interconnection
Customer on ; and
WHEREAS, the Interconnection Customer desires to interconnect
the Small Generating Facility with the Transmission Provider's
Transmission System;
WHEREAS, the Transmission Provider has completed a system impact
study and provided the results of said study to the
Interconnection Customer; and
WHEREAS, the Interconnection Customer has requested the
Transmission Provider to perform a facilities study to specify
and estimate the cost of the equipment, engineering, procurement
and construction work needed to implement the conclusions of the
system impact study in accordance with Good Utility Practice to
physically and electrically connect the Small Generating
Facility with the Transmission Provider's Transmission System.
NOW, THEREFORE, in consideration of and subject to the mutual
covenants contained herein the Parties agreed as follows:
1 . 0 When used in this Agreement, with initial capitalization,
the terms specified shall have the meanings indicated or
the meanings specified in the standard Small Generator
Interconnection Procedures.
2 . 0 The Interconnection Customer elects and the Transmission
Provider shall cause a facilities study consistent with the
standard Small Generator Interconnection Procedures to be
performed in accordance with the Open Access Transmission
Tariff.
3 . 0 The scope of the facilities study shall be subject to data
provided in Attachment A to this Agreement.
4 . 0 The facilities study shall specify and estimate the cost of
the equipment, engineering, procurement and construction
work (including overheads) needed to implement the
conclusions of the system impact s t u d y ( s ) . The facilities
study shall also identify ( 1 ) the electrical switching
configuration of the equipment, including, without
limitation, transformer, switchgear, meters, and other
station equipment, ( 2 ) the nature and estimated cost of the
Transmission Provider's Interconnection Facilities and
Upgrades necessary to accomplish the interconnection, and
( 3 ) an estimate of the time required to complete the
construction and installation of such facilities.
5 . 0 The Transmission Provider may propose to group facilities
required for more than one Interconnection Customer in
order to minimize facilities costs through economies of
scale, but any Interconnection Customer may require the
installation of facilities required for its own Small
Generating Facility if it is willing to pay the costs of
those facilities.
6 . 0 A deposit of the good faith estimated facilities study
costs may be required from the Interconnection Customer.
7 . 0 In cases where Upgrades are required, the facilities study
must be completed within 45 Business Days of the receipt of
this Agreement. In cases where no Upgrades are necessary,
and the required facilities are limited to Interconnection
Facilities, the facilities study must be completed within
3 0 Business Days.
8 . 0 Once the facilities study is completed, a draft facilities
study report shall be prepared and transmitted to the
Interconnection Customer. Barring unusual circumstances,
the facilities study must be completed and the draft
facilities study report transmitted within 30 Business Days
of the Interconnection Customer's agreement to conduct a
facilities study.
9 . 0 Interconnection Customer may, within 30 Calendar Days after
receipt of the draft report, provide written comments to
Transmission Provider, which Transmission Provider shall
include in the final report. Transmission Provider shall
issue the final Interconnection Facilities Study report
within 15 Business Days of receiving Interconnection
Customer's comments or promptly upon receiving
Interconnection Customer's statement that it will not
provide comments. Transmission Provider may reasonably
extend such fifteen-day period upon notice to
Interconnection Customer if Interconnection Customer's
comments require Transmission Provider to perform
additional analyses or make other significant modifications
prior to the issuance of the final Interconnection
Facilities Report. Upon request, Transmission Provider
shall provide Interconnection Customer supporting
documentation, workpapers, and databases or data developed
in the preparation of the Interconnection Facilities Study,
subject to confidentiality arrangements consistent with
Section 4 . 5 of the standard Small Generator Interconnection
Procedures.
1 0 . 0 Within ten Business Days of providing a draft
Interconnection Facilities Study report to Interconnection
Customer, Transmission Provider and Interconnection
Customer shall meet to discuss the results of the
Interconnection Facilities Study.
1 1 . 0 Any study fees shall be based on the Transmission
Provider's actual costs and will be invoiced to the
Interconnection Customer after the study is completed and
delivered and will include a summary of professional time.
1 2 . 0 The Interconnection Customer must pay any study costs that
exceed the deposit without interest within 30 calendar days
on receipt of the invoice or resolution of any dispute. I f
the deposit exceeds the invoiced fees, the Transmission
Provider shall refund such excess within 30 calendar days
of the invoice without interest.
1 3 . 0 Governing Law, Regulatory Authority, and Rules
The validity, interpretation and enforcement of this
Agreement and each of its provisions shall be governed by
the laws of the state of (where the
Point of Interconnection is located), without regard to its
conflicts of law principles. This Agreement is subject to
all Applicable Laws and Regulations. Each Party expressly
reserves the right to seek changes in, appeal, or otherwise
contest any laws, orders, or regulations of a Governmental
Authority.
1 4 . 0 Amendment
The Parties may amend this Agreement by a written
instrument duly executed by both Parties.
1 5 . 0 No Third-Party Beneficiaries
This Agreement is not intended to and does not create
rights, remedies, or benefits of any character whatsoever
in favor of any persons, corporations, associations, or
entities other than the Parties, and the obligations herein
assumed are solely for the use and benefit of the Parties,
their successors in interest and where permitted, their
assigns.
1 6 . 0 Waiver
1 6 . 1 The failure of a Party to this Agreement to insist, on
any occasion, upon strict performance of any provision
of this Agreement will not be considered a waiver of
any obligation, right, or duty of, or imposed upon,
such Party.
1 6 . 2 Any waiver at any time by either Party of its rights
with respect to this Agreement shall not be deemed a
continuing waiver or a waiver with respect to any
other failure to comply with any other obligation,
right, duty of this Agreement. Termination or default
of this Agreement for any reason by Interconnection
Customer shall not constitute a waiver of the
Interconnection Customer's legal rights to obtain an
interconnection from the Transmission Provider. Any
waiver of this Agreement shall, if requested, be
provided in writing.
1 7 . 0 Multiple Counterparts
This Agreement may be executed in two or more counterparts,
each of which is deemed an original but all constitute one
and the same instrument.
1 8 . 0 No Partnership
This Agreement shall not be interpreted or construed to
create an association, joint venture, agency relationship,
or partnership between the Parties or to impose any
partnership obligation or partnership liability upon either
Party. Neither Party shall have any right, power or
authority to enter into any agreement or undertaking for,
or act on behalf of, or to act as or be an agent or
representative of, or to otherwise bind, the other Party.
1 9 . 0 Severability
I f any provision or portion of this Agreement shall for any
reason be held or adjudged to be invalid or illegal or
unenforceable by any court of competent jurisdiction or
other Governmental Authority, ( 1 ) such portion or provision
shall be deemed separate and independent, ( 2 ) the Parties
shall negotiate in good faith to restore insofar as
practicable the benefits to each Party that were affected
by such ruling, and ( 3 ) the remainder of this Agreement
shall remain in full force and effect.
2 0 . 0 Subcontractors
Nothing in this Agreement shall prevent a Party from
utilizing the services of any subcontractor as it deems
appropriate to perform its obligations under this
Agreement; provided, however, that each Party shall require
its subcontractors to comply with all applicable terms and
conditions of this Agreement in providing such services and
each Party shall remain primarily liable to the other Party
for the performance of such subcontractor.
2 0 . 1 The creation of any subcontract relationship shall not
relieve the hiring Party of any of its obligations
under this Agreement. The hiring Party shall be fully
responsible to the other Party for the acts or
omissions of any subcontractor the hiring Party hires
as if no subcontract had been made; provided, however,
that in no event shall the Transmission Provider be
liable for the actions or inactions of the
Interconnection Customer or its subcontractors with
respect to obligations of the Interconnection Customer
under this Agreement. Any applicable obligation
imposed by this Agreement upon the hiring Party shall
be equally binding upon, and shall be construed as
having application to, any subcontractor of such
Party.
2 0 . 2 The obligations under this article will not be limited
in any way by any limitation of subcontractor's
insurance.
2 1 . 0 Reservation of Rights
The Transmission Provider shall have the right to make a
unilateral filing with FERC to modify this Agreement with
respect to any rates, terms and conditions, charges,
classifications of service, rule or regulation under
section 2 0 5 or any other applicable provision of the
Federal Power Act and FERC's rules and regulations
thereunder, and the Interconnection Customer shall have the
right to make a unilateral filing with FERC to modify this
Agreement under any applicable provision of the Federal
Power Act and FERC's rules and regulations; provided that
each Party shall have the right to protest any such filing
by the other Party and to participate fully in any
proceeding before FERC in which such modifications may be
considered. Nothing in this Agreement shall limit the
rights of the Parties or of FERC under sections 2 0 5 or 2 0 6
of the Federal Power Act and FERC's rules and regulations,
except to the extent that the Parties otherwise agree as
provided herein.
IN WITNESS WHEREOF, the Parties have caused this Agreement to be
duly executed by their duly authorized officers or agents on the
day and year first above written.
[Insert name of
Transmission Provider]
Signed
��������������-
Name (Printed)
Title:
[Insert name of
Interconnection Customer]
Name (Printed)
Title:
Attachment A to
Facilities Study Agreement
Data to Be Provided by the Interconnection Customer
with the Facilities Study Agreement
Provide location plan and simplified one-line diagram of the
plant and station facilities. For staged projects, please
indicate future generation, transmission circuits, etc.
On the one-line diagram, indicate the generation capacity
attached at each metering location. (Maximum load on CT/PT)
On the one-line diagram, indicate the location of auxiliary
power. (Minimum load on CT/PT) Amps
One set of metering is required for each generation connection
to the new ring bus or existing Transmission Provider station.
Number of generation connections:
Will an alternate source of auxiliary power be available during
CT/PT maintenance?
Yes No
Will a transfer bus on
require that each meter
generation?
(Please indicate on the
the generation side of the metering
set be designed for the total plant
Yes No
one-line diagram).
What type of control system or PLC will be located at the Small
Generating Facility?
What protocol does the control system or PLC use?
Please provide a 7.5-minute quadrangle map of the site.
Indicate the plant, station, transmission line, and property
lines.
Physical dimensions of the proposed interconnection station:
Bus length from generation to interconnection station:
Line length from interconnection station to Transmission
Provider's Transmission System.
Tower number observed in the field. (Painted on tower l e g ) * :
Number of third party easements required for transmission
lines*:
* T o b e completed in coordination with Transmission
Provider.
I s the Small Generating Facility located in Transmission
Provider's service area?
Yes No If No, please
provide name of local provider:
Please provide the following proposed schedule dates:
Begin Construction
Generator step-up transformers
receive back feed power
Generation Testing
Commercial Operation
Date:
Date:
Date:
Date:
APPENDIX 9 TO SGIP
SMALL GENERATOR INTERCONNECTION AGREEMENT (SGIA)
(For Generating Facilities No Larger Than 20 MW)
Article 1 .
1 . 1
1 . 2
1 . 3
1 . 4
1 . 5
1 . 6
1 . 7
1 . 8
Article 2 .
2 . 1
2 . 2
2 . 3
Article 3 .
3 . 1
3 . 2
3 . 3
3 . 4
Article 4 .
4 . 1
4 . 2
Article 5 .
5 . 1
5 . 2
5 . 3
5 . 4
Article 6 .
6 . 1
6 . 2
TABLE OF CONTENTS
Scope and Limitations of Agreement
Applicability
Purpose
No Agreement to Purchase or Deliver Power
Limitations
Responsibilities of the Parties
Parallel Operation Obligations
Metering
Reactive Power and Primary Frequency Response
1 . 8 . 1 Power Factor Design Criteria
1 . 8 . 1 . 1 Synchronous Generation
1 . 8 . 1 . 2 Non Synchronous Generation
Inspection, Testing, Authorization, and Right of
Access
Equipment Testing and Inspection
Authorization Required Prior to Parallel
Operation
Right of Access
Effective Date, Term, Termination, and Disconnection
Effective Date
Term of Agreement
Termination
Temporary Disconnection
3 . 4 . 1 Emergency Conditions
3 . 4 . 2 Routine Maintenance, Construction,
and Repair
Forced Outages
Adverse Operating Effects
Modification of the Small Generating
Facility
3 . 4 . 6 Reconnection
Cost Responsibility for Interconnection Facilities
and Distribution Upgrades
Interconnection Facilities
Distribution Upgrades
Cost Responsibility for Network Upgrades
Applicability
Network Upgrades
5 . 2 . 1 Repayment of Amounts Advanced for Network
Upgrades
Special Provisions for Affected Systems
Rights Under Other Agreements
Billing, Payment, Milestones, and Financial Security
Billing and Payment Procedures and Final Accounting
Milestones
3 . 4 . 3
3 . 4 . 4
3 . 4 . 5
Financial Security Arrangements
Assignment, Liability, Indemnity, Force Majeure,
Consequential Damages, and Default
Assignment
Limitation of Liability
Indemnity
Consequential Damages
Force Majeure
Default
Insurance
Confidentiality
Disputes
Taxes
Miscellaneous
Governing Law, Regulatory Authority, and Rules
Amendment
No Third-Party Beneficiaries
Waiver
Entire Agreement
Multiple Counterparts
No Partnership
Severability
Security Arrangements
Environmental Releases
Subcontractors
Reservation of Rights
Notices
General
Billing and Payment
Alternative Forms of Notice
Designated Operating Representative
Changes to the Notice Information
Signatures
7 . 1
7 . 2
7 . 3
7 . 4
-= Glossary of Terms
-= Description and Costs of the Small Generating
Facility, Interconnection Facilities, and
Metering Equipment
Attachment 3 -= One-line Diagram Depicting the Small Generating
Facility, Interconnection Facilities, Metering
Equipment, and Upgrades
Attachment 4 -- Milestones
Attachment 5 -= Additional Operating Requirements for the
Transmission Provider's Transmission System and
Affected Systems Needed to Support the
Interconnection Customer's Needs
6 . 3
Article 7 .
7 . 5
7 . 6
Article 8 .
Article 9 .
Article 1 0 .
Article 1 1 .
Article 1 2 .
1 2 . 1
1 2 . 2
1 2 . 3
1 2 . 4
1 2 . 5
1 2 . 6
1 2 . 7
1 2 . 8
1 2 . 9
1 2 . 1 0
1 2 . 1 1
1 2 . 1 2
Article 1 3 .
1 3 . 1
1 3 . 2
1 3 . 3
1 3 . 4
1 3 . 5
Article 1 4 .
Attachment 1
Attachment 2
Attachment 6 -= Transmission Provider's Description of its
Upgrades and Best Estimate of Upgrade Costs
is made and entered
, 2 0 , by
-------
("Agreement")
day of
This Interconnection Agreement
into this
("Transmission Provider"),
and
("Interconnection Customer") each hereinafter
sometimes referred to individually as "Party" or
both referred to collectively as the " P a r t i e s . "
Transmission Provider Information
Zip: State:
Fax:
Transmission Provider:
---------------------� Attention:
Address:
City:
Phone:
Interconnection Customer Information
Interconnection Customer:
Attention:
Address:
City:
Phone:
State:
Fax:
Zip:
Interconnection Customer Application No:
In consideration of the mutual covenants set forth herein, the
Parties agree as follows:
Article 1 . Scope and Limitations of Agreement
1 . 1 This Agreement shall be used for all Interconnection
Requests submitted under the Small Generator
Interconnection Procedures (SGIP) except for those
submitted under the 1 0 kW Inverter Process contained in
SGIP Appendix 5 to Attachment O of the Tariff.
1 . 2 This Agreement governs the terms and conditions under which
the Interconnection Customer's Small Generating Facility
will interconnect with, and operate in parallel with, the
Transmission Provider's Transmission System.
1 . 3 This Agreement does not constitute an agreement to purchase
or deliver the Interconnection Customer's power. The
purchase or delivery of power and other services that the
Interconnection Customer may require will be covered under
separate agreements, if any. The Interconnection Customer
will be responsible for separately making all necessary
arrangements (including scheduling) for delivery of
electricity with the applicable Transmission Provider.
1 . 4 Nothing in this Agreement is intended to affect any other
agreement between the Transmission Provider and the
Interconnection Customer.
1 . 5 Responsibilities of the Parties
1 . 5 . 1
1 . 5 . 2
1 . 5 . 3
1 . 5 . 4
1 . 5 . 5
The Parties shall perform all obligations of this
Agreement in accordance with all Applicable Laws
and Regulations, Operating Requirements, and Good
Utility Practice.
The Interconnection Customer shall construct,
interconnect, operate and maintain its Small
Generating Facility and construct, operate, and
maintain its Interconnection Facilities in
accordance with the applicable manufacturer's
recommended maintenance schedule, and in
accordance with this Agreement, and with Good
Utility Practice.
The Transmission Provider shall construct,
operate, and maintain its Transmission System and
Interconnection Facilities in accordance with
this Agreement, and with Good Utility Practice.
The Interconnection Customer agrees to construct
its facilities or systems in accordance with
applicable specifications that meet or exceed
those provided by the National Electrical Safety
Code, the American National Standards Institute,
IEEE, Underwriter's Laboratory, and Operating
Requirements in effect at the time of
construction and other applicable national and
state codes and standards. The Interconnection
Customer agrees to design, install, maintain, and
operate its Small Generating Facility so as to
reasonably minimize the likelihood of a
disturbance adversely affecting or impairing the
system or equipment of the Transmission Provider
and any Affected Systems.
Each Party shall operate, maintain, repair, and
inspect, and shall be fully responsible for the
1 . 5 . 6
1 . 5 . 7
facilities that it now or subsequently may own
unless otherwise specified in the Attachments to
this Agreement. Each Party shall be responsible
for the safe installation, maintenance, repair
and condition of their respective lines and
appurtenances on their respective sides of the
point of change of ownership. The Transmission
Provider and the Interconnection Customer, as
appropriate, shall provide Interconnection
Facilities that adequately protect the
Transmission Provider's Transmission System,
personnel, and other persons from damage and
injury. The allocation of responsibility for the
design, installation, operation, maintenance and
ownership of Interconnection Facilities shall be
delineated in the Attachments to this Agreement.
The Transmission Provider shall coordinate with
all Affected Systems to support the
interconnection.
The Interconnection Customer shall ensure
"frequency ride through" capability and "voltage
ride through" capability of its Small Generating
Facility. The Interconnection Customer shall
enable these capabilities such that its Small
Generating Facility shall not disconnect
automatically or instantaneously from the system
or equipment of the Transmission Provider and any
Affected Systems for a defined under-frequency or
over-frequency condition, or an under-voltage or
over-voltage condition as tested pursuant to
section 2 . 1 of this agreement. The defined
conditions shall be in accordance with Good
Utility Practice and consistent with any
standards and guidelines that are applied to
other generating facilities in the Balancing
Authority Area on a comparable basis. The Small
Generating Facility's protective equipment
settings shall comply with the Transmission
Provider's automatic load-shed program. The
Transmission Provider shall review the protective
equipment settings to confirm compliance with the
automatic load-shed program. The term "ride
through" as used herein shall mean the ability of
a Small Generating Facility to stay connected to
and synchronized with the system or equipment of
the Transmission Provider and any Affected
Systems during system disturbances within a range
of conditions, in accordance with Good Utility
Practice and consistent with any standards and
guidelines that are applied to other generating
facilities in the Balancing Authority on a
comparable basis. The term "frequency ride
through" as used herein shall mean the ability of
a Small Generating Facility to stay connected to
and synchronized with the system or equipment of
the Transmission Provider and any Affected
Systems during system disturbances within a range
of under-frequency and over-frequency conditions,
in accordance with Good Utility Practice and
consistent with any standards and guidelines that
are applied to other generating facilities in the
Balancing Authority Area on a comparable b a s i s .
The term "voltage ride through" as used herein
shall mean the ability of a Small Generating
Facility to stay connected to and synchronized
with the system or equipment of the Transmission
Provider and any Affected Systems during system
disturbances within a range of under-voltage and
over-voltage conditions, in accordance with Good
Utility Practice and consistent with any
standards and guidelines that are applied to
other generating facilities in the Balancing
Authority Area on a comparable basis.
1 . 6 Parallel Operation Obligations
Once the Small Generating Facility has been authorized to
commence parallel operation, the Interconnection Customer shall
abide by all rules and procedures pertaining to the parallel
operation of the Small Generating Facility in the applicable
control area, including, but not limited to; 1 ) the rules and
procedures concerning the operation of generation set forth in
the Tariff or by the applicable system operator(s) for the
Transmission Provider's Transmission System and; 2 ) the
Operating Requirements set forth in Attachment 5 of this
Agreement.
1 . 7 Metering
The Interconnection Customer shall be responsible for the
Transmission Provider's reasonable and necessary cost for the
purchase, installation, operation, maintenance, testing, repair,
and replacement of metering and data acquisition equipment
specified in Attachments 2 and 3 of this Agreement. The
Interconnection Customer's metering (and data acquisition, as
required) equipment shall conform to applicable industry rules
and Operating Requirements.
1 . 8 Reactive Power and Primary Frequency Response
1 . 8 . 1 Power Factor Design Criteria
1 . 8 . 1 . 1
1 . 8 . 1 . 2
Synchronous Generation
The Interconnection Customer shall
design its Small Generating Facility to
maintain a composite power delivery at
continuous rated power output at the
Point of Interconnection at a power
factor within the range of 0 . 9 5 leading
to 0 . 9 5 lagging, unless the
Transmission Provider has established
different requirements that apply to
all similarly situated synchronous
generators in the control area on a
comparable b a s i s .
Non-Synchronous Generation
The Interconnection Customer shall
design its Small Generating Facility to
maintain a composite power delivery at
continuous rated power output at the
high-side of the generator substation
at a power factor within the range of
0 . 9 5 leading to 0 . 9 5 lagging, unless
the Transmission Provider has
established a different power factor
range that applies to all similarly
situated non-synchronous generators in
the control area on a comparable b a s i s .
This power factor range standard shall
be dynamic and can be met using, for
example, power electronics designed to
supply this level of reactive
capability (taking into account any
limitations due to voltage level, real
power output, e t c . ) or fixed and
switched capacitors, or a combination
1 . 8 . 2
1 . 8 . 3
1 . 8 . 4
of the two. This requirement shall only
apply to newly interconnecting non­
synchronous generators that have not
yet executed a Facilities Study
Agreement as of the effective date of
the Final Rule establishing this
requirement (Order N o . 8 2 7 ) .
The Transmission Provider is required to pay the
Interconnection Customer for reactive power that
the Interconnection Customer provides or absorbs
from the Small Generating Facility when the
Transmission Provider requests the
Interconnection Customer to operate its Small
Generating Facility outside the range specified
in article 1 . 8 . 1 . In addition, if the
Transmission Provider pays its own or affiliated
generators for reactive power service within the
specified range, it must also pay the
Interconnection Customer.
Payments shall be in accordance with the
Interconnection Customer's applicable rate
schedule then in effect unless the provision of
such service(s) is subject to a regional
transmission organization or independent system
operator FERC-approved rate schedule. To the
extent that no rate schedule is in effect at the
time the Interconnection Customer is required to
provide or absorb reactive power under this
Agreement, the Parties agree to expeditiously
file such rate schedule and agree to support any
request for waiver of the Commission's prior
notice requirement in order to compensate the
Interconnection Customer from the time service
commenced.
Primary Frequency Response
Interconnection Customer shall ensure the primary
frequency response capability of its Small
Generating Facility by installing, maintaining,
and operating a functioning governor or
equivalent controls. The term "functioning
governor or equivalent controls" as used herein
shall mean the required hardware and/or software
that provides frequency responsive real power
control with the ability to sense changes in
system frequency and autonomously adjust the
Small Generating Facility's real power output in
accordance with the droop and deadband parameters
and in the direction needed to correct frequency
deviations. Interconnection Customer is required
to install a governor or equivalent controls with
the capability of operating: ( 1 ) with a maximum 5
percent droop and ± 0 . 0 3 6 Hz deadband; or ( 2 ) in
accordance with the relevant droop, deadband, and
timely and sustained response settings from an
approved NERC Reliability Standard providing for
equivalent or more stringent parameters. The
droop characteristic shall b e : ( 1 ) based on the
nameplate capacity of the Small Generating
Facility, and shall be linear in the range of
frequencies between 5 9 to 61 Hz that are outside
of the deadband parameter; or ( 2 ) based an
approved NERC Reliability Standard providing for
an equivalent or more stringent parameter. The
deadband parameter shall b e : the range of
frequencies above and below nominal ( 6 0 Hz) in
which the governor or equivalent controls is not
expected to adjust the Small Generating
Facility's real power output in response to
frequency deviations. The deadband shall be
implemented: ( 1 ) without a step to the droop
curve, that i s , once the frequency deviation
exceeds the deadband parameter, the expected
change in the Small Generating Facility's real
power output in response to frequency deviations
shall start from zero and then increase (for
under-frequency deviations) or decrease (for
over-frequency deviations) linearly in proportion
to the magnitude of the frequency deviation; or
( 2 ) in accordance with an approved NERC
Reliability Standard providing for an equivalent
or more stringent parameter. Interconnection
Customer shall notify Transmission Provider that
the primary frequency response capability of the
Small Generating Facility has been tested and
confirmed during commissioning. Once
Interconnection Customer has synchronized the
Small Generating Facility with the Transmission
System, Interconnection Customer shall operate
the Small Generating Facility consistent with the
provisions specified in Sections 1 . 8 . 4 . 1 and
1 . 8 . 4 . 2 of this Agreement. The primary frequency
response requirements contained herein shall
apply to both synchronous and non-synchronous
Small Generating Facilities.
1 . 8 . 4 . 1 Governor or Equivalent Controls.
Whenever the Small Generating Facility
is operated in parallel with the
Transmission System, Interconnection
Customer shall operate the Small
Generating Facility with its governor
or equivalent controls in service and
responsive to frequency.
Interconnection Customer shall: ( 1 ) in
coordination with Transmission Provider
and/or the relevant balancing
authority, set the deadband parameter
t o : ( 1 ) a maximum of ± 0 . 0 3 6 Hz and set
the droop parameter to a maximum of 5
percent; or ( 2 ) implement the relevant
droop and deadband settings from an
approved NERC Reliability Standard that
provides for equivalent or more
stringent parameters. Interconnection
Customer shall be required to provide
the status and settings of the governor
or equivalent controls to Transmission
Provider and/or the relevant balancing
authority upon request. If
Interconnection Customer needs to
operate the Small Generating Facility
with its governor or equivalent
controls not in service,
Interconnection Customer shall
immediately notify Transmission
Provider and the relevant balancing
authority, and provide both with the
following information: ( 1 ) the
operating status of the governor or
equivalent controls ( i . e . , whether it
is currently out of service or when it
will be taken out of service); ( 2 ) the
reasons for removing the governor or
equivalent controls from service; and
( 3 ) a reasonable estimate of when the
governor or equivalent controls will be
1 . 8 . 4 . 2
returned to service. Interconnection
Customer shall make Reasonable Efforts
to return its governor or equivalent
controls into service as soon as
practicable. Interconnection Customer
shall make Reasonable Efforts to keep
outages of the Small Generating
Facility's governor or equivalent
controls to a minimum whenever the
Small Generating Facility is operated
in parallel with the Transmission
System.
Timely and Sustained Response.
Interconnection Customer shall ensure
that the Small Generating Facility's
real power response to sustained
frequency deviations outside of the
deadband setting is automatically
provided and shall begin immediately
after frequency deviates outside of the
deadband, and to the extent the Small
Generating Facility has operating
capability in the direction needed to
correct the frequency deviation.
Interconnection Customer shall not
block or otherwise inhibit the ability
of the governor or equivalent controls
to respond and shall ensure that the
response is not inhibited, except under
certain operational constraints
including, but not limited to, ambient
temperature limitations, physical
energy limitations, outages of
mechanical equipment, or regulatory
requirements. The Small Generating
Facility shall sustain the real power
response at least until system
frequency returns to a value within the
deadband setting of the governor or
equivalent controls. A Commission­
approved Reliability Standard with
equivalent or more stringent
requirements shall supersede the above
requirements.
1 . 8 . 4 . 3
1 . 8 . 4 . 4
Exemptions.
Small Generating Facilities that are
regulated by the United States Nuclear
Regulatory Commission shall be exempt
from Sections 1 . 8 . 4 , 1 . 8 . 4 . 1 , and
1 . 8 . 4 . 2 of this Agreement. Small
Generating Facilities that are behind
the meter generation that is sized-to­
load ( i . e . , the thermal load and the
generation are near-balanced in real­
time operation and the generation is
primarily controlled to maintain the
unique thermal, chemical, or mechanical
output necessary for the operating
requirements of its host facility)
shall be required to install primary
frequency response capability in
accordance with the droop and deadband
capability requirements specified in
Section 1 . 8 . 4 , but shall be otherwise
exempt from the operating requirements
in Sections 1 . 8 . 4 , 1 . 8 . 4 . 1 , 1 . 8 . 4 . 2 ,
and 1 . 8 . 4 . 4 of this Agreement.
Electric Storage Resources.
Interconnection Customer
interconnecting an electric storage
resource shall establish an operating
range in Attachment 5 of its SGIA that
specifies a minimum state of charge and
a maximum state of charge between which
the electric storage resource will be
required to provide primary frequency
response consistent with the conditions
set forth in Sections 1 . 8 . 4 , 1 . 8 . 4 . l ,
1 . 8 . 4 . 2 and 1 . 8 . 4 . 3 of this Agreement.
Attachment 5 shall specify whether the
operating range is static or dynamic,
and shall consider: ( 1 ) the expected
magnitude of frequency deviations in
the interconnection; ( 2 ) the expected
duration that system frequency will
remain outside of the deadband
parameter in the interconnection; ( 3 )
the expected incidence of frequency
deviations outside of the deadband
parameter in the interconnection; ( 4 )
the physical capabilities of the
electric storage resource; ( 5 )
operational limitations of the electric
storage resource due to manufacturer
specifications; and ( 6 ) any other
relevant factors agreed to by
Transmission Provider and
Interconnection Customer, and in
consultation with the relevant
transmission owner or balancing
authority as appropriate. If the
operating range is dynamic, then
Attachment 5 must establish how
frequently the operating range will be
reevaluated and the factors that may be
considered during its reevaluation.
Interconnection Customer's electric
storage resource is required to provide
timely and sustained primary frequency
response consistent with Section
1 . 8 . 4 . 2 of this Agreement when it is
online and dispatched to inject
electricity to the Transmission System
and/or receive electricity from the
Transmission System. This excludes
circumstances when the electric storage
resource is not dispatched to inject
electricity to the Transmission System
and/or dispatched to receive
electricity from the Transmission
System. If Interconnection Customer's
electric storage resource is charging
at the time of a frequency deviation
outside of its deadband parameter, it
is to increase (for over-frequency
deviations) or decrease (for under­
frequency deviations) the rate at which
it is charging in accordance with its
droop parameter. Interconnection
Customer's electric storage resource is
not required to change from charging to
discharging, or vice versa, unless the
response necessitated by the droop and
deadband settings requires it to do so
and it is technically capable of making
such a transition.
1 . 9 Capitalized terms used herein shall have the meanings
specified in the Glossary of Terms in Attachment 1 or the
body of this Agreement.
Article 2 . Inspection, Testing, Authorization, and Right of
Access
2 . 1 Equipment Testing and Inspection
2 . 1 . 1
2 . 1 . 2
The Interconnection Customer shall test and
inspect its Small Generating Facility and
Interconnection Facilities prior to
interconnection. The Interconnection Customer
shall notify the Transmission Provider of such
activities no fewer than five Business Days (or
as may be agreed to by the Parties) prior to such
testing and inspection. Testing and inspection
shall occur on a Business Day. The Transmission
Provider may, at its own expense, send qualified
personnel to the Small Generating Facility site
to inspect the interconnection and observe the
testing. The Interconnection Customer shall
provide the Transmission Provider a written test
report when such testing and inspection is
completed.
The Transmission Provider shall provide the
Interconnection Customer written acknowledgment
that it has received the Interconnection
Customer's written test report. Such written
acknowledgment shall not be deemed to be or
construed as any representation, assurance,
guarantee, or warranty by the Transmission
Provider of the safety, durability, suitability,
or reliability of the Small Generating Facility
or any associated control, protective, and safety
devices owned or controlled by the
Interconnection Customer or the quality of power
produced by the Small Generating Facility.
2 . 2 Authorization Required Prior to Parallel Operation
2 . 2 . 1
2 . 2 . 2
The Transmission Provider shall use Reasonable
Efforts to list applicable parallel operation
requirements in Attachment 5 of this Agreement.
Additionally, the Transmission Provider shall
notify the Interconnection Customer of any
changes to these requirements as soon as they are
known. The Transmission Provider shall make
Reasonable Efforts to cooperate with the
Interconnection Customer in meeting requirements
necessary for the Interconnection Customer to
commence parallel operations by the in-service
date.
The Interconnection Customer shall not operate
its Small Generating Facility in parallel with
the Transmission Provider's Transmission System
without prior written authorization of the
Transmission Provider. The Transmission Provider
will provide such authorization once the
Transmission Provider receives notification that
the Interconnection Customer has complied with
all applicable parallel operation requirements.
Such authorization shall not be unreasonably
withheld, conditioned, or delayed.
2 . 3 Right of Access
2 . 3 . 1
2 . 3 . 2
Upon reasonable notice, the Transmission Provider
may send a qualified person to the premises of
the Interconnection Customer at or immediately
before the time the Small Generating Facility
first produces energy to inspect the
interconnection, and observe the commissioning of
the Small Generating Facility (including any
required testing), startup, and operation for a
period of up to three Business Days after initial
start-up of the unit. In addition, the
Interconnection Customer shall notify the
Transmission Provider at least five Business Days
prior to conducting any on-site verification
testing of the Small Generating Facility.
Following the initial inspection process
described above, at reasonable hours, and upon
reasonable notice, or at any time without notice
in the event of an emergency or hazardous
condition, the Transmission Provider shall have
2 . 3 . 3
access to the Interconnection Customer's premises
for any reasonable purpose in connection with the
performance of the obligations imposed on it by
this Agreement or if necessary to meet its legal
obligation to provide service to its customers.
Each Party shall be responsible for its own costs
associated with following this article.
Article 3 . Effective Date, Term, Termination, and Disconnection
3 . 1 Effective Date
This Agreement shall become effective upon execution by the
Parties subject to acceptance by FERC ( i f applicable), or if
filed unexecuted, upon the date specified by the FERC. The
Transmission Provider shall promptly file this Agreement with
the FERC upon execution, if required.
3 . 2 Term of Agreement
This Agreement shall become effective on the Effective Date and
shall remain in effect for a period of ten years from the
Effective Date or such other longer period as the
Interconnection Customer may request and shall be automatically
renewed for each successive one-year period thereafter, unless
terminated earlier in accordance with article 3 . 3 of this
Agreement.
3 . 3 Termination
No termination shall become effective until the Parties have
complied with all Applicable Laws and Regulations applicable to
such termination, including the filing with FERC of a notice of
termination of this Agreement (if required), which notice has
been accepted for filing by FERC.
3 . 3 . 1
3 . 3 . 2
3 . 3 . 3
The Interconnection Customer may terminate this
Agreement at any time by giving the Transmission
Provider 2 0 Business Days written notice.
Either Party may terminate this Agreement after
Default pursuant to article 7 . 6 .
Upon termination of this Agreement, the Small
Generating Facility will be disconnected from the
Transmission Provider's Transmission System. All
3 . 3 . 4
3 . 3 . 5
costs required to effectuate such disconnection
shall be borne by the terminating Party, unless
such termination resulted from the non­
terminating Party's Default of this SGIA or such
non-terminating Party otherwise is responsible
for these costs under this SGIA.
The termination of this Agreement shall not
relieve either Party of its liabilities and
obligations, owed or continuing at the time of
the termination.
The provisions of this article shall survive
termination or expiration of this Agreement.
3 . 4 Temporary Disconnection
Temporary disconnection shall continue only for so long as
reasonably necessary under Good Utility Practice.
3 . 4 . 1 Emergency Conditions -- "Emergency Condition"
shall mean a condition or situation: ( 1 ) that in
the judgment of the Party making the claim is
imminently likely to endanger life or property;
or ( 2 ) that, in the case of the Transmission
Provider, is imminently likely (as determined in
a non-discriminatory manner) to cause a material
adverse effect on the security of, or damage to
the Transmission System, the Transmission
Provider's Interconnection Facilities or the
Transmission Systems of others to which the
Transmission System is directly connected; or ( 3 )
that, in the case of the Interconnection
Customer, is imminently likely (as determined in
a non-discriminatory manner) to cause a material
adverse effect on the security of, or damage to,
the Small Generating Facility or the
Interconnection Customer's Interconnection
Facilities. Under Emergency Conditions, the
Transmission Provider may immediately suspend
interconnection service and temporarily
disconnect the Small Generating Facility. The
Transmission Provider shall notify the
Interconnection Customer promptly when it becomes
aware of an Emergency Condition that may
reasonably be expected to affect the
Interconnection Customer's operation of the Small
3 . 4 . 2
3 . 4 . 3
3 . 4 . 4
Generating Facility. The Interconnection Customer
shall notify the Transmission Provider promptly
when it becomes aware of an Emergency Condition
that may reasonably be expected to affect the
Transmission Provider's Transmission System or
any Affected Systems. To the extent information
is known, the notification shall describe the
Emergency Condition, the extent of the damage or
deficiency, the expected effect on the operation
of both Parties' facilities and operations, its
anticipated duration, and the necessary
corrective action.
Routine Maintenance, Construction, and Repair
The Transmission Provider may interrupt
interconnection service or curtail the output of
the Small Generating Facility and temporarily
disconnect the Small Generating Facility from the
Transmission Provider's Transmission System when
necessary for routine maintenance, construction,
and repairs on the Transmission Provider's
Transmission System. The Transmission Provider
shall provide the Interconnection Customer with
five Business Days notice prior to such
interruption. The Transmission Provider shall use
Reasonable Efforts to coordinate such reduction
or temporary disconnection with the
Interconnection Customer.
Forced Outages
During any forced outage, the Transmission
Provider may suspend interconnection service to
effect immediate repairs on the Transmission
Provider's Transmission System. The Transmission
Provider shall use Reasonable Efforts to provide
the Interconnection Customer with prior notice.
I f prior notice is not given, the Transmission
Provider shall, upon request, provide the
Interconnection Customer written documentation
after the fact explaining the circumstances of
the disconnection.
Adverse Operating Effects
3 . 4 . 5
3 . 4 . 6
The Transmission Provider shall notify the
Interconnection Customer as soon as practicable
if, based on Good Utility Practice, operation of
the Small Generating Facility may cause
disruption or deterioration of service to other
customers served from the same electric system,
or if operating the Small Generating Facility
could cause damage to the Transmission Provider's
Transmission System or Affected Systems.
Supporting documentation used to reach the
decision to disconnect shall be provided to the
Interconnection Customer upon request. If, after
notice, the Interconnection Customer fails to
remedy the adverse operating effect within a
reasonable time, the Transmission Provider may
disconnect the Small Generating Facility. The
Transmission Provider shall provide the
Interconnection Customer with five Business Day
notice of such disconnection, unless the
provisions of article 3 . 4 . 1 apply.
Modification of the Small Generating Facility
The Interconnection Customer must receive written
authorization from the Transmission Provider
before making any change to the Small Generating
Facility that may have a material impact on the
safety or reliability of the Transmission System.
Such authorization shall not be unreasonably
withheld. Modifications shall be done in
accordance with Good Utility Practice. If the
Interconnection Customer makes such modification
without the Transmission Provider's prior written
authorization, the latter shall have the right to
temporarily disconnect the Small Generating
Facility.
Reconnection
The Parties shall cooperate with each other to
restore the Small Generating Facility,
Interconnection Facilities, and the Transmission
Provider's Transmission System to their normal
operating state as soon as reasonably practicable
following a temporary disconnection.
Article 4 . Cost Responsibility for Interconnection Facilities
and Distribution Upgrades
4 . 1 Interconnection Facilities
4 . 1 . 1
4 . 1 . 2
The Interconnection Customer shall pay for the
cost of the Interconnection Facilities itemized
in Attachment 2 of this Agreement. The
Transmission Provider shall provide a best
estimate cost, including overheads, for the
purchase and construction of its Interconnection
Facilities and provide a detailed itemization of
such costs. Costs associated with Interconnection
Facilities may be shared with other entities that
may benefit from such facilities by agreement of
the Interconnection Customer, such other
entities, and the Transmission Provider.
The Interconnection Customer shall be responsible
for its share of all reasonable expenses,
including overheads, associated with ( 1 ) owning,
operating, maintaining, repairing, and replacing
its own Interconnection Facilities, and ( 2 )
operating, maintaining, repairing, and replacing
the Transmission Provider's Interconnection
Facilities.
4 . 2 Distribution Upgrades
The Transmission Provider shall design, procure, construct,
install, and own the Distribution Upgrades described in
Attachment 6 of this Agreement. If the Transmission Provider and
the Interconnection Customer agree, the Interconnection Customer
may construct Distribution Upgrades that are located on land
owned by the Interconnection Customer. The actual cost of the
Distribution Upgrades, including overheads, shall be directly
assigned to the Interconnection Customer.
Article 5 . Cost Responsibility for Network Upgrades
5 . 1 Applicability
No portion of this article 5 shall apply unless the
interconnection of the Small Generating Facility requires
Network Upgrades.
5 . 2 Network Upgrades
The Transmission Provider or the Transmission Owner shall
design, procure, construct, install, and own the Network
Upgrades described in Attachment 6 of this Agreement. If the
Transmission Provider and the Interconnection Customer agree,
the Interconnection Customer may construct Network Upgrades that
are located on land owned by the Interconnection Customer.
Unless the Transmission Provider elects to pay for Network
Upgrades, the actual cost of the Network Upgrades, including
overheads, shall be borne initially by the Interconnection
Customer.
5 . 2 . 1 Repayment of Amounts Advanced for Network
Upgrades
The Interconnection Customer shall be entitled to
a cash repayment, equal to the total amount paid
to the Transmission Provider and Affected System
operator, if any, for Network Upgrades, including
any tax gross-up or other tax-related payments
associated with the Network Upgrades, and not
otherwise refunded to the Interconnection
Customer, to be paid to the Interconnection
Customer on a dollar-for-dollar basis for the
non-usage sensitive portion of transmission
charges, as payments are made under the
Transmission Provider's Tariff and Affected
System's Tariff for transmission services with
respect to the Small Generating Facility. Any
repayment shall include interest calculated in
accordance with the methodology set forth in
FERC's regulations at 1 8 C . F . R . § 3 5 . 1 9
a ( a ) ( 2 ) ( i i i ) from the date of any payment for
Network Upgrades through the date on which the
Interconnection Customer receives a repayment of
such payment pursuant to this subparagraph. The
Interconnection Customer may assign such
repayment rights to any person.
5 . 2 . 1 . 1 Notwithstanding the foregoing, the
Interconnection Customer, the
Transmission Provider, and any
applicable Affected System operators
may adopt any alternative payment
schedule that is mutually agreeable so
5 . 2 . 1 . 2
long as the Transmission Provider and
said Affected System operators take one
of the following actions no later than
five years from the Commercial
Operation Date: ( 1 ) return to the
Interconnection Customer any amounts
advanced for Network Upgrades not
previously repaid, or ( 2 ) declare in
writing that the Transmission Provider
or any applicable Affected System
operators will continue to provide
payments to the Interconnection
Customer on a dollar-for-dollar basis
for the non-usage sensitive portion of
transmission charges, or develop an
alternative schedule that is mutually
agreeable and provides for the return
of all amounts advanced for Network
Upgrades not previously repaid;
however, full reimbursement shall not
extend beyond twenty ( 2 0 ) years from
the commercial operation date.
If the Small Generating Facility fails
to achieve commercial operation, but it
or another generating facility is later
constructed and requires use of the
Network Upgrades, the Transmission
Provider and Affected System operator
shall at that time reimburse the
Interconnection Customer for the
amounts advanced for the Network
Upgrades. Before any such reimbursement
can occur, the Interconnection
Customer, or the entity that ultimately
constructs the generating facility, if
different, is responsible for
identifying the entity to which
reimbursement must be made.
5 . 3 Special Provisions for Affected Systems
Unless the Transmission Provider provides, under this Agreement,
for the repayment of amounts advanced to any applicable Affected
System operators for Network Upgrades, the Interconnection
Customer and Affected System operator shall enter into an
agreement that provides for such repayment. The agreement shall
specify the terms governing payments to be made by the
Interconnection Customer to Affected System operator as well as
the repayment by Affected System operator.
5 . 4 Rights Under Other Agreements
Notwithstanding any other provision of this Agreement, nothing
herein shall be construed as relinquishing or foreclosing any
rights, including but not limited to firm transmission rights,
capacity rights, transmission congestion rights, or transmission
credits, that the Interconnection Customer shall be entitled to,
now or in the future, under any other agreement or tariff as a
result of, or otherwise associated with, the transmission
capacity, if any, created by the Network Upgrades, including the
right to obtain cash reimbursements or transmission credits for
transmission service that is not associated with the Small
Generating Facility.
Article 6 . Billing, Payment, Milestones, and Financial Security
6 . 1 Billing and Payment Procedures and Final Accounting
6 . 1 . 1
6 . 1 . 2
The Transmission Provider shall bill the
Interconnection Customer for the design,
engineering, construction, and procurement costs
of Interconnection Facilities and Upgrades
contemplated by this Agreement on a monthly
basis, or as otherwise agreed by the Parties. The
Interconnection Customer shall pay each bill
within 30 calendar days of receipt, or as
otherwise agreed to by the Parties.
Within three months of completing the
construction and installation of the Transmission
Provider's Interconnection Facilities and/or
Upgrades described in the Attachments to this
Agreement, the Transmission Provider shall
provide the Interconnection Customer with a final
accounting report of any difference between ( 1 )
the Interconnection Customer's cost
responsibility for the actual cost of such
facilities or Upgrades, and ( 2 ) the
Interconnection Customer's previous aggregate
payments to the Transmission Provider for such
facilities or Upgrades. If the Interconnection
Customer's cost responsibility exceeds its
previous aggregate payments, the Transmission
Provider shall invoice the Interconnection
Customer for the amount due and the
Interconnection Customer shall make payment to
the Transmission Provider within 30 calendar
days. If the Interconnection Customer's previous
aggregate payments exceed its cost responsibility
under this Agreement, the Transmission Provider
shall refund to the Interconnection Customer an
amount equal to the difference within 30 calendar
days of the final accounting report.
6 . 2 Milestones
The Parties shall agree on milestones for which each Party is
responsible and list them in Attachment 4 of this Agreement. A
Party's obligations under this provision may be extended by
agreement. I f a Party anticipates that it will be unable to meet
a milestone for any reason other than a Force Majeure Event, it
shall immediately notify the other Party of the reason(s) for
not meeting the milestone and ( 1 ) propose the earliest
reasonable alternate date by which it can attain this and future
milestones, and ( 2 ) requesting appropriate amendments to
Attachment 4 . The Party affected by the failure to meet a
milestone shall not unreasonably withhold agreement to such an
amendment unless it will suffer significant uncompensated
economic or operational harm from the delay, ( 2 ) attainment of
the same milestone has previously been delayed, or ( 3 ) it has
reason to believe that the delay in meeting the milestone is
intentional or unwarranted notwithstanding the circumstances
explained by the Party proposing the amendment.
6 . 3 Financial Security Arrangements
At least 2 0 Business Days prior to the commencement of the
design, procurement, installation, or construction of a discrete
portion of the Transmission Provider's Interconnection
Facilities and Upgrades, the Interconnection Customer shall
provide the Transmission Provider, at the Interconnection
Customer's option, a guarantee, a surety bond, letter of credit
or other form of security that is reasonably acceptable to the
Transmission Provider and is consistent with the Uniform
Commercial Code of the jurisdiction where the Point of
Interconnection is located. Such security for payment shall be
in an amount sufficient to cover the costs for constructing,
designing, procuring, and installing the applicable portion of
the Transmission Provider's Interconnection Facilities and
Upgrades and shall be reduced on a dollar-for-dollar basis for
payments made to the Transmission Provider under this Agreement
during its term. In addition:
6 . 3 . 1
6 . 3 . 2
The guarantee must be made by an entity that
meets the creditworthiness requirements of the
Transmission Provider, and contain terms and
conditions that guarantee payment of any amount
that may be due from the Interconnection
Customer, up to an agreed-to maximum amount.
The letter of credit or surety bond must be
issued by a financial institution or insurer
reasonably acceptable to the Transmission
Provider and must specify a reasonable expiration
date.
Article 7 . Assignment, Liability, Indemnity, Force Majeure,
Consequential Damages, and Default
7 . 1 Assignment
This Agreement may be assigned by either Party upon 15 Business
Days prior written notice and opportunity to object by the other
Party; provided that:
7 . 1 . 1
7 . 1 . 2
7 . 1 . 3
Either Party may assign this Agreement without
the consent of the other Party to any affiliate
of the assigning Party with an equal or greater
credit rating and with the legal authority and
operational ability to satisfy the obligations of
the assigning Party under this Agreement,
provided that the Interconnection Customer
promptly notifies the Transmission Provider of
any such assignment;
The Interconnection Customer shall have the right
to assign this Agreement, without the consent of
the Transmission Provider, for collateral
security purposes to aid in providing financing
for the Small Generating Facility, provided that
the Interconnection Customer will promptly notify
the Transmission Provider of any such assignment.
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,
credit, and insurance obligations as the
Interconnection Customer. Where required, consent
to assignment will not be unreasonably withheld,
conditioned or delayed.
7 . 2 Limitation of Liability
Each Party's liability to the other Party for any loss, cost,
claim, injury, liability, or expense, including reasonable
attorney's fees, relating to or arising from any act or omission
in its performance of this Agreement, shall be limited to the
amount of direct damage actually incurred. In no event shall
either Party be liable to the other Party for any indirect,
special, consequential, or punitive damages, except as
authorized by this Agreement.
7 . 3 Indemnity
7 . 3 . 1
7 . 3 . 2
7 . 3 . 3
This provision protects each Party from liability
incurred to third parties as a result of carrying
out the provisions of this Agreement. Liability
under this provision is exempt from the general
limitations on liability found in article 7 . 2 .
The Parties shall at all times indemnify, defend,
and hold the other Party harmless from, any and
all damages, losses, claims, including claims and
actions relating to injury to or death of any
person or damage to property, 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 Party's action or failure to meet its
obligations under this Agreement on behalf of the
indemnifying Party, except in cases of gross
negligence or intentional wrongdoing by the
indemnified Party.
I f an indemnified person is entitled to
indemnification under this article as a result of
a claim by a third party, and the indemnifying
Party fails, after notice and reasonable
opportunity to proceed under this article, to
assume the defense of such claim, such
indemnified person may at the expense of the
7 . 3 . 4
7 . 3 . 5
indemnifying Party contest, settle or consent to
the entry of any judgment with respect to, or pay
in full, such claim.
I f an indemnifying party is obligated to
indemnify and hold any indemnified person
harmless under this article, the amount owing to
the indemnified person shall be the amount of
such indemnified person's actual loss, net of any
insurance or other recovery.
Promptly after receipt by an indemnified person
of any claim or notice of the commencement of any
action or administrative or legal proceeding or
investigation as to which the indemnity provided
for in this article may apply, the indemnified
person shall notify the indemnifying party of
such fact. Any failure of or delay in such
notification shall not affect a Party's
indemnification obligation unless such failure or
delay is materially prejudicial to the
indemnifying party.
7 . 4 Consequential Damages
Other than as expressly provided for in this Agreement, neither
Party shall be liable under any provision of this Agreement for
any losses, damages, costs or expenses for any special,
indirect, incidental, consequential, or punitive damages,
including but not limited to loss of profit or revenue, loss of
the use of equipment, cost of capital, cost of temporary
equipment or services, whether based in whole or in part in
contract, in tort, including negligence, strict liability, or
any other theory of liability; provided, however, that damages
for which a Party may be liable to the other Party under another
agreement will not be considered to be special, indirect,
incidental, or consequential damages hereunder.
7 . 5 Force Majeure
7 . 5 . 1 As used in this article, a Force Majeure Event
shall mean "any act of God, labor disturbance,
act of the public enemy, war, insurrection, riot,
fire, storm or flood, explosion, breakage or
accident to machinery or equipment, any order,
regulation or restriction imposed by
governmental, military or lawfully established
7 . 5 . 2
7 . 6 Default
7 . 6 . 1
civilian authorities, or any other cause beyond a
Party's control. A Force Majeure Event does not
include an act of negligence or intentional
wrongdoing."
I f a Force Majeure Event prevents a Party from
fulfilling any obligations under this Agreement,
the Party affected by the Force Majeure Event
(Affected Party) shall promptly notify the other
Party, either in writing or via the telephone, of
the existence of the Force Majeure Event. The
notification must specify in reasonable detail
the circumstances of the Force Majeure Event, its
expected duration, and the steps that the
Affected Party is taking to mitigate the effects
of the event on its performance. The Affected
Party shall keep the other Party informed on a
continuing basis of developments relating to the
Force Majeure Event until the event ends. The
Affected Party will be entitled to suspend or
modify its performance of obligations under this
Agreement (other than the obligation to make
payments) only to the extent that the effect of
the Force Majeure Event cannot be mitigated by
the use of Reasonable Efforts. The Affected Party
will use Reasonable Efforts to resume its
performance as soon as possible.
No Default shall exist where such failure to
discharge an obligation (other than the payment
of money) is the result of a Force Majeure Event
as defined in this Agreement or the result of an
act or omission of the other Party. Upon a
Default, the non-defaulting Party shall give
written notice of such Default to the defaulting
Party. Except as provided in article 7 . 6 . 2 , the
defaulting Party shall have 60 calendar days from
receipt of the Default notice within which to
cure such Default; provided however, if such
Default is not capable of cure within 60 calendar
days, the defaulting Party shall commence such
cure within 2 0 calendar days after notice and
continuously and diligently complete such cure
within six months from receipt of the Default
notice; and, if cured within such time, the
7 . 6 . 2
Default specified in such notice shall cease to
exist.
I f a Default is not cured as provided in this
article, or if a Default is not capable of being
cured within the period provided for herein, the
non-defaulting Party shall have the right to
terminate this Agreement by written notice at any
time until cure occurs, and be relieved of any
further obligation hereunder and, whether or not
that Party terminates this Agreement, to recover
from the defaulting Party all amounts due
hereunder, plus all other damages and remedies to
which it is entitled at law or in equity. The
provisions of this article will survive
termination of this Agreement.
Article 8 . Insurance
8 . 1 The Interconnection Customer shall, at its own expense,
maintain in force general liability insurance without any
exclusion for liabilities related to the interconnection
undertaken pursuant to this Agreement. The amount of such
insurance shall be sufficient to insure against all reasonably
foreseeable direct liabilities given the size and nature of the
generating equipment being interconnected, the interconnection
itself, and the characteristics of the system to which the
interconnection is made. The Interconnection Customer shall
obtain additional insurance only if necessary as a function of
owning and operating a generating facility. Such insurance shall
be obtained from an insurance provider authorized to do business
in the State where the interconnection is located. Certification
that such insurance is in effect shall be provided upon request
of the Transmission Provider, except that the Interconnection
Customer shall show proof of insurance to the Transmission
Provider no later than ten Business Days prior to the
anticipated commercial operation date. An Interconnection
Customer of sufficient credit-worthiness may propose to self­
insure for such liabilities, and such a proposal shall not be
unreasonably rejected.
8 . 2 The Transmission Provider agrees to maintain general
liability insurance or self-insurance consistent with the
Transmission Provider's commercial practice. Such insurance or
self-insurance shall not exclude coverage for the Transmission
Provider's liabilities undertaken pursuant to this Agreement.
8 . 3 The Parties further agree to notify each other whenever an
accident or incident occurs resulting in any injuries or damages
that are included within the scope of coverage of such
insurance, whether or not such coverage is sought.
Article 9 . Confidentiality
9 . 1 Confidential Information shall mean any confidential and/or
proprietary information provided by one Party to the other Party
that is clearly marked or otherwise designated "Confidential."
For purposes of this Agreement all design, operating
specifications, and metering data provided by the
Interconnection Customer shall be deemed Confidential
Information regardless of whether it is clearly marked or
otherwise designated as such.
9 . 2 Confidential Information does not include information
previously in the public domain, required to be publicly
submitted or divulged by Governmental Authorities (after notice
to the other Party and after exhausting any opportunity to
oppose such publication or release), or necessary to be divulged
in an action to enforce this Agreement. Each Party receiving
Confidential Information shall hold such information in
confidence and shall not disclose it to any third party nor to
the public without the prior written authorization from the
Party providing that information, except to fulfill obligations
under this Agreement, or to fulfill legal or regulatory
requirements.
9 . 2 . 1
9 . 2 . 2
Each Party shall employ at least the same
standard of care to protect Confidential
Information obtained from the other Party as it
employs to protect its own Confidential
Information.
Each Party is entitled to equitable relief, by
injunction or otherwise, to enforce its rights
under this provision to prevent the release of
Confidential Information without bond or proof of
damages, and may seek other remedies available at
law or in equity for breach of this provision.
9 . 3 Notwithstanding anything in this article to the contrary,
and pursuant to 1 8 CFR § l b . 2 0 , if FERC, during the course of an
investigation or otherwise, requests information from one of the
Parties that is otherwise required to be maintained in
confidence pursuant to this Agreement, the Party shall provide
the requested information to FERC, within the time provided for
in the request for information. In providing the information to
FERC, the Party may, consistent with 1 8 CFR § 3 8 8 . 1 1 2 , request
that the information be treated as confidential and non-public
by FERC and that the information be withheld from public
disclosure. Parties are prohibited from notifying the other
Party to this Agreement prior to the release of the Confidential
Information to FERC. The Party shall notify the other Party to
this Agreement when it is notified by FERC that a request to
release Confidential Information has been received by FERC, at
which time either of the Parties may respond before such
information would be made public, pursuant to 18 CFR § 3 8 8 . 1 1 2 .
Requests from a state regulatory body conducting a confidential
investigation shall be treated in a similar manner if consistent
with the applicable state rules and regulations.
Article 1 0 . Disputes
1 0 . 1 The Parties agree to attempt to resolve all disputes
arising out of the interconnection process according to the
provisions of this article.
1 0 . 2 In the event of a dispute, either Party shall provide the
other Party with a written Notice of Dispute. Such Notice shall
describe in detail the nature of the dispute.
1 0 . 3 I f the dispute has not been resolved within two Business
Days after receipt of the Notice, either Party may contact
FERC's Dispute Resolution Service (DRS) for assistance in
resolving the dispute.
1 0 . 4 The DRS will assist the Parties in either resolving their
dispute or in selecting an appropriate dispute resolution venue
( e . g . , mediation, settlement judge, early neutral evaluation, or
technical expert) to assist the Parties in resolving their
dispute. DRS can be reached at 1 - 8 7 7 - 3 3 7 - 2 2 3 7 or via the
internet at http://www.ferc.gov/legal/adr.asp.
1 0 . 5 Each Party agrees to conduct all negotiations in good faith
and will be responsible for one-half of any costs paid to
neutral third-parties.
1 0 . 6 I f neither Party elects to seek assistance from the DRS, or
if the attempted dispute resolution fails, then either Party may
exercise whatever rights and remedies it may have in equity or
law consistent with the terms of this Agreement.
Article 1 1 . Taxes
1 1 . 1 The Parties agree to follow all applicable tax laws and
regulations, consistent with FERC policy and Internal Revenue
Service requirements.
1 1 . 2 Each Party shall cooperate with the other to maintain the
other Party's tax status. Nothing in this Agreement is intended
to adversely affect the Transmission Provider's tax exempt
status with respect to the issuance of bonds including, but not
limited to, local furnishing bonds.
Article 1 2 . Miscellaneous
1 2 . 1 Governing Law, Regulatory Authority, and Rules
The validity, interpretation and enforcement of this Agreement
and each of its provisions shall be governed by the laws of the
state of (where the Point of Interconnection
is located), without regard to its conflicts of law principles.
This Agreement is subject to all Applicable Laws and
Regulations. Each Party expressly reserves the right to seek
changes in, appeal, or otherwise contest any laws, orders, or
regulations of a Governmental Authority.
1 2 . 2 Amendment
The Parties may amend this Agreement by a written instrument
duly executed by both Parties, or under article 1 2 . 1 2 of this
Agreement.
1 2 . 3 No Third-Party Beneficiaries
This Agreement is not intended to and does not create rights,
remedies, or benefits of any character whatsoever in favor of
any persons, corporations, associations, or entities other than
the Parties, and the obligations herein assumed are solely for
the use and benefit of the Parties, their successors in interest
and where permitted, their assigns.
1 2 . 4 Waiver
1 2 . 4 . 1 The failure of a Party to this Agreement to
insist, on any occasion, upon strict performance
of any provision of this Agreement will not be
considered a waiver of any obligation, right, or
duty of, or imposed upon, such Party.
1 2 . 4 . 2 Any waiver at any time by either Party of its
rights with respect to this Agreement shall not
be deemed a continuing waiver or a waiver with
respect to any other failure to comply with any
other obligation, right, duty of this Agreement.
Termination or default of this Agreement for any
reason by Interconnection Customer shall not
constitute a waiver of the Interconnection
Customer's legal rights to obtain an
interconnection from the Transmission Provider.
Any waiver of this Agreement shall, if requested,
be provided in writing.
1 2 . 5 Entire Agreement
This Agreement, including all Attachments, constitutes the
entire agreement between the Parties with reference to the
subject matter hereof, and supersedes all prior and
contemporaneous understandings or agreements, oral or written,
between the Parties with respect to the subject matter of this
Agreement. There are no other agreements, representations,
warranties, or covenants which constitute any part of the
consideration for, or any condition to, either Party's
compliance with its obligations under this Agreement.
1 2 . 6 Multiple Counterparts
This Agreement may be executed in two or more counterparts, each
of which is deemed an original but all constitute one and the
same instrument.
1 2 . 7 No Partnership
This Agreement shall not be interpreted or construed to create
an association, joint venture, agency relationship, or
partnership between the Parties or to impose any partnership
obligation or partnership liability upon either Party. Neither
Party shall have any right, power or authority to enter into any
agreement or undertaking for, or act on behalf of, or to act as
or be an agent or representative of, or to otherwise bind, the
other Party.
1 2 . 8 Severability
I f any provision or portion of this Agreement shall for any
reason be held or adjudged to be invalid or illegal or
unenforceable by any court of competent jurisdiction or other
Governmental Authority, ( 1 ) such portion or provision shall be
deemed separate and independent, ( 2 ) the Parties shall negotiate
in good faith to restore insofar as practicable the benefits to
each Party that were affected by such ruling, and ( 3 ) the
remainder of this Agreement shall remain in full force and
effect.
1 2 . 9 Security Arrangements
Infrastructure security of electric system equipment and
operations and control hardware and software is essential to
ensure day-to-day reliability and operational security. FERC
expects all Transmission Providers, market participants, and
Interconnection Customers interconnected to electric systems to
comply with the recommendations offered by the President's
Critical Infrastructure Protection Board and, eventually, best
practice recommendations from the electric reliability
authority. All public utilities are expected to meet basic
standards for system infrastructure and operational security,
including physical, operational, and cyber-security practices.
1 2 . 1 0 Environmental Releases
Each Party shall notify the other Party, first orally and then
in writing, of the release of any hazardous substances, any
asbestos or lead abatement activities, or any type of
remediation activities related to the Small Generating Facility
or the Interconnection Facilities, each of which may reasonably
be expected to affect the other Party. The notifying Party shall
( 1 ) provide the notice as soon as practicable, provided such
Party makes a good faith effort to provide the notice no later
than 2 4 hours after such Party becomes aware of the occurrence,
and ( 2 ) promptly furnish to the other Party copies of any
publicly available reports filed with any governmental
authorities addressing such events.
1 2 . 1 1 Subcontractors
Nothing in this Agreement shall prevent a Party from utilizing
the services of any subcontractor as it deems appropriate to
perform its obligations under this Agreement; provided, however,
that each Party shall require its subcontractors to comply with
all applicable terms and conditions of this Agreement in
providing such services and each Party shall remain primarily
liable to the other Party for the performance of such
subcontractor.
1 2 . 1 1 . 1
1 2 . 1 1 . 2
The creation of any subcontract relationship
shall not relieve the hiring Party of any of its
obligations under this Agreement. The hiring
Party shall be fully responsible to the other
Party for the acts or omissions of any
subcontractor the hiring Party hires as if no
subcontract had been made; provided, however,
that in no event shall the Transmission Provider
be liable for the actions or inactions of the
Interconnection Customer or its subcontractors
with respect to obligations of the
Interconnection Customer under this Agreement.
Any applicable obligation imposed by this
Agreement upon the hiring Party shall be equally
binding upon, and shall be construed as having
application to, any subcontractor of such Party.
The obligations under this article will not be
limited in any way by any limitation of
subcontractor's insurance.
1 2 . 1 2 Reservation of Rights
The Transmission Provider shall have the right to make a
unilateral filing with FERC to modify this Agreement with
respect to any rates, terms and conditions, charges,
classifications of service, rule or regulation under section 2 0 5
or any other applicable provision of the Federal Power Act and
FERC's rules and regulations thereunder, and the Interconnection
Customer shall have the right to make a unilateral filing with
FERC to modify this Agreement under any applicable provision of
the Federal Power Act and FERC's rules and regulations; provided
that each Party shall have the right to protest any such filing
by the other Party and to participate fully in any proceeding
before FERC in which such modifications may be considered.
Nothing in this Agreement shall limit the rights of the Parties
or of FERC under sections 2 0 5 or 2 0 6 of the Federal Power Act
and FERC's rules and regulations, except to the extent that the
Parties otherwise agree as provided herein.
Article 1 3 . Notices
1 3 . 1 General
Unless otherwise provided in this Agreement, any written notice,
demand, or request required or authorized in connection with
this Agreement ("Notice") shall be deemed properly given if
delivered in person, delivered by recognized national currier
service, or sent by first class mail, postage prepaid, to the
person specified below:
I f to the Interconnection Customer:
Interconnection Customer:
Attention:
Address:
City: State:
----- Phone: Fax:
I f to the Transmission Provider:
Zip:
---
Transmission Provider:
Attention:
Address:
City:
Phone:
1 3 . 2 Billing and Payment
State:
----- Fax:
Zip: _
Billings and payments shall be sent to the addresses set out
below:
Interconnection Customer:
Attention:
Address:
City:
Transmission Provider:
Attention:
Address:
City:
State:
State:
Zip:
---
Zip:
---
1 3 . 3 Alternative Forms of Notice
Any notice or request required or permitted to be given by
either Party to the other and not required by this Agreement to
be given in writing may be so given by telephone, facsimile or
e-mail to the telephone numbers and e-mail addresses set out
below:
I f to the Interconnection Customer:
Interconnection Customer:
Attention:
Address:
City:
Phone:
State:
----- Fax:
Zip:
---
I f to the Transmission Provider:
Transmission Provider:
Attention:
Address:
City:
Phone:
State:
----- Fax:
Zip:
---
1 3 . 4 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 Agreement. This person will also
serve as the point of contact with respect to operations and
maintenance of the Party's facilities.
Interconnection Customer's Operating Representative:
Interconnection Customer:
Attention:
Address:
City:
Phone:
State:
----- Fax:
Zip: _
Transmission Provider's Operating Representative:
Transmission Provider:
Attention:
Address:
City:
Phone:
State:
----- Fax:
Zip:
---
1 3 . 5 Changes to the Notice Information
Either Party may change this information by giving five Business
Days written notice prior to the effective date of the change.
Article 1 4 . Signatures
IN WITNESS WHEREOF, the Parties have caused this Agreement to be
executed by their respective duly authorized representatives.
For the Transmission Provider
Name:
Title:
Date:
For the Interconnection Customer
Name:
Title:
Date:
Attachment 1 to SGIA
Glossary of Terms
Affected System-� An electric system other than the
Transmission Provider's Transmission System that may be affected
by the proposed interconnection.
Applicable Laws and Regulations-� All duly promulgated
applicable federal, state and local laws, regulations, rules,
ordinances, codes, decrees, judgments, directives, or judicial
or administrative orders, permits and other duly authorized
actions of any Governmental Authority.
Business Day
Holidays.
Monday through Friday, excluding Federal
Default -- The failure of a breaching Party to cure its breach
under the Small Generator Interconnection Agreement.
Distribution System=� The Transmission Provider's facilities
and equipment used to transmit electricity to ultimate usage
points such as homes and industries directly from nearby
generators or from interchanges with higher voltage transmission
networks which transport bulk power over longer distances. The
voltage levels at which Distribution Systems operate differ
among areas.
Distribution Upgrades-� The additions, modifications, and
upgrades to the Transmission Provider's Distribution System at
or beyond the Point of Interconnection to facilitate
interconnection of the Small Generating Facility and render the
transmission service necessary to effect the Interconnection
Customer's wholesale sale of electricity in interstate commerce.
Distribution Upgrades do not include Interconnection Facilities.
Good Utility Practice Any of the practices, methods and acts
engaged in or approved by a significant portion of the electric
industry during the relevant time period, or any of the
practices, 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 expected to accomplish the desired
result at a reasonable cost consistent with good business
practices, reliability, safety and expedition. Good Utility
Practice is not intended to be limited to the optimum practice,
method, or act to the exclusion of all others, but rather to be
acceptable practices, methods, or acts generally accepted in the
region.
Governmental Authority-= Any federal, state, local or other
governmental regulatory or administrative agency, court,
commission, department, board, or other governmental
subdivision, legislature, rulemaking board, tribunal, or other
governmental authority having jurisdiction over the Parties,
their respective facilities, or the respective services they
provide, and exercising or entitled to exercise any
administrative, executive, police, or taxing authority or power;
provided, however, that such term does not include the
Interconnection Customer, the Interconnection Provider, or any
Affiliate thereof.
Interconnection Customer-= Any entity, including the
Transmission Provider, the Transmission Owner or any of the
affiliates or subsidiaries of either, that proposes to
interconnect its Small Generating Facility with the Transmission
Provider's Transmission System.
Interconnection Facilities -- The Transmission Provider's
Interconnection Facilities and the Interconnection Customer's
Interconnection Facilities. Collectively, Interconnection
Facilities include all facilities and equipment between the
Small Generating Facility and the Point of Interconnection,
including any modification, additions or upgrades that are
necessary to physically and electrically interconnect the Small
Generating Facility to the Transmission Provider's Transmission
System. Interconnection Facilities are sole use facilities and
shall not include Distribution Upgrades or Network Upgrades.
Interconnection Request-= The Interconnection Customer's
request, in accordance with the Tariff, to interconnect a new
Small Generating Facility, or to increase the capacity of, or
make a Material Modification to the operating characteristics
of, an existing Small Generating Facility that is interconnected
with the Transmission Provider's Transmission System.
Material Modification=- A modification that has a material
impact on the cost or timing of any Interconnection Request with
a later queue priority date.
Network Upgrades-= Additions, modifications, and upgrades to
the Transmission Provider's Transmission System required at or
beyond the point at which the Small Generating Facility
interconnects with the Transmission Provider's Transmission
System to accommodate the interconnection of the Small
Generating Facility with the Transmission Provider's
Transmission System. Network Upgrades do not include
Distribution Upgrades.
Operating Requirements-= Any operating and technical
requirements that may be applicable due to Regional Transmission
Organization, Independent System Operator, control area, or the
Transmission Provider's requirements, including those set forth
in the Small Generator Interconnection Agreement.
Party or Parties-= The Transmission Provider, Transmission
Owner, Interconnection Customer or any combination of the above.
Point of Interconnection-= The point where the Interconnection
Facilities connect with the Transmission Provider's Transmission
System.
Reasonable Efforts== With respect to an action required to be
attempted or taken by a Party under the Small Generator
Interconnection Agreement, efforts that are timely and
consistent with Good Utility Practice and are otherwise
substantially equivalent to those a Party would use to protect
its own interests.
Small Generating Facility =- The Interconnection Customer's
device for the production and/or storage for later injection of
electricity identified in the Interconnection Request, but shall
not include the Interconnection Customer's Interconnection
Facilities.
Tariff=- The Transmission Provider or Affected System's Tariff
through which open access transmission service and
Interconnection Service are offered, as filed with the FERC, and
as amended or supplemented from time to time, or any successor
tariff.
Transmission Owner -= The entity that owns, leases or otherwise
possesses an interest in the portion of the Transmission System
at the Point of Interconnection and may be a Party to the Small
Generator Interconnection Agreement to the extent necessary.
Transmission Provider-= The public utility (or its designated
agent) that owns, controls, or operates transmission or
distribution facilities used for the transmission of electricity
in interstate commerce and provides transmission service under
the Tariff. The term Transmission Provider should be read to
include the Transmission Owner when the Transmission Owner is
separate from the Transmission Provider.
Transmission System-� The facilities owned, controlled or
operated by the Transmission Provider or the Transmission Owner
that are used to provide transmission service under the Tariff.
Upgrades=� The required additions and modifications to the
Transmission Provider's Transmission System at or beyond the
Point of Interconnection. Upgrades may be Network Upgrades or
Distribution Upgrades. Upgrades do not include Interconnection
Facilities.
Attachment 2 to SGIA
Description and Costs of the Small Generating Facility,
Interconnection Facilities, and Metering Equipment
Equipment, including the Small Generating Facility,
Interconnection Facilities, and metering equipment shall be
itemized and identified as being owned by the Interconnection
Customer, the Transmission Provider, or the Transmission Owner.
The Transmission Provider will provide a best estimate itemized
cost, including overheads, of its Interconnection Facilities and
metering equipment, and a best estimate itemized cost of the
annual operation and maintenance expenses associated with its
Interconnection Facilities and metering equipment.
Attachment 3 to SGIA
One-line Diagram Depicting the Small Generating Facility,
Interconnection Facilities, Metering Equipment, and Upgrades
Attachment 4 to SGIA
Milestones
In-Service Date:
Critical milestones and responsibility as agreed to by the
Parties:
( 1 )
( 2 )
( 3 )
( 4 )
( 5 )
( 6 )
( 7 )
( 8 )
( 9 )
( 1 0 )
Agreed to by:
Milestone/Date Responsible Party
For the Transmission Provider
����������� Date
For the Transmission Owner ( I f Applicable)�����Date����-
For the Interconnection Customer Date
Attachment 5 to SGIA
Additional Operating Requirements for the Transmission
Provider's Transmission System and Affected Systems Needed to
Support the Interconnection Customer's Needs
The Transmission Provider shall also provide requirements that
must be met by the Interconnection Customer prior to initiating
parallel operation with the Transmission Provider's Transmission
System.
Attachment 6 to SGIA
Transmission Provider's Description of its Upgrades
and Best Estimate of Upgrade Costs
The Transmission Provider shall describe Upgrades and provide an
itemized best estimate of the cost, including overheads, of the
Upgrades and annual operation and maintenance expenses
associated with such Upgrades. The Transmission Provider shall
functionalize Upgrade costs and annual expenses as either
transmission or distribution related.