August 1, 2018
The Honorable Kimberly D. Bose Secretary Federal Energy Regulatory Commission 888 First Street NE Washington, DC 20426
RE: Southwest Power Pool, Inc., Docket No. ER18-______Submission of Interconnection Agreement
Dear Secretary Bose:
Pursuant to section 205 of the Federal Power Act, 16 U.S.C. § 824d, Southwest Power Pool, Inc. (“SPP”) encloses for filing an executed interconnection agreement between Western Area Power Administration (“WAPA”) and Great River Energy (“Great River”) with Midcontinent Independent System Operator, Inc. (“MISO”) and SPP as signatories (“Interconnection Agreement”).1 SPP requests that the Federal Energy Regulatory Commission (“Commission”) accept the proposed Interconnection Agreement with an effective date of April 27, 2018. In support, SPP states the following:
I. Background
SPP is a Commission-approved Regional Transmission Organization (“RTO”). SPP is an Arkansas non-profit corporation with its principal place of business in Little Rock, Arkansas. SPP currently has 98 members including 16 investor-owned utilities, 14 municipal systems, 20 generation and transmission cooperatives, 8 state agencies, 15 independent power producers, 12 power marketers, 11 independent transmission companies, 1 federal agency, and 1 large retail customer. As an RTO, SPP is a transmission provider administering transmission service over portions of Arkansas, Iowa, Kansas, Louisiana, Minnesota, Missouri, Montana, Nebraska, New Mexico, North
1 WAPA and Great River may be referred to individually as “Party” or collectively as “the Parties.” The Interconnection Agreement is designated by SPP as Original Service Agreement No. 3458. The Interconnection Agreement is being filed separately by both SPP and MISO in their respective eTariff systems. The Interconnection Agreement is designated by MISO as Original Service Agreement No. 3133.
The Honorable Kimberly D. Bose August 1, 2018 Page 2
Dakota, Oklahoma, South Dakota, Texas and Wyoming. SPP is responsible for providing independent transmission services over the transmission facilities its members have placed under the SPP Open Access Transmission Tariff (“SPP Tariff”).2
WAPA is a Federal power marketing agency that markets Federal power and owns and operates transmission facilities throughout 15 western and central states, encompassing a geographic area of 1.3 million square miles. Western was established pursuant to section 302 of the Department of Energy Organization Act.3 WAPA is a transmission owning member of SPP and has transferred functional control of its transmission system to SPP. Great River is a cooperative corporation organized in the state of Minnesota.
The Parties entered into the Interconnection Agreement to facilitate the interconnection of their respective transmission systems. Consistent with the Commission’s policy that the RTO with the planning authority over transmission facilities under its Tariff (i.e., SPP) should be a signatory to interconnection agreements, SPP is a signatory to the Interconnection Agreement.4
II. Description of the Interconnection Agreement
There is no pro forma form for a transmission interconnection agreement in the SPP Tariff. Below is a brief summary of the Sections of the Interconnection Agreement.
Section 1 contains the preamble of the Interconnection Agreement.5
Section 2 states the explanatory recitals of the Interconnection Agreement.6
Section 3 contains the defined terms used in the Interconnection Agreement.7 Section 4 states the Parties agree to the terms and conditions set forth in the Interconnection Agreement.8 Section 5 covers the term of the Interconnection
2 See Southwest Power Pool, Inc., Open Access Transmission Tariff, Sixth Revised Volume No. 1.
3 42 U.S.C. § 7152(a).
4 See Am. Elec. Power Serv. Corp., 110 FERC ¶ 61, 276, at P 8, order on reh’g, 112 FERC ¶ 61,128, at PP 10-14 (2005).
5 See Interconnection Agreement at Section 1.
6 See id. at Section 2.
7 See id. at Section 3.
8 See id. at Section 4. The Honorable Kimberly D. Bose August 1, 2018 Page 3
Agreement.9 Section 6 provides details on the interconnections between WAPA’s Upper Great Plains Region and Great River.10 Section 7 describes reliability requirements.11
Section 8 was left intentionally blank in the Interconnection Agreement.12 Section 9 contains provisions relating to tie lines.13 Section 10 contains information relating to licenses.14 Section 11 provides information on the removal of facilities.15 Section 12 contains severability provisions.16 Section 13 states the exhibits are made part of the Interconnection Agreement.17 Section 14 contains information on consequential damages.18
Section 15 describes WAPA’s and Great River’s obligations under MISO’s tariff and the SPP Tariff.19 Section 16 contains the provisions on filing rights.20 Section 17 was left intentionally blank in the Interconnection Agreement.21 Section 18 states the general contract provisions in the Interconnection Agreement are made part of the Interconnection Agreement.22 Section 19 provides terms in regard to SPP’s and MISO’s limitation on liability.23
9 See id. at Section 5.
10 See id. at Section 6.
11 See id. at Section 7.
12 See id. at Section 8.
13 See id. at Section 9.
14 See id. at Section 10.
15 See id. at Section 11.
16 See id. at Section 12.
17 See id. at Section 13.
18 See id. at Section 14.
19 See id. at Section 15.
20 See id. at Section 16.
21 See id. at Section 17.
22 See id. at Section 18.
23 See id. at Section 19. The Honorable Kimberly D. Bose August 1, 2018 Page 4
Section 20 describes the effect of SPP’s and MISO’s signatures and filing of the Interconnection Agreement.24 Section 21 states the Interconnection Agreement may be executed in any number of counterparts.25
Exhibit A provides information on the points of interconnection, tie lines and facilities, ownership, and responsibilities.26 Exhibit B provides contact information for the authorized representatives of the Parties, MISO and SPP.27
The Commission has previously accepted interconnection agreements that contain similar language.28
III. Effective Date and Waiver
At the request of the Parties, SPP respectfully requests that the Commission accept the Interconnection Agreement with an effective date of April 27, 2018. The Interconnection Agreement does not provide transmission service and merely replaces a previously existing agreement. SPP further requests waiver of the Commission’s 60 days’ notice requirement set forth at 18 C.F.R. § 35.3 to permit such an effective date.
24 See id. at Section 20.
25 See id. at Section 21.
26 See id. at Exhibit A.
27 See id. at Exhibit B.
28 See Sw. Power Pool, Inc., Letter Order, Docket No. ER18-272-000 (December 8, 2017); Sw. Power Pool, Inc., Letter Order, Docket No. ER17-1645-000 (June 29, 2017); Sw. Power Pool, Inc., Letter Order, Docket No. ER17-1439-000 (June 14, 2017); Sw. Power Pool, Inc., Letter Order, Docket No. ER17-1341-000 (May 22, 2017); Sw. Power Pool, Inc., Letter Order, Docket No. ER17-894 (March 27, 2017); Sw. Power Pool, Inc., Letter Order, Docket No. ER16-2595-000 (Nov. 3, 2016); Sw. Power Pool, Inc., Letter Order, Docket No. ER16-2309-00 (Sept. 23, 2016); Sw. Power Pool, Inc., Letter Order, Docket No. ER16-1989-000 (Aug. 11, 2016). The Honorable Kimberly D. Bose August 1, 2018 Page 5
IV. Additional Information
A. Information Required by Section 35.13 of the Commission’s Regulations, 18 C.F.R. § 35.13:29
(1) Documents Submitted with this Filing:
In addition to this transmittal letter, SPP submits a clean version of the Interconnection Agreement.
(2) Effective Date:
As noted above, SPP respectfully requests that the Commission accept the Interconnection Agreement with an effective date of April 27, 2018.
(3) Requisite Agreements:
SPP, MISO and the Parties have all executed the Interconnection Agreement. No other agreements are necessary.
(4) Specifically Assignable Facilities Installed or Modified:
There are none.
(5) Service:
SPP is serving a copy of this filing on the representatives for the Parties and MISO listed in the Interconnection Agreement.
29 Because the Interconnection Agreement does not involve any change in rates, the use of the abbreviated filing procedures as set forth in 18 C.F.R § 35.13(a)(2)(iii) is appropriate. The Honorable Kimberly D. Bose August 1, 2018 Page 6
B. Communications:
Any correspondence and communications with respect to this filing should be directed to, and SPP requests the Secretary to include on the official service list, the following:
Tessie Kentner Nicole Wagner Managing Attorney Manager - Regulatory Policy Southwest Power Pool, Inc. Southwest Power Pool, Inc. 201 Worthen Drive 201 Worthen Drive Little Rock, AR 72223 Little Rock, AR 72223 Telephone: (501) 688-1782 Telephone: (501) 688-1642 [email protected] [email protected]
V. Conclusion
For all the foregoing reasons, SPP respectfully requests that the Commission accept the Interconnection Agreement with an effective date of April 27, 2018.
Respectfully submitted,
/s/ Tessie Kentner Tessie Kentner Managing Attorney Southwest Power Pool, Inc. 201 Worthen Drive Little Rock, AR 72223 Telephone: (501) 688-1782 [email protected]
Attorney for Southwest Power Pool, Inc.
Southwest Power Pool, Inc. Original Service Agreement No. 3458
UNITED STATES DEPARTMENT OF ENERGY WESTERN AREA POWER ADMINISTRATION
Pick-Sloan Missouri Basin Program--Eastern Division
CONTRACT FOR INTERCONNECTION AND TIE LINE(S) WITH GREAT RIVER ENERGY, SOUTHWEST POWER POOL, INC., AND MIDCONTINENT INDEPENDENT SYSTEM OPERATOR, INC.
UNITED STATES DEPARTMENT OF ENERGY WESTERN AREA POWER ADMINISTRATION
Pick-Sloan Missouri Basin Program--Eastern Division
CONTRACT FOR INTERCONNECTION AND TIE LINE(S) WITH GREAT RIVER ENERGY, SOUTHWEST POWER POOL, INC., AND MIDCONTINENT INDEPENDENT SYSTEM OPERATOR, INC.
Section Title Page
1. Preamble ...... 1 2. Explanatory Recitals ...... 2 3. Definitions ...... 3 4. Agreement ...... 7 5. Term ...... 7 6. Interconnections ...... 8 7. Reliability Requirements ...... 10 8. This Section Is Intentionally Left Blank ...... 12 9. Tie Line(s) ...... 13 10. License(s) ...... 14 11. Removal of Facilities ...... 14 12. Severability ...... 15 13. Exhibits Made Part of the Contract ...... 15 14. Consequential Damages ...... 15 15. WAPA’s and Interconnection Customer’s Obligations Under the SPP and Midcontinent ISO Tariffs ...... 16 16. Filing Rights ...... 17 17. This Section Is Intentionally Left Blank ...... 17 18. General Interconnection Contract Provisions ...... 17 19. SPP and/or Midcontinent ISO Limitation on Liability ...... 18 20. Effect of SPP and Midcontinent ISO Signatures and Filing This Contract ...... 18 21. Execution in Counterparts ...... 19 Signatures ...... 20
Certificates Exhibit A (Points of Interconnection, Tie Line(s), and Facilities, Ownership, and Responsibilities) Exhibit B (Authorized Representatives and Notices) General Interconnection Contract Provisions dated September 26, 2013
UNITED STATES DEPARTMENT OF ENERGY WESTERN AREA POWER ADMINISTRATION
Pick-Sloan Missouri Basin Program--Eastern Division
CONTRACT FOR INTERCONNECTION AND TIE LINE(S) WITH GREAT RIVER ENERGY, SOUTHWEST POWER POOL, INC., AND MIDCONTINENT INDEPENDENT SYSTEM OPERATOR, INC.
1. PREAMBLE: This Contract is made this 27th day of April
20 18 , pursuant to the Acts of Congress approved June 17, 1902 (32 Stat. 388),
December 22, 1944 (58 Stat. 887), August 4, 1977 (91 Stat. 565), and Acts amendatory or supplementary to the foregoing Acts between the UNITED STATES OF AMERICA, acting by and through the Administrator, Western Area Power Administration,
Department of Energy, hereinafter called WAPA, represented by the officer executing this Contract, or a duly appointed successor, or a duly authorized representative, hereinafter called the Contracting Officer, and GREAT RIVER ENERGY, a cooperative corporation, duly organized under and by virtue of the laws of the State of Minnesota, hereinafter called Interconnection Customer or Contractor, their successors and assigns; each sometimes hereinafter individually called Party, and both sometimes hereinafter collectively called the Parties; and the SOUTHWEST POWER POOL, INC., incorporated as a not-for-profit corporation in the State of Arkansas, acting in its capacity as a Regional Transmission Organization (RTO), its successors and assigns, hereinafter called SPP; and the MIDCONTINENT INDEPENDENT SYSTEM
OPERATOR, INC., a non-profit, non-stock corporation organized and existing under the
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laws of the State of Delaware, acting in its capacity as a RTO, its successors and assigns, hereinafter called Midcontinent ISO.
2. EXPLANATORY RECITALS:
2.1 WAPA previously entered into Contract No. 14-06-600-8772 with Cooperative
Power Association dated August 11, 1965, and Contract No. 93-BAO-659 with United
Power Association dated April 22, 1994, which provide for, among other things, interconnections, load control boundary points, and maintenance between WAPA’s
Upper Great Plains Region (WAPA-UGP) and the Interconnection Customer. The
Interconnection Customer is the successor to both Cooperative Power Association and
United Power Association.
2.2 The Parties choose to enter into this Contract to provide for Points of
Interconnection and applicable Tie Line(s), as described in Exhibit A.
2.3 The Parties recognize the inherent requirements and responsibilities for their system operations under and in accordance with any and all applicable requirements, rules or regulations, policies, or procedures for system operations of Federal Energy
Regulatory Commission (FERC), North American Electric Reliability Corporation
(NERC), and any delegated Regional Entity, and/or Reliability Coordinators, as applicable, or any successor entity(ies) assuming or charged with similar responsibilities.
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3. DEFINITIONS: The following terms used in this Contract with initial capitalization shall have the meanings defined herein, including all Exhibits hereto. Any capitalized term not defined in Section 3 of this Contract shall have the definition assigned to it by the NERC Board of Trustees and FERC, as amended from time to time, and incorporated herein by this reference, or as otherwise understood by common usage in the electric utility industry. In the event of a conflict between a definition set forth in
Section 3 and a definition set forth in such NERC “Glossary of Terms Used in NERC
Reliability Standards” or a definition as understood by common usage in the electric industry, the definition set forth in this Section 3 shall control.
3.1 Authorized Representative(s): The person(s) employed by each Party or other signatory(ies) to this Contract who are authorized to act on behalf of each of the Parties or other signatory(ies), with respect to those matters contained in the Contract which are the functions and responsibilities of the Authorized Representative(s) concerning maintenance and coordination of elements in each Party’s transmission system.
Examples of an Authorized Representative are a field employee who gathers first-hand information and requests that equipment be removed from service, a power system operator who has sole authority for making all decisions necessary to reliably operate the bulk electric system, or a management representative with broader authority.
3.2 Balancing Authority: The responsible entity that integrates resource plans ahead of time, maintains load-interchange-generation balance within a Balancing Authority Area, and supports interconnection frequency in real time.
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3.3 Balancing Authority Area: The collection of generation, transmission, and loads within the metered boundaries of the Balancing Authority. The Balancing Authority maintains load-resource balance within this area.
3.4 Emergency Conditions: Any abnormal system condition that requires immediate action to: 1) maintain system frequency; 2) prevent equipment damage or tripping of system elements; or 3) limit loss of transmission or generation facilities that could adversely affect the safety of persons or property, or could adversely affect the reliability, security, or continuity of a Party’s transmission system or the systems to which the Party’s transmission system is directly or indirectly connected.
3.5 FERC: The Federal Energy Regulatory Commission, or any successor Federal agency, commission or department.
3.6 Firm Electric Service: The firm power and energy delivery obligation of WAPA to
Interconnection Customer’s members as provided for in separate contracts.
3.7 Functional Control: SPP or Midcontinent ISO control over the energy flowing through the regional transmission system under either the SPP or Midcontinent ISO
Tariff in order to maintain reliable transmission services to the regional electric grid.
3.8 Good Utility Practice: Any of the practices, methods, and acts engaged in or approved by a significant proportion of the electric utility 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 reliability, safety and expedition. Good Utility Practice is not intended to
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be limited to the optimum practice, method or act to the exclusion of all others, but rather to be a spectrum of acceptable practices, methods or acts.
3.9 Local Balancing Authority: An operational entity which is 1) responsible for compliance to the NERC for the subset of NERC Balancing Authority Reliability
Standards defined for its local area within the Midcontinent ISO Balancing Authority
Area; and 2) a party (other than the Midcontinent ISO) to the Balancing Authority
Amended Agreement which, among other things, establishes the subset of NERC
Balancing Authority Reliability Standards for which the Local Balancing Authority is responsible.
3.10 Midcontinent ISO: The Midcontinent Independent System Operator, Inc., the RTO that is the Balancing Authority for Interconnection Customer and controls or operates the transmission facilities of its transmission-owning members used for the transmission of electric energy in interstate commerce and provides transmission service under the
Midcontinent ISO Tariff; or its successor.
3.11 Midcontinent ISO Agreement: The “Agreement of Transmission Facilities Owners to Organize the Midwest Independent Transmission System Operator, Inc., a Delaware
Non-Stock Corporation” (FERC Electric Tariff, First Revised Rate Schedule No. 1).
3.12 Midcontinent ISO Tariff: The Open Access Transmission, Energy and Operating
Reserve Markets Tariff (FERC Electric Tariff, Fourth Revised Volume No. 1), effective
January 6, 2009, and any amendments or revisions thereto filed with and approved by
FERC.
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3.13 NERC: The North American Electric Reliability Corporation or any successor thereto; including a FERC approved Electric Reliability Organization or ERO, as defined under Section 215(a)(2) of the Federal Power Act, authorized to establish and enforce reliability standards for the bulk-power system, or any successor thereto.
3.14 Normally Closed: Normally Closed refers to the normal operating position of a switching device used to interconnect between WAPA and Interconnection Customer.
Normally Closed devices allow the flow of energy from one system to another system until the operating state is changed to open.
3.15 Normally Open: Normally Open refers to the normal operating position of a switching device used to interconnect between WAPA and Interconnection Customer.
Normally Open devices do not allow the flow of energy from one system to another system until the operating state is changed to closed.
3.16 Operational Jurisdiction: The equipment specified is operated (including any automatic reclosing) under the sole direction of the Party specified, except in the case of
Emergency Conditions.
3.17 Point(s) of Interconnection: The points where the equipment of WAPA-UGP interconnect with the equipment of Interconnection Customer as shown in Exhibit A.
3.18 Reliability Coordinator: The entity that is the highest level of authority who is responsible for the reliable operation of the bulk electric system, has the Wide Area view of the bulk electric system, and has the operating tools, processes and procedures, including the authority to prevent or mitigate emergency operating situations in both next-day analysis and real-time operations. The Reliability Coordinator
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has the purview that is broad enough to enable the calculation of Interconnection
Reliability Operating Limits, which may be based on the operating parameters of transmission systems beyond any Transmission Operator’s vision.
3.19 Regional Entity: A regional entity as defined under Section 215(e)(4) of the
Federal Power Act, authorized to propose and enforce reliability standards for NERC under a delegation agreement approved by FERC.
3.20 SPP: Southwest Power Pool, Inc. is a RTO, pursuant to the orders of FERC.
3.21 SPP Membership Agreement: The Southwest Power Pool, Inc. Membership
Agreement detailing the rights and obligations of the SPP and SPP members.
3.22 SPP Tariff: The SPP Open Access Transmission Tariff approved by FERC, as it may be revised and amended.
3.23 Tie Line: A circuit connecting two Balancing Authority Areas.
4. AGREEMENT: The Parties agree to the terms and conditions set forth herein.
5. TERM: This Contract shall become effective on the date of its execution, and subject to prior termination as otherwise provided for herein, shall remain in effect through December 31, 2050, unless a replacement interconnection agreement between the Parties has been entered into prior to that date. Unless agreed to by all Parties, no
Party shall be relieved of any ongoing obligation incurred under this Contract prior to such termination of this Contract. Notwithstanding the foregoing term, WAPA or
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Interconnection Customer may terminate this Contract prior to December 31, 2050, upon providing two (2) years written notice to the other Party; provided that the Point(s) of Interconnection provided for herein are not required to provide for WAPA’s Firm
Electric Service deliveries to Interconnection Customer’s members. In addition, notwithstanding any other provision in this Contract, should SPP no longer have
Functional Control over WAPA-UGP’s transmission facilities, SPP’s participation in this
Contract shall be terminated upon the effective date of the termination of SPP’s
Functional Control over WAPA-UGP’s transmission facilities, or within 90 days thereafter if SPP requests an extension. In addition, notwithstanding any other provision in this Contract, should Midcontinent ISO no longer have Functional Control over
Interconnection Customer’s transmission facilities, Midcontinent ISO’s participation in this Contract shall be terminated upon the effective date of the termination of
Midcontinent ISO’s Functional Control over Interconnection Customer’s transmission facilities, or within 90 days thereafter if Midcontinent ISO requests an extension.
6. INTERCONNECTIONS:
6.1 The Points of Interconnection and conditions of interconnection between
WAPA-UGP and Interconnection Customer are specified in Exhibit A of this Contract.
6.2 Each Party is responsible to operate and maintain the facilities on its system necessary for interconnection to ensure the reliability of the transmission system; however, so long as WAPA-UGP is a SPP Transmission Owner or has otherwise placed transmission facilities under the SPP Tariff, SPP shall exercise Functional
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Control over WAPA-UGP-owned transmission facilities as provided for in the SPP
Membership Agreement or separate contractual arrangements with SPP and so long as
Interconnection Customer is a Midcontinent ISO Transmission Owner, Midcontinent ISO shall exercise Functional Control over Interconnection Customer-owned transmission facilities as provided in the Midcontinent ISO Agreement.
6.3 All facilities furnished and installed by WAPA or Interconnection Customer, except as otherwise provided in Exhibit A, are the property of the Party who furnished and installed the facilities. Operation of these facilities is the responsibility of the owning
Party, unless otherwise provided for in Exhibit A, or in other separate contractual arrangements between the Parties.
6.4 No capacity rights on WAPA’s or Interconnection Customer’s transmission systems are granted in this Contract, unless otherwise noted in Exhibit A. This Contract does not provide for transmission, generation interconnection, or energy arrangements.
6.5 The interrelationship of equipment and control circuits requires that WAPA and
Interconnection Customer coordinate planning, designing, constructing, installing, testing, removing, operating, maintaining, commissioning, documenting, and replacing the facilities necessary to interconnect at the interconnection points described in
Exhibit A. WAPA and Interconnection Customer therefore agree to cooperate with each other, SPP, and Midcontinent ISO to fully promote efficiency, economy, safety, and reliability of operation of their respective equipment identified in Exhibit A. SPP’s coordination in this subsection is limited to the restrictions and liabilities as set forth in
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the SPP Tariff. Midcontinent ISO’s coordination in this subsection is limited to the restrictions and liabilities as set forth in the Midcontinent ISO Tariff.
6.6 WAPA and Interconnection Customer will coordinate planning, designing, constructing, installing, commissioning, and documenting interconnection facilities between WAPA-UGP and Interconnection Customer to the mutual satisfaction of WAPA and Interconnection Customer and in recognition of the regional transmission planning requirements of other applicable regional transmission planning entity(ies) or successor(s). This coordination will apply to the installation of new interconnection facilities and existing equipment or modification of equipment and facilities that would affect WAPA-UGP’s or Interconnection Customer’s ability to operate and maintain its interconnection facilities and equipment or affect SPP’s Functional Control of certain
WAPA-UGP’s transmission facilities or affect Midcontinent ISO’s Functional Control of certain Interconnection Customer’s transmission facilities.
6.7 WAPA and Interconnection Customer agree that Point(s) of Interconnection described in Exhibit A will be operated Normally Closed, unless specifically noted otherwise.
7. RELIABILITY REQUIREMENTS:
7.1 The Parties agree to comply with Good Utility Practice and any and all applicable reliability requirements, standards, rules, and regulations under and in accordance with applicable FERC, NERC, Regional Entity, Reliability Coordinator, or any successor
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entity(ies) assuming or charged with similar reliability responsibilities as they presently exist and as may be established.
7.2 Interconnection Customer recognizes that WAPA-UGP, as a Balancing Authority and/or Transmission Operator (TOP), if applicable, requires certain information to be provided and certain actions to be performed by the Interconnection Customer if it meets the NERC definition of Transmission Owner, Distribution Provider, Generator
Owner, and/or Load-Serving Entity located within WAPA-UGP’s or other entity’s
Balancing Authority Area(s). If Interconnection Customer meets a definition of one of those functional categories, as modified or superseded by NERC, Interconnection
Customer agrees to comply in a timely manner with all requests made by WAPA-UGP in its role as the Balancing Authority and/or TOP, if applicable, for reliability compliance purposes.
7.3 To the extent allowed by law, WAPA and Interconnection Customer, if subject to resulting violations and/or payment of sanctions, shall be responsible for violations of
Subsection 7.1 above and for the payment of any sanctions resulting from a final order
(after any NERC, FERC appeals, reconsideration, rehearing requests, and any jurisdictional judicial review have been exhausted) for the violation of any applicable
FERC, NERC, Regional Entity, Reliability Coordinator, or any successor entity(ies) standards or rules in the performance of WAPA’s or Interconnection Customer’s duties hereunder. WAPA or Interconnection Customer shall be responsible to pay only its lawful share of the imposed sanction based on its relative contribution to the improper act or omission related to the performance of its duties hereunder. No Party shall be
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responsible for sanctions it is not legally obligated to pay, or for any acts, omissions, or violations of another Party.
7.4 Notwithstanding any provision herein, by entering into this Contract, WAPA has not, and will not be deemed to have: 1) waived or conceded any defense it may have, including sovereign immunity, intergovernmental immunity, or lack of subject matter jurisdiction; 2) accepted any liability, responsibility, or obligation to pay any penalty or fine to which it would not have been subject in the absence of this Contract; or 3) accepted or assumed any obligation to act, or refrain from acting, in a manner that would violate, or exceed the authority conferred on it by, any applicable statute, regulation, or lawfully promulgated court or regulatory order.
7.5 Notwithstanding any provision herein, by entering into this Contract, Interconnection
Customer has not, and will not be deemed to have: 1) waived or conceded any defense it may have; 2) accepted any liability, responsibility, or obligation to pay any penalty or fine to which it would not have been subject in the absence of this Contract; or
3) accepted or assumed any obligation to act, or refrain from acting, in a manner that would violate, or exceed the authority conferred on it by, any applicable statute, regulation, or lawfully promulgated court or regulatory order.
8. THIS SECTION IS INTENTIONALLY LEFT BLANK
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9. TIE LINE(S):
9.1 TIE LINE METERING POINT(S):
9.1.1 Tie Line metering points shall be the point(s) where Tie Line metering and telemetry is installed for the purpose of controlling generation and maintaining an interchange schedule. Metering for the Tie Line point(s) shall be in compliance with applicable NERC, Regional Entity, and Reliability Coordinator standards and rules, and also with WAPA’s Meter Policy and other applicable Balancing Authority’s metering policy. This includes, but is not limited to, the requirement that the Tie Line be equipped to telemeter megawatt power flow to both Balancing Authority control centers (including alternate control centers, as required) simultaneously, from an agreed-upon terminal utilizing common metering equipment. In the event that WAPA-UGP has merged its
Balancing Authority Area(s) into the SPP Balancing Authority Area, such data shall also be telemetered to WAPA’s primary and alternate control centers as required by WAPA.
The Tie Line metering points and the associated responsibilities between
Interconnection Customer and WAPA are specified in Exhibit A to this Contract. If there are no Tie Lines listed in Exhibit A, this Section 9 will not apply.
9.1.2 All facilities furnished and installed by a Party, except as otherwise provided in
Exhibit A, are the property of that Party.
9.2 INADVERTENT INTERCHANGE ACCOUNTING: The Parties agree to account for any inadvertent interchange across the Tie Line metering point(s), if required, in accordance with all applicable NERC, Regional Entity, Reliability Coordinator, or any successor entity(ies) inadvertent interchange policies and procedures.
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10. LICENSE(S):
10.1 LICENSE TO WAPA: Interconnection Customer hereby grants a license to authorized agents and employees of WAPA to enter the right(s)-of-way or substation(s) of Interconnection Customer for the purpose of performing work pursuant to the terms of this Contract, provided proper advance arrangements are made with Interconnection
Customer. All operation of equipment by WAPA under this license shall be coordinated with and approved by Interconnection Customer's Authorized Representative, so as to eliminate or minimize any interference with the operation of Interconnection Customer's facilities.
10.2 LICENSE TO INTERCONNECTION CUSTOMER: WAPA hereby grants a license to authorized agents and employees of Interconnection Customer to enter the right(s)-of-way or substation(s) of WAPA for the purpose of performing work pursuant to the terms of this Contract, provided proper advance arrangements are made with
WAPA. All operation of equipment by Interconnection Customer, under this license, shall be coordinated with and approved by WAPA’s Authorized Representative, so as to eliminate or minimize any interference with the operation of WAPA's facilities.
11. REMOVAL OF FACILITIES:
11.1 Any removal of Interconnection Customer’s equipment installed in WAPA’s facilities shall be performed at Interconnection Customer’s expense and only upon the written approval of WAPA. WAPA’s facilities and sites shall be restored to a functional
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reconfigured condition as approved by WAPA in the event that this Contract is
terminated or Interconnection Customer no longer needs such equipment.
11.2 Any Interconnection Customer’s equipment that has become an integral part of
WAPA's facilities, in WAPA’s sole determination, may be retained in place by WAPA at no cost or expense to WAPA in the event that this Contract is terminated or
Interconnection Customer no longer needs such equipment. Integral equipment is that which cannot be removed without damage to WAPA’s facilities, or without causing unacceptable reliability impacts.
12. SEVERABILITY: If any provision of this Contract is 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 Contract.
13. EXHIBITS MADE PART OF THE CONTRACT: Exhibits A and B, attached hereto,
are made part of this Contract and each shall be in force and effect in accordance with
its respective terms.
14. CONSEQUENTIAL DAMAGES: No Party shall be liable under this Contract,
whether for breach of contract or otherwise, to any other Party for any special,
consequential, or indirect damages of any kind, including but not limited to, any loss of
revenue or loss of profits, and/or monetary sanctions and costs associated with
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compliance of non-monetary sanctions imposed by FERC, NERC, Regional Entity or their successors or assigns.
15. WAPA’S AND INTERCONNECTION CUSTOMER’S OBLIGATIONS UNDER THE
SPP AND MIDCONTINENT ISO TARIFFS:
15.1 WAPA’S AND INTERCONNECTION CUSTOMER’S OBLIGATIONS UNDER THE
SPP TARIFF: WAPA and Interconnection Customer recognize that as long as SPP administers transmission service over certain of WAPA-UGP’s transmission facilities and is responsible for certain interconnections to WAPA-UGP’s transmission facilities, certain actions specified in this Contract may involve SPP and the SPP Tariff. The
Parties agree to the extent that WAPA-UGP has transferred any of its transmission facilities identified in the Contract to the Functional Control of SPP, including any portion of WAPA-UGP’s transmission system interconnecting with the Interconnection
Customer, SPP shall have Functional Control over such interconnecting transmission facilities. The Parties further recognize that nothing in this Contract or in the operating procedures shall modify any rights that SPP may have over transmission or over interconnections or modify any obligations that WAPA-UGP may have under the SPP
Tariff.
15.2 INTERCONNECTION CUSTOMER OBLIGATIONS UNDER THE
MIDCONTINENT ISO TARIFF: WAPA and Interconnection Customer recognize that as long as Midcontinent ISO administers transmission service over Interconnection
Customer’s transmission facilities and is responsible for certain interconnections to
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Interconnection Customer’s transmission facilities, certain actions specified in this
Contract may involve Midcontinent ISO and the Midcontinent ISO Tariff. The Parties agree that, to the extent that Interconnection Customer has transferred any of its transmission facilities identified in the Contract to the Functional Control of
Midcontinent ISO, including any portion of Interconnection Customer transmission system interconnecting with WAPA-UGP’s transmission system, Midcontinent ISO shall have Functional Control over said Interconnection Customer transmission facilities. The
Parties further recognize that nothing in this Contract or in the operating procedures shall modify any rights that Midcontinent ISO may have over transmission or over interconnections or modify any obligations that Interconnection Customer may have under the Midcontinent ISO Tariff.
16. FILING RIGHTS: This Contract shall be subject to any applicable FERC jurisdictional approval. Nothing contained herein shall be construed as affecting in any way any Party’s rights under Sections 205 and 206 of the Federal Power Act and pursuant to FERC's Rules and Regulations promulgated thereunder.
17. THIS SECTION IS INTENTIONALLY LEFT BLANK
18. GENERAL INTERCONNECTION CONTRACT PROVISIONS: The General
Interconnection Contract Provisions (GICP), effective September 26, 2013, attached hereto, are made part of this Contract the same as if they had been expressly set forth
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herein. In the event these GICP differ from the requirements of this Contract, specific terms set forth in the Contract shall prevail.
19. SPP AND/OR MIDCONTINENT ISO LIMITATION ON LIABILITY: Nothing in this
Contract shall be construed to create or give rise to any contractual cause of action against, or any liability on the part of SPP and/or Midcontinent ISO, unless specifically noted herein.
20. EFFECT OF SPP AND MIDCONTINENT ISO SIGNATURES AND FILING THIS
CONTRACT: FERC requires SPP and Midcontinent ISO to be a signatories to all contracts related to facilities under SPP’s or Midcontinent ISO’s Functional Control. The
Parties understand and agree that the signature(s) of the authorized officer(s) of SPP and Midcontinent ISO on this Contract is for the limited purpose of acknowledging that the representatives of SPP and Midcontinent ISO have read and are aware of the terms of this Contract, including Sections 6.2 and 6.5 describing SPP’s and Midcontinent
ISO’s respective role(s) as a FERC approved RTO(s). The Parties further state that they understand that FERC desires that the Parties keep SPP and Midcontinent ISO fully apprised of the matters addressed herein as well as any reliability and planning issues that may arise under this Contract, and that the signature(s) of the officer(s) of
SPP and Midcontinent ISO shall not in any way be deemed to imply that SPP or
Midcontinent ISO is taking responsibility for the actions of either Party, that SPP and
Midcontinent ISO have any affirmative duties under this Contract, or that SPP or
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Midcontinent ISO is liable in any way under this Contract. The Parties understand that
WAPA-UGP has transferred Functional Control of certain of its transmission facilities to
SPP, which may also include WAPA-UGP’s interconnection facilities with
Interconnection Customer. The Parties further understand that Interconnection
Customer has transferred Functional Control of certain of its transmission facilities to
Midcontinent ISO, which may also include Interconnection Customer’s interconnection facilities with WAPA-UGP. Any future amendments of this Contract are therefore subject to the approval of both Parties, SPP, and Midcontinent ISO.
21. EXECUTION IN COUNTERPARTS: This Contract may be executed in any number of counterparts, each of which shall be an original but all of which together shall constitute one instrument, binding upon the Parties, SPP, and Midcontinent ISO notwithstanding that all of such Parties, Midcontinent ISO, and SPP may not have executed the same counterpart.
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IN WITNESS WHEREOF, the Parties, SPP and Midcontinent ISO have caused this
Contract to be executed the day and year first above written.
WESTERN AREA POWER ADMINISTRATION
By_/s/ Lloyd A. Linke
Title Vice President of Operations for
Upper Great Plains Region
Address 1330 41st Street SE
Watertown, SD 57201
(SEAL) GREAT RIVER ENERGY
By /s/ Priti Patel Attest: Title VP Transmission
By_/s/ Victoria Ely Address 12300 Elm Creek Boulevard______
Title executive assistant Maple Grove, MN 55369-4718
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(SEAL) SOUTHWEST POWER POOL, INC.
By /s/ Carl Monroe______Attest: Title EVP & COO______By /s/ Paul Suskie Address 201 Worthen Drive______
Title EVP & GC Little Rock, AR 72223______
(SEAL) MIDCONTINENT INDEPENDENT SYSTEM OPERATOR, INC.
By /s/ Jennifer Curran______Attest: Title Vice President System Planning & Seams Coordination
By /s/ Adriana Rodriguez Address 720 City Center Drive______
Title Legal Analyst I Carmel, IN 46032______
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CERTIFICATE
I, Victoria Ely , certify that I am the executive assistant of
Great River Energy, the cooperative corporation named as Contractor or
Interconnection Customer herein; that Priti Patel , who signed the
above contract on behalf of Interconnection Customer, was then its vice president transmission; that such contract was duly signed for and on behalf of
Interconnection Customer by authority of its governing body and is within the scope of its corporate powers.
Signature
/s/ Victoria Ely
(SEAL)
CERTIFICATE
I, Paul Suskie , certify that I am the EVP & GC of
Southwest Power Pool, Inc., the not-for-profit corporation named as SPP herein; that
Carl Monroe , who signed the above contract on behalf of
SPP, was then its EVP & COO ; that such contract was duly signed for and on behalf of SPP by authority of its governing body and is within the scope of its corporate powers.
Signature
/s/ Paul Suskie
(SEAL)
CERTIFICATE
I, Adriana Rodriguez , certify that I am the Legal Analyst I of
Midcontinent Independent System Operator, Inc., the not-for-profit corporation named as Midcontinent ISO herein; that Jennifer Curran , who
signed the above Contract on behalf of Midcontinent ISO, was then its
Vice President System Planning & Seams Coordination; that such Contract was duly signed for and on behalf of
Midcontinent ISO by authority of its governing body and is within the scope of its corporate powers.
Signature
/s/ Adriana Rodriguez
(SEAL)
EXHIBIT A (Points of Interconnection, Tie Line(s), and Facilities, Ownership, and Responsibilities)
1. This Exhibit A made this 27th day of April , 20 18 , under and as a part of Contract No. 15-UGPR-2019, dated April 27 , 20 18 , hereinafter called the Contract, shall become effective on the effective date of the Contract, and shall remain in effect until superseded by another Exhibit A or termination of the Contract.
2. SUMMARY OF POINTS OF INTERCONNECTION: The Points of Interconnection, as provided for in the Contract, shall be the points at which the equipment of Interconnection Customer are attached to the equipment of WAPA at the following locations and voltages.
Point(s) of Interconnection Location Voltage
Granite Falls 69-kV WAPA’s Granite Falls Substation 69,000
Granite Falls 230-kV WAPA’s Granite Falls Substation 230,000
Morris 115-kV WAPA’s Morris Substation 115,000
3. SUMMARY OF TIE LINE(S): SPP and Midcontinent ISO as the Balancing Authorities and Interconnection Customer as the Local Balancing Authority have Tie Line metering points at the locations listed in the table below.
Tie Line(s) Location Voltage
Granite Falls 69-kV WAPA’s Granite Falls Substation 69,000
Granite Falls 230-kV WAPA’s Granite Falls Substation 230,000
Mallard 115-kV Northern States Power Company’s 115,000 (NSP) Mallard Substation William J Neal 115-kV Central Power Electric Cooperative, 115,000 Inc.’s (CPEC) William J Neal Substation Stanton 230-kV Interconnection Customer’s 230,000 Stanton Substation
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4. SPECIAL FACILITIES OR ARRANGEMENTS: None.
5. FACILITIES, OWNERSHIP, AND RESPONSIBILITIES: Description of facilities, ownership, and responsibilities of the Parties for the Interconnection(s) listed in Section 2 of this Exhibit are as described below.
5.1 Granite Falls 69-kV Point of Interconnection and Tie Line:
5.1.1 Location: The Granite Falls 69-kV Point of Interconnection is located at the point at which the 69-kV facilities of Interconnection Customer are attached to the 69-kV facilities of WAPA at the take-off structure near Circuit Breaker 4352 in WAPA’s Granite Falls Substation, near Granite Falls, Minnesota.
5.1.2 Description of Facilities, Ownership, and Responsibilities:
5.1.2.1 Interconnection Customer, at its own expense, shall own, maintain, and replace Interconnection Customer’s 69-kV transmission line to the Granite Falls 69-kV Point of Interconnection.
5.1.2.2 The Granite Falls 69-kV Point of Interconnection establishes a Tie Line between SPP’s and Midcontinent ISO’s Balancing Authority Areas and/or Interconnection Customer’s Local Balancing Authority Area. WAPA, at its own expense, shall own, maintain, and replace the Tie Line metering equipment, Remote Terminal Unit (RTU) or telemetering equipment, and communication equipment associated with this Tie Line located in WAPA’s Granite Falls Substation. Interconnection Customer shall be responsible for all costs associated with the necessary communication channel to telemeter Tie Line quantities from WAPA’s Granite Falls Substation to the facilities of Midcontinent ISO or Interconnection Customer’s dispatch center(s). WAPA shall be responsible for all costs associated with the necessary communication channel to telemeter Tie Line quantities from WAPA’s Granite Falls Substation to WAPA’s Watertown Operations Control Center and Alternate Operations Control Center in Watertown, South Dakota.
5.1.2.3 Metering: WAPA, at its own expense, shall own, maintain, and replace the meter and test block at the Granite Falls 69-kV Point of Interconnection. The metering point is located on Interconnection Customer’s 69-kV transmission line near Disconnect Switches 4351 and 4355. Interconnection Customer, at its own expense, shall own, maintain, and replace Interconnection Customer’s metering equipment, including three 69-kV revenue meter Current Transformers (CTs), and three 69-kV Coupling Capacitor Voltage Transformers (CCVTs).
5.1.3 Operations: WAPA has Operational Jurisdiction of all the facilities located within WAPA’s Granite Falls Substation. WAPA owns the RTU and has supervisory control
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over all the facilities at the Granite Falls Substation. Interconnection Customer has a port off of WAPA’s RTU at the Granite Falls Substation and has indication only monitoring of the facilities. This Point of Interconnection is operated Normally Open at the Interconnection Customer’s remote end Pennock Disconnect Switch BRS2 located approximately 33.7 miles from Granite Falls.
5.2 Granite Falls 230-kV Points of Interconnection and Tie Line:
5.2.1 Location: The Granite Falls 230-kV Points of Interconnection are located at the points at which the 230-kV facilities of Interconnection Customer are attached to the 230-kV facilities of WAPA near Disconnect Switches 983 and 985 in WAPA’s Granite Falls Substation, near Granite Falls, Minnesota.
5.2.2 Description of Facilities, Ownership, and Responsibilities:
5.2.2.1 Interconnection Customer, at its own expense, shall own, maintain, and replace Interconnection Customer’s 230-kV transmission line to the Granite Falls 230-kV Points of Interconnection.
5.2.2.2 Interconnection Customer, at its own expense, shall own and have maintenance and replacement responsibilities for the facilities and equipment necessary to provide the Granite Falls 230-kV Points of Interconnection. Said facilities include, but are not limited to: one 230-kV gas circuit breaker (982), three 230-kV disconnect switches (981, 983, 985), one grounding switch (980), one 230-kV steel line take-off structure, two line relays, and associated control, protection, and communication equipment. WAPA, at Interconnection Customer’s expense, shall maintain said facilities and equipment listed above.
5.2.2.3 The Granite Falls 230-kV Points of Interconnection establishes a Tie Line between SPP’s and Midcontinent ISO’s Balancing Authority Areas and/or Interconnection Customer’s Local Balancing Authority Area. WAPA, at its own expense, shall own, maintain and replace the Tie Line metering equipment and RTU associated with this Tie Line located in WAPA’s Granite Falls Substation. Interconnection Customer shall be responsible for all costs associated with the necessary communication channel to telemeter Tie Line quantities from WAPA’s Granite Falls Substation to the facilities of Midcontinent ISO or Interconnection Customer’s dispatch center(s). WAPA shall be responsible for all costs associated with the necessary communication channel to telemeter Tie Line quantities from WAPA’s Granite Falls Substation to WAPA’s Watertown Operations Control Center and Alternate Operations Control Center in Watertown, South Dakota.
5.2.2.4 Metering: WAPA, at its own expense, shall own, maintain, and replace the meter and test block at the Granite Falls 230-kV Points of Interconnection. The
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metering point is located near Disconnect Switches 981 and 985. Interconnection Customer, at its own expense, shall be responsible for maintenance and replacement of Interconnection Customer’s metering equipment, including three 230-kV revenue meter CTs, three 230-kV CCVTs, and one 230-kV wave trap. WAPA, at Interconnection Customer’s expense, shall perform maintenance on said CTs, CCVTs, and wave trap.
5.2.3 Operations: WAPA has Operational Jurisdiction of all the facilities located within WAPA’s Granite Falls Substation. WAPA owns the RTU and has supervisory control over all the facilities at the Granite Falls Substation. Interconnection Customer has a port off of WAPA’s RTU at the Granite Falls Substation and has indication only monitoring of the facilities.
5.3 Morris 115-kV Points of Interconnection:
5.3.1 Location: The Morris 115-kV Points of Interconnection are located at the points at which the 115-kV facilities of the Interconnection Customer are attached to the 115-kV facilities of WAPA near Disconnect Switches 1663 and 1665 in WAPA’s Morris Substation, near Morris, Minnesota.
5.3.2 Description of Facilities, Ownership, and Responsibilities:
5.3.2.1 Interconnection Customer, at its own expense, shall own, maintain, and replace Interconnection Customer’s 115-kV transmission line to the Morris 115-kV Points of Interconnection near Disconnect Switches 1661 and 1665 and related equipment except as otherwise specified herein.
5.3.2.2 Interconnection Customer, at its own expense, shall own and have maintenance and replacement responsibilities for the facilities and equipment necessary to provide the Morris 115-kV Points of Interconnection. Said facilities include, but are not limited to: one 115-kV gas circuit breaker (1662), three 115-kV gang operated disconnect switches (1661,1663,1665), one 115-kV CCVT, one control board panel, extensions to the existing main and transfer buses, load control equipment, associated steel support structures, concrete foundations, and other associated equipment. WAPA, at Interconnection Customer’s expense, shall maintain said facilities and equipment listed above.
5.3.2.3 Metering: WAPA, at its own expense, shall own, maintain, and replace the revenue metering equipment at the Morris 115-kV Points of Interconnection. The metering point is located near WAPA’s Circuit Breaker 1662.
5.3.3 Operations: WAPA has Operational Jurisdiction of all the facilities located within WAPA’s Morris Substation. WAPA owns a RTU and has supervisory control of all the facilities in WAPA’s Morris Substation.
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5.4 Mallard 115-kV Tie Line:
5.4.1 Location: The Mallard 115-kV Tie Line is located near Circuit Breaker 5T11 in NSP’s Mallard Substation.
5.4.2 Description of Facilities, Ownership, and Responsibilities:
5.4.2.1 NSP’s Mallard 115-kV Substation establishes a Tie Line between SPP’s and Midcontinent ISO’s Balancing Authority Areas and/or Interconnection Customer’s Local Balancing Authority Area.
5.4.2.2 Communications: WAPA and NSP have entered into a separate agreement, Contract No. 08-UGPR-24, as amended or superseded, which among other things establishes that NSP shall be responsible for the all costs associated with the necessary communication channel to telemeter Tie Line quantities from NSP’s Mallard Substation to the facilities of Midcontinent ISO’s or Interconnection Customer’s dispatch center(s). WAPA shall be responsible for the all costs associated with the necessary communication channel to telemeter Tie Line quantities from NSP’s Mallard Substation to the facilities of WAPA’s Watertown Operations Control Center and Alternate Operations Control Center in Watertown, South Dakota.
5.4.3 Metering: NSP, at its own expense, owns and maintains metering equipment per Contract No. 08-UGPR-24, as amended or superseded. The Mallard 115-kV Tie Line Metering Point is located near Circuit Breaker 5T11.
5.5 William J Neal 115-kV Tie Line:
5.5.1 Location: The William J Neal 115-kV Tie Line is located near Circuit Breaker 662 in CPEC’s William J Neal Substation near Voltaire, North Dakota, adjacent to Highway 52.
5.5.2 Description of Facilities, Ownership, and Responsibilities:
5.5.2.1 The William J Neal 115-kV Substation establishes a Tie Line between SPP’s and Midcontinent ISO’s Balancing Authority Areas and/or Interconnection Customer’s Local Balancing Authority Area.
5.5.2.2 Communications: CPEC and WAPA have entered into a separate agreement, Contract No. 14-06-600-334A, as amended or superseded, which among other things establishes that CPEC will provide and maintain communication channels to WAPA. Interconnection Customer shall be responsible for all costs associated with the necessary communication channel to telemeter Tie Line quantities from the William J Neal Substation to the facilities of Midcontinent ISO or Interconnection Customer’s
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dispatch center(s). Pursuant to Contract No. 14-06-600-334A, as amended or superseded, CPEC at its own expense, shall own, and have maintenance and replacement responsibility for equipment and facilities necessary to provide communication channels to telemeter Tie Line quantities from the William J Neal Substation to the nearest point on WAPA’s communications system, where WAPA shall be responsible for the channel link to WAPA’s Watertown Operations Control Center and Alternate Operation Control Center in Watertown, South Dakota.
5.5.3 Metering: WAPA, at its own expense, shall own and maintain metering equipment at the William J Neal 115-kV Tie Line Metering Point. The William J Neal 115-kV Tie Line Metering Point is located near Circuit Breaker 662 in CPEC’s William J Neal Substation.
5.6 Stanton 230-kV Tie Line:
5.6.1 Location: The Stanton 230-kV Tie Line is located near Circuit Breakers 31RB2 and 31RB3 in Interconnection Customer’s Stanton 230-kV Substation.
5.6.2 Description of Facilities, Ownership, and Responsibilities:
5.6.2.1 The Stanton 230-kV Substation establishes a Tie Line between SPP’s and Midcontinent ISO’s Balancing Authority Areas and/or Interconnection Customer’s Local Balancing Authority Area.
5.6.2.2 Communications: Interconnection Customer, at its own expense, shall own, and have maintenance and replacement responsibilities for the equipment and facilities necessary to provide communication channels to telemeter Tie Line quantities from Interconnection Customer’s Stanton 230-kV Substation to WAPA’s Watertown Operations Control Center and Alternate Operations Control Center in Watertown, South Dakota and the facilities of Midcontinent ISO or Interconnection Customer’s dispatch center(s).
5.6.3 Metering: Basin Electric Power Cooperative owns and maintains metering equipment at the Stanton 230-kV Tie Line Metering Point. The Stanton 230-kV Tie Line Metering Point is located near Circuit Breakers 31RB2 and 31RB3 in Interconnection Customer’s Stanton Substation.
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EXHIBIT B (Authorized Representatives and Notices)
1. This Exhibit B made this 27th day of April , 20 18 , under and as a part of Contract No. 15-UGPR-2019, dated April 27 , 20 18 , hereinafter called the Contract, shall become effective on the effective date of the Contract, and shall remain in effect until superseded by another Exhibit B or termination of the Contract.
2. AUTHORIZED REPRESENTATIVES OF THE PARTIES: Pursuant to Section 18 of the GICP, the following table contains the Authorized Representatives who are authorized to act on behalf of WAPA, Interconnection Customer, SPP and Midcontinent ISO, and with respect to those matters contained in the Contract which are the functions and responsibilities of the Authorized Representatives of the Parties, SPP, and Midcontinent ISO. Either Party, SPP or Midcontinent ISO may change the designation of its Authorized Representative(s) upon oral notice given to the other entities, confirmed promptly by written notice.
Interconnection WAPA SPP Midcontinent ISO Customer For Contract For Contract For Contract For Contract Management Management Management Management
Greg Padden Mike Radecki Tessie Kentner Director, Transmission Director, Member Sales Contract and Energy Managing Attorney Access Planning and Contracts Services Manager
Phone: Phone: Phone: Phone: (763) 445-6114 (406) 255-2930 (501) 688-1782 (317) 249-5700 Email: Email: Email: Email: [email protected] [email protected] [email protected] [email protected]
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Interconnection WAPA SPP Midcontinent ISO Customer For Real Time For Real Time For Real Time For Real Time Operations* Operations* Operations* Operations* For Outage For Outage For Outage Coordination For Outage Coordination Coordination Coordination John Harmon GRE Clearance Seth Bury (North) Coordinator Power Operations Phone: (317) 249-5201 Phone: (763) 241-2312 Specialist Email: or (763) 241-2365 Phone: (605) 882-7512 [email protected] [email protected] Email: Email: [email protected] [email protected] Travis Everson (South) Power Operations Specialist Phone: (605) 882-7504 Email: [email protected]
For Billing For Billing For Billing For Billing
Lois Fokken Julie Matteson N/A N/A Director, Budget, Rates Supervisory Public and Financial Analysis Utilities Specialist Phone: (763) 445-5437 Phone: (605) 882-7590 Email: Email: [email protected] [email protected]
*The Parties, Midcontinent ISO, and SPP will exchange phone numbers for their respective system control centers on a confidential basis.
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3. NOTICES: Pursuant to Section 19 (Notices) of the GICP, the following table contains the address where official Notices are to be sent, with respect to those matters contained in the Contract.
To: Interconnection To: WAPA To: SPP To: Midcontinent ISO Customer
Matt Lacey Lloyd Linke Tessie Kentner Director, Transmission Director, Transmission Vice President of Managing Attorney Access Planning Business Strategy & Operations for Development Upper Great Plains Region Great River Energy Western Area Power Southwest Power Pool Midcontinent ISO Administration 12300 Elm Creek 1330 41st Street SE 201 Worthen Drive 720 City Center Drive Boulevard Maple Grove, MN Watertown, SD 57201 Little Rock, AR 72223- Carmel, IN 46032 55369 4936 Phone: (763) 445-5958 Phone: (605) 882-7500 Phone: (501) 688-1782 Phone: (317) 249-5700 Email: Email: [email protected] Email: Email: [email protected] [email protected] [email protected]
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WESTERN AREA POWER ADMINISTRATION GENERAL INTERCONNECTION CONTRACT PROVISIONS
Provision Page 1. Applicability ...... 1 2. Character Of Service ...... 1 3. Continuity Of Service...... 1 4. Metering ...... 1 5. Construction, Operation, And Maintenance Of Power Systems ...... 2 6. Billing And Payment ...... 3 *7. Design Approval...... 4 8. Inspection And Acceptance ...... 4 9. As-Built Drawings ...... 5 10. Equipment Ownership Markers ...... 5 11. Changes To System Or Use Of Facilities ...... 6 12. Changes To Control Facilities ...... 6 13. Modification Of Interconnection Facilities ...... 7 14. Transmission Rights ...... 7 15. Construction And Safety Procedures ...... 8 16. Environmental Compliance ...... 9 17. Responsibility For Regulated Materials ...... 9 18. Authorized Representatives Of The Parties ...... 10 19. Notices ...... 10 20. Effect Of Section Headings ...... 10 21. Operating Guidelines And Procedures ...... 10 22. Uncontrollable Forces ...... 10 23. Liability ...... 11 24. Cooperation Of Contracting Parties...... 11 25. Transfer Of Interest In Contract...... 11 26. Choice Of Law And Forum ...... 12 27. Waivers ...... 12 28. Contingent Upon Appropriations And Authorization ...... 12 29. Covenant Against Contingent Fees ...... 12 30. Contract Work Hours And Safety Standards ...... 12 31. Equal Opportunity Employment Practices ...... 12 32. Use Of Convict Labor ...... 13 33. Dispute Resolution ...... 13
* Added Subsection Headings for Clarification, Revised September 26, 2013
1. APPLICABILITY: These General Interconnection Contract Provisions (Provisions) shall be a part of the contract to which they are attached. In the event these Provisions differ from requirements of the contract, specific terms set forth in the contract shall prevail.
2. CHARACTER OF SERVICE: Electric energy supplied or transmitted under the contract, if any, and interconnected systems will be three-phase, alternating current, at a nominal frequency of sixty (60) hertz (cycles per second).
3. CONTINUITY OF SERVICE: Interconnection service will be provided continuously, pursuant to the provisions of the contract, except for: (1) fluctuations, interruptions, or reductions due to uncontrollable forces, as defined in Provision 22 (Uncontrollable Forces) herein, (2) fluctuations, interruptions, or reductions due to operation of devices installed for power system protection; and (3) temporary fluctuations, interruptions, or reductions, which, in the opinion of the party supplying the service, are necessary or desirable for the purposes of maintenance, repairs, replacements, installation of equipment, or investigation and inspection. The party supplying service, except in case of emergency, will give the party to whom service is being provided reasonable advance notice of such temporary interruptions or reductions and will remove the cause thereof with diligence.
4. METERING:
4.1 The total electric power and energy supplied or transmitted under the contract, if any, will be measured by metering equipment to be furnished and maintained by Western, a designated representative of Western, or where situations deem it appropriate as determined by Western, by the Contractor or its agent(s). In the event metering equipment is furnished and maintained by the Contractor or its agent(s) and the equipment is used for billing and other accounting purposes by Western, the Contractor shall ensure that the metering equipment complies with applicable metering policies established by Western.
4.2 Meters shall be secured by appropriate security measures and meters shall not be accessed except when the meters are to be inspected, tested, adjusted, or repaired. Representatives of affected parties shall be afforded reasonable opportunity to be present upon such occasions. Metering equipment shall be inspected and tested each year by the party responsible for meter maintenance, unless a different test interval is determined in accordance with good utility practices by an applicable regional metering policy, or as agreed upon by the parties. Meters shall also be tested at any reasonable time upon request by a party hereto, or by an affected supplemental power supplier, transmission agent, or control area operator. Any metering equipment found to be damaged, defective, or inaccurate shall be repaired and readjusted or replaced by the party responsible for meter maintenance as soon as practicable. Meters found with security breaches shall be tested for tampering and, if appropriate, meter readings shall be adjusted by Western pursuant to Provision 4.3 below.
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4.3 Except as otherwise provided in Provision 4.4 hereof, should any meter that is used by Western for billing or other accounting purposes fail to register accurately, the electric power and energy supplied or transmitted during the period of failure to register accurately, shall, for billing purposes, be estimated by Western from the best available information.
4.4 If inspections and tests of a meter used by Western for billing or other accounting purposes disclose an error exceeding 2 percent, or a lesser range in error as agreed upon by the parties, then a correction based upon the inaccuracy found shall be made to the service records for the period of inaccuracy as determined by Western. If the period of inaccuracy cannot be determined, the inaccuracy shall be assumed to have existed during the entire monthly billing period immediately preceding the billing period in which the inspection or test was made and the resulting correction shall be made accordingly.
4.5 Any correction in billing or other accounting information that results from a correction in meter records shall be made in a subsequent monthly bill rendered by Western to Contractor. Payment of such bill shall constitute full adjustment of any claim between the parties arising out of inaccurate metering equipment.
5. CONSTRUCTION, OPERATION, AND MAINTENANCE OF POWER SYSTEMS:
5.1 Contractor’s Power System: The Contractor shall, and, if applicable, shall require each of its members or transmission agents to construct, operate, and maintain its power system in a manner which, as determined by Western, will not interfere with the operation of the system of Western or its transmission agents over which electric services are furnished to the Contractor under the contract, and in a manner which will coordinate with the protective relaying and other protective arrangements of the system(s) of Western or Western’s transmission agents. Western may reduce or discontinue furnishing services to the Contractor if, after notice by Western, the Contractor fails or refuses to make such changes as may be necessary to eliminate an unsatisfactory condition on the Contractor’s power system which is determined by Western to interfere significantly under current or probable conditions with any service supplied from the power system of Western or from the power system of a transmission agent of Western. Such a reduction or discontinuance of service will not relieve the Contractor of liability for any minimum charges provided for in the contract during the time said services are reduced or discontinued. Nothing in this Provision shall be construed to render Western liable in any manner for any claims, demands, costs, losses, causes of action, damages, or liability of any kind or nature arising out of or resulting from the construction, operation, or maintenance of the Contractor’s power system.
5.2 Western’s Power System: Western shall construct, operate, and maintain its power system in a manner which, as determined by the Contractor, will not interfere with the operation of the system of the Contractor over which services are furnished to Western
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under the contract, and in a manner which will coordinate with the protective relaying and other protective arrangements of the system of the Contractor. The Contractor may reduce or discontinue furnishing services to Western if, after notice by the Contractor, Western fails or refuses to make such changes as may be necessary to eliminate an unsatisfactory condition on Western’s power system which is determined by the Contractor to interfere significantly under current or probable conditions with any service supplied from the power system of the Contractor or from the power system. Such a reduction or discontinuance of service will not relieve Western of liability for any minimum charges provided for in the contract during the time said services are reduced or discontinued. Nothing in this Provision shall be construed to render the Contractor liable in any manner for any claims, demands, costs, losses, causes of action, damages, or liability of any kind or nature arising out of or resulting from the construction, operation, or maintenance of Western’s power system.
6. BILLING AND PAYMENT:
6.1 Payments of bills issued by a party pursuant to this contract are due and payable by the payor by the date specified on the individual bills for collection, which shall be not sooner than twenty (20) calendar days from the date of issuance, or the next business day thereafter if said day is a Saturday, Sunday, or Federal holiday. Bills shall be considered paid when payment is received by issuing party. Bills will be paid electronically or via the Automated Clearing House method of payment unless a written request to make payments by mail is agreed upon by the parties. Should the parties agree to accept payments by mail, these payments will be accepted as timely and without assessment of the charge provided for in Provision 6.3 if a United States Post Office first class mail postmark indicates the payment was mailed at least three (3) calendar days before the due date.
6.2 The parties agree that net billing procedures will be used for payments due Western by the Contractor and for payments due the Contractor by Western for the sale or exchange of electric power and energy, use of transmission facilities, operation and maintenance of electric facilities, and other services. Payments due one party in any month shall be offset against payments due the other party in such month, and the resulting net balance shall be paid to the party in whose favor such balance exists. The parties shall exchange such reports and information that either party requires for billing purposes. Net billing shall not be used for any amounts due which are in dispute.
6.3 Bills not paid in full by the Contractor by the due date specified on the individual bills for collection shall bear a charge of five hundredths percent (0.05%) of the principal sum unpaid for each day payment is delinquent, to be added until the amount due is paid in full. Western will also assess a fee of twenty-five dollars ($25.00) for processing a late payment. Payments received will first be applied to the charges for late payment assessed on the principal and then to payment of the principal. Western will make payments, including any interest for late payments, in accordance with the Prompt Payment Act, 31 U.S.C. §§ 3901-3907, as amended or supplemented.
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6.4 The billing party shall have the right, upon not less than fifteen (15) business days advance written notice, to suspend furnishing the services specified in the contract for nonpayment of bills in full when due, and to refuse to resume such services so long as any part of the amount due remains unpaid. Such a suspension of service will not relieve the delinquent party of liability for minimum charges during the time service is so suspended. The rights reserved herein shall be in addition to all other remedies available to the parties either by law or in equity, for the breach of any of the terms hereof.
7. DESIGN APPROVAL:
7.1 Design Approval for Work in Western's Facilities: All facilities, construction, and installation by the Contractor pursuant to the contract shall be subject to the approval of Western. Facilities interconnections shall normally conform to Western’s current “General Requirements for Interconnection,” in effect upon the signing of the contract document providing for each interconnection, copies of which are available from Western. At least ninety (90) calendar days, unless otherwise agreed, prior to the date the Contractor proposes to commence construction or to incur an obligation to purchase facilities to be installed pursuant to the contract, whichever date is the earlier, the Contractor shall submit, for the approval of Western, detailed designs, drawings, and specifications of the facilities the Contractor proposes to purchase, construct, and install. The Contractor assumes all risks for construction commenced or obligations to purchase facilities incurred prior to receipt of approval from Western. Western’s review and approval of designs and construction work in no way implies that Western is certifying that the designs meet the Contractor’s needs.
7.2 Design Approval for Work in Contractor's Facilities: All facilities, construction, and installation by Western pursuant to the contract shall be subject to the approval of the Contractor. At least ninety (90) calendar days, unless otherwise agreed, prior to the date Western proposes to commence construction or to incur an obligation to purchase facilities to be installed pursuant to the contract, whichever date is the earlier, Western shall submit, for the approval of the Contractor, detailed designs, drawings, and specifications of the facilities Western proposes to purchase, construct, and install. Western assumes all risks for construction commenced or obligations to purchase facilities incurred prior to receipt of approval from Contractor. The Contractor’s review and approval of designs and construction work in no way implies that the Contractor is certifying that the designs meet Western’s needs.
8. INSPECTION AND ACCEPTANCE:
8.1 Inspection and Acceptance by Western in Western’s Facilities: Western shall have the right to inspect the materials and work furnished by the Contractor, its agents,
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employees, and subcontractors pursuant to the contract. Such inspections shall be at reasonable times at the work site. Any materials or work that Western determines is defective or not in accordance with designs, drawings, and specifications, as approved by Western, shall be replaced or modified, as directed by Western, at the sole expense of the Contractor before the new facilities are energized.
8.2 Inspection and Acceptance by the Contractor in the Contractor’s Facilities: The Contractor shall have the right to inspect the materials and work furnished by Western pursuant to the contract. Such inspections shall be at reasonable times at the work site. Any materials or work that the Contractor determines is defective or not in accordance with designs, drawings, and specifications, as approved by the Contractor, shall be replaced or modified, as directed by the Contractor, at the sole expense of Western before the new facilities are energized.
9. AS-BUILT DRAWINGS:
9.1 As-Built Drawings Provided by the Contractor to Western: Within a reasonable time, as determined by the Parties, after the completion of construction and installation of facilities pursuant to the contract, the Contractor shall submit to Western marked as- built prints of all Western drawings affected by changes made pursuant to the contract and reproducible drawings the Contractor has prepared showing facilities of Western. The Contractor’s drawings of Western facilities shall use drawing title blocks, drawing numbers, and shall be prepared in accordance with drafting standards all as approved by Western. Western may prepare, revise, or complete said drawings and bill the Contractor if the Contractor fails to provide such drawings to Western within 60 calendar days after notification from Western, or other time period as agreed upon by Western and the Contractor.
9.2 As-Built Drawings Provided by Western to the Contractor: Within a reasonable time, as determined by the Parties, after the completion of construction and installation of facilities pursuant to the contract, Western shall submit to the Contractor marked as- built prints of all Contractor drawings affected by changes made pursuant to the contract and reproducible drawings Western has prepared showing facilities of the Contractor. Western’s drawings of Contractor facilities shall use drawing title blocks, drawing numbers, and shall be prepared in accordance with drafting standards all as approved by the Contractor. The Contractor may prepare, revise, or complete said drawings and bill Western if Western fails to provide such drawings to the Contractor within 60 calendar days after notification from the Contractor, or other time period as agreed upon by the Contractor and Western.
10. EQUIPMENT OWNERSHIP MARKERS:
10.1 If requested by Western, the Contractor shall identify all movable equipment and, to the extent agreed upon by the parties, all other salvageable facilities constructed or installed on the United States right-of-way or in Western substations pursuant to the
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contract which are owned by the Contractor, by permanently affixing thereto suitable markers clearly identifying the Contractor as the owner of said equipment and facilities.
10.2 If requested by the Contractor, Western shall identify all movable equipment and, to the extent agreed upon by the parties, all other salvageable facilities constructed or installed on the Contractor’s right(s)-of-way or in the Contractor’s substations pursuant to the contract which are owned by Western, by permanently affixing thereto suitable markers clearly identifying Western as the owner of said equipment and facilities.
11. CHANGES TO SYSTEM OR USE OF FACILITIES:
11.1 The Contractor shall notify Western of any proposed system change or changes to the use of facilities relating to the facilities governed by the contract.
11.2 Western shall notify the Contractor of any proposed system change or changes to the use of facilities relating to the facilities governed by the contract.
12. CHANGES TO CONTROL FACILITIES:
12.1 Changes to Western Control Facilities: If at any time during the term of the contract, Western determines that changes or additions to control, relay, or communications facilities are necessary to maintain the reliability or control of Western’s transmission system, and said changes or additions are entirely or partially required because of the Contractor’s equipment installed under the contract, such changes or additions shall, after consultation with the Contractor, be made by Western with all costs or a proportionate share of all costs, as determined by Western, to be paid by the Contractor. Western shall notify the Contractor in writing of the necessary changes or additions and the estimated costs to be paid by the Contractor. If the Contractor fails to pay its share of said estimated costs, Western shall have the right, after giving sixty (60) calendar days’ written notice to the Contractor, to terminate the applicable facility installation provisions to the contract and require the removal of the Contractor’s facilities.
12.2 Changes to Contractor Control Facilities: If at any time during the term of the contract, the Contractor determines that changes or additions to control, relay, or communications facilities are necessary to maintain the reliability or control of the Contractor’s transmission system, and said changes or additions are entirely or partially required because of Western’s equipment installed under the contract, such changes or additions shall, after consultation with Western, be made by the Contractor with all costs or a proportionate share of all costs, as determined by the Contractor, to be paid by Western. The Contractor shall notify Western in writing of the necessary changes or additions and the estimated costs to be paid by Western. If Western fails to pay its share of said estimated costs, the Contractor shall have the right after giving sixty (60) calendar days’ written notice to Western, to terminate the applicable facility installation provisions to the contract and require the removal of Western’s facilities.
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13. MODIFICATION OF INTERCONNECTION FACILITIES: Any party may undertake modifications to its facilities. If a party plans to undertake a modification that reasonably may be expected to affect the other parties' facilities, that party shall provide to the other parties sufficient information regarding such modification so that the other parties may evaluate the potential impact of such modification prior to commencement of the work. Such information shall include information concerning the timing of such modifications. The party desiring to perform such work shall use reasonable efforts to provide the relevant drawings, plans, and specifications to the other parties at least ninety (90) calendar days in advance of the commencement of the work or such shorter period upon which the parties may agree, which agreement shall not unreasonably be withheld, conditioned or delayed. The parties shall modify the contract, as necessary, to conform to the new facilities arrangements.
14. TRANSMISSION RIGHTS:
14.1 If the contract involves an installation which sectionalizes a Western transmission line or bus, Contractor hereby agrees to provide a transmission path to Western across such sectionalizing facilities at no cost or expense to Western and allow Western use of such sectionalizing facilities as necessary for Western to utilize its transmission line or bus as it had prior to the interconnection. Said transmission path shall be at least equal, in terms of capacity and reliability, as determined by Western using good utility practices, to the path in the Western transmission line or bus prior to the installation pursuant to the contract.
14.2 If Western decides, in its sole discretion, to increase the rating of the sectionalized transmission line or bus referenced in Provision 14.1 above, Western will give ninety (90) calendar days’ written notice to Contractor of its intent to increase the rating and identify the date the rating increase is required. Contractor agrees to modify its facilities by this date, or a mutually agreeable alternative date, so that the transmission path shall be equal, in terms of capacity and reliability, as determined by Western using good utility practices, to the path in the rest of the Western transmission line or bus. Unless otherwise agreed to, Contractor shall be responsible for the costs of said modifications.
14.3 If the contract involves an installation which sectionalizes a Contractor transmission line or bus, Western hereby agrees to provide a transmission path to Contractor across such sectionalizing facilities at no cost or expense to Contractor and allow Contractor use of such sectionalizing facilities as necessary for Contractor to utilize its transmission line or bus as it had prior to the interconnection. Said transmission path shall be at least equal, in terms of capacity and reliability, as determined by Contractor using good utility practices, to the path in the Contractor transmission line or bus prior to the installation pursuant to the contract.
14.4 If Contractor decides, in its sole discretion, to increase the rating of the sectionalized transmission line or bus referenced in Provision 14.3 above, Contractor
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will give ninety (90) calendar days’ written notice to Western of its intent to increase the rating and identify the date the rating increase is required. Western agrees to modify its facilities by this date, or a mutually agreeable alternative date, so that the transmission path shall be equal, in terms of capacity and reliability, as determined by Contractor using good utility practices, to the path in the rest of the Contractor transmission line or bus. Unless otherwise agreed to, Western shall be responsible for the costs of said modifications.
14.5 Ownership of bus facilities by the Contractor in Western’s substations at the points of interconnection specified in the contract does not permit Contractor or third parties to make other connections to these bus facilities without Western’s prior approval. Western further retains the right to modify or expand its system and facilities as necessary, including making connections to the Contractor’s bus facilities in Western’s substations without the Contractor’s approval, in accordance with good utility practices.
14.6 Ownership of bus facilities by Western in Contractor’s substations at the points of interconnection specified in the contract does not permit Western or third parties to make other connections to these bus facilities without Contractor’s prior approval. The Contractor further retains the right to modify or expand its system and facilities as necessary, including making connections to Western’s bus facilities in the Contractor’s substations without Western’s approval, in accordance with good utility practices.
14.7 Any other allowed use of Western’s bus facilities by the Contractor, and/or any other allowed use of the Contractor’s bus facilities by Western, must be explicitly granted in the contract.
15. CONSTRUCTION AND SAFETY PROCEDURES:
15.1 The Contractor hereby acknowledges that it is aware of the hazards inherent in high-voltage electric lines and substations, and hereby assumes full responsibility at all times for the adoption and use of necessary safety measures required to prevent accidental harm to personnel engaged in the construction, inspection, testing, operation, maintenance, replacement, or removal activities of the Contractor pursuant to the contract. Relating to the work to be performed by the Contractor under the contract, the Contractor and the authorized employees, agents, and subcontractors of the Contractor shall comply with all applicable safety laws and building and construction codes, including the provisions of Chapter 1 of the current Power System Operations Manual, entitled Power System Switching Procedure, and the Occupational Safety and Health Administration regulations, Title 29 C.F.R. §§ 1910 and 1926, as amended or supplemented. In addition to the safety program required herein, upon request of Western, the Contractor shall provide sufficient information to demonstrate that the Contractor’s safety program is satisfactory to Western.
15.2 The Contractor and its authorized employees, agents, and subcontractors shall familiarize themselves with the location and character of all the transmission facilities of
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Western and interconnections of others relating to the work performed by the Contractor under the contract. Prior to starting any construction, installation, or removal work, the Contractor shall submit a plan of procedure to Western which shall indicate the sequence and method of performing the work in a safe manner. No work shall be performed by the Contractor, its employees, agents, or subcontractors until written authorization to proceed is obtained from Western. Such written authorization or rejection of the plan of procedure must be provided to the Contractor within thirty (30) days of receipt of any plan of procedure.
15.3 At all times when the Contractor, its employees, agents, or subcontractors are performing activities of any type pursuant to the contract, such activities shall be under supervision of a qualified employee, agent, or subcontractor of the Contractor who shall be authorized to represent the Contractor in all matters pertaining to the activity being performed. The Contractor and Western will keep each other informed of the names of their designated representatives at the site.
15.4 Upon completion of its work, the Contractor shall remove from the vicinity of the right-of-way of the United States all buildings, rubbish, used materials, concrete forms, and other like material belonging to the Contractor or used under the Contractor’s direction, and in the event of failure to do so the same may be removed by Western at the expense of the Contractor.
15.5 In the event the Contractor, its employees, agents, or subcontractors fail to comply with any requirement of this Provision 15, or Provision 8 (Inspection and Acceptance) herein, Western or an authorized representative may issue an order to stop all or any part of the work until such time as the Contractor demonstrates compliance with the provision at issue. The Contractor, its employees, agents, or subcontractors shall make no claim for compensation or damages resulting from such work stoppage.
16. ENVIRONMENTAL COMPLIANCE: Facilities installed under the contract by any party shall be constructed, operated, maintained, replaced, transported, and removed subject to compliance with all applicable laws, including but not limited to the National Historic Preservation Act of 1966, 16 U.S.C. §§ 470x-6, the National Environmental Policy Act of 1969, 42 U.S.C. §§ 4321-4347, the Endangered Species Act of 1973, 16 U.S.C. §§ 1531-1544, and the Archaeological Resources Protection Act of 1979, 16 U.S.C. §§ 470aa-470mm, and the regulations and executive orders implementing these laws, as they may be amended or supplemented, as well as any other existing or subsequent applicable laws, regulations, and executive orders.
17. RESPONSIBILITY FOR REGULATED MATERIALS: When a party owns equipment containing regulated material located on the other party’s substation, switchyard, right-of-way, or other property, the equipment owner shall be responsible for all activities related to regulated materials in such equipment that are necessary to meet the requirements of the Toxic Substances Control Act, 15 U.S.C. §§ 2601-2692, the Resource Conservation and Recovery Act, 42 U.S.C. §§ 6901-6992k, the
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Comprehensive Environmental Response, Compensation, and Liability Act of 1980, 42 U.S.C. §§ 9601-9675, the Oil Pollution Act of 1990, 33 U.S.C. §§ 2702-2761, the Clean Water Act, 33 U.S.C. §§ 1251-1387, the Safe Drinking Water Act, 42 U.S.C. §§ 300f- j26, and the regulations and executive orders implementing these laws, as they may be amended or supplemented, and any other existing or subsequent applicable laws, regulations, and executive orders. Each party shall label its equipment containing regulated material in accordance with appropriate laws and regulations. If the party owning the equipment does not perform activities required under appropriate laws and regulations within the time frame specified therein, the other party may perform or cause to be performed the required activities after notice to and at the sole expense of the party owning the equipment.
18. AUTHORIZED REPRESENTATIVES OF THE PARTIES: Each party to the contract, by written notice to the other, shall designate the representative(s) who is (are) authorized to act in its behalf with respect to those matters contained in the contract which are the functions and responsibilities of the authorized representatives of the parties. Each party may change the designation of its authorized representative(s) upon oral notice given to the other, confirmed promptly by written notice.
19. NOTICES: Any notice, demand, or request specifically required by the contract or these Provisions to be in writing shall be considered properly given when delivered in person or sent by postage prepaid registered or certified mail, commercial delivery service, facsimile, electronic, prepaid telegram or by other means with prior agreement of the parties, to each party’s authorized representative at the principal offices of the party. The designation of the person to be notified may be changed at any time by similar notice. Where facsimile or electronic means are utilized for any communication covered by this Provision, the sending party shall keep a contemporaneous record of such communications and shall verify receipt by the other party.
20. EFFECT OF SECTION HEADINGS: Section headings or Provision titles appearing in the contract or exhibits are inserted for convenience only and shall not be construed as interpretations of text.
21. OPERATING GUIDELINES AND PROCEDURES: The parties to the contract may agree upon and put into effect from time to time, such other written guidelines and procedures as may be required in order to establish the methods of operation of the power system to be followed in the performance of the contract.
22. UNCONTROLLABLE FORCES: No party to the contract shall be considered to be in default in performance of any of its obligations under the contract, except to make payment as specified in Provision 6 (Billing and Payment) herein, when a failure of performance shall be due to an uncontrollable force. The term “uncontrollable force” means any cause beyond the control of the party affected, including but not restricted to, failure of or threat of failure of facilities, flood, earthquake, storm, fire, lightning, epidemic, war, riot, civil disturbance or disobedience, labor dispute, labor or material
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shortage, sabotage, restraint by court order or public authority and action or nonaction by, or failure to obtain the necessary authorizations or approvals from, any governmental agency or authority, which by exercise of due diligence such party could not reasonably have been expected to avoid and which by exercise of due diligence it shall be unable to overcome. Nothing contained herein shall be construed to require a party to settle any strike or labor dispute in which it may be involved. Any party rendered unable to fulfill any of its obligations under the contract by reason of an uncontrollable force shall give prompt written notice of such fact to the other party and shall exercise due diligence to remove such inability with all reasonable dispatch. Such party shall give written notice to the other party of the removal of the uncontrollable force as soon as practicable.
23. LIABILITY:
23.1 The Contractor hereby agrees to indemnify and hold harmless Western, its employees, agents, or contractors from any loss or damage and from any liability on account of personal injury, death, or property damage, or claims for personal injury, death, or property damage of any nature whatsoever and by whomsoever made arising out of the Contractors’, its employees’, agents’, or subcontractors’ construction, operation, maintenance, or replacement activities under the contract.
23.2 Western is liable only for negligence on the part of its officers and employees in accordance with the Federal Tort Claims Act, 28 U.S.C. §§ 1346(b), 1346(c), 2401(b), 2402, 2671, 2672, 2674-2680, as amended or supplemented.
24. COOPERATION OF CONTRACTING PARTIES: If, in the operation and maintenance of their respective power systems or electrical equipment and the utilization thereof for the purposes of the contract, it becomes necessary by reason of any emergency or extraordinary condition for either party to request the other to furnish personnel, materials, tools, and equipment for the accomplishment thereof, the party so requested shall cooperate with the other and render such assistance as the party so requested may determine to be available. The party making such request, upon receipt of properly itemized bills from the other party, shall reimburse the party rendering such assistance for all costs properly and reasonably incurred by it in such performance, including administrative and general expenses, such costs to be determined on the basis of current charges or rates used in its own operations by the party rendering assistance. Issuance and payment of bills for services provided by Western shall be in accordance with Provision 6 (Billing and Payment) herein. Western shall pay bills issued by the Contractor for services provided as soon as the necessary vouchers can be prepared which shall normally be within twenty (20) calendar days.
25. TRANSFER OF INTEREST IN CONTRACT: No voluntary transfer of the contract or of the rights of an entity under the contract shall be made without the prior written approval of all parties, such approval not to be unreasonably withheld or delayed.
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26. CHOICE OF LAW AND FORUM: Federal law shall control the obligations and procedures established by this contract and the performance and enforcement thereof. The forum for litigation arising from this contract shall exclusively be a Federal court of the United States, unless the parties agree to pursue alternative dispute resolution.
27. WAIVERS: Any waivers at any time by either party to the contract of its rights with respect to a default or any other matter arising under or in connection with the contract shall not be deemed a waiver with respect to any subsequent default or matter.
28. CONTINGENT UPON APPROPRIATIONS AND AUTHORIZATION:
28.1 Where activities provided for in the contract or these Provisions extend beyond the current fiscal year, continued expenditures by Western are contingent upon Congress making the necessary appropriations required for the continued performance of Western’s obligations under the contract and these Provisions. In case such appropriation is not made, the Contractor and/or all other signatories to this contract hereby releases Western from its obligations under the contract and these Provisions, and from all liability due to the failure of Congress to make such appropriation.
28.2 In order to receive and expend funds advanced from the Contractor, and/or all other signatories to this contract, necessary for the continued performance of the obligations of Western under the contract, additional authorization may be required. In case such authorization is not received, Contractor, and/or all other signatories to this contract, hereby releases Western from those contractual obligations and from all liability due to the lack of such authorization.
29. COVENANT AGAINST CONTINGENT FEES: The Contractor and/or all other signatories to this contract warrants that no person or selling agency has been employed or retained to solicit or secure the contract upon an agreement or understanding for a commission, percentage, brokerage, or contingent fee, excepting bona fide employees or bona fide established commercial or selling agencies maintained by the Contractor and/or all other signatories to this contract for the purpose of securing business. For breach or violation of this warranty, Western shall have the right to annul the contract without liability or in its discretion to deduct from the contract price or consideration the full amount of such commission, percentage, brokerage, or contingent fee.
30. CONTRACT WORK HOURS AND SAFETY STANDARDS: The contract, to the extent that it is of a character specified in Section 103 of the Contract Work Hours and Safety Standards Act (Act), 40 U.S.C. § 3701, as amended or supplemented, is subject to the provisions of the Act, 40 U.S.C. §§ 3701-3708, as amended or supplemented, and to regulations promulgated by the Secretary of Labor pursuant to the Act.
31. EQUAL OPPORTUNITY EMPLOYMENT PRACTICES: Section 202 of Executive Order No. 11246, 30 Fed. Reg. 12319 (1965), as amended by Executive Order No.
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12086, 43 Fed. Reg. 46501 (1978), as amended or supplemented, which provides, among other things, that the Contractor and/or all other signatories to this contract will not discriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin, is incorporated herein by reference the same as if the specific language had been written into the contract, except that Indian Tribes and tribal organizations may apply Indian preference to the extent permitted by Federal law.
32. USE OF CONVICT LABOR: The Contractor and/or all other signatories to this contract agree not to employ any person undergoing sentence of imprisonment in performing the contract except as provided by 18 U.S.C. § 3622(c), as amended or supplemented, and Executive Order No. 11755, 39 Fed. Reg. 779 (1973), as amended or supplemented.
33. DISPUTE RESOLUTION: In the event of a dispute arising out of or relating to this contract such party (the "Disputing Party") shall provide the other signatories with written notice of the dispute or claim ("Notice of Dispute"). 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. Each designated senior representative shall have authority to make decisions on the party’s behalf with respect to that party’s rights and obligations under the contract. In the event the designated representatives are unable to resolve the claim or dispute through unassisted or assisted negotiations within thirty (30) 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 an individual or organization for alternative dispute resolution. In the event the parties do not agree to submit such claim or dispute for alternative dispute resolution, each party may exercise whatever rights and remedies it may have in equity or at law consistent with the terms of this contract. Neither the giving of a Notice of Dispute, nor the pendency of any dispute resolution process as described in this Provision, shall relieve a party of its obligations under this contract, extend any notice period described in this contract, or extend any period in which a party must act as described in this contract. Notwithstanding the requirements of this Provision, any party may terminate this contract in accordance with its provisions, or pursuant to an action at equity. The issue of whether such a termination is proper shall not be considered a dispute hereunder.
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