FORM 10-Q
SECURlTlES AND EXCHANGE COMMlSSlON
WASHINGTON, D. C. 20549
Quarterly Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
For the quarterly period ended
March 31, 2000 Commission File Number 1-3132-2
INDIANAPOLIS POWER & LIGHT COMPANY
(Exact name of Registrant as specified in its charter)
Indiana 35-0413620
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
One Monument Circle
Indianapolis, Indiana 46204
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 317-261-8261
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
Registrant was required to file such reports), and (2) has been subject to the
filing requirements for at least the past 90 days. Yes X No
--- ---
Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date.
Class Outstanding At March 31, 2000
----- -----------------------------
Common (Without Par Value) 17,206,630 Shares
<PAGE>
INDIANAPOLIS POWER & LIGHT COMPANY
----------------------------------
INDEX
-----
Page No.
--------
PART I. FINANCIAL INFORMATION
- ------- ---------------------
Statements of Income -
Three Months Ended March 31, 2000 and 1999 2
Balance Sheets - March 31, 2000 and
December 31, 1999 3
Statements of Cash Flows -
Three Months Ended March 31, 2000 and 1999 4
Notes to Financial Statements 5-6
Management's Discussion and Analysis of
Financial Condition and Results of Operations 7-11
PART II. OTHER INFORMATION 12-14
- -------- -----------------
<PAGE>
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
<TABLE>
INDIANAPOLIS POWER & LIGHT COMPANY
Statements of Income
(In Thousands)
(Unaudited)
<CAPTION>
Three Months Ended
March 31
2000 1999
------------- -------------
OPERATING REVENUES:
<S> <C> <C>
Electric $ 200,528 $ 189,612
Steam 10,561 11,219
------------- -------------
Total operating revenues 211,089 200,831
------------- -------------
OPERATING EXPENSES:
Operation:
Fuel 47,577 45,914
Other 35,839 30,758
Power purchased 502 661
Purchased steam 1,674 1,695
Maintenance 17,262 22,980
Depreciation and amortization 27,555 26,579
Taxes other than income taxes 9,300 8,936
Income taxes - net 23,210 20,057
------------- -------------
Total operating expenses 162,919 157,580
------------- -------------
OPERATING INCOME 48,170 43,251
------------- -------------
OTHER INCOME AND (DEDUCTIONS):
Allowance for equity funds used during construction 681 351
Other - net (878) 163
Income taxes - net 293 (47)
------------- -------------
Total other income - net 96 467
------------- -------------
INCOME BEFORE INTEREST CHARGES 48,266 43,718
------------- -------------
INTEREST CHARGES:
Interest 10,349 10,119
Allowance for borrowed funds used during construction (333) (221)
------------- -------------
Total interest charges 10,016 9,898
------------- -------------
NET INCOME 38,250 33,820
------------- -------------
PREFERRED DIVIDEND REQUIREMENTS 803 803
------------- -------------
INCOME APPLICABLE TO COMMON STOCK $ 37,447 $ 33,017
============= =============
See notes to financial statements.
</TABLE>
<PAGE>
<TABLE>
INDIANAPOLIS POWER & LIGHT COMPANY
Balance Sheets
(In Thousands)
(Unaudited)
<CAPTION>
March 31 December 31
2000 1999
-------------- ---------------
ASSETS
------
UTILITY PLANT:
<S> <C> <C>
Utility plant in service $ 2,928,666 $ 2,922,338
Less accumulated depreciation 1,322,562 1,299,122
-------------- ---------------
Utility plant in service - net 1,606,104 1,623,216
Construction work in progress 127,702 116,478
Property held for future use 10,718 10,718
-------------- ---------------
Utility plant - net 1,744,524 1,750,412
-------------- ---------------
OTHER PROPERTY -
At cost, less accumulated depreciation 5,463 5,753
-------------- ---------------
CURRENT ASSETS:
Cash and cash equivalents 36,362 16,234
Accounts receivable and unbilled revenue (less allowance
for doubtful accounts 2000, $1,457 and 1999, $1,091) 39,829 49,599
Fuel - at average cost 44,157 50,985
Materials and supplies - at average cost 48,739 48,106
Tax refund receivable 40 3,549
Prepayments and other current assets 6,385 8,120
-------------- ---------------
Total current assets 175,512 176,593
-------------- ---------------
DEFERRED DEBITS:
Regulatory assets 105,011 107,948
Miscellaneous 6,199 8,044
-------------- ---------------
Total deferred debits 111,210 115,992
-------------- ---------------
TOTAL $ 2,036,709 $ 2,048,750
============== ===============
CAPITALIZATION AND LIABILITIES
------------------------------
CAPITALIZATION:
Common shareholder's equity:
Common stock $ 324,537 $ 324,537
Premium and net gain on preferred stock 2,642 2,642
Retained earnings 467,851 453,331
-------------- ---------------
Total common shareholder's equity 795,030 780,510
Cumulative preferred stock 59,135 59,135
Long-term debt (less current maturities
and sinking fund requirements) 627,966 627,951
-------------- ---------------
Total capitalization 1,482,131 1,467,596
-------------- ---------------
CURRENT LIABILITIES:
Notes payable - banks and commercial paper - 49,000
Accounts payable and accrued expenses 48,550 53,437
Dividends payable 21,239 13,668
Taxes accrued 53,193 22,078
Interest accrued 9,741 12,898
Other current liabilities 10,855 13,356
-------------- ---------------
Total current liabilities 143,578 164,437
-------------- ---------------
DEFERRED CREDITS AND OTHER LONG-TERM LIABILITIES:
Accumulated deferred income taxes - net 338,550 339,986
Unamortized investment tax credit 38,534 39,226
Accrued postretirement benefits 2,680 4,338
Accrued pension benefits 27,825 29,018
Miscellaneous 3,411 4,149
-------------- ---------------
Total deferred credits and other long-term liabilities 411,000 416,717
-------------- ---------------
COMMITMENTS AND CONTINGENCIES
TOTAL $ 2,036,709 $ 2,048,750
============== ===============
See notes to financial statements.
</TABLE>
<PAGE>
<TABLE>
INDIANAPOLIS POWER & LIGHT COMPANY
Statements of Cash Flows
(In Thousands)
(Unaudited)
<CAPTION>
Three Months Ended
March 31
2000 1999
-------------- --------------
CASH FLOWS FROM OPERATIONS:
<S> <C> <C>
Net income $ 38,250 $ 33,820
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation and amortization 27,368 26,229
Amortization of regulatory assets 3,875 3,430
Deferred income taxes and investment tax credit adjustments - net (2,956) 692
Allowance for funds used during construction (1,014) (572)
Change in certain assets and liabilities:
Accounts receivable 9,770 227
Fuel, materials and supplies 6,195 1,622
Accounts payable (4,887) (9,050)
Taxes accrued 31,115 25,132
Accrued pension benefits (1,193) (686)
Other - net (2,717) 1,819
-------------- --------------
Net cash provided by operating activities 103,806 82,663
-------------- --------------
CASH FLOWS FROM INVESTING:
Construction expenditures (20,180) (15,319)
Other 1,663 (1,687)
-------------- --------------
Net cash used in investing activities (18,517) (17,006)
-------------- --------------
CASH FLOWS FROM FINANCING:
Short-term debt - net (49,000) (13,600)
Dividends paid (16,159) (48,152)
Other (2) -
-------------- --------------
Net cash used in financing activities (65,161) (61,752)
-------------- --------------
Net increase in cash and cash equivalents 20,128 3,905
Cash and cash equivalents at beginning of period 16,234 4,250
-------------- --------------
Cash and cash equivalents at end of period $ 36,362 $ 8,155
============== ==============
- ----------------------------------------------------------------------------------------------------------
Supplemental disclosures of cash flow information:
Cash paid (received) during the period for:
Interest (net of amount capitalized) $ 12,752 $ 13,215
============== ==============
Income taxes $ (1,028) $ (6,857)
============== ==============
See notes to financial statements.
</TABLE>
<PAGE>
INDIANAPOLIS POWER & LIGHT COMPANY
----------------------------------
NOTES TO FINANCIAL STATEMENTS
-----------------------------
1. GENERAL
Indianapolis Power & Light Company is a subsidiary of IPALCO
Enterprises, Inc. The preparation of financial statements in conformity
with generally accepted accounting principles requires that management
make certain estimates and assumptions that affect the reported amounts
of assets and liabilities and disclosure of contingent assets and
liabilities at the date of the financial statements. The reported
amounts of revenues and expenses during the reporting period may also be
affected by the estimates and assumptions management is required to
make. Actual results may differ from those estimates.
In the opinion of management these statements reflect all adjustments,
consisting of only normal recurring accruals, which are necessary to
present a fair statement of the results for the interim periods covered
by such statements. Due to the seasonal nature of the electric utility
business, the annual results are not generated evenly by quarter during
the year. Certain amounts from prior year financial statements have been
reclassified to conform to the current year presentation. These
financial statements and notes should be read in conjunction with the
audited financial statements included in IPL's 1999 Annual Report on
Form 10-K.
2. SEGMENT REPORTING
Operating segments are components of an enterprise for which separate
financial information is available and is evaluated regularly by the
chief operating decision maker in deciding how to allocate resources and
in assessing performance. IPL's reportable business segments are
electric and "all other." Steam operations of IPL are in the "all other"
category. The accounting policies of the identified segments are
consistent with those policies and procedures described in the summary
of significant accounting policies (see Note 1). Intersegment sales are
generally based on prices that reflect the current market conditions.
The following tables provide information about IPL's business segments:
<TABLE>
<CAPTION>
March 2000 March 1999
---------- ----------
Electric All Other Total Electric All Other Total
-------- --------- ----- -------- --------- -----
(In Millions)
<S> <C> <C> <C> <C> <C> <C>
Operating Revenues $201 $ 10 $211 $190 $ 11 $201
Depreciation and
Amortization 26 1 27 25 1 26
Pre-tax Operating Income 69 2 71 61 2 63
Income Taxes 22 1 23 19 1 20
Capital Expenditures 21 - 21 15 1 16
</TABLE>
Property - net of Depreciation is $1.745 billion and $1.750 billion in
total for the periods ending March, 2000 and December, 1999,
respectively. Within Property - net of Depreciation, the Electric
segment is $1.669 billion and $1.674 billion for 2000 and 1999,
respectively. The All Other segment is $76 million for each of the
periods ending March, 2000 and December, 1999.
3. NEW ACCOUNTING STANDARD
Statement of Financial Accounting Standards No. 133 (SFAS 133),
"Accounting for Derivative Instruments and Hedging Activities," was
issued in June 1998 and was to be effective for all fiscal quarters of
all fiscal years beginning after June 15, 1999. The effective date for
this standard was delayed one year by SFAS 137. The standard is now
effective for all fiscal quarters of all fiscal years beginning after
June 15, 2000. SFAS 133 establishes accounting and reporting standards
for derivative instruments and for hedging activities. It requires that
an entity recognize all derivatives as either assets or liabilities in
the statement of financial condition and measures those instruments at
fair value. If certain conditions are met, a derivative may be
specifically designated as a fair value hedge, a cash flow hedge, or a
hedge of a foreign currency exposure. The accounting for changes in the
fair value of a derivative (that is, gains and losses) depends on the
intended use of the derivative and the resulting designation. Management
has not yet quantified the effect of the new standard on the financial
statements.
4. SALE OF STEAM
During March, 2000, IPL announced an agreement for the sale of certain
assets (the "Assets") to Citizens Gas & Coke Utility. The Assets include
the Perry K Steam Plant and downtown steam distribution system (Steam)
operated by IPL. The 1999 EBITDA (earnings before interest, taxes,
depreciation and amortization) and net income of this entity was $8.1
million and $1.8 million, respectively. The sale is subject to certain
government approvals and the satisfaction of certain conditions precedent
in the agreement and is expected to be completed during 2000.
<PAGE>
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
FORWARD-LOOKING STATEMENTS
IPL hereby files cautionary statements identifying important factors that
could cause IPL's actual results to differ materially from those projected in
forward-looking statements of IPL. This Form 10-Q, and particularly Management's
Discussion and Analysis, contains forward-looking statements. Forward-looking
statements express an expectation or belief and contain a projection, plan or
assumption with regard to, among other things, future revenues, income, earnings
per share or capital structure. Such statements of future events or performance
are not guarantees of future performance and involve estimates, assumptions and
uncertainties. The words "anticipate," "believe," "estimate," "expect,"
"forecast," "project," "objective," and similar expressions are intended to
identify forward-looking statements.
Some important factors that could cause IPL's actual results or outcomes
to differ materially from those discussed in the forward-looking statements
include, but are not limited to, fluctuations in customer growth and demand,
weather, fuel costs, generating unit availability, purchased power costs and
availability, regulatory action, environmental matters, federal and state
legislation, interest rates, labor strikes, maintenance and capital expenditures
and local economic conditions. In addition, IPL's ability to have available an
appropriate amount of production capacity in a timely manner can significantly
affect IPL's financial performance. The timing of deregulation and competition,
product development and technology changes are also important potential factors.
All such factors are difficult to predict, contain uncertainties that
may materially affect actual results and are beyond the control of IPL.
LIQUIDITY AND CAPITAL RESOURCES
Overview
- --------
The Board of Directors of Indianapolis Power & Light Company (IPL)
declared dividends on common stock of $23.9 million during the first quarter of
2000. Dividends are paid by IPL to IPALCO Enterprises, Inc.
IPL's capital requirements are primarily related to construction
expenditures needed to meet customers' needs for electricity and steam, for
environmental compliance and for the implementation of an integrated information
system. Construction expenditures (excluding allowance for funds used during
construction) totaled $20.2 million during the quarter ended March 31, 2000,
representing a $4.9 million increase from the comparable period in 1999.
Internally generated cash provided by IPL's operations was used for construction
expenditures during the first quarter of 2000.
IPL's construction program for the three-year period 2000-2002 is estimated
to cost $294.0 million including AFUDC. The estimated cost of the program by
year (in millions) is $106.5 in 2000, $103.9 in 2001 and $83.6 in 2002. It
includes $152.2 million for additions, improvements and extensions to
transmission and distribution lines, substations, power factor and voltage
regulating equipment, distribution transformers and street lighting facilities.
The construction program also includes $4.3 million of the remaining costs for
construction of a 100-megawatt combustion turbine expected to be in service by
June 2000. These projected amounts also include $20.7 million of costs during
the period associated with new environmental standards promulgated by the EPA
which are currently under appeal in the United States Court of Appeals (see "NOx
SIP Call" below).
OTHER
Market Risk Sensitive Instruments and Positions
- -----------------------------------------------
The primary market risk to which IPL is exposed is interest rate risk.
IPL uses long-term debt as a primary source of capital in its business. A
portion of this debt has an interest component that resets on a periodic basis
to reflect current market conditions. The following table presents the principal
cash repayments and related weighted average interest rates by maturity date for
IPL's long-term fixed-rate debt and its other types of long-term debt at March
31, 2000:
<TABLE>
<CAPTION>
Maturity Schedule
Period Ending March 31
Fair
(Dollars in Millions) 2001 2002 2003 2004 2005 Thereafter Total Value
- ---------------------------------------------------------------------------------------------------------------
Long-term debt
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Fixed rate - - - $80.0 - $375.3 $455.3 $445.1
Average rate - - - 6.1% - 6.8% 6.7%
Variable - - - - - $173.5 $173.5 $173.5
Average rate - - - - - 3.9% 3.9%
</TABLE>
To manage IPL's exposure to fluctuations in interest rates and to lower
funding costs, IPL has entered into an interest rate swap. Under this swap, IPL
agrees with counterparties to exchange, at specified intervals, the difference
between fixed-rate and floating-rate interest amounts calculated on an agreed
notional amount. This interest differential paid or received is recognized in
the consolidated statements of income as a component of interest expense.
At March 31, 2000, IPL had an interest rate swap agreement with a
notional amount of $40 million, which expires in January 2023. IPL agrees to pay
interest at a fixed rate of 5.21% to a swap counter party and receive a variable
rate based on the tax-exempt weekly rate. The fair value of IPL's swap agreement
was $(0.8) million at March 31, 2000.
National Ambient Air Quality Standards
- --------------------------------------
On July 16, 1997, the United States Environmental Protection Agency (EPA)
promulgated final rules tightening the National Ambient Air Quality Standards
for ozone and creating new fine particulate matter standards. On October 29,
1999, after conducting a rehearing of its initial decision of May 14, 1999, the
United States Court of Appeals for the District of Columbia Circuit determined
that the new ozone standards were not issued lawfully, but left open the
question of future remedy. The Court also determined that the standards for fine
particulate matter were legally deficient in certain respects. EPA has
petitioned the Supreme Court to review the Court of Appeals' decision.
NOx SIP Call
- ------------
On October 27, 1998, EPA issued a final rule calling for Indiana, along
with 22 other jurisdictions in the eastern third of the United States, to impose
more stringent limits on nitrogen oxides (NOx) from fossil-fuel fired steam
electric generators, such as those operated by IPL. This rule (the NOx SIP Call)
was based in part on the new ozone standards that were later held unlawful in
the Court of Appeals' decision discussed above. In a separate decision on May
25, 1999, the Court of Appeals stayed the compliance deadlines in the NOx SIP
Call. On March 3, 2000, the Court of Appeals issued a decision largely upholding
the NOx SIP Call. Litigants challenging the NOx SIP Call, including IPL,
currently seek rehearing in the Court of Appeals.
Because power plants emit nitrogen oxides, as well as fine particulate
matter, existing IPL sources may be required to be retrofitted with additional
air pollution controls in the future, either as a result of the EPA regulations
discussed above or future regulatory actions.
EPA's NOx SIP Call would require operators of coal-fired electric utility
boilers in the affected states to limit NOx emissions to 0.15 pounds per million
BTUs of heat input as a system-wide average. That limit calls for a reduction of
about 85% from 1990 average emissions from coal-fired electric utility boilers,
and a reduction of about 57% from IPL's current emissions.
It is not possible to predict whether EPA's NOx SIP Call will ultimately
survive judicial review. Nor is it possible at this time to predict accurately
the costs of compliance. IPL's preliminary estimates are that the NOx SIP Call
would necessitate capital expenditures of about $160 million.
As to timing, if the requirements of the NOx SIP Call became effective,
they would likely do so during the 2000-2001 period and would probably
necessitate deployment of capital during the period between 2002 and 2005. There
can be no certainty about these estimates.
IPL expects to refine the above estimates as engineering studies progress
and when, as, and if such rules become effective.
Sale of Steam
- -------------
See Note 4 in the Notes to Financial Statements.
<PAGE>
RESULTS OF OPERATIONS
Comparison of Quarters Ended March 31, 2000 and March 31, 1999
--------------------------------------------------------------
Income applicable to common stock for the first quarter of 2000 was $37.4
million, a $4.4 million increase from the first quarter of 1999. The following
discussion highlights the factors contributing to this result.
Operating Revenues
- ------------------
Operating revenues increased $10.3 million during the first quarter
ended March 2000 compared to the similar period last year. These results were
due to the following:
Increase (Decrease)
from Comparable Period
Three Months Ended March 31
---------------------------
(Millions of Dollars)
Electric:
Change in retail KWH sales - net of fuel $ 5.8
Fuel revenue 0.2
Wholesale revenue 4.6
DSM Tracker revenue 0.4
Steam revenue (0.7)
---------
Total change in operating revenues $ 10.3
=========
The first quarter increase in retail KWH sales compared to the similar
period in 1999 resulted from economic growth in Indianapolis and a higher
realization per kilowatt-hour sold. The changes in fuel revenues in 2000 from
the prior year reflect changes in total fuel costs billed to customers.
Wholesale revenue increased during the first quarter of 2000 due to favorable
wholesale market conditions and generating unit availability.
Operating Expenses
- ------------------
Fuel costs increased by $1.7 million in the first quarter of 2000
compared to the same period last year. The first quarter increase was primarily
due to increased kilowatt-hour sales.
Other operating expenses increased $5.1 million in the first quarter of
2000 compared to the same period in 1999. The first quarter increase was
primarily due to decreased sales of emission allowances of $3.0 million, which
increased operating expenses. Also contributing to the variance were increased
distribution expenses and customer service and informational expenses.
Maintenance expense decreased $5.7 million during the first quarter of
2000 compared to the same period last year. The decrease in expense was due
primarily to reduced costs associated with the overhaul of plant generating
units.
Income taxes-net increased $3.2 million in the first quarter of 2000
compared to the same period in 1999 due to an increase in pretax operating
income.
As a result of the foregoing, utility operating income increased
11.4% during the first quarter of 2000 from the comparable 1999 period, to
$48.2 million.
Other Income and Deductions
- ---------------------------
Other-net decreased $1 million during the first quarter of 2000 compared
to the same period last year. This decrease was primarily due to decreased
miscellaneous non-operating revenues.
New Accounting Pronouncement
- ----------------------------
The Financial Accounting Standards Board has issued Statement of
Financial Accounting Standards No. 133, "Accounting for Derivative Instruments
and Hedging Activities," that IPL will be required to adopt in 2001 (see Note 3
in the Notes to Financial Statements for further discussion).
<PAGE>
PART II - OTHER INFORMATION
- ---------------------------
Item 1. Legal Proceedings
- ------- -----------------
See "NOx SIP Call" under Item 2, Other.
Item 6. Exhibits and Reports on Form 8-K
- ------- --------------------------------
(a) Exhibits. Copies of documents listed below which are
identified with an asterisk (*) are incorporated herein by
reference and made a part hereof. The management contracts or
compensatory plans are marked with a double asterisk (**)
after the description of the contract or plan.
3.1* Articles of Incorporation of Indianapolis Power & Light Company, as
amended. (Exhibit 3.1 to the Form 10-K for the year ended 12-31-97.)
3.2* Bylaws of Indianapolis Power & Light Company, as amended. (Exhibit 3.2
to the Form 10-Q for the quarter ended 3-31-99.)
4.1* Mortgage and Deed of Trust, dated as of May 1, 1940, between
Indianapolis Power & Light Company and American National Bank and Trust
Company of Chicago, Trustee, as supplemented and modified by 42
Supplemental Indentures.
Exhibits D in File No. 2-4396; B-1 in File No. 2-6210; 7-C
File No. 2-7944; 7-D in File No.2-72944; 7-E in File No. 2-8106; 7-F in
File No. 2-8749; 7-G in File No. 2-8749; 4-Q in File No. 2-10052;2-I in
File No. 2-12488; 2-J in File No. 2-13903; 2-K in File No. 2-22553; 2-L
in File No. 2-24581; 2-M in File No. 2-26156; 4-D in File No. 2-26884;
2-D in File No. 2-38332; Exhibit A to Form 8-K for October 1970;Exhibit
2-F in File No. 2-47162; 2-F in File No. 2-50260; 2-G in File
No.2-50260; 2-F in File No. 2-53541; 2E in File No. 2-55154; 2E in File
No. 2-60819; 2F in File No. 2-60819; 2-G in File No. 2-60819; Exhibit A
to Form 10-Q for the quarter ended 9-30-78 File No. 1-3132; 13-4 in
File No. 2-73213; Exhibit 4 in File No. 2-93092. Twenty-eighth,
Twenty-ninth and Thirtieth Supplemental Indentures. (Form 10-K dated
for the year ended December 31, 1985.)
4.2* Supplemental Indentures 32 through 42 as follows:
Thirty-Second Supplemental Indenture dated as of June 1, 1989.
Thirty-Third Supplemental Indenture dated as of August 1, 1989.
Thirty-Fourth Supplemental Indenture dated as of October 15, 1991.
Thirty-Fifth Supplemental Indenture dated as of August 1, 1992.
Thirty-Sixth Supplemental Indenture dated as of April 1, 1993.
Thirty-Seventh Supplemental Indenture dated as of October 1, 1993.
Thirty-Eighth Supplemental Indenture dated as of October 1, 1993.
Thirty-Ninth Supplemental Indenture dated as of February 1, 1994.
Fortieth Supplemental Indenture dated as of February 1, 1994.
Forty-First Supplemental Indenture dated as of January 15, 1995.
Forty-Second Supplemental Indenture dated as of October 1, 1995.
10.1 Interconnection Agreement dated December 30, 1960, between IPL and
Indiana & Michigan Electric Company (nka Indiana Michigan Power
Company) as modified through Modification 17 and Addendum V.
10.2 Interconnection Agreement dated May 1, 1992, among Indianapolis Power &
Light Company, PSI Energy, Inc. and CINERGY Services, Inc. as modified
through Amendment Number 9.
10.3 Interconnection Agreement dated December 2, 1969, between Indianapolis
Power & Light Company and Southern Indiana Gas and Electric Company as
modified through Modification No. 11.
10.4 Interconnection Agreement dated December 1, 1981, between Indianapolis
Power & Light Company and Hoosier Energy Rural Electric Cooperative,
Inc., as modified through Modification No. 6.
10.5 Interconnection Agreement dated October 7, 1987, between Indianapolis
Power & Light Company and Wabash Valley Power Association, as modified
through Modification No. 2.
10.6 Interconnection Agreement between Indianapolis Power & Light Company
and Indiana Municipal Power Agency as modified through Modification
No. 2.
21.1* Subsidiaries of the Registrant. (Exhibit 21.1 to the Form 10-K dated
12-31-99.)
27.1 Financial Data Schedule.
(b) Reports on Form 8-K.
A Form 8-K was filed on March 23, 2000, reporting
item 5, Other Events, to disclose an agreement for
the sale of certain assets.
<PAGE>
Signatures
----------
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
INDIANAPOLIS POWER & LIGHT COMPANY
----------------------------------
(Registrant)
Date: May 12, 2000 /s/ John R. Brehm
--------------------------------- -----------------------------------
John R. Brehm
Senior Vice President, Finance
Date: May 12, 2000 /s/ Stephen J. Plunkett
--------------------------------- -----------------------------------
Stephen J. Plunkett
Controller
EXHIBIT 10.1
Interconnection Agreement
BETWEEN
INDIANAPOLIS POWER & LIGHT COMPANY
AND
INDIANA & MICHIGAN ELECTRIC COMPANY
Dated December 30, 1960
CONTENTS
Article Page
Preamble................................................... 1
1. Facilities to be Provided............................. 1
2. Provisions for, and Continuity of Interconnected...... 3
Operation
3. Services to be Rendered............................... 3
4. Service Conditions.................................... 4
5. Delivery Points, Metering Points and Metering......... 5
6. Records and Statements................................ 6
7. Billings and Payments................................. 6
8. Operating Committee................................... 6
9. Continuity of Service................................. 7
10. Duration of Agreement................................. 7
11. Arbitration........................................... 7
12. Regulatory Authorities................................ 8
13. Waivers............................................... 8
14. Assignment............................................ 8
Service
Schedule
A Firm Power to Indianapolis Company.................... 9
B Emergency Service..................................... 13
C Coordination of Scheduled Maintenance of Generating... 15
Facilities
D Energy Transfer....................................... 17
E Interchange Power..................................... 19
F Short Term Power...................................... 21
0.01 THIS AGREEMENT, dated this 30th day of December, 1960, between
INDIANAPOLIS POWER & LIGHT COMPANY (Indianapolis Company), an Indiana
corporation, and INDIANA & MICHIGAN ELECTRIC COMPANY (Indiana Company), also
an Indiana corporation,
W I T N E S S E T H,
T H A T:
0.02 WHEREAS, Indianapolis Company owns electric facilities and is
engaged in the generation, transmission, distribution, and sale of electric
power and energy in Indiana; and
0.03 WHEREAS, Indiana Company owns electric facilities and is engaged
in the generation, transmission, distribution, and sale of electric power
and energy in Indiana and Michigan; and
0.04 WHEREAS, Indianapolis Company and Indiana Company desire that
certain 345,000-volt transmission line facilities be provided and built so
as to establish a high capacity 345,000-volt interconnection between the
Indianapolis Company system and the Indiana Company system; and
0.05 WHEREAS, Indianapolis Company and Indiana Company desire to
avail themselves of the mutual benefits and advantages to be realized by
interconnected systems operation through such 345,000-volt interconnection;
and
0.06 WHEREAS, the parties desire to fix the terms and conditions upon
which such interconnection shall be provided and built and upon which the
furnishing of interconnection services shall be effected;
0.07 NOW, THEREFORE, in consideration of the premises and of the
mutual covenants herein set forth, the parties agree as follows:
ARTICLE 1
FACILITIES TO BE PROVIDED
Indiana Company
1.01 Indiana Company shall provide, own, and install, or cause to be
installed, at its own expense, the following described facilities; viz.:
1.011 A 345,000-volt single circuit steel tower transmission
line (hereby designated and herein called Tanners Creek-Hanna-De Soto
Line), approximately 138 miles in length, constructed with two 954,000
cm ACSR conductors per phase or with conductors of at least equivalent
conductivity and suitable ground wires, to extend in a generally
northerly direction from Indiana Company's Tanners Creek Station via
Indianapolis Company's proposed Hanna Substation, to be located in or
near Indianapolis, to Indiana Company's proposed DeSoto Substation,
to be located near Muncie.
1.012 On the existing 345,000-volt double circuit steel tower
transmission line that extends from Tanners Creek Station to Indiana
Company's Sorenson Substation, a second 345,000-volt circuit to extend
from the proposed De Soto Substation to Sorenson Substation,
approximately 48 miles in length, with main conductors of not less
than 1.75 inches diameter 1,414,000 cm ACSR expanded conductor or of
equivalent conductivity and diameter.
1.013 At Tanners Creek Station, the necessary terminal
equipment, including facilities suitable for the three-terminal
control of the Tanners Creek-Hanna-De Soto Line described in
subsection 1.011 above and essential to the protection of line and
station equipment; such terminal equipment shall include one
345,000-volt ultra-high speed automatic reclosing circuit breaker,
appurtenant disconnecting and associated equipment, carrier current
relays and associated carrier current equipment and every item
required and suitable for the three-terminal control of said line and
for the coordination of such control with terminal equipment to be
provided by Indianapolis Company pursuant to subsection 1.021 below.
1.014 At Tanners Creek Station and other suitable locations,
such communication, telemetering, and load control facilities as shall
hereafter be determined by the parties as necessary for the proper and
efficient interconnected operation of the parties' systems.
Indianapolis Company
1.02 Indianapolis Company shall provide, own, and install, or cause
to be installed, at its own expense, the following described facilities;
viz.:
1.021 At Hanna Substation, the necessary terminal equipment,
including facilities suitable for the three-terminal control of the
Tanners Creek-Hanna-De Soto Line and essential to the protection of
line and station equipment; such terminal equipment shall include one
345,000/138,000-volt, three-phase auto-transformer having a nominal
rating of not less than 200,000 kilovolt-amperes, one 138,000-volt
ultra-high speed automatic reclosing circuit breaker, appurtenant
disconnecting and associated equipment, carrier current relays and
associated carrier current equipment, and every item required and
suitable for the three-terminal control of said line and for the
coordination of such control with terminal equipment to be provided by
Indiana Company pursuant to subsection 1.013 above.
1.022 At Hanna Substation, such suitable 138,000-volt metering
equipment as described in Section 5.03 below.
1.023 At Hanna Substation and other suitable locations, such
communication, telemetering, and load control facilities as shall
hereafter be determined by the parties as necessary for the proper and
efficient interconnected operation of the parties' systems.
Interconnection Point
1.03 The Interconnection Point shall be that point at Hanna
Substation where the terminal facilities provided therefor by Indianapolis
Company shall be connected to the Tanners Creek-Hanna-DeSoto Line.
Facilities Obligations Common To The Parties
1.04 Subject to accidents, strikes, litigations, delays in securing
delivery of equipment or other similar or dissimilar causes beyond the
reasonable control of the parties, including the procuring of the necessary
materials and labor and the obtaining of all the necessary governmental
authorizations and permits approving the use of such labor and materials,
the installation of the facilities to be provided by the parties, as
hereinabove described, shall be completed and in service on or before May
31, 1963, and should the installation of said facilities be delayed beyond
said date due to the aforesaid causes it shall nevertheless be completed as
soon thereafter as practicable.
1.05 The parties shall cooperate with one another so as to assure the
maximum practicable coordination of design of the facilities to be installed
by each of them with new and existing facilities of the other.
Maintenance of Equipment
1.06 The parties shall each keep, or shall cause to be kept, the
lines, together with all associated equipment and appurtenances, described
in Article 1 that are located on their respective sides of the
Interconnection Point in a suitable condition of repair at all times, each
at its own expense, in order that said lines will operate in a reliable and
satisfactory manner and in order that reduction in the capacity of said
lines will be avoided to the extent practicable.
ARTICLE 2
PROVISIONS FOR, AND CONTINUITY OF INTERCONNECTED OPERATION
2.01 When the installation of the facilities as provided for under
Article 1 is completed, the systems of the parties shall be connected at the
Interconnection Point and thereafter throughout the duration of this
agreement, subject to the provisions of this Section 2.01, such systems
shall be operated in continuous synchronism through such line. If
synchronous operation of the systems through such line becomes interrupted
either manually or automatically because of reasons beyond the control of
either party or because of scheduled maintenance that has been agreed to by
both parties, the parties shall cooperate so as to remove the cause of such
interruption as soon as practicable and restore such line to normal
operating condition. Neither party shall be responsible to the other party
for any damage or loss of revenue caused by any such interruption.
ARTICLE 3
SERVICES TO BE RENDERED
3.01 It is the purpose in general of the parties to seek and realize
all benefits practicable to be effected through coordination in the
operation and development of their respective systems. It is understood by
the parties that such benefits may be realized by them by carrying out under
stated terms and conditions various interconnection services and
transactions that may include among others:
the sale and purchase of firm power and associated energy,
the furnishing of mutual emergency and standby assistance,
the interchange, sale, and purchase of energy to effect
operating economies,
the coordination of maintenance schedules of generating and
transmission facilities,
the transfer of electric energy through the transmission system
of one party for the benefit of the other, and
the sale and purchase of short-term electric power and energy
available on the system of one party and needed on the system of the
other.
In furtherance of such purpose the parties shall appoint an Operating
Committee as provided under Article 8.
3.02 Inasmuch as the specific services to be rendered in furtherance
of such purpose will vary from time to time during the duration of this
agreement, and the terms and conditions applicable to such services may
require modification from time to time, it is intended that such specific
services and the terms and conditions applicable thereto will be set forth
in service schedules from time to time arranged between the parties. Such
service schedules upon agreement of the parties, initially by Section 3.03
below or subsequently by separate execution, shall become parts of this
agreement during the periods fixed by their respective duration.
3.03 The following service schedules are agreed to initially and
hereby made a part of this agreement:
Service Schedule A - Firm Power to Indianapolis Company
Service Schedule B - Emergency Service
Service Schedule C - Coordination of Scheduled Maintenance of
Generating Facilities
Service Schedule D - Energy Transfer
Service Schedule E - Interchange Power
Service Schedule F - Short Term Power
ARTICLE 4
SERVICE CONDITIONS
Control of System Disturbance
4.01 The parties shall maintain and operate their respective systems
so as to minimize, in accordance with sound operating practice, the
likelihood of disturbance originating in either system which might cause
impairment to the service of the system of the other party or of any system
interconnected with the system of the other party.
Control of Kilovar Exchange
4.02 It is the intent that neither party shall be obligated to
deliver kilovars for the benefit of the other party; also that neither party
shall be obligated to receive kilovars when to do so may introduce
objectionable operating conditions on its system. The Operating Committee
shall be responsible for the establishment from time to time of operating
procedures and schedules, in respect of carrying kilovar loads by one system
for the other in order to secure adequate service and economical use of the
facilities of both systems and in respect of proper charges, if any, for the
use of facilities carrying kilovar loads. In discharging such duties the
Operating Committee shall recognize that in the transmission and delivery of
power and energy hereunder the carrying of kilovar loads by either of the
parties, in harmony with sound engineering principles of transmission
operation with their systems interconnected, is subject to numerous
variables contingent upon loading and operating conditions existing
simultaneously on both of their systems. The operating procedures and
schedules so set up by the Operating Committee shall be in accord with such
principles and shall require each of the parties to carry kilovar loads at
such times and in such amounts as will be equitable to both parties.
Control of Unscheduled Power Deliveries
4.03 The parties shall exercise due diligence and foresight in
carrying out all matters related to the providing and operating of their
respective electric power resources so as to minimize to the extent
practicable deviations between actual and scheduled deliveries of electric
power and energy between their systems. The parties shall provide and
install on their respective systems such communication and telemetering
facilities as are essential to so minimizing such deviations; and, in
developing and executing operating procedures that will enable the parties
to avoid to the extent practicable deviations from scheduled deliveries,
shall fully cooperate with each other and with third parties whose systems
are either directly or indirectly interconnected with the systems of the
parties and who of necessity together with the parties must unify their
efforts cooperatively to achieve effective and efficient interconnected
operation. The parties recognize, however, that, despite their best efforts
to prevent the same, unscheduled deliveries of electric energy from one
party to the other may occur. Electric energy delivered hereunder in such
event shall be settled for either by the return of equivalent energy or by
payment of the out-of-pocket cost--such cost being as of the delivery point
or points, as provided for in Section 5.01 of this agreement, taking into
account electrical losses incurred from the source or sources of such energy
to said delivery point or points--to the supplying party of generating or
acquiring such energy plus ten per cent of such cost. If equivalent energy
is returned, it shall be returned at times when the load conditions of the
party receiving it are equivalent to the load conditions of such party at
the time the energy for which it is returned was delivered or, if such party
elects to have equivalent energy returned under different conditions, it
shall be returned in such amounts, to be agreed upon by the Operating
Committee, as will compensate for the difference in conditions.
ARTICLE 5
DELIVERY POINTS, METERING POINTS, AND METERING
Delivery Points
5.01 All electric energy delivered under this agreement shall be of
the character commonly known as three-phase sixty-cycle energy, and shall be
delivered at the Interconnection Point, as defined under Section 1.03 above,
at a nominal voltage of 345,000 volts and at such other points and voltages
as may be agreed upon by the parties.
Metering Points
5.02 Electric power and energy supplied and delivered under this
agreement shall be measured by suitable metering equipment provided, owned,
and maintained by Indianapolis Company at the metering point at hereinbelow
set forth; and at such other points, voltages, and ownership as may be
agreed upon by the parties; viz.:
5.021 In respect of the Interconnection Point by 138,000-volt
metering equipment installed at Hanna Substation.
Metering
5.03 Suitable metering equipment at the metering points as provided
in Section 5.02 above shall include electric meters, potential and current
transformers, and such other appurtenances as shall be necessary to give for
each direction of flow the following quantities: (1) a continuous
automatic graphic record of both kilowatts and kilovars, (2) an automatic
record of the kilowatt-hours for each clock hour, and (3) a continuous
integrating record of the kilowatt-hours.
5.04 Measurements of electric energy for the purpose of effecting
settlements under this agreement shall be made by standard types of electric
meters installed and maintained, unless otherwise provided for in this
agreement, by the owner at the metering points as provided under Section
5.02 above. The timing devices of all meters having such devices shall be
maintained in time synchronism as closely as practicable. The meters shall
be sealed and the seals shall be broken only upon occasions when the meters
are to be tested or adjusted. For the purpose of checking the records of
the metering equipment installed by one of the parties as hereinabove
provided, the other party shall have the right to install check metering
equipment at the aforesaid metering points. Metering equipment so installed
by one party on the premises of another party, unless otherwise provided for
in this agreement, shall be owned and maintained by the party installing
such equipment. Upon termination of this agreement the party owning such
metering equipment shall remove it from the premises of the other party.
Authorized representatives of both parties shall have access at all
reasonable hours to the premises where the meters are located and to the
records made by the meters.
5.05 The aforesaid metering equipment shall be tested by the owner at
suitable intervals and its accuracy of registration maintained in accordance
with good practice. On request of either party, a special test may be made
at the expense of the party requesting such special test. Representatives
of both parties shall be afforded opportunity to be present at all routine
or special tests and upon occasions when any readings, for purposes of
settlements hereunder, are taken from meters not bearing an automatic
record.
5.06 If at any test of metering equipment an inaccuracy shall be
disclosed exceeding two percent, the account between the parties for service
theretofore delivered shall be adjusted to correct for the inaccuracy
disclosed over the shorter of the following two periods: (1) for the
thirty-day period immediately preceding the day of the test or (2) for the
period that such inaccuracy may be determined to have existed. Should the
metering equipment as provided for under Section 5.03 above at any time fail
to register, the electric power and energy delivered shall be determined
from the check meters, if installed, or otherwise shall be determined from
the best available data.
ARTICLE 6
RECORDS AND STATEMENTS
Records
6.01 In addition to records of the metering provided for in Article 5
above, the parties shall keep in duplicate such other records as may be
needed to afford a clear history of the various deliveries of electric
energy made by one party to the other and of the clock-hour integrated
demands in kilowatt-hours delivered by one party to the other. In
maintaining such records, the parties shall effect such segregations and
allocations of demands and electric energy delivered into classes
representing the various services and conditions as may be needed in
connection with settlements under this agreement. The originals of all such
records shall be retained by the party keeping the records and the
duplicates shall be delivered monthly to the other party except as the
parties may agree upon a different time interval for such delivery.
Statements
6.02 As promptly as practicable after the end of each calendar month,
the parties shall cause to be prepared a statement setting forth the
electric power and energy transactions between the parties during such month
in such detail and with such segregations as may be needed for operating
records or for settlements under the provisions of this agreement.
ARTICLE 7
BILLINGS AND PAYMENTS
7.01 All bills for amounts owed by one party to the other shall be
due and payable on the fifteenth day of the month next following the monthly
or other period to which such bills are applicable, or on the tenth day
following receipt of bill, whichever date be later. Interest on unpaid
amounts shall accrue at the rate of six per cent per annum from the date due
until the date upon which payment is made. Unless otherwise agreed upon a
calendar month shall be the standard monthly period for the purposes of
settlements under this agreement.
ARTICLE 8
OPERATING COMMITTEE
8.01 To coordinate the operation of their respective generating,
transmission, and substation facilities, in order that the advantages to be
derived hereunder may be realized by the parties to the fullest practicable
extent, the parties shall establish a committee of authorized
representatives to be known as the Operating Committee. Each of the parties
shall designate in writing delivered to the other party, the person who is
to act as its representative on said committee (and the person or persons
who may serve as alternate whenever such representative is unable to act).
Such representative and alternate or alternates shall each be persons
familiar with the generating, transmission, and substation facilities of the
system of the party by which he has been so designated, and each shall be
fully authorized (1) to cooperate with the other representative (or
alternates) and (2) from time to time as the need arises, subject to the
declared intentions of the parties herein set forth and to the terms hereof
and the terms of any other agreements then in effect between the parties, to
determine and agree upon the following:
8.011 All matter pertaining to the coordination of maintenance
of the generating and transmission facilities of the parties.
8.012 All matters pertaining to the control of time, frequency,
energy flow, kilovar exchange, power factor, voltage, and other
similar matters bearing upon the satisfactory synchronous operation of
the systems of the parties.
8.013 Such other matters not specifically provided for herein
upon which cooperation, coordination, and agreement as to quantity,
time, method, terms and conditions are necessary in order that the
operation of the systems of the parties may be coordinated to the end
that the potential savings will be realized to the fullest practicable
extent that is agreed upon by the parties.
8.02 For the purpose of inspection and reading of meters, checking of
records, and all other pertinent matters, said representatives and their
alternates shall have the right of entry to all property of the parties used
in connection with the performance of this agreement.
ARTICLE 9
CONTINUITY OF SERVICE
9.01 Each party shall exercise due diligence and reasonable care and
foresight to maintain continuity of service in the delivery and receipt of
energy as provided under this agreement, but neither party shall be
considered to be in default in respect of any obligation hereunder if
prevented from fulfilling such obligation by reason of uncontrollable
forces. The term uncontrollable forces shall be deemed for the purposes of
this agreement to mean earthquake, storm, lightning, flood, backwater caused
by flood, fire, epidemic, accident, failure of facilities, war, riot, civil
disturbances, strike, labor disturbances, restraint by court or public
authority, or other similar or dissimilar causes beyond the control of the
party affected which causes such party could not have avoided by exercise of
due diligence and reasonable care. Any party unable to fulfill any
obligation by reason of uncontrollable forces shall exercise due diligence
to remove such disability with reasonable dispatch.
ARTICLE 10
DURATION OF AGREEMENT
10.01 This agreement shall continue from the date hereof to the
expiration of a period of thirty consecutive years commencing upon the
Interconnection Date, as defined in this Section 10.01, and thereafter for
successive periods of one year unless and until terminated as provided for
in Section 10.02 below. The Interconnection Date for purposes of this
agreement shall be the first day of the calendar month next following the
day, or on such day if it should be the first day of a calendar month, upon
which the systems of the parties are connected at the Interconnection Point
as provided for in Article 2 above. As soon as practicable following the
establishment of such date in conformance with the foregoing, the parties,
as a matter of record, shall exchange letters setting forth their acceptance
thereof as said Interconnection Date.
10.02 Either party upon at least thirty months' prior written notice
to the other may terminate this agreement at the expiration of said period
of thirty consecutive years or at the expiration of any successive period of
one year.
ARTICLE 11
ARBITRATION
11.01 In the event of disagreement between the parties with respect
to (1) any matter herein specifically made subject to arbitration, (2) any
question of operating practice involved in the deliveries of power and
energy herein provided for, (3) any question of fact involved in the
application of the provisions of this agreement, or (4) the interpretation
of any provision of this agreement, the matter involved in the disagreement
shall, upon demand of either party, be submitted to arbitration in the
manner hereinafter provided. An offer of such submission to arbitration
shall be a condition precedent to any right to institute proceedings at law
or in equity concerning such matter.
11.02 The party calling for arbitration shall serve notice in writing
upon the other party, setting forth in detail the subject or subjects to be
arbitrated, and the parties thereupon shall endeavor to agree upon and
appoint one person to act as sole arbitrator. If the parties fail so to
agree within a period of fifteen days from the receipt of the original
notice, the party calling for the arbitration shall, by written notice to
the other party, call for appointment of a board of arbitrators skilled with
respect to matters of the character involved in the disagreement, naming one
arbitrator in such notice. The other party shall, within ten days after the
receipt of such call, appoint a second arbitrator, and the two so appointed
shall choose and appoint a third. In case such other party fails to appoint
an arbitrator within said ten days, or in case the two so appointed fail for
ten days to agreed upon and appoint a third, the party calling for the
arbitration, upon five days' written notice delivered to the other party,
shall apply to the person who at the time shall be the senior Judge, in
point of service, of the United States District Court having jurisdiction at
Indianapolis, Indiana, for appointment of the second or third arbitrator, as
the case may be.
11.03 The sole arbitrator, or the board of arbitrators, shall afford
adequate opportunity to the parties to present information with respect to
the question or questions submitted for arbitration and may request further
information from either or both parties. The findings and award of the sole
arbitrator or of a majority of the board of arbitrators shall be final and
conclusive with respect to the question or questions submitted for
arbitration and shall be binding upon the parties, provided, that such
findings and award shall not in any way vary the expressed terms of this
agreement or in any way extend the expressed scope and intent hereof. Each
party shall pay for the services and expenses of the arbitrator appointed by
or for it, if there be a board of arbitrators, and all other costs incurred
in connection with the arbitration shall be paid in equal parts by the
parties hereto, unless the award shall specify a different division of the
costs.
ARTICLE 12
REGULATORY AUTHORITIES
12.01 This agreement is made subject to the jurisdiction of any
governmental authority or authorities having jurisdiction in the premises.
ARTICLE 13
WAIVERS
13.01 Any waiver at any time by either party of its rights with
respect to a default under this agreement, or with respect to any other
matter arising in connection with this agreement, shall not be deemed a
waiver with respect to any subsequent default or matter. Any delay, short
of the statutory period of limitation, in asserting or enforcing any right
under this agreement, shall not be deemed a waiver of such right.
ARTICLE 14
ASSIGNMENT
14.01 This agreement shall inure to the benefit of and be binding
upon the successors and assigns of the respective parties.
14.02 In Witness Whereof, the parties hereto have caused this
agreement to be executed by their duly authorized officers.
INDIANAPOLIS POWER & LIGHT COMPANY
By: /s/ O.T. Fitzwater
O.T. Fitzwater, President
ATTEST:
/s/ Ralph W. Husted
Ralph W. Husted, Secretary
INDIANA & MICHIGAN ELECTRIC COMPANY
By: /s/ Philip Sporn
Philip Sporn, President
ATTEST:
/s/ M.P. McGlone
M.P. McGlone, Asst. Secretary
SERVICE SCHEDULE A
Firm Power to Indianapolis Company
Under Agreement, dated December 30, 1960, between
Indianapolis Power & Light Company and
Indiana & Michigan Electric Company
SECTION 1 - DURATION
1.1 This Service Schedule, a part of and under agreement, dated
December 30, 1960, between Indianapolis Power & Light Company (Indianapolis
Company), and Indiana & Michigan Electric Company (Indiana Company) shall
become effective June 1, 1963 and shall continue in effect until May 31,
1973 and thereafter for successive periods of one year unless and until
terminated as provided for in this subsection 1.1. Either party upon at
least thirty months' prior written notice may terminate this Service
Schedule on May 31, 1973 or at the expiration of any successive period of
one year thereafter.
SECTION 2 - FIRM POWER
2.1 Indiana Company shall sell and deliver and Indianapolis Company
shall take and pay for, on the terms and conditions provided for under this
agreement, electric power (Firm Power ) and associated electric energy (Firm
Energy). Throughout the duration of this Service Schedule, Indiana Company
shall stand ready at all times, subject to the provisions of this agreement,
to deliver to Indianapolis Company Firm Power and Firm Energy in any amount
desired by Indianapolis Company up to a maximum rate of delivery equal to
the Firm Contract Demand as defined in subsection 3.1 of this Service
Schedule.
SECTION 3 - DEFINITION OF BILLING FACTORS
Firm Power Demand
3.1 The following terms, wherever used in this Service Schedule,
shall have the following meanings:
3.11 "Month" means Calendar Month.
3.12 "Contract Year" means the period of twelve consecutive
months beginning on June 1, 1963, or any succeeding anniversary date
thereof and terminating the last day of any such period.
3.13 "Firm Contract Demand" for any month means the figure in
effect for such month as set forth below in this subsection 3.13:
Firm Contract Demand
Contract Year Kilowatts
June 1, 1963 to May 31, 1964................... 50,000
June 1, 1964 to May 31, 1965................... 100,000
June 1, 1965 to May 31, 1966................... 150,000
For each contract year following May 31, 1966, the firm contract
demand will be the same as that of the preceding contract year,
subject, however, to the following conditions:
Indianapolis Company may, by giving Indiana Company notice in
writing not less than thirty months prior to the fourth contract year
or any succeeding contract year thereafter, establish the amount of
the Firm Contract Demand for such year provided, however, that such
Firm Contract Demand will in no event be less than 100,000 kilowatts
nor more than 150,000 kilowatts.
Firm Energy
3.2 The number of kilowatt-hours of Firm Energy to be delivered to
Indianapolis Company and the time of delivery thereof, subject to the rate
of delivery limit specified in subsection 2.1 of this Service Schedule,
shall be scheduled by Indianapolis Company, and the number of kilowatt-hours
of such Firm Energy so scheduled during each clock-hour shall be recorded as
provided for in Article 6 of this agreement. The aggregate number of
kilowatt-hours of Firm Energy so recorded for any month shall be used for
the purpose of effecting billings and payments under this Service Schedule
for such month. Each of the parties shall exercise due diligence and
reasonable care and foresight in arranging for and operating their
respective power sources so that amounts of Firm Energy shall be delivered
and taken in accordance with such delivery schedules.
SECTION 4 - COMPENSATION
4.1 Indianapolis Company shall pay Indiana Company each month for
services provided for under this Service Schedule upon the bases of the
billing factors determined for such month and as hereinbelow provided:
Minimum Charge
For services provided for under this Service Schedule, Indianapolis
Company shall pay Indiana Company a Minimum Charge each calendar month of
$3.48 per kilowatt of Firm Contract Demand. Such additional charges to be
paid any month by Indianapolis Company to Indiana Company as provided for in
Section 5 of this Service Schedule are to be paid in addition to any charge
for such month as provided for in this Section 4. In the event the bill
rendered to Indianapolis Company for any calendar month is subject to
decrease by an amount as provided for in said Section 5, any charge,
including the minimum charge, for such month determined as provided for in
this Section 4 shall be decreased by such amount.
Energy Charges
The charge for the total kilowatt-hours taken up to a
quantity equal to 450 times the Firm Contract Demand is
included in the Minimum Charge specified above.
For the remaining kilowatt-hours taken, the
charge per kilowatt-hour shall be............. 1.90 mills
The charges provided for in this Section 4 shall be subject to adjustment in
accordance with the provisions of Section 5 of this Service Schedule.
Firm Energy Account
4.2 If, during any calendar month, the kilowatt-hours of Firm Energy
delivered by Indiana Company to Indianapolis Company under this Service
Schedule are less than the product of 450 hours and the Firm Contract
Demand, the number of kilowatt-hours of Firm Energy paid for by Indianapolis
Company for such month pursuant to subsection 4.1 above that were not
actually delivered to Indianapolis Company shall be set up in an account
(herein called Firm Energy Account) to the credit of Indianapolis Company.
During any subsequent month that there is a balance of kilowatt-hours
remaining to the credit of Indianapolis Company in such Firm Energy Account
and the kilowatt-hours of Firm Energy delivered to Indianapolis Company for
such month are in excess of the product of 450 hours and the Firm Contract
Demand for such month, a quantity of kilowatt-hours equal to (1) such excess
kilowatt-hours or (2) the balance of kilowatt-hours remaining to the credit
of Indianapolis Company in the Firm Energy Account, whichever amount is the
smaller, shall be billed to Indianapolis Company at no charge therefor,
excepting such charges as are applicable thereto in accordance with Section
5 of this Service Schedule, and the Firm Energy Account shall be charged
with such number of kilowatt-hours so billed to Indianapolis Company.
SECTION 5 - ADDITIONAL CHARGES AND CREDITS
5.1 The following terms, wherever used in this
Service Schedule,
shall have the following meanings:
5.11 Principal Stations - The steam-electric generating stations of
Indiana Company known as Breed, Tanners Creek, and Twin
Branch and any new principal steam-electric generating
stations (exclusive of nuclear power stations) that may be
placed in service by Indiana Company.
5.12 Account No. 501. Fuel - The production expense account of the
Uniform System of Accounts prescribed for Public Utilities
and Licensees by the Federal Power Commission as
prevailing during January, 1961.
5.13 Weighted average Fuel Cost - The total of all the components of
cost at all the Principal Stations chargeable to Account
No. 501 Fuel during a specified period divided by the
total millions of Btu in fuel charged to said account at
all the Principal Stations during such period, expressed
in cents per million Btu.
5.14 Weighted average Fuel Consumption - The total Btu in fuel
charged to Account No. 501 Fuel, at the Principal Stations
during a specified period divided by the total kilowatt-hour
net generation at all the Principal Stations during such
period, expressed in Btu per kilowatthour.
5.15 Accounts other than Fuel - All of the operating production
expense accounts for Electric Generation-Steam Power of said
Uniform System of Accounts other than Account No. 501 Fuel
as prevailing during January 1961.
5.16 Capability of Breed Station - The aggregate kilowatt-hours of
net generation during a clock-hour period that the Breed
Station is capable of generating at the time of the annual
peak load of the Indiana Company system with all equipment
operating at such station.
5.17 Weighted average cost other than Fuel at Breed Station - The
total of all the components of cost chargeable to the accounts
other than Fuel specified in subsection 5.15 above at the
Breed Station during a specified period divided by the
product of (1) the Capability of the Breed Station during
such period and (2) the number of months during such
period, expressed in cents per kilowatt-month.
5.2 The charges provided for in Section 4 of this Service Schedule
are based upon a weighted average fuel cost of twenty and one-half cents
($0.205) per million Btu at the Principal Stations. In the event such
weighted average fuel cost for any month is above twenty and one-half cents
($0.205) per million Btu by at least one mill, an additional charge during
the next succeeding month shall be made on the kilowatt-hours of Firm Energy
actually delivered during such succeeding month at a rate of 0.0105 mills
per kilowatt-hour for each full mill increase in such weighted average fuel
cost above twenty and one-half cents ($0.205) per million Btu. In the event
such weighted average fuel cost for any month is less than twenty and
one-half cents ($0.205) per million Btu by at least one mill, the bill
rendered to Indianapolis Company for the next succeeding month shall be
decreased by an amount equal to the kilowatt-hours of Firm Energy actually
delivered during such succeeding month at a rate of 0.0105 mills per
kilowatt-hour for each full mill decrease in such weighted average fuel cost
below twenty and one-half cents ($0.205) per million Btu. The said
adjustment factor of 0.0105 mills shall be subject to adjustment as provided
for in subsection 5.3 of this Service Schedule.
5.3 The said adjustment factor of 0.0105 mills is based upon a
weighted average fuel consumption of 10,500 Btu per kilowatthour of net
generation. In the event that improvements in the thermal efficiency of the
presently existing Principal Stations or the addition of any new Principal
Station bring about a reduction in the weighted average fuel consumption for
a period of twelve (12) consecutive months of at least 200 Btu below 10,500
Btu per kilowatthour, the adjustment factor of 0.0105 mills for the next
succeeding month shall be decreased 0.00019 mills for each full 200 Btu that
the weighted average fuel consumption so becomes lower than 10,500 Btu per
kilowatthour.
5.4 If the weighted average cost other than fuel at Breed Station for
a period of twelve consecutive elapsed months is above 16.7 cents per
kilowatt-month by at least 0.5 cent, for each full 0.5 cent that such cost
is above 16.7 cents, the next succeeding month Indianapolis Company shall
pay 0.625 cent per kilowatt of Firm Contract Demand. If the weighted
average cost other than fuel at Breed Station for a period of twelve
consecutive elapsed months is below 16.7 cents per kilowatt-month by at
least 0.5 cent, for each full 0.5 cent that such cost is below 16.7 cents,
the bill rendered to Indianapolis Company for the next succeeding month
shall be decreased by 0.625 cent per kilowatt of Firm Contract Demand.
SECTION 6 - BILLINGS AND PAYMENTS
6.1 Billings and payments for the purposes of effecting settlements
under this Service Schedule shall be made in accordance with and subject to
the terms and conditions of Article 7 of this agreement.
SECTION 7 - TAXES
7.1 It is expressly agreed and made a provision of this Service
Schedule that if at any time during the term hereof there should be levied
and/or assessed against Indiana Company any direct tax by any taxing
authority on the Firm Power and/or Firm Energy manufactured, generated,
produced, converted, sold, purchased, transmitted, interchanged, exchanged,
exported or imported by Indiana Company, in addition to or different from
the forms of such direct taxes now being levied and/or assessed against
Indiana Company, or any increase in the rate of such existing or future
direct taxes, which Indiana Company could demonstrate to be unduly
burdensome to it in the performance of the obligations herein provided, then
in such event, the parties shall endeavor to make such an agreement in
regard to sharing the burden created by such tax as appears to be equitable
and proper under the circumstances.
SECTION 8 - DEFERRAL OF EFFECTIVE DATE
8.1 Notwithstanding any of the foregoing provisions of this Service
Schedule, in the event Indiana Company as of June 1, 1963, is unable to
provide 345,000-volt transmission line facilities suitable for connection to
Indianapolis Company's terminal facilities as Hanna Substation, as described
in Section 1.02 of Article 1 of this agreement, and sufficiently completed
to enable Indiana Company to supply over such facilities Firm Power service
as provided for in this Service Schedule, this Service Schedule shall not
become effective until June 1 next following the day, or on such day if it
should be June 1, that Indiana Company is so able to provide such
345,000-volt transmission line facilities. In the event that this Service
Schedule becomes effective after June 1, 1963, as provided for in this
subsection 8.1, it shall continue in effect from the date that it so becomes
effective to the expiration of a period of ten consecutive years and
thereafter for successive periods of one year unless and until terminated as
provided for in this subsection 8.1. Either party upon at least thirty
months' prior written notice to the other may terminate this Service
Schedule at the expiration of said period of ten consecutive years or at the
expiration of any successive period of one year.
SERVICE SCHEDULE B
EMERGENCY SERVICE
Under Agreement, dated December 30, 1960, between
Indianapolis Power & Light Company and
Indiana & Michigan Electric Company
SECTION 1 - DURATION
1.1 This Service Schedule, a part of and under agreement, dated
December 30, 1960, between Indianapolis Power & Light Company (Indianapolis
Company) and Indiana & Michigan Electric Company (Indiana Company) shall
become effective on the Interconnection Date as defined in Section 10.01 of
Article 10 of this agreement and shall continue in effect throughout the
duration of the agreement of which it is a part.
SECTION 2 - SERVICES TO BE RENDERED
2.1 Subject to the provisions of subsection 2.2 of this Section 2, in
the event of a breakdown or other emergency in or on the system of either
party involving either sources of power or transmission facilities, or both,
impairing or jeopardizing the ability of the party suffering the emergency
to meet the loads of its system, the other party shall deliver to such party
electric energy in amounts up to and including 50,000 kilowatts which 50,000
kilowatts is hereby designated and herein called Emergency Capacity, and
shall also deliver any additional electric energy in excess of said amount
that it is requested to deliver; provided, however, that neither party shall
be obligated to deliver any part of such additional energy which, in its
sole judgment, it cannot deliver without interposing a hazard to or economic
burden upon its operations or without impairing or jeopardizing the other
load requirements of its system; and provided further, that neither party
shall be obligated to deliver electric energy in amounts up to and including
or in excess of said Emergency Capacity to the other for a period in excess
of forty-eight consecutive hours during any single emergency.
2.2 The parties recognize that the delivery of electric energy up to
and including the Emergency Capacity as provided for in subsection 2.1 of
this Section 2 is subject to two conditions which may preclude the delivery
of such energy as so provided: (a) the system of a party may be suffering
an emergency in or on its own system as described in said subsection 2.1, or
(b) the system of a party may be delivering electric energy, under a mutual
emergency interchange agreement, to the system of another interconnected
company which is suffering an emergency in or on its system. Under
conditions as cited under (a) above, neither party shall be considered to be
in default hereunder if unable to comply with the provisions of said
subsection 2.1. Under conditions as cited under (b) above, neither party
shall be considered to be in default hereunder if it is unable to comply
with the provisions of said subsection 2.1 provided that the aforesaid
interconnected company has suffered said emergency in or on its system prior
to and within forty-eight hours of that of the other party hereto and that,
if requested by said other party, such delivery of electric energy to said
interconnected company shall be discontinued within forty-eight hours
following the start of such delivery, and a subsequent delivery shall be
made for a full forty-eight hour period to said other party in accordance
with the provisions of said subsection 2.1.
2.3 If at any time the record over a reasonable prior period shows
clearly that either of the parties has failed to deliver energy in
accordance with and subject to the provisions of subsection 2.1 and
subsection 2.2 of this Section 2, either party, by written notice given to
the other party, may call for a joint study by the parties of the reserve
generating capacity in and provided for their respective systems and of
their respective system transmission facilities affecting the supply and
delivery of power and energy under this agreement. It shall be the purpose
of such study to determine the adequacy or inadequacy of reserve generating
capacity and transmission facilities being provided to meet the requirements
of the parties' respective systems, reflecting obligations under this
agreement, and, if inadequate, the extent of the burden that one party may
be placing upon the other. If it should be found that one party is placing
an unreasonable burden upon the other, the party causing such burden shall
take such measures as are necessary to remove the burden from the other
party, or the parties shall enter into such arrangements as shall provide
for equitable compensation to the party being burdened.
SECTION 3 - COMPENSATION
3.1 Electric energy delivered under Section 2 above shall be settled
for either by the return of equivalent energy or, at the option of the party
that supplied such energy, by payment of the out-of-pocket cost--such cost
being as of the delivery point or points, as provided for in Section 5.01 of
Article 5 of this agreement, taking into account electric losses incurred
from the source or sources of such energy to said delivery point or
points--to the supplying party of generating or supplying such energy plus
ten per cent of such cost. If equivalent energy is returned, it shall be
returned at times when the load conditions of the party receiving it are
equivalent to the load conditions of such party at the time the energy for
which it is returned was delivered or, if such party elects to have
equivalent energy returned under different conditions, it shall be returned
in such amounts, to be agreed upon by the Operating Committee, as will
compensate for the difference in conditions.
SERVICE SCHEDULE C
COORDINATION OF SCHEDULED MAINTENANCE
OF GENERATING FACILITIES
Under Agreement, dated December 30, 1960, between
Indianapolis Power & Light Company and
Indiana & Michigan Electric Company
SECTION 1 - DURATION
1.1 This Service Schedule, a part of and under agreement, dated
December 30, 1960, between Indianapolis Power & Light Company (Indianapolis
Company) and Indiana & Michigan Electric Company (Indiana Company) shall
become effective on the Interconnection Date as defined in Section 10.01 of
Article 10 of this agreement and shall continue in effect throughout the
duration of the agreement of which it is a part.
SECTION 2 - SERVICES TO BE RENDERED
2.1 In furtherance of the benefits to be realized by the parties by
coordinating to the extent practicable the scheduled maintenance, repair,
and overhaul of generating facilities in their respective systems and in
connection with such scheduled maintenance, repair, and overhaul of
generating facilities the parties shall arrange for, deliver, and take
electric power and energy in amounts and under conditions as follows; viz.:
2.11 For purposes of this Service Schedule the full
twelve months' period commencing on the Interconnection Date
shall be the first Maintenance Period and each succeeding full
twelve months' period that this Service Schedule is in effect
shall be a Maintenance Period. During each Maintenance Period,
at different intervals determined as provided for under
subsection 2.12 below, each party shall have the right to call
for and take delivery of not more than the total of 10,000,000
kilowatt-hours from the other under this Service Schedule.
Delivery of such energy, subject to the provisions of this
subsection 2.1, may be taken at such times and at such rates of
take as the receiving party may elect up to a maximum rate of
take of 25,000 kilowatts.
2.12 The Operating Committee shall determine and agree
upon the dates of the intervals referred to under subsection
2.11 above during which Indianapolis Company shall deliver any
such energy desired by or returnable to Indiana Company and,
conversely, the dates of such intervals during which Indiana
Company shall deliver any such energy desired by or returnable
to Indianapolis Company. Subject to the understanding
hereinbelow cited, such intervals shall each consist of single
periods of not less than seven consecutive calendar days, and
the receiving party's right to call for and take not more than
the aforesaid total of 10,000,000 kilowatt-hours during any
Maintenance Period shall be restricted to not more than eight
such intervals so agreed upon by the Operating Committee during
such Maintenance Period. It is understood that during any
Maintenance Period each party shall have a total of sixty days
during which it shall have the right to call for and take not
more than said 10,000,000 kilowatt-hours from the other under
this Service Schedule.
2.13 On the day next preceding the first day of an
interval as described under 2.12 above and on each day of such
interval excepting the last day, at a time determined to be
practicable by the Operating Committee, the receiving party
shall furnish the other a load schedule for the next calendar
day, or for such other twenty-four hour period or periods as may
be agreed upon by the Operating Committee. Such load schedules
shall show for each clock hour the quantity of energy that the
receiving party expects to take from the other at the delivery
point or points, as provided for in Section 5.01 of this
agreement.
SECTION 3 - ANNUAL SETTLEMENT
3.1 It is expected that during a full Maintenance Period one party
shall, to the extent practicable, take from the other party the same number
of kilowatt-hours, up to the aforesaid 10,000,000 kilowatt-hours specified
in Section 2 of this Service Schedule, that such other party has delivered
pursuant to said Section 2. If, however, the total kilowatt-hours received
by one party during a full Maintenance Period, pursuant to said Section 2,
is greater than the total kilowatt-hours delivered by such party during such
period and pursuant to said Section 2, the parties shall (1), subject to
their mutual agreement, effect the arrangements provided for in subsection
3.11 below or (2), subject to their mutual agreement, effect a combination
of the arrangements provided for in subsection 3.11 below and a cash
settlement as provided for in subsection 3.12 below or (3) effect a cash
settlement as provided for in subsection 3.12 below.
3.11 The Operating Committee shall arrange, if the parties
mutually agree that it shall be so arranged, for the delivery of all
or any part of the kilowatt-hour difference between the total
kilowatt-hours received and delivered by one party during a full
Maintenance Period, pursuant to Section 2 of this Service Schedule.
Such delivery, to be made by the party receiving such kilowatt-hour
difference to the other party, shall be made during the next following
Maintenance Period at intervals thereof and in amounts and at rates of
delivery to be determined and agreed upon by the Operating Committee,
but such delivery shall be excluded from all accounting under this
Service Schedule with respect to such following Maintenance Period.
3.12 For the kilowatt-hour difference, or any part thereof if
the parties mutually agree to effect a cash settlement for only such
part, between the total kilowatt-hours received and delivered by one
party during a full Maintenance Period, pursuant to Section 2 of this
Service Schedule, the party receiving such kilowatt-hour difference
shall pay the other party at a rate per kilowatt-hour determined by
dividing (1), one hundred and ten per cent of the aggregate
out-of-pocket cost--such cost being as of the delivery point or
points, as provided for in Section 5.01 of Article 5 of this
agreement, taking into account electrical losses incurred from the
source or sources of such energy to said delivery point or
points--experienced by the systems of both parties in generating or
supplying the aggregate kilowatt-hours delivered during and applicable
to such Maintenance Period, pursuant to Section 2 of this Service
Schedule, by (2), the number of such aggregate kilowatt-hours.
SECTION 4 - MODIFICATION
4.1 Each party, by written notice given to the other party not less
than ninety days prior to the end of the second or any subsequent
Maintenance Period, may call for a reconsideration of the terms and
conditions of this Service Schedule, provided that there shall be no such
reconsideration during the first Maintenance Period and no more than one
such reconsideration during the second Maintenance Period, and that no
subsequent reconsideration shall be made sooner than two years following any
previous reconsideration. If such reconsideration is called for, there
shall be taken into account any changed conditions, any results from the
application of said terms and conditions not foreseen or reasonably
foreseeable as of the day first above written or as of the day of conclusion
of the next previous reconsideration, if any, and any other factors which
might cause said terms and conditions to result in any inequitable division
of the benefits of interconnected operation or in an inadequate realization
of such benefits. Any modification in terms and conditions agreed to
between the parties following such reconsideration shall become effective at
the beginning of the Maintenance Period next following the aforesaid
ninety-day notice period.
SERVICE SCHEDULE D
ENERGY TRANSFER
Under Agreement, dated December 30, 1960, between
Indianapolis Power & Light Company and
Indiana & Michigan Electric Company
SECTION 1 - DURATION
1.1 This Service Schedule, a part of and under agreement, dated
December 30, 1960, between Indianapolis Power & Light Company (Indianapolis
Company) and Indiana & Michigan Electric Company (Indiana Company) shall
become effective on the Interconnection Date as defined in Section 10.01 of
Article 10 of this agreement and shall continue in effect throughout the
duration of the agreement of which it is a part.
SECTION 2 - TRANSFER ARRANGEMENT
2.1 In carrying out the interconnected operation of their respective
systems as provided for under this agreement, energy being received by a
portion of one party's system from another portion of its system or from the
system of another interconnected company, or energy being delivered by a
portion of one party's system to another portion of its system or to the
system of another interconnected company, may flow over the transmission
facilities of the other party as a natural result of the physical and
electrical characteristics of the interconnected network of transmission
lines of which the transmission systems of the parties are a part. Such
flow of energy may occur during periods when conditions of system operation
are normal or may occur during periods of emergency caused by the failure of
either sources of power or transmission facilities, or both. In respect to
such flow of energy (hereinafter called "energy transfer") the parties
agreed as follows; viz.:
2.11 Such energy transfer over their respective facilities
shall be permitted when such transfer occurs; subject, however, to the
understanding that such energy transfer shall not be of such magnitude
or duration as to affect adversely or jeopardize the ability of the
party over whose system such energy transfer occurs to render proper
service to its customers, and to render or accept service to or from
companies with which it now has or at any time hereafter it may have
contractual arrangements to furnish, take, or interchange power or
energy, or both.
2.12 The parties recognize that in carrying out the provisions
of this Service Schedule, the above described energy transfer, either
during periods when conditions of system operation are normal or
during periods of emergency, or both, may eventually require the
installation of additional transmission facilities in order that such
energy transfer may be properly controlled to the end that the ability
of the party over whose system such energy transfer occurs is not
affected adversely or jeopardized in meeting its own requirements as
described under 2.11 above. In the event the need for such additional
transmission facilities become apparent to either of the parties
during the duration of this Service Schedule, upon written notice
given by either party to the other party and as soon as practicable
following such notice, the parties shall jointly re-examine conditions
relating to energy transfer. In such re-examination, if called for,
the parties shall agree upon such additional transmission facilities
as may be required to be installed, if any, and upon an equitable
basis for bearing the cost of installing, maintaining and operating
such facilities, if installed.
SECTION 3 - POWER AND ENERGY ACCOUNTING
3.1 The parties recognize that energy transfer as described under
Section 2 of this Service Schedule, except for such amounts of electrical
losses as may be incurred because of such energy transfer, is the
simultaneous acceptance and delivery of like amounts of power and energy by
and from the system of the party over whose system such energy transfer
occurs. Power and energy associated with energy transfer, including
electrical losses associated therewith, shall be accounted for each
clock-hour as provided for under Article 6 of this agreement. Proper
consideration to such electrical losses will be in accordance with the
manner agreed upon by the Operating Committee. It is understood by the
parties, however, that such electrical losses resulting from energy
transfer, to be taken as losses over and above the losses prevailing under
basic conditions agreed upon by the parties, shall be supplied
simultaneously by the party for whom such energy transfer is being made.
The parties have agreed that initially such basic conditions will be
established as those that exist when the scheduled net delivery between the
systems of the parties, and between their respective systems and the systems
of other interconnected companies, is zero kilowatts. It is further
understood that, from time to time, conditions may require the establishment
of different basic conditions for such purpose. Either party by written
notice given to the other party may call for a prompt re-examination and
reconsideration of matters pertinent to the establishment of said basic
conditions, whenever such re-examination appears to be warranted, and the
parties will thereupon agree to effect such changes in the basic conditions,
if any, that will equitably compensate the parties for such losses. A
statement to be prepared by the parties at the end of each calendar month
shall include in detail the amounts of energy delivered and received by the
parties that are associated with energy transfer and the amounts of
electrical losses associated therewith.
SERVICE SCHEDULE E
INTERCHANGE POWER
Under Agreement, dated December 30, 1960, between
Indianapolis Power & Light Company and
Indiana & Michigan Electric Company
SECTION 1 - DURATION
1.1 This Service Schedule, a part of and under agreement, dated
December 30, 1960, between Indianapolis Power & Light Company (Indianapolis
Company) and Indiana & Michigan Electric Company (Indiana Company) shall
become effective on the Interconnection Date as defined in Section 10.01 of
Article 10 of this agreement and shall continue in effect throughout the
duration of the agreement of which it is a part.
SECTION 2 - SERVICES TO BE RENDERED
Economy Energy
2.1 It is recognized that from time to time each of the parties may
have electric energy (herein called Economy Energy) available from surplus
capacity either on its own system or from sources outside its own system, or
both, and that Economy Energy could be supplied to the other party at a cost
that would result in operating savings to such other party. Such operating
savings would result from the displacement of electric energy that otherwise
would be supplied from capacity either on such other party's system or from
sources outside its own system, or both. To promote the economy of electric
power supply and to achieve efficient utilization of production capacity,
either party, whenever it in its own judgment determines Economy Energy is
available, may, but shall not be obligated to, offer Economy Energy to the
other party. Promptly upon receipt of any such offer said other party shall
notify the offering party of the extent to which it desires to use such
Economy Energy, and schedules providing the periods and extent of use shall
be agreed upon.
Non-Displacement Energy
2.2 It is further recognized that from time to time occasions will
arise when the effecting of transactions as provided under subsection 2.1
next above will be impracticable, but at the same time one of the parties
may have electric energy (herein called Non-Displacement Energy) which it is
willing to make available from surplus capacity either on its own system or
from sources outside its own system, or both, that can be utilized
advantageously for short intervals by the other party. It shall be the
responsibility of the party desiring the receipt of Non-Displacement Energy
to initiate the receipt and delivery of such energy. The party desiring
such receipt of energy shall inform the other party of the extent to which
it desires to use Non-Displacement Energy, and, when ever in its own
judgment such other party determines that it has Non-Displacement Energy
available, schedules providing the periods and extent of use shall be
mutually agreed upon. Neither party shall be obligated to make any
Non-Displacement Energy available to the other.
SECTION 3 - COMPENSATION
Economy Energy
3.1 Economy Energy supplied hereunder shall be considered as
displacing electric energy that otherwise would have been generated by the
receiving party at its own steam-electric generating stations or any
electric energy from third parties mutually agreed to be subject to
displacement hereunder. Economy Energy shall be settled for at rates which
shall be predicated upon the principle that savings in operating costs to
the systems of the parties resulting from the use of Economy Energy shall be
divided between the parties as equally as is practicable. Prior to any
transaction involving the delivery and receipt of Economy Energy, authorized
representatives of the parties shall determine and agree upon the
compensation applicable to such transaction. Compensation so agreed upon
shall not be subject to later review or adjustment.
Non-Displacement Energy
3.2 Non-Displacement Energy delivered hereunder shall be settled for
either by the return of equivalent energy or, at the option of the party
that supplied such energy, by payment of the out-of-pocket cost--such cost
being as of the delivery point or points, as provided for in Section 5.01 of
Article 5 of this agreement, taking into account electrical losses incurred
from the source or sources of such energy to said delivery point or
points--to the supplying party of generating or supplying such energy plus
ten per cent of such cost. If equivalent energy is returned, it shall be
returned at times when the load conditions of the party receiving it are
equivalent to the load conditions of such party at the time the energy for
which it is returned was delivered or, if such party elects to have
equivalent energy returned under different conditions, it shall be returned
in such amounts, to be agreed upon by the Operating Committee, as will
compensate for the difference in conditions.
SERVICE SCHEDULE F
SHORT TERM POWER
Under Agreement, dated December 30, 1960, between
Indianapolis Power & Light Company and
Indiana & Michigan Electric Company
SECTION 1 - DURATION
1.1 This Service Schedule, a part of and under agreement, dated
December 30, 1960, between Indianapolis Power & Light Company (Indianapolis
Company) and Indiana & Michigan Electric Company (Indiana Company) shall
become effective on the Interconnection Date as defined in Section 10.01 of
Article 10 of this agreement and shall continue in effect throughout the
duration of the agreement of which it is a part.
SECTION 2 - SERVICES TO BE RENDERED
2.1 Either party by giving the other party notice may reserve for
periods of not less than one week, i.e., any specified period of seven
consecutive days, such electric power (herein called Short Term Power) as
the other party may at such time have and is willing to make available as
Short Term Power. The party asked to supply Short Term Power shall be the
sole judge as to the amounts and periods that its has electric power
available that may be reserved by the other party as Short Term Power.
2.11 To reserve Short Term Power, the party desiring such power
shall specify in its notice to the other party the number of kilowatts
and the period for which it desires to so reserve such power and the
desired schedule of delivery of the power so reserved. The party
receiving such notice, in a prompt acknowledgment shall signify the
extent of its ability and willingness to comply with the provisions of
such notice. Any notice or any acknowledgment of such notice that may
be given orally initially, if requested by either party, shall be
confirmed in writing and such confirmation shall be forwarded not
later than the third day following the day such oral notice is given.
2.12 During the period that Short Term Power has been reserved
as above provided, the party having agreed to supply such power shall
deliver electric energy (herein called Short Term Energy) to the other
party at the delivery point or points, as provided for in Section 5.01
of Article 5 of this agreement, upon call and in amounts up to the
number of kilowatts reserved. However, in the event conditions arise
during such period which could not have been reasonably foreseen at
the time said power was reserved and such conditions would cause the
delivery of Short Term Energy to be burdensome to the supplying party,
said party has the right to request the other party to reduce its take
of such energy to any amount specified and for any portion of such
period. The party so requested shall promptly comply with the request
of the other party.
2.13 The Short Term Power billing demand for any week shall be
taken as equal to the number of kilowatts reserved for such week as
Short Term Power.
SECTION 3 - COMPENSATION
3.1 Payments for the supply of Short Term Power and Short Term Energy
shall be predicated upon the following rates:
3.11 Demand Charge
For the billing demand for each week at the rate of $0.30 per
kilowatt for such week. In the event the amount of Short Term Energy
taken is reduced upon request of the supplying party, the demand
charge for the week during which such reduction is made shall be
reduced by $0.06 per kilowatt of reduction for each day during which
any reduction is in effect.
3.12 Energy Charge
For the kilowatt-hours of Short Term Energy taken, at a rate per
kilowatt-hour equal to the out-of-pocket cost--such cost being as of
the delivery point or points, as provided for in Section 5.01 of
Article 5 of this agreement, taking into account electrical losses
incurred from the source or sources of such energy to said delivery
point or points--to the supplying party of generating or supplying
such energy plus ten per cent of such cost.
Modification No. 1
to
INTERCONNECTION AGREEMENT
Dated December 30, 1960
between
INDIANAPOLIS POWER & LIGHT COMPANY
and
INDIANA & MICHIGAN ELECTRIC COMPANY
_____________
Dated November 14, 1963
THIS AGREEMENT, made and entered into as of the 14th day of November,
1963, between INDIANAPOLIS POWER & LIGHT COMPANY (Indianapolis Company), an
Indiana corporation, and INDIANA & MICHIGAN ELECTRIC COMPANY (Indiana
Company) also an Indiana corporation,
WITNESSETH,
THAT,
WHEREAS, Indianapolis Company and Indiana Company entered into an
interconnection agreement, dated December 30, 1960, (herein called 1960
Agreement); and
WHEREAS, the parties desire to modify the 1960 Agreement, as
hereinafter set forth;
NOW, THEREFORE, in consideration of the premises and of the mutual
covenants herein set forth, the parties agreed as follows:
SECTION 1. Section 3.03 of Article 3 of the 1960 Agreement is hereby
modified to read:
"3.03 The following service schedules are agreed to and hereby
made a part of this agreement:
Service Schedule A - Firm Power to Indianapolis Company
Service Schedule B - Emergency Service
Service Schedule C - Coordination of Scheduled Maintenance of
Generating Facilities
Service Schedule D - Energy Transfer
Service Schedule E - Interchange Power
Service Schedule F - Short Term Power
Service Schedule G - Interim Power to Indianapolis Company"
Service Schedule G is attached hereto as the Appendix.
SECTION 2. This agreement shall be effective as of the day and year
first above written and shall remain in effect until the termination of the
1960 Agreement.
SECTION 3. Except as hereinabove modified and amended, all the terms
and conditions of the 1960 Agreement shall remain in full force and effect.
SECTION 4. This agreement is made subject to the jurisdiction of any
governmental authority or authorities having jurisdiction in the premises.
SECTION 5. This agreement shall inure to the benefit of and be
binding upon the successors and assigns of the respective parties.
IN WITNESS WHEREOF, the parties hereto have caused this agreement to
be executed by their duly authorized officers.
INDIANAPOLIS POWER & LIGHT COMPANY
By /s/ Ottis T. Fitzwater
Ottis F. Fitzwater, President
Attest:
/s/ Ralph W. Husted
Ralph W. Husted, Secretary
INDIANA & MICHIGAN ELECTRIC COMPANY
By /s/ Donald C. Cook
Donald C. Cook, President
Attest:
/s/ M.P. McGloone
M.P. McGloone, Assistant Secretary
APPENDIX
SERVICE SCHEDULE G
INTERIM POWER TO INDIANAPOLIS COMPANY
Under Agreement, dated December 30, 1960, between
Indianapolis Power & Light Company and
Indiana & Michigan Electric Company
SECTION 1 - DURATION
1.1 This Service Schedule, a part of and under agreement, dated
December 30, 1960, between Indianapolis Power & Light Company (Indianapolis
Company), and Indiana & Michigan Electric Company (Indiana Company), made
and entered into as of the 14th day of November, 1963, shall continue in
effect throughout the duration of the agreement of which it is a part.
SECTION 2 - INTERIM POWER
2.1 Indiana Company shall sell and deliver and Indianapolis Company
shall take and pay for, on the terms and conditions provided for under this
agreement, electric power (Interim Power) and associated electric energy
(Interim Energy). Throughout the duration of this Service Schedule, Indiana
Company shall stand ready at any time, subject to the provisions of this
agreement, to deliver to Indianapolis Company Interim Power and Interim
Energy in any amount desired by Indianapolis Company up to a maximum rate of
delivery equal to the Interim Contract Demand, as defined in subsection 3.1
of this Service Schedule, in effect at such time.
SECTION 3 - DEFINITION OF BILLING FACTORS
Interim Power Demand
3.1 The following terms, wherever used in this Service Schedule,
shall have the following meanings:
3.11 "Month" means calendar month.
3.12 "Contract Period" means any period of consecutive months
so designated and agreed upon by the parties for the purposes of this
Service Schedule. The initial period so designated and agreed upon
shall begin June 1, 1966 and terminate October 31, 1966.
3.13 "Interim Contract Demand" for any month means the kilowatt
demand figure in effect for such month which has been so designated
and agreed upon by the parties for the purposes of this Service
Schedule. The initial demand figure so designated and agreed upon
shall be 80,000 kilowatts and shall be in effect from June 1, 1966
until October 31, 1966.
Interim Energy
3.2 The number of kilowatt-hours of Interim Energy to be delivered to
Indianapolis Company and the time of delivery thereof, subject to the rate
of delivery limit specified in subsection 2.1 of this Service Schedule,
shall be scheduled by Indianapolis Company, and the number of kilowatt-hours
of such Interim Energy so scheduled during each clock-hour shall be recorded
as provided for in Article 6 of this Agreement. The aggregate number of
kilowatt-hours of Interim Energy so recorded for any month shall be used for
the purpose of effecting billings and payments under this Service Schedule
for such month. Each of the parties shall exercise due diligence and
reasonable care and foresight in arranging for and operating their
respective power sources so that amounts of Interim Energy shall be
delivered and taken in accordance with such delivery schedules.
SECTION 4 - COMPENSATION
4.1 Indianapolis Company shall pay Indiana Company each month for
services provided for under this Service Schedule upon the bases of the
billing factors determined for such month and as hereinbelow provided:
Minimum Charge
For services provided for under this Service Schedule, Indianapolis
Company shall pay Indiana Company a Minimum Charge each calendar month of
$1.56 per kilowatt of Interim Contract Demand.
Energy Charges
The charge for the total kilowatt-hours taken up to a
quantity equal to 100 times the Interim Contract
Demand is included in the Minimum Charge specified above.
For the remaining kilowatt-hours taken, the charge per
kilowatt-hour shall be ...........................2.00 mills
Interim Energy Account
4.2 If, during any calendar month, the kilowatt-hours ofInterim
Energy delivered by Indiana Company to Indianapolis Company under this
Service Schedule are less than the product of 100 hours and the Interim
Contract Demand, the number of kilowatt-hours of Interim Energy paid for by
Indianapolis Company for such month pursuant to subsection 4.1 above that
were not actually delivered to Indianapolis Company shall be set up in an
account (herein called Interim Energy Account) to the credit of Indianapolis
Company. During any subsequent month that there is a balance of
kilowatt-hours remaining to the credit of Indianapolis Company in such
Interim Energy Account and the kilowatt-hours of Interim Energy delivered to
Indianapolis Company for such month are in excess of the product of 100
hours and the Interim Contract Demand for such month, a quantity of
kilowatt-hours equal to (1) such excess kilowatt-hours or (2) the balance of
kilowatt-hours remaining to the credit of Indianapolis Company in the
Interim Energy Account, whichever amount is the smaller, shall be billed to
Indianapolis Company at no charge therefor, and the Interim Energy Account
shall be charged with such number of kilowatt-hours so billed to
Indianapolis Company.
SECTION 5 - MODIFICATION
5.1 The following terms wherever used in this Service Schedule shall
have the following meanings:
5.11 Principal Stations - The steam-electric generating
stations of Indiana Company known as Breed, Tanners Creek, and Twin
Branch and any new principal steam-electric generating stations
(exclusive of nuclear power stations) that may be placed in service by
Indiana Company.
5.12 Account No. 501 Fuel - The production expense account of
the Uniform System of Accounts prescribed for Public Utilities and
Licensees by the Federal Power Commission as prevailing during
January, 1961.
5.13 Weighted average Fuel Cost - The total of all the
components of cost at all the Principal Stations chargeable to Account
No. 501 Fuel during a specified period divided by the total millions
of Btu in fuel charged to said account at all the Principal Stations
during such period, expressed in cents per million Btu.
5.14 Weighted average Fuel Consumption - The total Btu in fuel
charged to Account No. 501 Fuel, at the Principal Stations during a
specified period divided by the total kilowatt-hour net generation at
all the Principal Stations during such period, expressed in Btu per
kilowatt-hour.
5.2 If, at any time during the term hereof, should the weighted
average fuel cost exceed twenty-two and one-half cents ($0.225) per million
Btu, then in such event the charges provided for in Section 4 of this
Service Schedule shall be appropriately modified so as to compensate Indiana
Company for such weighted average fuel cost in excess of twenty and one-half
cents ($0.205) per million Btu. Determination of the appropriate
modification in charges shall take into account changes in weighted average
fuel consumption.
SECTION 6 - BILLINGS AND PAYMENTS
6.1 Billings and payments for the purposes of effecting settlements
under this Service Schedule shall be made in accordance with and subject to
the terms and conditions of Article 7 of this agreement.
Modification No. 2
to
INTERCONNECTION AGREEMENT
Dated December 30, 1960
between
INDIANAPOLIS POWER & LIGHT COMPANY
and
INDIANA & MICHIGAN ELECTRIC COMPANY
___________
Dated August 1, 1967
CONTENTS
SECTION PAGE
Preamble------------------------------------------------- 1
1. Interconnections----------------------------------------- 1
2. Interconnected Operation--------------------------------- 2
3. Services------------------------------------------------- 2
4. Delivery Points------------------------------------------ 3
5. Metering------------------------------------------------- 3
6. Other Terms and Conditions------------------------------- 3
7. Regulatory Authorities----------------------------------- 3
8. Assignment----------------------------------------------- 3
APPENDIX
I. Service Schedule H - Petersburg-------------------------- 5
Power to Indiana Company
II. Facilities Schedule - Description------------------------ 9
of Transmission Line and Station
Facilities Provided and to be
Provided by Indiana Company and
Indianapolis Company
THIS AGREEMENT, made and entered into as of the 1st day of August,
1967, between INDIANAPOLIS POWER & LIGHT COMPANY (Indianapolis Company), an
Indiana corporation, and INDIANA & MICHIGAN ELECTRIC COMPANY (Indiana
Company) also an Indiana corporation,
WITNESSETH,
THAT:
WHEREAS, Indianapolis Company and Indiana Company entered into an
interconnection agreement, dated December 30, 1960, (herein called 1960
Agreement); and
WHEREAS, by agreement dated November 14, 1963, the parties entered
into Modification No. 1 to the 1960 Agreement (Modification No. 1); and
WHEREAS, the parties have studied their respective load and generating
capacity situations and so as to more effectively adapt the provisions of
the 1960 Agreement to future load and capacity situations have reached
certain understandings with respect to further modification of the 1960
Agreement; and
WHEREAS, in view of such understandings, the parties desire that the
1960 Agreement as modified by Modification No. 1 be further modified as
hereinafter set forth;
NOW, THEREFORE, for and in consideration of the premises and mutual
covenants herein set forth, the parties agree as follows:
SECTION 1. Interconnections. Article 1 of the 1960 Agreement is
hereby modified to read:
"ARTICLE 1
INTERCONNECTIONS
1.01 The respective systems of the parties shall be interconnected at
the interconnection points hereinbelow defined and as hereinafter provided
for in this Article 1. In furtherance thereof, the parties shall own and
provide the transmission facilities in their systems, i.e., transmission
lines and essential terminal equipment, as described in the Facilities
Schedule attached hereto as Appendix II and made a part of this agreement.
The interconnections to be so provided shall be at the points hereinbelow
set forth; viz.: (Reference to any line, station, or substation in this
Article 1 is consistent with the designation for any such line, station, or
substation set forth in the Facilities Schedule.)
1.011 Hanna Interconnection Point, the point at Indianapolis
Company's Hanna Substation where the terminal facilities provided
therefor by Indianapolis Company shall connect to Indiana Company's
Tanner's Creek-Hanna-De Soto Line.
1.012 Breed Interconnection Point, the point at Indiana
Company's Breed Station where the terminal facilities provided
therefor by Indiana Company shall connect to Indianapolis Company's
Petersburg-Breed Line.
SECTION 2. Interconnected Operation. Section 2.01 of Article 2 of
the 1960 Agreement is hereby modified to read:
"2.01 The systems of the parties, subject to the provisions of
this Section 2.01, shall be operated in continuous synchronism through the
interconnected facilities used to establish the Hanna and Breed
Interconnection Points. If synchronous operation of the systems through a
particular line becomes interrupted either manually or automatically because
of reasons beyond the control of either party or because of scheduled
maintenance that has been agreed to by both parties, the parties shall
cooperate so as to remove the cause of such interruption as soon as
practicable and restore such line to normal operating condition. Neither
party shall be responsible to the other party for any damage or loss of
revenue caused by any such interruption."
SECTION 3. Services. Section 3.03 of Article 3 of the 1960 Agreement
is hereby modified to read:
"3.03 The following service schedules are agreed to and hereby
made a part of this agreement:
Service Schedule A - Firm Power to Indianapolis Company
Service Schedule B - Emergency Service
Service Schedule C - Coordination of Scheduled Maintenance of
Generating Facilities
Service Schedule D - Energy Transfer
Service Schedule E - Interchange Power
Service Schedule F - Short Term Power
Service Schedule G - Interim Power to Indianapolis Company
Service Schedule H - Petersburg Power to Indiana Company."
Service Schedule H is attached hereto as Appendix I.
SECTION 4. Delivery Points. Section 5.01 of Article 5 of the 1960
Agreement is hereby modified to read:
"5.01 All electric energy delivered under this agreement shall
be of the character commonly known as three-phase sixty-cycle energy,
and shall be delivered at the nominal unregulated voltage designated
for the interconnection points as defined under Article 1 above and at
such other points and voltages as may be agreed upon by the parties."
SECTION 5. Metering. Section 5.02 of Article 5 of the 1960 Agreement
is hereby modified to read:
"5.02 Electric power and energy supplied and delivered under
this agreement shall be measured by suitable metering equipment
provided, owned, and, maintained by the owner at the metering points
as hereinbelow set forth and at such other points as may be agreed
upon by the parties; viz.:
5.021 In respect of the Hanna Interconnection Point by
138,000-volt metering equipment owned by Indianapolis Company
and installed at Indianapolis Company's Hanna Substation,
provided, however, that such metering equipment will be replaced
by 345,000-volt metering equipment on and after the date
provided for in subsection 5.1 of Appendix II.
5.022 In respect of the Breed Interconnection Point by
345,000-volt metering equipment owned by Indiana Company and
installed at Indiana Company's Breed Station.
SECTION 6. Other Terms and Conditions. Except as hereinabove
modified and amended, the terms and conditions of the 1960 Agreement and
Modification No. 1 shall remain in full force and effect.
SECTION 7. Regulatory Authorities. This agreement is made subject to
the jurisdiction of any governmental authority or authorities having
jurisdiction in the premises.
SECTION 8. Assignment. This agreement shall inure to the benefit of
and be binding upon the successors and assigns of the respective parties.
IN WITNESS WHEREOF, the parties hereto have caused this agreement to
be executed by their duly authorized officers.
INDIANAPOLIS POWER & LIGHT COMPANY
By /s/ O.T. Fitzwater
O.T. Fitzwater
Chairman of the Board
Attest:
/s/ Ralph W. Husted
Ralph W. Husted
Secretary
INDIANA & MICHIGAN ELECTRIC COMPANY
By /s/ Donald C. Cook
Donald C. Cook, President
Attest:
/s/ M.P. McGlone
M.P. McGlone
Assistant Secretary
Appendix I
SERVICE SCHEDULE H
PETERSBURG POWER TO INDIANA COMPANY
Under Agreement, dated December 30, 1960, between
Indianapolis Power & Light Company and
Indiana & Michigan Electric Company
SECTION 1 - DURATION
1.1 This Service Schedule, a part of and under agreement, dated
December 30, 1960, between Indianapolis Power & Light Company (Indianapolis
Company), and Indiana & Michigan Electric Company (Indiana Company), made
and entered into as of the 1st day of August, 1967, shall become effective
on the day herein defined as Petersburg Unit No. 2 Commercial Date, and
shall continue in effect until April 30, 1971.
SECTION 2 - PETERSBURG POWER
2.1 Indianapolis Company shall sell and deliver and Indiana Company
shall take and pay for, on the terms and conditions provided for under this
agreement, electric power (Petersburg Power) and associated electric energy
(Petersburg Energy). Throughout the duration of this Service Schedule,
Indianapolis Company shall stand ready, subject to the provisions of this
agreement, to deliver to Indiana Company Petersburg Power and Petersburg
Energy in any amount desired by Indiana Company up to a maximum rate of
delivery equal to the Petersburg Entitlement as defined in subsection 3.16
of this Service Schedule.
SECTION 3 - DEFINITIONS
3.1 The following terms when used herein shall have the meanings
specified:
3.11 "Petersburg Unit No. 2" means the second steam-electric
generating unit which is to be placed in service at Petersburg
Station.
3.12 "Petersburg Unit No. 2 Nominal Rating" means the net
capability designated for such unit by the manufacturer, i.e., 450,000
kilowatts.
3.13 "Petersburg Unit No. 2 Predicted Capability" at any time
means the net capability of such unit determined by such methods and
procedures as may be mutually agreed upon.
3.14 "Petersburg Unit No. 2 Capability Ratio" at any time means
the ratio of Petersburg Unit No. 2 Predicted Capability at such time
to Petersburg Unit No. 2 Nominal Rating.
3.15 "Petersburg Contract Demand" means 200,000 kilowatts.
3.16 "Petersburg Entitlement" at any time means the lesser of
either 200,000 kilowatts or the product of the Petersburg Unit No. 2
Capability Ratio at such time and 200,000 kilowatts. The term defined
in this subsection 3.16 and the conditions for the supply of
Petersburg Power as set forth in subsection 2.1 shall be understood to
mean that Indianapolis Company is obligated to supply Petersburg Power
in amounts up to and including 200,000 kilowatts and associated energy
upon request of Indiana Company at any time that the Petersburg Unit
No. 2 net capability is not less than 450,000 kilowatts. Whenever the
capability of such unit is reduced by forced or scheduled outages of
components, or some other bonafide reason, the obligation of
Indianapolis Company to supply and of Indiana Company to take
Petersburg Power will be reduced in the same percentage as the
percentage reduction in capability. Accordingly, whenever such unit
is not in operation due to forced or scheduled outages there will be
no obligation to supply or to take Petersburg Power.
3.17 "Month" means calendar month.
3.18 "Petersburg Unit No. 2 Commercial Date" means the first
day of the following month, or on such day if it should be the first
day of a month, that both Petersburg Unit No. 2 and the transmission
facilities described in subsections 4.11, 4.13 and 4.15 of the
Facilities Schedule (Appendix II) are available for commercial
operation.
3.19 "Contract Period" means the period from Petersburg Unit
No. 2 Commercial Date to April 30, 1971 inclusive.
SECTION 4 - PETERSBURG STATION OPERATION AND MAINTENANCE
4.1 Indianapolis Company shall operate and maintain Petersburg
Station in a manner consistent with safe, prudent, and efficient operating
practice so that the availability to Indiana Company of power and associated
energy from Petersburg Unit No. 2 will be at the highest practicable level
attainable throughout the Contract Period. Also, throughout such period,
Indianapolis Company and Indiana Company shall coordinate the scheduled
maintenance of their respective generating facilities and will develop
specific plans for the coordination of maintenance covering units at the
Petersburg, Breed, and Tanners Creek Stations. Schedule maintenance outage
time of Petersburg Unit No. 2 will be held to a reasonable minimum
consistent with standards of sound and efficient practice. In the event of
a forced outage of Petersburg Unit No. 2, Indianapolis Company shall return
the unit to service as soon as possible.
4.2 During the Contract Period, maintenance outages shall be
scheduled for Petersburg Unit No. 2, consistent with obligations to the
Indiana Pool (Public Service Company of Indiana, Inc. and Indianapolis
Company), after consultation with Indiana company, so that such outages will
interfere least with operations of Indianapolis Company and Indiana Company.
SECTION 5 - PETERSBURG ENERGY
5.1 The provisions of Sections 2 and 3 of this Service Schedule
notwithstanding Indiana Company shall schedule and take Petersburg Energy at
a rate of not less than 100,000 kilowatt-hours per hour at any time that
Petersburg Unit No. 2 is in operation with a Predicted Capability at or
above 225,000 kilowatts.
5.2 The number of kilowatt-hours of Petersburg Energy to be delivered
to Indiana Company and the time of delivery thereof, subject to the rate of
delivery limit specified in subsection 2.1 of this Service Schedule, shall
be scheduled by Indiana Company, and the number of kilowatt-hours of such
Petersburg Energy so scheduled during each clock-hour shall be recorded as
provided for in Article 6 of this agreement. The aggregate number of
kilowatt-hours of Petersburg Energy so recorded for any month shall be used
for the purpose of effecting billings and payments under this Service
Schedule for such month. Each of the parties shall exercise due diligence
and reasonable care and foresight in arranging for and operating their
respective power sources so that amounts of Petersburg Energy shall be
delivered and taken in accordance with such delivery schedules.
SECTION 6 - COMPENSATION
6.1 Indiana Company shall pay to Indianapolis Company each month for
services provided for under this Service Schedule upon the following terms
and conditions:
Minimum Charge
For services provided for under this Service Schedule, Indiana
Company shall pay to Indianapolis Company a minimum charge each month
of $378,000.
Energy Charges
The charge for the total kilowatt-hours taken up to a quantity
equal to 330 times the Petersburg Contract Demand is included in the
Minimum Charge specified above.
For the remaining kilowatt-hours taken, the charge per kilowatt-
hour shall be.......................................... 1.70 mills
The charges provided for in this Section 6 shall be subject to adjustment in
accordance with the provisions of Section 7 of this Service Schedule.
Petersburg Energy Account
6.2 If, during any calendar month, the kilowatt- hours of Petersburg
Energy delivered by Indianapolis Company to Indiana Company under this
Service Schedule are less than the product of 330 hours and the Petersburg
Contract Demand, the number of kilowatt-hours of Petersburg Energy paid for
by Indiana Company for such month pursuant to subsection 6.1 above that were
not actually delivered to Indiana Company shall be set up in an account
(herein called Petersburg Energy Account) to the credit of Indiana Company.
During any subsequent month that there is a balance of kilowatt-hours
remaining to the credit of Indiana Company in such Petersburg Energy Account
and the kilowatt-hours of Petersburg Energy delivered to Indiana Company for
such month are in excess of the product of 330 hours and the Petersburg
Contract Demand for such month, a quantity of kilowatt-hours equal to (1)
such excess kilowatt-hours or (2) the balance of kilowatt-hours remaining to
the credit of Indiana Company in the Petersburg Energy Account, whichever
amount is the smaller, shall be billed to Indiana Company at no charge
therefor, excepting such charges as are applicable thereto in accordance
with Section 7 of this Service Schedule, and the Petersburg Energy Account
shall be charged with such number of kilowatt-hours so billed to Indiana
Company.
SECTION 7 - FUEL COST ADJUSTMENT
7.1 The following terms when used herein shall have the meanings
specified:
7.11 Account No. 501 Fuel -- The production expense account of
the Uniform System of Accounts prescribed for Public Utilities and
Licensees by the Federal Power Commission as prevailing during
January, 1961.
7.12 Fuel Cost -- The total cost of all the components of cost
at the Petersburg Station chargeable to Account No. 501 Fuel during a
specified period divided by the total millions of Btu in fuel charged
to said account at the Petersburg Station during such period,
expressed in cents per million Btu.
7.2 The charges provided for in Section 6 of this Service Schedule
are based upon a fuel cost of sixteen and one-half cents ($0.165) per
million Btu at the Petersburg Station. In the event such fuel cost for any
month is above sixteen and one-half cents ($0.165) per million Btu by at
least one mill, an additional charge during the next succeeding month shall
be made on the kilowatt-hours of Petersburg Energy actually delivered during
such succeeding month at a rate of 0.009 mills per kilowatt-hour for each
full mill increase in such fuel cost above sixteen and one-half cents
($0.165) per million Btu. In the event such fuel cost for any month is less
than sixteen and one-half cents ($0.165) per million Btu by at least one
mill, the bill rendered to Indiana Company for the next succeeding month
shall be decreased by an amount equal to the kilowatt-hours of Petersburg
Energy actually delivered during such succeeding month at a rate of 0.009
mills per kilowatt-hour for each full mill decrease in such fuel cost below
sixteen and one-half cents ($0.165) per million Btu.
SECTION 8 -- BILLINGS AND PAYMENTS
8.1 Billings and payments for the purposes of effecting settlements
under this Service Schedule shall be made in accordance with and subject to
the terms and conditions of Article 7.
SECTION 9 -- TAXES
9.1 It is expressly agreed and made a provision of this Service
Schedule that if at any time during the term hereof there should be levied
and/or assessed against Indianapolis Company any direct tax by any taxing
authority on the Petersburg Power and/or Petersburg Energy manufactured,
generated, produced, converted, sold, purchased, transmitted, interchanged,
exchanged, exported or imported by Indianapolis Company, in addition to or
different from the forms of such direct taxes now being levied and/or
assessed against Indianapolis Company or any increase in the rate of such
existing or future direct taxes, which Indianapolis Company could
demonstrate to be unduly burdensome to it in the performance of the
obligations herein provided, then in such event, the parties shall endeavor
to make such an agreement in regard to sharing the burden created by such
tax as appears to be equitable and proper under the circumstances.
Appendix II
FACILITIES SCHEDULE
Description of Transmission Line and Station Facilities Provided and
To Be Provided by Indiana Company and Indianapolis Company
Under Agreement, dated December 30, 1990, between
Indianapolis Power & Light Company and
Indiana & Michigan Electric Company
SECTION 1 - DURATION
1.1 This Facilities Schedule, a part of and under agreement, dated
December 30, 1960, between Indianapolis Power & Light Company (Indianapolis
Company) and Indiana & Michigan Electric Company (Indiana Company), made and
entered into as of the 1st day of August, 1967, shall continue in effect
throughout the duration of the agreement of which it is a part.
SECTION 2 - GENERAL
2.1 This Facilities Schedule is included in this agreement for the
purpose of identifying the transmission line and station facilities provided
and to be provided by Indiana Company and Indianapolis Company pursuant to
Article 1 of the 1960 Agreement.
SECTION 3 - HANNA INTERCONNECTION POINT
3.1 Indiana Company shall continue to own and provide at its own
expense the following described facilities; viz.:
3.11 A 345,000-volt single circuit steel tower
transmission
line (hereby designated and herein called Tanners Creek-Hanna-De Soto
Line), approximately 138 miles in length, constructed with two 954,000
cm ACSR conductors per phase, and suitable ground wires, extending in
a generally northerly direction from Indiana Company's Tanners Creek
Station via Indianapolis Company's Hanna Substation, located near
Indianapolis, to Indiana Company's De Soto Substation, located near
Muncie.
3.12 On the 345,000-volt double circuit steel tower
transmission line that extends from Tanners Creek Station to Indiana
Company's Sorenson Substation, a second 345,000-volt circuit extending
from De Soto Substation to Sorenson Substation, approximately 48 miles
in length, with main conductors of 1.75 inches diameter 1,414,000 cm
ACSR expanded conductor.
3.13 At Tanners Creek Station, the necessary terminal
equipment, including facilities suitable for the control of the
Tanners Creek-Hanna-De Soto Line described in subsection 3.11 above
and essential to the protection of line and station equipment; such
terminal equipment includes one 345,000-volt ultra-high speed
automatic reclosing circuit breaker, appurtenant disconnecting and
associated equipment, carrier current relays and associated carrier
current equipment, and every item required and suitable for the
control of said line and for the coordination of such control with
terminal equipment provided and to be provided by Indianapolis Company
pursuant to subsections 3.21 and 3.31 below.
3.14 At Tanners Creek Station and other suitable locations,
such communication, telemetering, and load control facilities
determined by the parties as necessary for the proper and efficient
interconnected operation of the parties' systems.
3.2 Indianapolis Company shall continue to own and provide at its own
expense the following described facilities until modified as provided in
subsection 3.3 below; viz.:
3.21 At Hanna Substation, the necessary terminal equipment,
including facilities suitable for the control of the Tanners
Creek-Hanna-De Soto Line and essential to the protection of line and
station equipment; such terminal equipment includes one
345,000/138,000-volt, three-phase auto-transformer having a nominal
rating of 250,000 kilovolt-amperes, two 138,000-volt ultra-high speed
automatic reclosing circuit breakers, appurtenant disconnecting and
associated equipment, carrier current relays and associated carrier
current equipment, and every item required and suitable for the
control of said line and for the coordination of such control with
terminal equipment provided by Indiana Company pursuant to subsection
3.13 above.
3.22 At Hanna Substation, such suitable 138,000-volt metering
equipment as described in Section 5.03 of Article 5 of the 1960
Agreement.
3.23 At Hanna Substation and other suitable locations, such
communication, telemetering, and load control facilities determined by
the parties as necessary for the proper and efficient interconnected
operation of the parties' systems.
3.3 Indianapolis Company shall install, or cause to be installed, own and
provide at its own expense the following described facilities on and after
the date provided for in subsection 5.1 of this Appendix II; viz.:
3.31 At Hanna Substation, the necessary terminal equipment
including facilities suitable for the independent control of the
Hanna-Desoto and Hanna-Tanners Creek sections of the Tanners
Creek-Hanna-Desoto Line, for the control of the Thompson-Hanna Line
described in subsection 4.12 below and essential to the protection of
line and station equipment. Such terminal equipment shall include two
345,000/138,000-volt, three-phase auto-transformers having an
aggregate nominal rating of not less than 525,000 kilovolt-amperes and
not less than three 345,000-volt ultra-high-speed automatic reclosing
circuit breakers, appurtenant disconnecting and associated equipment,
carrier current relays and associated carrier current equipment, and
every item required and suitable for the control of the Hanna-Desoto,
Hanna-Tanners Creek and Thompson-Hanna Lines, for the coordination of
such control with terminal equipment provided by Indiana Company at
the Tanners Creek and Desoto Substations and for coordination of
controls to assure satisfactory and reliable operation of the
Breed-Petersburg-Thompson-Hanna 345,000-volt transmission link
described in subsections 4.11 and 4.12 below.
3.32 At Hanna Substation, such suitable 345,000-volt metering
equipment as described in Section 5.03 of Article 5 of the 1960
Agreement.
3.33 AT Hanna Substation and other suitable locations, such
communication, telemetering, and load control facilities determined by
the parties as necessary for the proper and efficient operation of the
parties' systems.
3.4 The Hanna Interconnection Point shall be that point at Hanna
Substation where the terminal facilities provided therefor by Indianapolis
Company shall be connected to the Tanners Creek-Hanna-De Soto Line.
SECTION 4 -- BREED INTERCONNECTION POINT
4.1 Indianapolis Company shall install, or cause to be installed, own
and provide at its own expense the following described facilities; viz.:
4.11 A 345,000-volt single circuit steel tower transmission
line (hereby designated and herein called Petersburg-Breed Line),
approximately 55 miles in length, constructed with two 954,000 cm ACSR
conductors per phase or with conductors of at least equivalent
conductivity and suitable ground wires, to extend in a generally
northerly direction from Indianapolis Company's Petersburg Station to
Indiana Company's Breed Station.
4.12 A 345,000-volt single circuit steel tower transmission
line (hereby designated and herein called Thompson-Hanna Line),
approximately 19 miles in length, constructed with two 954,000 cm ACSR
conductors per phase or with conductors of at least equivalent
conductivity, and suitable ground wires, to extend in a generally
easterly direction from Indianapolis Company's Thompson Substation,
located near Indianapolis at the intersection of Thompson Road with
the Marion-Hendricks County line, to Hanna Substation. Said Thompson
Substation shall be installed in the Indianapolis Company's
345,000-volt line extending from its Petersburg Station to
Indianapolis Company's Guion Substation located near Indianapolis at
4000 West 56th Street.
4.13 At Petersburg Station, the necessary terminal equipment
including facilities suitable for the control of the Petersburg-Breed
Line and essential to the protection line and station equipment. Such
terminal equipment shall include not less than one 345,000-volt
ultra-high-speed automatic reclosing circuit breaker, appurtenant
disconnecting and associated equipment, carrier current relays and
associated carrier current equipment, and every item required and
suitable for the control of said line and for the coordination of such
control with terminal equipment to be provided by Indiana Company
pursuant to subsection 4.21 below.
4.14 Necessary and appropriate terminal facilities including
345,000-volt ultra-high-speed automatic reclosing circuit breakers and
protective equipment at Hanna and Thompson Substations and Petersburg
Station in order to assure satisfactory and reliable operation of the
Breed-Petersburg-Thompson-Hanna 345,000-volt transmission link.
4.15 At Petersburg Station and other suitable locations, such
communication, telemetering, and load control facilities determined by
the parties as necessary for the proper and efficient interconnected
operation of the parties' system.
4.2 Indiana Company shall install, or cause to be installed, own and
provide at its own expense the following described facilities, viz.:
4.21 At Breed Station, the necessary terminal equipment
including facilities suitable for the control of the Petersburg-Breed
Line and essential to the protection of line and station equipment.
Such terminal equipment shall include not less than one 345,000-volt
ultra-high-speed automatic reclosing circuit breaker, appurtenant
disconnecting and associated equipment, carrier current relays and
associated carrier current equipment, and every item required and
suitable for the control of said line and for the coordination of such
control with terminal equipment to be provided by Indianapolis Company
pursuant to subsection 4.13 above.
4.22 The Breed Interconnection Point shall be that point at
Breed Station where the terminal facilities provided therefor by
Indiana Company shall be connected to the Petersburg-Breed Line.
SECTION 5 --COMMON FACILITIES OBLIGATIONS
5.1 Subject to accidents, strikes, litigation, delays in securing
delivery of equipment or other similar or dissimilar causes beyond the
reasonable control of the parties, including the procuring of the necessary
materials and labor and the obtaining of all the necessary governmental
authorizations and permits approving the use of such labor and materials and
the installation of the facilities to be provided by the parties, as
hereinabove described in subsection 3.3 and Section 4, the installation of
such facilities shall be completed and in service on or before July 1, 1968.
Should the installation of a particular portion of said facilities be
delayed beyond the date so designated due to the aforesaid causes it shall
nevertheless be completed as soon thereafter as practicable.
5.2 The parties shall cooperate with one another so as to assure the
maximum practicable coordination of design of the facilities to be installed
by each of them with new and existing facilities of the other.
5.3 The parties shall each keep, or shall cause to be kept, the
lines, together with all associated equipment and appurtenances, described
in this Facilities Schedule that are located on their respective sides of
the interconnection points in a suitable condition of repair at all times,
each at its own expense, in order that said lines will operate in a reliable
and satisfactory manner and in order that reduction in the capacity of said
lines will be avoided to the extent practicable.
SECTION 6--FUTURE TRANSMISSION FACILITIES
6.1 The provision of facilities by each party as set forth above is
governed by (1) the desired interconnection capacity as it relates to
services to be furnished under this agreement and (2) the correlated overall
transmission requirements of each party that may be reasonably foreseen as
of the day first above written. The expansion of the parties respective
transmission systems during the duration of this agreement consistent with
sound engineering and economic practices, may dictate that a party add to,
replace, relocate, or remove portions of facilities so provided by it.
Either party shall have the right to so add to, replace, relocate, or remove
portions of facilities so provided by it; subject, however, to the
understanding that in so doing such party does not reduce the transmission
capacity of the interconnections hereinabove described or interfere with the
performance of this agreement in complete accord with its terms and
conditions.
Modification No. 3
to
INTERCONNECTION AGREEMENT
Dated December 30, 1960
between
INDIANAPOLIS POWER & LIGHT COMPANY
and
INDIANA & MICHIGAN ELECTRIC COMPANY
__________
Dated as of February 1, 1971
THIS AGREEMENT, made and entered into as of the first day of February,
1971, between INDIANAPOLIS POWER & LIGHT COMPANY (Indianapolis Company), an
Indiana corporation, and INDIANA & MICHIGAN ELECTRIC COMPANY (Indiana
Company), also an Indiana corporation;
WITNESSETH,
WHEREAS, Indianapolis Company and Indiana Company entered into an
Interconnection Agreement, dated December 30, 1960, and modifications
thereto, dated November 14, 1963 and August 1, 1967, (said Interconnection
Agreement, as so modified, being herein called the 1960 Agreement); and
WHEREAS, the parties desire to further modify the 1960 Agreement, as
hereinafter set forth;
NOW, THEREFORE, in consideration of the premises and of the mutual
covenants herein set forth, the parties agree as follows:
SECTION 1. Subsection 3.11 of Service Schedule F of the 1960
Agreement is hereby modified to read:
"3.11 Demand Charge
For the billing demand for each week, at the rate of $0.40 per
kilowatt for such week. In the event the amount of Short Term Energy
taken is reduced upon request of the supplying party, the demand
charge for the week during which such reduction is made shall be
reduced by one-sixth (1/6) of the aforesaid weekly demand charge per
kilowatt of reduction for each day (other than any Sunday) during
which any reduction is in effect."
SECTION 2. This Modification No. 3 shall be effective from the date
hereinabove first written to the expiration of Service Schedule F of the
1960 Agreement.
SECTION 3. Except as hereinabove modified and amended, all the terms
and conditions of the 1960 Agreement shall remain in full force and effect.
SECTION 4. This agreement is made subject to the jurisdiction of any
governmental authority or authorities having jurisdiction in the premises.
SECTION 5. This agreement shall inure to the benefit of and be
binding upon the successor and assigns of the respective parties.
IN WITNESS WHEREOF, the parties hereto have caused this agreement to
be executed by their duly authorized officers.
INDIANAPOLIS POWER & LIGHT COMPANY
By /s/ O.T. Fitzwater
O.T. Fitzwater
Chairman of the Board
ATTEST:
/s/ Ralph W. Husted
Ralph W. Husted, Secretary
INDIANA & MICHIGAN ELECTRIC COMPANY
By /s/ G.V. Paterson
Vice President
ATTEST:
/s/ signature illegible
Assistant Secretary
Modification No. 4
to
INTERCONNECTION AGREEMENT
Dated December 30, 1960
between
INDIANAPOLIS POWER & LIGHT COMPANY
and
INDIANA & MICHIGAN ELECTRIC COMPANY
__________
Dated as of September 1, 1972
THIS AGREEMENT, made and entered into as of the first day of
September, 1972, between INDIANAPOLIS POWER & LIGHT COMPANY (Indianapolis
Company), an Indiana corporation, and INDIANA & MICHIGAN ELECTRIC COMPANY
(Indiana Company), also an Indiana corporation;
WITNESSETH,
WHEREAS, Indianapolis Company entered into an Interconnection
Agreement, dated December 30, 1960, and modifications thereto, dated
November 14, 1963, August 1, 1967 and February 1, 1971 (said Interconnection
Agreement, as so modified, being herein called the 1960 Agreement); and
WHEREAS, the parties desire to further modify the 1960 Agreement, as
hereinafter set forth;
NOW, THEREFORE, in consideration of the premises and of the mutual
covenants herein set forth, the parties agreed as follows:
SECTION 1. Service Schedule B--Emergency Service, Service Schedule F-
- -Short Term Power, and Service Schedule G--Interim Power to Indianapolis
Company are hereby cancelled and a new Service Schedule B--Emergency Service
and a new Service Schedule F--Short Term Power are substituted for said
Service Schedule B and F, respectively. A new Service Schedule I--Limited
Term Power (Firm) is hereby agreed to. The new Service Schedules B, F and I
are attached hereto as Appendix I, Appendix II, and Appendix III,
respectively.
SECTION 2. Section 3.03 of Article 3 of the 1960 Agreement is hereby
modified to read:
"3.03 The following service schedules are agreed to and hereby
made a part of this agreement:
Service Schedule A--Firm Power to Indianapolis
Service Schedule B--Emergency Service
Service Schedule C--Coordination of Schedule Maintenance of
Generating Facilities
Service Schedule D--Energy Transfer
Service Schedule E--Interchange Power
Service Schedule F--Short Term Power
Service Schedule I--Limited Term Power (Firm)
SECTION 3. Article 3 of the 1960 Agreement is further modified by the
addition thereto of the following Section 3.04:
"3.04 As used in the Schedules of this Agreement the
out-of-pocket cost of providing energy means all operating,
maintenance, tax, and other expenses incurred, as of the Delivery
Points and taking into account transmission losses, if any, that would
not have been incurred if the energy had not been supplied."
SECTION 4. The 1960 Agreement, as hereinbefore modified is made
subject to the jurisdiction of any governmental authority or authorities
having jurisdiction in the premises and either party may, at any time or
from time to time, unilaterally take any action before or with such
authorities with respect to any terms or conditions of this Agreement that
it deems desirable and in such event the terms and conditions under which
service shall be rendered hereunder shall be the terms and conditions
authorized by such authority provided, however, that no such action shall be
taken by such party except after 60 days prior written notice to the other
party of its intention to do so.
SECTION 5. This Modification No. 4 shall be effective from the date
hereinbefore first written to the expiration of the 1960 Agreement.
SECTION 6. Except as hereinbefore modified and amended, all the terms
and conditions of the 1960 Agreement shall remain in full force and effect.
SECTION 7. This agreement shall insure to the benefit of and be
binding upon the successors and assigns of the respective parties.
IN WITNESS WHEREOF, the parties hereto have caused this agreement to
be executed by their duly authorized officers.
INDIANAPOLIS POWER & LIGHT COMPANY
By /s/ Edwin L. Cassidy
President
ATTEST:
/s/ Ralph W. Husted
Secretary
INDIANA & MICHIGAN ELECTRIC COMPANY
By /s/ G.V. Patterson
Vice President
ATTEST:
/s/ William E. Olson
Assistant Secretary
APPENDIX I
SERVICE SCHEDULE B
EMERGENCY SERVICE
Under Agreement, dated December 30, 1960, between
Indianapolis Power & Light Company and
Indiana & Michigan Electric Company
SECTION 1 - DURATION
1.1 This Service Schedule, a part of and under agreement, dated
December 30, 1960, between Indianapolis Power & Light Company (Indianapolis
Company) and Indiana & Michigan Electric Company (Indiana Company) shall
become effective on September 1, 1972 and shall continue throughout the
duration of the agreement of which it is a part.
SECTION 2 - SERVICES TO BE RENDERED
2.1 Subject to the provisions of subsection 2.2 of this Section 2, in
the event of an emergency on the system of either party jeopardizing its
ability to meet its native load and other firm commitments, the other party
shall, upon request, deliver during a period of not exceeding 48 consecutive
hours to the requesting party electric energy ("Emergency Energy") in
amounts up to a rate of 50,000 kilowatthours per hour and such additional
amounts as in its sole judgement can be delivered without imposing burdens
on its system's operations. Either party may, upon request, deliver energy
hereunder in the event of an emergency jeopardizing the ability of a system
interconnected with the system of the requesting party to meet its native
load and other firm commitments. Every request hereunder shall identify the
emergency that gave rise to it.
2.2 Neither party shall be obligated to deliver energy hereunder
during the first 48 hours following a prior emergency during which it is
delivering electric energy under another mutual emergency interchange
agreement or at any time that delivery of such energy will impair its own
system's ability to meet its native load and other firm commitments.
SECTION 3 --COMPENSATION
3.1 Emergency Energy shall be settled for, at the option of the party
supplying it, either by the return of equivalent energy upon request of such
party or by payment of the greater of (a) 110% of the out-of-pocket cost of
supplying it, and (b) 17.5 mills per kilowatt-hour thereof.
APPENDIX II
SERVICE SCHEDULE F
SHORT TERM POWER
Under Agreement, dated December 30, 1960, between
Indianapolis Power & Light Company and
Indiana & Michigan Electric Company
SECTION 1 - DURATION
1.1 This Service Schedule, a part of and under agreement, dated
December 30, 1960, between Indianapolis Power & Light Company (Indianapolis
Company) and Indiana & Michigan Electric Company (Indiana Company) shall
become effective September 1, 1972 and shall continue in effect throughout
the duration of the agreement of which it is a part subject to the
provisions of Section 4 hereof.
SECTION 2 - SERVICES TO BE RENDERED
2.1 Either party may reserve from the other party, for periods of one
or more weeks or for periods less than one week, electric power ("Short Term
Power") whenever, in the sole judgment of the party requested to reserve the
same, such power is available. As used herein the term "week" shall mean
any seven consecutive days.
2.11 Prior to each reservation of Short Term Power, the number
of kilowatts to be reserved, the period of the reservation, and the
source of the power if the supplying party is in turn reserving them
from another system, shall be determined by the parties. Such
determination shall be confirmed in writing. If during such period
conditions arise that could not have been reasonably foreseen at the
time of the reservation and cause the reservation to be burdensome to
the supplying party, such party may by written notice to the reserving
party, or oral notice later confirmed in writing, reduce the number of
kilowatts reserved by such amount and for such time as it shall
specify in such notice, but kilowatts reserved hereunder that the
supplying party is in turn reserving from another system may be
reduced only to the extent they are reduced by such other system.
2.12 During each period that Short Term Power has been
reserved, the party that has agreed to supply such power shall upon
call provide Short Term Power up to and including the number of
kilowatts then reserved and deliver electric energy ("Short Term
Energy") to the reserving party at a rate during each hour of up to
and including such number.
SECTION 3--COMPENSATION
3.1 The reserving party shall pay the supplying party:
3.11 for any week that Short Term Power is reserved, $0.40 per
kilowatt reserved less, for each day during any part of which the
amount of such Short Term Power is reduced (other than Sunday) by the
supplying party, one-sixth of said $0.40 per kilowatt of the
reduction. (Except that in no event shall the total of such
deductions in any week exceed $0.40 per kilowatt.) For each period
less than one week that Short Term Power is reserved, $0.10 per
kilowatt reserved per day less, for any day during any part of which
the amount of Short Term Power is reduced by the supplying party,
$0.10 per kilowatt of the reduction; plus
3.12 for each kilowatt of the reserved Short Term Power that is
purchased by the supplying party from another system, prearranged in
accordance with subsection 2.11 of this schedule (a) the excess, if
any, of the amount paid therefor by the supplying party over the
charge therefor under Section 3.11 of this Schedule (or if such amount
is less than such charge, minus the deficiency) plus (b) for each week
such Short Term Power is reserved, $0.125 per kilowatt less, for each
day (other than Sunday) during any part of which any of such Short
Term Power is not received from such other system, $0.021 per kilowatt
not received. (Except that in no event shall the total of such
deductions in any week exceed $0.125 per kilowatt.); plus
3.13 110% of the out-of-pocket cost of supplying Short Term
Energy called for during such periods under subsection 2.12 of this
Schedule that comes from the supplying party's own system and 115% of
the out-of-pocket cost of supplying all other such Short Term Energy.
SECTION 4 -- TERMINATION
4.1 Either party upon one year prior written notice to the other may
terminate this Schedule.
APPENDIX III
SERVICE SCHEDULE I
LIMITED TERM POWER (FIRM)
Under Agreement, dated December 30, 1960, between
Indianapolis Power & Light Company and
Indiana & Michigan Electric Company
SECTION 1 - DURATION
1.1 This Service Schedule, a part of and under agreement, dated
December 30, 1960, between Indianapolis Power & Light Company (Indianapolis
Company) and Indiana & Michigan Electric Company (Indiana Company) shall
become effective on September 1, 1972 and shall continue throughout the
duration of the agreement of which it is a part subject to the provisions of
Section 4 hereof.
SECTION 2 -- SERVICES TO BE RENDERED
2.1 Either party may arrange to reserve from the other party, for
periods of not less than one or more than 12 months, such electric power
("Limited Term Power (Firm)") whenever, in the sole judgment of the party
requested to reserve the same, such power is available.
2.11 Prior to each reservation of Limited Term Power (Firm) the
number of kilowatts to be reserved, the period of the reservation, and
the source of the power if the supplying party is in turn reserving
them from another system, shall be determined by the parties. Such
determination shall be confirmed in writing.
2.12 During each period that Limited Term Power (Firm) has been
reserved, the party that has agreed to supply power shall upon call
provide Limited Term Power (Firm) up to and including the number of
kilowatts then reserved and deliver electric energy ("Limited Term
Energy (Firm)") to the reserving party at a rate during each hour of
up to and including such number, except when such deliveries would in
the judgment of the supplying party have to be interrupted or reduced
to preserve the integrity of or to prevent or limit any instability on
its system.
SECTION 3--COMPENSATION
3.1 The reserving party shall pay the supplying party
3.11 for any month that Limited Term Power (Firm) is reserved,
$2.15 per kilowatt reserved; plus
3.12 for each kilowatt of the reserved Limited Term Power
(Firm) purchased by the supplying party from another system,
prearranged in accordance with subsection 2.11 of this Schedule, (a)
the excess, if any, of the amount paid therefor by the supplying party
over the charge therefor under Section 3.11 of this Schedule (or, if
such amount is less than such charge, minus the deficiency) plus (b)
for each month such Limited Term Power (Firm) is reserved $0.55 per
kilowatt; plus
3.13 110% of the out-of-pocket cost of supplying Limited Term
Energy (Firm) called for during such period under subsection 2.2 of
this Schedule that comes from the supplying party's own system and
115% of the out-of-pocket cost of supplying all other such Limited
Term Energy (Firm), prearranged in accordance with subsection 2.11 of
this Schedule.
SECTION 4--TERMINATION
4.1 Either party upon one year prior written notice to the other may
terminate this Schedule; however, all prior commitments covered by this
Schedule must be fulfilled.
Modification No. 6
to
INTERCONNECTION AGREEMENT
Dated December 30, 1960,
as amended,
between
INDIANAPOLIS POWER & LIGHT COMPANY
and
INDIANA & MICHIGAN ELECTRIC COMPANY
__________
Dated as of May 1, 1974
THIS MODIFICATION NO. 6, made and entered into as of the first day of
May, 1974, between INDIANAPOLIS POWER & LIGHT COMPANY (Indianapolis
Company), an Indiana corporation, and INDIANA & MICHIGAN ELECTRIC COMPANY
(Indiana Company), also an Indiana corporation;
WITNESSETH,
WHEREAS, Indianapolis Company and Indiana Company entered into an
Interconnection Agreement, dated December 30, 1960, with modifications
thereto, dated November 14, 1963, August 1, 1967, February 1, 1971 and
September 1, 1972, (said Interconnection Agreement, as so modified, being
herein called the 1960 Agreement); and
WHEREAS, another proposed modification, being Modification No. 5
providing for a Fuel Conservation Power and Energy Rate, was tentatively
filed with the Federal Power Commission by Indianapolis Company on April 4,
1974 and subsequently withdrawn by letter dated May 22, 1974, Indiana
Company never having executed such modification or concurred in such filing;
and
WHEREAS, the parties desire to further modify the 1960 Agreement, as
hereinafter set forth;
NOW, THEREFORE, in consideration of the premises and of the mutual
covenants herein set forth, the parties agree as follows:
Section 1. Subsection 3.11 of Section 3 of Service Schedule F - Short
Term Power of the 1960 Agreement is hereby modified by the deletion
therefrom of the dollar quantity $0.40 wherever it appears therein and by
the substitution therefor of the dollar quantity $0.45, and is also hereby
modified by the deletion therefrom of the dollar quantity $0.10 wherever it
appears therein and by the substitution therefor of the dollar quantity
$0.11.
Section 2. Subsection 3.11 of Section 3 of Service Schedule I -
Limited Term Power (Firm) of the 1960 Agreement is hereby modified by the
deletion therefrom of the dollar quantity $2.15 and by the substitution
therefor of the dollar quantity $2.50.
Section 3. The 1960 Agreement, as amended hereby, is made subject to
the jurisdiction of any governmental authority or authorities having
jurisdiction in the premises and either party may, at any time or from time
to time, unilaterally take any action before or with such authorities with
respect to any terms or conditions of the 1960 Agreement, as amended hereby,
that it deems desirable, and in such event the terms and conditions
authorized by such authority; provided, that no such action shall be taken
by such party except after 60 days prior written notice to the other party
of its intention to do so.
Section 4. This Modification No. 6 shall be effective from the date
first above-written to the expiration date of the 1960 Agreement.
Section 5. Except as hereinabove modified and amended, all the terms
and conditions of the 1960 Agreement shall remain in full force and effect.
Section 6. This Modification No. 6 shall inure to the benefit of, and
be binding upon, the successors and assigns of the respective parties hereto.
IN WITNESS WHEREOF, the parties hereto have caused this agreement to
be executed by their duly authorized officers.
INDIANAPOLIS POWER & LIGHT COMPANY
By /s/ Edwin L. Cassidy
President
Attest:
/s/ Marcus E. Woods
Secretary
INDIANA & MICHIGAN ELECTRIC COMPANY
By /s/ G.V. Patterson
Vice President
Attest:
/s/ W.E. Olson
Assistant Secretary
MODIFICATION NO. 7
to
INTERCONNECTION AGREEMENT
Dated December 30, 1960
as amended,
between
INDIANAPOLIS POWER & LIGHT COMPANY
AND
INDIANA & MICHIGAN ELECTRIC COMPANY
__________
Dated as of April 1, 1976
THIS MODIFICATION NO. 7, made and entered into as of the first day of
April, 1976, between INDIANAPOLIS POWER & LIGHT COMPANY (Indianapolis
Company), an Indiana corporation, and INDIANA & MICHIGAN ELECTRIC COMPANY
(Indiana Company), also an Indiana corporation;
W I T N E S S E T H ,
WHEREAS, Indianapolis Company and Indiana Company entered into an
Interconnection Agreement, dated December 30, 1960, with modifications
thereto, dated November 14, 1963, August 1, 1967, February 1, 1971,
September 1, 1972, and May 1, 1974, (said Interconnection Agreement, as so
modified, being herein called the 1960 Agreement); and
WHEREAS, the parties desire to further modify the 1960 Agreement, as
hereinafter set forth;
NOW, THEREFORE, in consideration of the premises and of the mutual
covenants herein set forth, the parties agree as follows:
Section 1. Subsection 3.11 of Section 3 of Service Schedule F - Short
Term Power of the 1960 Agreement is hereby modified by the deletion
therefrom of the dollar quantity $0.45 wherever it appears therein and by
the substitution therefor of the dollar quantity $0.50, and is also hereby
modified by the deletion therefrom of the dollar quantity $0.11 wherever it
appears therein and by the substitution therefor of the dollar quantity
$0.125.
Section 2. Subsection 3.11 of Section 3 of Service Schedule I -
Limited Term Power (Firm) of the 1960 Agreement is hereby modified by the
deletion therefrom of the dollar quantity $2.50 and by the substitution
therefor of the dollar quantity $2.75.
Section 3. The 1960 Agreement as hereinabove modified and
supplemented by the parties, is made subject to the jurisdiction of any
governmental authorities having jurisdiction in the premises, and any party
may, at any time or from time to time, unilaterally take any action before
or with such authorities with respect to any terms or conditions of the 1960
Agreement as hereinabove modified or supplemented, and as it may at any time
hereafter be modified and supplemented, and as it may at any time hereafter
be modified and supplemented by the parties, that it deems desirable, and in
such event the terms and conditions under which service shall be rendered
hereunder shall be the terms and conditions authorized by such authority.
Section 4. This Modification No. 7 shall be effective from the date
first above written to the expiration date of the 1960 Agreement.
Section 5. Except as hereinabove modified and amended, all the terms
and conditions of the 1960 Agreement shall remain in full force and effect.
Section 6. This Modification No. 7 shall inure to the benefit of, and
be binding upon, the successors and assigns of the respective parties hereto.
IN WITNESS WHEREOF, the parties hereto have caused this agreement to
be executed by their duly authorized officers.
INDIANAPOLIS POWER & LIGHT COMPANY
By /s/ Ralph W. Husted, Chairman and
Chief Executive Officer
INDIANA & MICHIGAN ELECTRIC COMPANY
By /s/ G.V. Patterson
Vice President
Modification No. 8
to
INTERCONNECTION AGREEMENT
Dated December 30, 1960,
as amended,
between
INDIANAPOLIS POWER & LIGHT COMPANY
and
INDIANA & MICHIGAN ELECTRIC COMPANY
__________
Dated as of March 1, 1977
THIS MODIFICATION NO. 8, made and entered into as of the first day of
March, 1977, between INDIANAPOLIS POWER & LIGHT COMPANY (Indianapolis
Company), an Indiana corporation, and INDIANA & MICHIGAN ELECTRIC COMPANY
(Indiana Company), also an Indiana corporation;
WITNESSETH,
WHEREAS, Indianapolis Company and Indiana Company entered into an
Interconnection Agreement, dated December 30, 1960, with modifications
thereto, dated November 14, 1963, August 1, 1967, February 1, 1971 and
September 1, 1972, May 1, 1974 and April 1, 1976 (said Interconnection
Agreement, as so modified, being herein called the 1960 Agreement); and
WHEREAS, the parties desire to further modify the 1960 Agreement, as
hereinafter set forth, the parties agree as follows:
Section 1. Subsection 3.11 of Section 3 of Service Schedule F - Short
Term Power of the 1960 Agreement is hereby modified by the deletion
therefrom of the dollar quantity $0.50 wherever it appears therein and by
the substitution therefor of the dollar quantity $0.60 and is also hereby
modified by the deletion therefrom of the dollar quantity $0.125 wherever it
appears therein and by the substitution therefor of the dollar quantity
$0.15.
Section 2. Subsection 3.12 of Section 3 of Service Schedule F - Short
Term Power of the 1960 Agreement is hereby modified and supplemented by the
deletion therefrom of the dollar quantities $0.125 and $0.021 wherever they
appear therein and by the substitution therefor of the dollar quantities
$0.15 and $0.025, respectively.
Section 3. Subsection 3.11 of Section 3 of Service Schedule I -
Limited Term Power (Firm) of the 1960 Agreement is hereby modified by the
deletion therefrom of the dollar quantity $2.75 and by the substitution
therefor of the dollar quantity $3.25.
Section 4. Subsection 3.12 of Section 3 of Service Schedule I -
Limited Term Power of the 1960 Agreement is hereby modified and supplemented
by the deletion therefrom of the dollar quantity $0.55 wherever it appears
therein and by the substitution therefor of the dollar quantity $0.65.
Section 5. The 1960 Agreement as hereinabove modified and
supplemented and as it may at any time hereafter be modified and supplied by
the parties, is made subject to the jurisdiction of any governmental
authority or authorities having jurisdiction in the premises. Nothing
contained in the 1960 Agreement shall be construed as affecting in any way
the right of either party to the 1960 Agreement to unilaterally make
application to the Federal Power Commission for a change in rates, charges,
classification or service, or any rule, regulation or contract relating
thereto, under Section 205 of the Federal Power Act and pursuant to the
Commission's Rules and Regulations promulgated thereunder.
Section 6. This Modification No. 8 shall be effective from the date
first above written to the expiration date of the 1960 Agreement.
Section 7. Except as hereinabove modified and amended, all the terms
and conditions of the 1960 Agreement shall remain in full force and effect.
Section 8. This Modification No. 8 shall inure to the benefit of, and
be binding upon, the successors and assigns of the respective parties hereto.
IN WITNESS WHEREOF, the parties hereto have caused this
agreement to be executed by their duly authorized officers.
INDIANAPOLIS POWER & LIGHT COMPANY
By /s/ Zane G. Todd
Zane G. Todd, Chairman of
the Board and President
INDIANA & MICHIGAN ELECTRIC COMPANY
By /s/ G.V. Patterson
G.V. Patterson, Vice President
March 1, 1977
Indianapolis Power & Light Company
25 Monument Circle
P.O. Box 1595B
Indianapolis, Indiana 46206
Gentlemen:
This letter is confirmation of the understandings which have been
reached upon a review of the Emergency Service Schedule between our
companies.
Subsection 3.1 of Service Schedule B of the Interconnection Agreement
between our companies, dated December 30, 1960 as heretofore modified (1960
Agreement), is hereby modified by the deletion therefrom of the dollar
quantity "seventeen and one-half (17.5) mills" and the substitution therefor
of the dollar quantity "three ($.03) cents".
This modification shall be effective on and after March 1, 1977 and
until the earlier of either the expiration of the term of the 1960
Agreement, or until further amended or modified under the terms of the 1960
Agreement.
If the foregoing correctly states our understanding please so indicate
by signing and returning the enclosed copy of this letter.
Very truly yours,
INDIANA & MICHIGAN ELECTRIC COMPANY
By /s/ G.V. Patterson
Vice President
INDIANAPOLIS POWER & LIGHT COMPANY
By /s/ Zane G. Todd
Modification No. 10
to
INTERCONNECTION AGREEMENT
Dated December 30, 1960
as amended,
between
INDIANAPOLIS POWER & LIGHT COMPANY
and
INDIANA & MICHIGAN ELECTRIC COMPANY
__________
Dated as of March 15, 1977
THIS MODIFICATION NO. 10, made and entered into as of the fifteenth
day of February, 1977, between INDIANAPOLIS POWER & LIGHT COMPANY
(Indianapolis Company), an Indiana corporation, and INDIANA & MICHIGAN
ELECTRIC COMPANY (Indiana Company), also an Indiana corporation;
WITNESSETH:
WHEREAS, Indianapolis Company and Indiana Company entered into an
Interconnection Agreement, dated December 30, 1960, with modifications
thereto, dated November 14, 1963, August 1, 1967, February 1, 1971,
September 1, 1972, May 1, 1974 and April 1, 1976 and March 1, 1977 (said
Interconnection Agreement, as so modified, being herein called the 1960
Agreement); and
WHEREAS, the parties desire to further modify the 1960 Interconnection
Agreement as hereinafter set forth;
NOW, THEREFORE, in consideration of the premises and of the mutual
covenants herein set forth, the parties agree as follows:
Section 1. Effective as of February 15, 1977 Service Schedule E -
Interchange Power in the form attached hereto as Appendix I, shall be
substituted for Service Schedule E in the form heretofore made a part of the
1960 Agreement.
Section 2. Except as hereinabove modified and supplemented, all the
terms and conditions of the 1960 Agreement shall remain in full force and
effect.
Section 3. This Modification No. 10 shall insure to the benefit of
and be binding upon the successors and assigns of the respective parties.
IN WITNESS WHEREOF, the parties hereto have caused this Modification
No. 10 to be executed by their duly authorized officers as of the day and
year first above written.
INDIANAPOLIS POWER & LIGHT COMPANY
By /s/ Zane G. Todd
Chairman of the Board and President
INDIANA & MICHIGAN ELECTRIC COMPANY
By /s/ Frank N. Rien
Vice President
APPENDIX I
SERVICE SCHEDULE E
INTERCHANGE POWER
Under Agreement, dated December 30, 1960, between
Indianapolis Power & Light Company and
Indiana & Michigan Electric Company
Section 1 - DURATION
1.1 This Service Schedule, a part of and under the Interconnection
Agreement, dated as of the 30th day of December, 1960 between Indianapolis
Power & Light Company (Indianapolis Company) and Indiana and Michigan
Electric Company (Indiana Company), shall become effective as of March 15,
1977, and shall continue in effect throughout the duration of said
Interconnection Agreement of which it is a part.
Section 2 - SERVICES TO BE RENDERED
Economy Energy
2.1 Either party may arrange to purchase from any party of the
other system electric energy ("Economy Energy") whenever it is
possible to effect a saving thereby and, in the sole judgment of the
party requested to supply the same, such energy is available. Economy
Energy may also be arranged to be obtained from or delivered to
systems interconnected with the parties, but not a party to this
Agreement. Prior to each delivery of Economy Energy, the amount and
time of delivery and the charge therefore shall be determined by the
parties.
Non-Displacement Energy
2.2 It is further recognized that from time to time occasions
will arise when the effecting of transactions as provided under
subsection 2.1 next above will be impracticable but that at the same
time one of the parties may have electric energy (herein called
"Non-Displacement Energy") which it is willing to make available from
surplus capacity either on its own system or from sources outside its
own system or both, that can be utilized advantageously for short
intervals by the other party. It shall be the responsibility of the
party desiring Non-Displacement Energy to initiate the receipt and
delivery of such energy. The party desiring such receipt of energy
shall notify the other party of the extent to which it desires to use
Non-Displacement Energy, and whenever in its sole judgment such other
party determines that it has Non-Displacement Energy available,
schedules providing the periods and extent of use shall be mutually
agreed upon. Neither party shall be obligated to make any
Non-Displacement Energy available to the other.
Section 3 - COMPENSATION
Economy Energy
3.1 The charge for Economy Energy purchased by either party
from the other shall be based on the principle that the party
purchasing it shall pay the out-of-pocket cost of the party supplying
such energy and that the resulting savings to the receiving party
shall be equally shared by the supplying and receiving parties.
3.2 When Economy Energy is obtained from or delivered to other
systems interconnected with the parties, but not signatories to this
Agreement, payments shall be based on the out-of-pocket cost of the
supplying party or system providing the energy and an allocation of
the gross savings which are defined as the difference between (1) what
the out-of-pocket cost of the receiving party or system would have
been to generate such energy, and (2) the out-of-pocket cost of the
supplying party or system providing the energy such allocation shall
be made as provided in subsections 3.21 and 3.22 hereinbelow.
3.21 Each party or system participating in the
transaction other than the supplying and receiving parties or
systems, shall be paid (a) its cost of purchasing the energy
supplied, plus (b) its cost of additional transmission losses
incurred, plus (c) fifteen per cent of the gross savings
remaining after deducting all such payments for transmission
losses.
3.22 The supplying party or system shall be paid its
out-of-pocket costs of providing the energy, plus one-half of
the gross savings remaining after deducting all (b) and (c)
payments made under subsection 3.21. The receiving party or
system shall be entitled to the other one-half of the gross
savings remaining after deducting all (b) and (c) payments made
under subsection 3.21.
Non-Displacement Energy
3.3 Non-Displacement Energy delivered hereunder shall be
settled for either by the return of equivalent energy or, at the
option of the party that supplied such energy, by payment of the
out-of-pocket cost - such cost being as of the delivery point or
points, as provided for in Section 5.01 of said Interconnection
Agreement, taking into account electrical losses incurred from the
source or sources of such energy to said delivery point or points - of
the supplying party in generating or supplying such energy plus ten
per cent of such cost. If equivalent energy is returned, it shall be
returned at times when the load conditions of the party receiving it
are equivalent to the load conditions of such party at the time the
energy for which it is returned was delivered or, if such party elects
to have equivalent energy returned under different conditions, it
shall be returned in such amounts, to be agreed upon by the Operating
Committee, as will compensate for the difference in conditions.
Modification No. 11
to
INTERCONNECTION AGREEMENT
Dated December 30, 1960
as amended,
between
INDIANAPOLIS POWER & LIGHT COMPANY
and
INDIANA & MICHIGAN ELECTRIC COMPANY
__________
Dated as of January 1, 1979
THIS MODIFICATION NO. 11, made and entered into as of the first day of
January, 1979, between INDIANAPOLIS POWER & LIGHT COMPANY (Indianapolis
Company), an Indiana corporation, and INDIANA & MICHIGAN ELECTRIC COMPANY
(Indiana Company), also an Indiana corporation;
WITNESSETH,
WHEREAS, Indianapolis Company and Indiana Company entered into an
Interconnection Agreement, dated December 30, 1960, with modifications
thereto, dated November 14, 1963, August 1, 1967, February 1, 1971,
September 1, 1972, May 1, 1974 and April 1, 1976 and March 1, 1977 and March
15, 1977 (said Interconnection Agreement, as so modified, being herein
called the 1960 Agreement); and
WHEREAS, the parties desire to further modify the 1960 Agreement, as
hereinafter set forth.
NOW, THEREFORE, in consideration of the premises and of the mutual
covenants herein set forth, the parties agree as follows:
Section 1. Subsection 3.11 of Section 3 of Service Schedule F - Short
Term Power of the 1960 Agreement is hereby modified by the deletion
therefrom of the dollar quantity of $0.60 wherever it appears therein and by
the substitution therefor of the dollar quantity $0.70 and is also hereby
modified by the deletion therefrom of the dollar quantity $0.15 wherever it
appears therein and by the substitution therefor of the dollar quantity
$0.175.
Section 2. Subsection 3.12 of Section 3 of Service Schedule F - Short
Term Power of the 1960 Agreement is hereby modified and supplemented by the
deletion therefrom of the dollar quantities $0.15 and $0.025 wherever they
appear therein and by the substitution therefor of the dollar quantities
$0.175 and $0.029 respectively.
Section 3. Subsection 3.11 of Section 3 of Service Schedule I -
Limited Term Power (Firm) of the 1960 Agreement is hereby modified by the
deletion therefrom of the dollar quantity $3.25 and by the substitution
therefor of the dollar quantity $3.75.
Section 4. Subsection 3.12 of Section 3 of Service Schedule I -
Limited Term Power (Firm) of the 1960 Agreement is hereby modified and
supplemented by the deletion therefrom of the dollar quantity $0.65 wherever
it appears therein and by the substitution therefor of the dollar quantity
$0.75.
Section 5. This Modification No. 11 shall be effective from the date
first above written to the expiration date of the 1960 Agreement.
Section 6. Except as hereinabove modified and amended, all the terms
and conditions of the 1960 Agreement shall remain in full force and effect.
Section 7. This Modification No. 11 shall inure to the benefit of,
and be binding upon, the successors and assigns of the respective parties
hereto.
IN WITNESS WHEREOF, the parties hereto have caused this agreement to
be executed by their duly authorized officers.
INDIANAPOLIS POWER & LIGHT COMPANY
By /s/ Carl B. Vance
INDIANA & MICHIGAN ELECTRIC COMPANY
By /s/ Frank N. Rien
Modification No. 13
to
INTERCONNECTION AGREEMENT
Dated December 30, 1960
as amended,
between
INDIANAPOLIS POWER & LIGHT COMPANY
and
INDIANA & MICHIGAN ELECTRIC COMPANY
__________
Dated as of January 1, 1980
THIS MODIFICATION NO. 13, made and entered into as of the first day of
January, 1980, between INDIANAPOLIS POWER & LIGHT COMPANY (Indianapolis
Company), an Indiana corporation, and INDIANA & MICHIGAN ELECTRIC COMPANY
(Indiana Company), also an Indiana corporation;
WITNESSETH:
WHEREAS, Indianapolis Company and Indiana Company entered into an
Interconnection Agreement, dated December 30, 1960, with modifications
thereto, dated November 14, 1963, August 1, 1967, February 1, 1971,
September 1, 1972, May 1, 1974 and April 1, 1976, March 1, 1977, March 15,
1977, January 1, 1979 and March 1, 1979 (said Interconnection Agreement, as
so modified, being herein called the 1960 Agreement); and
WHEREAS, the parties desire to further modify the 1960 Agreement, as
hereinafter set forth,
NOW, THEREFORE, in consideration of the premises and of the mutual
covenants herein set forth, the parties agree as follows:
Section 1. Subsection 3.11 of Section 3 of Service Schedule F - Short
Term Power of the 1960 Agreement is hereby modified by the deletion
therefrom of the dollar quantity of $0.70 wherever it appears therein and by
the substitution therefor of the dollar quantity $0.85 and is also hereby
modified by the deletion therefrom of the dollar quantity $0.175 wherever it
appears therein and by the substitution therefor of the dollar quantity
$0.24.
Section 2. Subsection 3.12 of Section 3 of Service Schedule F - Short
Term Power of the 1960 Agreement is hereby modified and supplemented by the
deletion therefrom of the dollar quantities $0.175 and $0.029 wherever they
appear therein and by the substitution therefor of the dollar quantities
$0.24 and $0.040 respectively.
Section 3. Subsection 3.11 of Section 3 of Service Schedule I -
Limited Term Power (Firm) of the 1960 Agreement is hereby modified by the
deletion therefrom of the dollar quantity $3.75 and by the substitution
therefor of the dollar quantity $4.50.
Section 4. Subsection 3.12 of Section 3 of Service Schedule I -
Limited Term Power (Firm) of the 1960 Agreement is hereby modified and
supplemented by the deletion therefrom of the dollar quantity $0.75 wherever
it appears therein and by the substitution therefor of the dollar quantity
$1.00.
Section 5. This Modification No. 13 shall be effective from the date
first above written to the expiration date of the 1960 Agreement.
Section 6. Except as hereinabove modified and amended, all the terms
and conditions of the 1960 Agreement shall remain in full force and effect.
Section 7. This Modification No. 13 shall inure to the benefit of,
and be binding upon, the successors and assigns of the respective parties
hereto.
IN WITNESS WHEREOF, the parties hereto have caused this agreement to
be executed by their duly authorized officers.
INDIANAPOLIS POWER & LIGHT COMPANY
By /s/ Zane G. Todd
INDIANA & MICHIGAN ELECTRIC COMPANY
By /s/ Frank N. Rien
Modification No. 14
to
INTERCONNECTION AGREEMENT
Dated December 30, 1960
as amended,
between
INDIANAPOLIS POWER & LIGHT COMPANY
and
INDIANA & MICHIGAN ELECTRIC COMPANY
__________
Dated as of April 5, 1982
THIS MODIFICATION NO. 14, made and entered into as of the fifth day of
April, 1982 between INDIANAPOLIS POWER & LIGHT COMPANY (Indianapolis
Company), an Indiana corporation, and INDIANA & MICHIGAN ELECTRIC COMPANY
(Indiana Company), also an Indiana corporation.
WITNESSETH:
WHEREAS, Indianapolis Company and Indiana Company entered into an
Interconnection Agreement, dated December 30, 1960, which Agreement was
modified hereafter (said Interconnection Agreement, as so modified, being
herein called the 1960 Agreement); and
WHEREAS, the parties desire to further modify the 1960 Agreement, as
hereinafter set forth;
NOW, THEREFORE, in consideration of the premises and of the mutual
covenants herein set forth, the parties agree as follows:
Section 1. Section 3--Compensation of Service Schedule F - Short Term
Power of the 1960 Agreement shall be modified and amended to read as
follows:
"Section 3 -- Compensation
3.1 When Indianapolis Company is the supplying party and Indiana
Company is the reserving party, the reserving party shall pay the supplying
party:
3.11 For any week that Short Term Power is reserved, $1.05 per
kilowatt reserved; less, for each day during any part of which the
amount of such Short Term Power is reduced (other than Sunday) by the
supplying party, one-sixth of said $1.05 per kilowatt of the reduction
(except that in no event shall the total of such deductions in any
week exceed $1.05 per kilowatt). For each period less than one week
that Short Term Power is reserved, one-fifth of the weekly rate per
kilowatt reserved per day; less, for any day during any part of which
the amount of Short Term Power is reduced by the supplying party,
one-fifth of the weekly rate per kilowatt of the reduction, plus;
3.12 For each kilowatt of the reserved Short Term Power that is
purchased by the supplying party from another system, pre-arranged in
accordance with Subsection 2.11 of this Schedule, the excess, if any,
of the amount paid therefor by the supplying party over the charge
therefor under Subsection 3.11 of this Schedule (or if such amount is
less than such charge minus the deficiency), plus;
3.13 110% of the out-of-pocket cost of supplying Short Term
Energy called for during such periods under Subsection 2.12 of this
Schedule that comes from the supplying party's own system; plus for
energy purchased by the supplying party from another system to supply
any part of the Short Term Energy called for during such periods under
Subsection 2.12 of this Schedule, 100% of the amount paid therefor by
the supplying party plus 10% thereof not to exceed 1.6 mills per
kilowatthour.
3.2 When Indiana Company is the supplying party and Indianapolis
Company is the reserving party, the reserving party shall pay the supplying
party the following demand rate:
3.21 Weekly Short Term Power - For any week that Short Term
Power is reserved the weekly demand rate shall be equal to $1.25 per
kilowatt reserved for such week. In the event the amount of Weekly
Short Term Power taken is reduced upon request of the supplying party,
the demand charge for each day (other than Sunday) during which such
reduction is in effect shall be reduced by one-sixth (1/6) of the
supplying party's weekly demand rate per kilowatt of reduction.
3.22 Daily Short Term Power - For any day that Short Term Power
is reserved the daily demand rate shall be equal to the rate of
one-fifth (1/5) of the supplying party's Weekly Short Term Power
demand rate. In the event the amount of Daily Short Term Power taken
is reduced upon request of the supplying party, the demand charge for
each day during which such reduction is in effect shall be reduced by
one-fifth (1/5) of the above Weekly Short Term Power demand rate per
kilowatt of reduction.
3.23 Third Party Weekly Short Term Power - Whenever the
supplying party is in turn reserving power from another interconnected
system such interconnected system shall be designated "Third Party".
For any week that Weekly Short Term Power is reserved from a Third
Party the Third Party Weekly Short Term Power demand rate to
Indianapolis Company shall be equal to $0.24 per kilowatt reserved per
week plus the demand charge paid therefor by the supplying party to
the Third Party. In the event the amount of Third Party Weekly Short
Term Power taken is reduced upon the request of the Third Party, the
demand charge for each day (other than Sunday) during which such
reduction is in effect shall be reduced by one-sixth (1/6) of the
Third Party Weekly Short Term Power rate per kilowatt of the reduction.
3.24 Third Party Daily Short Term Power - For any day that
Short Term Power is reserved from a Third Party the Third Party Daily
Short Term Power demand rate to Indianapolis Company shall be equal to
$0.048 per kilowatt reserved per day plus the demand charge paid
therefor by the supplying party to the Third Party.
3.25 When Indiana Company is the supplying party and
Indianapolis Company is the reserving party, the reserving party shall
pay the supplying party energy charges at the following rates:
(a) for each kilowatthour that is generated by the supplying
party's system 110% of the out-of-pocket costs (including all
operating, maintenance, tax, transmission losses and other
expenses incurred that would not have been incurred if the
energy had not been supplied) of supplying Short Term Energy
called for during such period, plus;
(b) for each kilowatthour purchased by the supplying party from
a third party to supply the Short Term Energy called for during
such period, 100% of the amount of the energy charge paid
therefor by the supplying party plus 1 mill plus any
transmission losses, taxes and other expenses incurred that
would not have been incurred if such purchase had not been
made."
Section 2. This Modification No. 14 shall be effective from the date
first above written to the expiration date of the 1960 Agreement.
Section 3. Except as hereinabove modified and amended, all the terms
and conditions of the 1960 Agreement shall remain in full force and effect.
Section 4. This Modification No. 14 shall inure to the benefit of and
be binding upon the successors and assigns of the respective parties hereto.
IN WITNESS WHEREOF, the parties herein have caused this Agreement to
be executed by their duly authorized officers.
INDIANAPOLIS POWER & LIGHT COMPANY
By /s/ Robert W. Hill, President
INDIANA & MICHIGAN ELECTRIC COMPANY
By /s/ John E. Dolan
Modification No. 15
to
INTERCONNECTION AGREEMENT
Dated December 30, 1960
between
INDIANAPOLIS POWER & LIGHT COMPANY
and
INDIANA & MICHIGAN ELECTRIC COMPANY
__________
Dated as of September 1, 1985
THIS MODIFICATION NO. 15, made and entered into as of the 1st day of
September, 1985, between INDIANAPOLIS POWER & LIGHT COMPANY ("Indianapolis
Company"), an Indiana corporation, and INDIANA & MICHIGAN ELECTRIC COMPANY
("Indiana Company"), also an Indiana corporation;
WITNESSETH:
WHEREAS, Indianapolis Company and Indiana Company entered into an
Interconnection Agreement, dated December 30, 1960, which Agreement was
modified thereafter (said Interconnection Agreement, as so modified, being
herein called the 1960 Agreement); and
WHEREAS, the parties desire to further modify the 1960 Agreement, as
hereinafter set forth;
NOW, THEREFORE, in consideration of the premises and of the mutual
covenants herein set forth, the parties agree as follows:
Section 1. Section 3 - COMPENSATION of Service Schedule B - Emergency
Service of the 1960 Agreement shall be modified and amended to read as
follows:
"Section 3 -- COMPENSATION
3.1 Emergency Energy delivered under Section 2 above that is
generated by the supplying party's system shall be settled for, at the
option of the supplying party, either by the return of equivalent
energy upon request of such party or by payment of the greater of (a)
110% of the out-of-pocket cost of supplying such energy, and (b) 30.0
mills per kilowatthour thereof;
3.2 Emergency Energy delivered under Section 2 above that is
purchased by the supplying party from another system at the request of
the receiving party shall be settled for as follows:
3.21 When Indiana Company is the supplying party, a
demand charge of 2.75 mills per kilowatthour of such
purchased energy and an energy charge of 100% of the
amount paid therefor by the supplying party plus one mill
per kilowatthour of such purchased energy plus any
transmission losses and taxes incurred.
3.22 When Indianapolis Company is the supplying party,
the greater of (a) 100% of the amount paid for such energy
plus, 1.6 mills per kilowatthour, and (b) 30 mills per
kilowatthour."
Section 2. Subsection 3.21 of Section 3 - COMPENSATION of Service
Schedule E - Interchange Power of the 1960 Agreement is hereby modified and
amended by deleting the phrase "plus (c) fifteen per cent of the gross
savings remaining after deducting all such payments for transmission
losses," wherever it appears therein and substituting therefor the
following:
"plus (c) the following:
3.211 When Indiana Company is the supplying party: The
greater of (i) fifteen percent of the gross savings
remaining after deducting all such payments for
transmission losses or (ii) 3.75 mills per kilowatthour of
energy received for transmission plus revenue taxes
incurred that would not otherwise have been incurred;
3.212 When Indianapolis Company is the supplying party:
Fifteen percent of the gross savings remaining after
deducting all such payments for transmission losses."
Section 3. Subsection 3.3 of Section 3 - COMPENSATION of Service
Schedule E - Interchange Power of the 1960 Agreement is hereby modified and
amended by deleting the words "delivered hereunder" wherever they appear
therein and substituting therefor the phase "delivered under Subsection 2.2
above that is generated by the supplying party's system".
Section 4. Section 3 - COMPENSATION of Service Schedule E -
Interchange Power of the 1960 Agreement is hereby modified and amended by
adding a new Subsection 3.4 to read as follows:
"3.4 Non-Displacement Energy delivered under Subsection 2.2
above that is purchased by the supplying party's system from another
interconnected system at the request of the receiving party shall be
settled for as follows:
3.41 When Indiana Company is the supplying party; by a
demand charge of 2.75 mills per kilowatthour of such
purchased energy and an energy charge of 100% of the
amount paid therefor by the supplying party, plus one mill
per kilowatthour of such purchased energy, plus any
transmission losses and revenue taxes incurred that would
not otherwise have been incurred.
3.42 When Indianapolis Company is the supplying party,
100% of the amount paid for such energy plus 10% of that
amount, not exceeding, however, 1.6 mills per kilowatthour."
Section 5. Section 3 - Compensation of Service Schedule F - Short
Term Power of the 1960 Agreement shall be modified and amended to read as
follows:
"Section 3 - Compensation
3.1 When Indianapolis Company is the supplying party and
Indiana Company is the reserving party, the reserving party shall pay
the supplying party:
3.11 For any week that Short Term Power is reserved, a
rate not to exceed $1.05 per kilowatt reserved; less, for
each day during any part of which the amount of such Short
Term Power is reduced (other than Sunday) by the supplying
party, one-sixth of the weekly rate per kilowatt of the
reduction (except that in no event shall the total of such
deductions in any week exceed the weekly rate). For each
period less than one week that Short Term Power is
reserved, one-fifth the weekly rate per kilowatt reserved
per day (not to exceed $0.21 per kilowatt reserved per
day), less; for any day during any part of which the
amount of Short Term Power is reduced by the supplying
party, one-fifth of the weekly rate per kilowatt of the
reduction (not to exceed $0.21 per kilowatt reserved per
day); plus or minus,
3.12 For each kilowatt of Short Term Power prearranged in
accordance with Subsection 2.11 above, that is purchased
by the supplying party from another system, the
difference, if any, between the amount paid therefor and
the amount charged by the supplying party under Subsection
3.11 above; plus,
3.13 For Short Term Energy called for under Subsection
2.12 above that is furnished from the supplying party's
system, 110% of the out-of-pocket cost of supplying such
energy; plus, for Short Term Energy furnished by the
supplying party from another system, 100% of the amount
paid therefor plus 10% of such amount or 1.6 mills per
kilowatthour, whichever is less.
3.2 When Indiana Company is the supplying party and
Indianapolis Company is the reserving party, the reserving party shall
pay the supplying party the following demand rate:
3.21 Weekly Short Term Power - For any week that Short
Term Power is reserved, the weekly demand rate of up to
$1.25 per kilowatt. If the amount of Weekly Short Term
Power taken is reduced upon request of the supplying
party, the demand charge for each day (other than Sunday)
such reduction is in effect shall be reduced by one-sixty
(1/6) of the supplying party's weekly demand rate per
kilowatt of reduction.
3.22 Daily Short Term Power - For any day that Short Term
Power is reserved, the daily demand rate shall be equal to
the rate of one-fifth (1/5) of the supplying party's
Weekly Short Term Power demand rate. If the amount of
Daily Short Term Power taken is reduced upon request of
the supplying party, the demand charge for each day such
reduction is in effect shall be reduced by one-fifty (1/5)
of the above Weekly Short Term Power demand rate per
kilowatt of reduction.
3.23 Third Party Weekly Short Term Power - For any week
that Weekly Short Term Power is reserved by the supplying
party from another system (hereinafter called a "Third
Party"), the Third Party Weekly Short Term Power demand
rate to Indianapolis Company shall be equal to $0.46 per
kilowatt reserved per week plus the demand charge paid
therefor by the supplying party to the Third Party. In
the event the amount of Third Party Weekly Short Term
Power taken is reduced upon the request of the Third
Party, the demand charge for each day (other than Sunday)
such reduction is in effect shall be reduced by one-sixth
(1/6) of the Third Party Weekly Short Term Power rate per
kilowatt of the reduction.
3.24 Third Party Daily Short Term Power - For any day
that Short Term Power is reserved from a Third Party, the
Third Party Daily Short Term Power demand rate to
Indianapolis Company shall be equal to $0.092 per kilowatt
reserved per day, plus the demand charge paid therefor by
the supplying party to the Third Party.
3.3 When Indiana Company is the supplying party and
Indianapolis Company is the reserving party, the reserving party shall
pay the supplying party energy charges at the following rates:
3.31 For each kilowatthour that is generated by the
supplying party's system, up to 110% of the out-of-pocket
costs of supplying Short Term Energy called for under
Subsection 2.12 above (including all operating,
maintenance, tax, transmission losses and other expenses
incurred that would not have been incurred if the energy
had not been supplied); plus,
3.32 For each such kilowatthour purchased by the
supplying party from a Third Party, 100% of the amount of
the energy charge paid therefor by the supplying party
plus 1 mill plus any transmission losses, taxes and other
expenses incurred that would not have been incurred if
such purchase had not been made.
3.4 Notwithstanding the rates stated in subsections 3.21 and
3.31 above; when Indiana company is the supplying party, the sum of
the above demand charges and the above energy charges for each
specific reservation made pursuant to Section 2 above of Service
Schedule F shall not be less than 110% of the total out-of-pocket cost
of supplying the Short Term Energy for such reservation."
Section 6. Section 3 - Compensation of Service Schedule I - Limited
Term Power (Firm) shall be modified and amended to read as follows:
"Section 3 - Compensation
3.1 When Indianapolis Company is the supplying party and
Indiana Company is the reserving party, the reserving party shall pay
the supplying party:
3.11 For any month that Limited Term Power (Firm) is
reserved in accordance with Section 2 above, a rate not to
exceed $5.50 per kilowatt so reserved; plus or minus,
3.12 For each kilowatt of Limited Term Power (Firm)
prearranged in accordance with Subsection 2.11 above, that
is furnished by the supplying party from another system,
the difference, if any, between the amount paid therefor
and the amount charged by the supplying party under
Subsection 3.11 above; plus,
3.13 For Limited Term Energy (Firm) called for under
Subsection 2.12 above that is furnished from the supplying
party's system, 110% of the out-of-pocket cost of
supplying such energy; plus, for Limited Term Energy
(Firm) furnished by the supplying party from another
system, 100% of the amount paid therefor plus 10% of such
amount or 1.6 mills per kilowatthour, whichever is less.
3.2 When Indiana Company is the supplying party and
Indianapolis Company is the reserving party, the reserving party shall
pay the supplying party:
3.21 For any month such Limited Term Power (Firm) is
reserved in accordance with Section 2 above, a rate of up
to $6.50 per kilowatt so reserved; plus
3.22 110% of the out-of-pocket cost (including all
operating, maintenance, tax, transmission losses and other
expenses incurred that would not have been incurred if the
energy had not been supplied) of supplying Limited Term
Energy (Firm) called for during such period that is
generated by the supplying party's system; plus
3.23 For each kilowatt of the reserved Limited Term Power
(Firm) that is purchased by the supplying party from a
Third Party, the excess, if any, of the amount paid
therefor by the supplying party over the charge therefor
under subsection 2.11 of this Service Schedule (or, if
such amount is less than such charge, minus the
deficiency); plus
3.24 For each month such Limited Term Power (Firm) is
reserved, $2.00 per kilowatt, plus 1 mill per kilowatt-
hour."
Section 7. This Modification No. 15 shall be effective from the date
first above written to the expiration date of the 1960 Agreement.
Section 8. Except as hereinabove modified and amended, all the terms
and conditions of the 1960 Agreement shall remain in full force and effect.
Section 9. This Modification No. 15 shall inure to the benefit of and
be binding upon the respective successors and assigns of the parties hereto.
IN WITNESS WHEREOF, the parties herein have caused this Agreement to
be executed by their duly authorized officers.
INDIANAPOLIS POWER & LIGHT COMPANY
By /s/ Robert W. Hill
Robert W. Hill, President
and Chief Operating Officer
INDIANA & MICHIGAN ELECTRIC COMPANY
By signature illegible
Modification No. 16
to
INTERCONNECTION AGREEMENT
Dated December 30, 1960
as amended,
between
INDIANAPOLIS POWER & LIGHT COMPANY
and
INDIANA MICHIGAN POWER COMPANY
(Formerly Indiana & Michigan Electric Company)
__________
Dated as of September 4, 1991
THIS MODIFICATION NO. 16, made and entered into as of the fourth day
of September, 1991, between INDIANAPOLIS POWER & LIGHT COMPANY ("IPL"), an
Indiana corporation, and INDIANA MICHIGAN POWER COMPANY ("I&M"), also an
Indiana corporation;
WITNESSETH,
WHEREAS, IPL and I&M entered into an Interconnection Agreement, dated
December 30, 1960, with 15 modifications and 4 unilateral rate filings
thereto (said Interconnection Agreement, as so modified, being herein called
the 1960 Agreement); and
WHEREAS, the parties desire to further modify the 1960 Agreement, as
hereinafter set forth;
NOW, THEREFORE, in consideration of the premises and of the mutual
covenants set forth herein, the parties agree as follows:
SECTION 1. It is hereby agreed that a new Service Schedule L --
Peaking Power and Energy and Seasonal Exchange and Energy be made a part of
the 1960 Agreement in the form attached hereto as Appendix I.
SECTION 2. It is hereby further agreed that Section 3.03 of Article 3
of the 1960 Agreement be modified to read:
"3.03 The following service schedules are agreed to and hereby
made a part of this agreement:
Service Schedule A--Firm Power to Indianapolis
Service Schedule B--Emergency Service
Service Schedule C--Coordination of Scheduled Maintenance of
Generating Facilities
Service Schedule D--Energy Transfer
Service Schedule E--Interchange Power
Service Schedule F--Short Term Power
Service Schedule I--Limited Term Power (Firm)
Service Schedule K--Conservation Energy
Service Schedule L--Peaking Power and Energy and Seasonal
Exchange Power and Energy"
SECTION 3. Except as hereinbefore modified and amended, all the terms
and conditions of the 1960 Agreement shall remain in full force and effect.
SECTION 4. This Modification No. 16 shall inure to the benefit of,
and be binding upon, the successors and assigns of the respective parties
hereto.
IN WITNESS WHEREOF, the parties hereto have caused this agreement to
be executed by their respective duly authorized officers.
INDIANAPOLIS POWER & LIGHT COMPANY
By /s/ Ramon L. Humke
Ramon L. Humke
President and Chief Operating
Officer
ATTEST:
/s/ Clark L. Snyder
Clark L. Snyder
Assistant Secretary
INDIANA MICHIGAN POWER COMPANY
By /s/ illegible
Vice Chairman of the Board and
Chief Executive Officer
ATTEST:
/s/ John D. Loujo, Jr.
Secretary
SERVICE SCHEDULE L
PEAKING POWER AND ENERGY
AND SEASONAL EXCHANGE POWER AND ENERGY
Under Agreement dated December 30, 1960
between
Indianapolis Power & Light Company
and
Indiana Michigan Power Company
(Formerly Indiana & Michigan Electric Company)
SECTION 1 - DURATION
1.1 This Service Schedule, a part of and under the above referenced
agreement between Indianapolis Power & Light Company ("IPL") and Indiana
Michigan Power Company ("I&M"), shall become effective on April 1, 1992, and
shall continue in effect through March 31, 1997 or thereafter as provided in
Section 2.6 and/or Section 2.7(a) below ("Contract Period").
SECTION 2 - SERVICES TO BE RENDERED
2.1 Throughout the Contract Period and subject to the terms of this
Service Schedule L:
a) I&M shall, upon call, make arrangements for and shall stand
ready to deliver power ("Peaking Power") and associated energy
("Peaking Energy"), and IPL shall stand ready to receive and
shall pay for such Peaking Power and Energy in accordance with
the rates specified in Section 3 below, and
b) both Parties shall, upon call, stand ready to deliver power
("Seasonal Energy Power") and associated energy ("Seasonal
Exchange Energy"), and both Parties shall stand ready to receive
such power and energy in the manner described in Section 2.7
below, and to pay for Seasonal Exchange Energy in accordance
with the rates specified in Section 3 below.
2.2 The Peaking Power delivered hereunder, in any hour, shall not exceed
the megawatthours ("MWH") per hour during the periods specified below:
a) 100 MWH per hour from April 1, 1992 - March 31, 1993;
b) 200 MWH per hour from April 1, 1993 - March 31, 1997;
c) 200 MWH per hour from April 1, 1997 - December 31, 1997, if IPL
chooses to continue service under Service Schedule L pursuant to
subsection 2.67 below; and
d) 200 MWH per hour from January 1, 1998 - November 30, 1999, if
IPL chooses to continue service under Service Schedule L
pursuant to subsection 2.6 below.
2.3 The Peaking Energy delivered hereunder, shall not exceed the amount of
MWH during the periods as specified below:
a) 66,000 MWH during April 1, 1992 - December 31, 1992;
b) 87,600 MWH during April 1, 1993 - December 31, 1993, plus 66,000
MWH during April 1, 1993 - December 31, 1993;
175,200 MWH during January 1, 1994 - December 31, 1994;
175,200 MWH during January 1, 1995 - December 31, 1995;
175,700 MWH during January 1, 1996 - December 31, 1996;
43,200 MWH during January 1, 1997 - March 31, 1997;
c) or 175,200 MWH during January 1, 1997 - December 31, 1997 if IPL
chooses to continue service under Service Schedule L pursuant to
subsection 2.6 below; and
d) 175,200 MWH during January 1, 1998 - December 31, 1998,
160,300 MWH during January 1, 1999 - November 30, 1999,
if IPL chooses to continue service under Service Schedule L
pursuant to subsection 2.6 below.
2.4 IPL shall inform I&M by 2 p.m. Eastern Standard Time each day of its
expected hourly schedule for Peaking Energy in whole megawatthours per hour
for the next day. IPL shall schedule Peaking Power and Energy in
incremental blocks of 100 MWH per hour. Thereafter, IPL may, due to
unforeseen circumstances, make changes to this schedule by giving reasonable
notice thereof.
2.5 The availability of Peaking Power and Energy, and I&M's obligation to
deliver same to IPL in any hour, is contingent upon the ability of the
American Electric Power ("AEP") System to first meet its internal load and
its firm load commitments as of the effective date of this Service Schedule
L, plus any base load capacity sales up to 1500 MW. The present AEP System
firm load commitments are: 31 MW (not to exceed 75 MW over the term of this
Agreement) for Richmond Power and Light Company; 50 MW for Wabash Valley
Power Association, Inc., through December 31, 1997; 500 MW for Virginia
Power Company, through December 31, 1999, subject to Rockport Unit 1
availability; 250 MW for Carolina Power & Light Company, subject to Rockport
Unit 2 availability, through December 31, 2009; 100 MW for American
Municipal Power-Ohio, Inc. through December 31, 1997 with options to extend
through November 30, 2001; and the Backup Power requirements of Buckeye
Power, as described in the Station Agreement between the Ohio Power company,
Buckeye Power, Inc. and Cardinal Operating Company, dated January 1, 1968.
If, after satisfying its internal and firm load commitments, the AEP
System's resources are not sufficient for I&M to meet its obligation to
delivery Peaking Power and Energy to IPL, I&M shall arrange for the purchase
of hourly or daily power from non-AEP sources, to the extent such power is
available, deliverable, and required, in order to deliver Peaking Power and
Energy scheduled by IPL pursuant to this Service Schedule L.
2.6 By March 31, 1995, IPL will provide written notice to I&M with respect
to IPL's desire to extend the Contract Period and continue service under
Service Schedule L through December 31, 1997. If the Contract Period has
been extended through December 31, 1997, then by January 1, 1996, IPL will
provide written notice to I&M, with respect to IPL's desire to further
extend the Contract Period and continue service under Service Schedule L
through November 30, 1999.
2.7 a) By December 31, 1993, IPL will provide written notice to I&M,
with respect to IPL's desire to exchange Seasonal Exchange Power
and Energy during a portion of the Contract Period, from June,
1995 through February, 1999.
b) The maximum rate of delivery of Seasonal Exchange Power and
Energy supplied hereunder, in any hour, shall not exceed 50 MWH
per hour.
c) A purchasing Party shall inform the supplying Party by 2 p.m.
Eastern Standard Time each day of its expected hourly schedule
for Seasonal Exchange Power and Energy in whole megawatt hours
per hour for the next day. Thereafter, the purchasing party
may, due to unforeseen circumstances, make changes to this
schedule by giving reasonable notice.
d) The availability of Seasonal Exchange Power and Energy and a
supplying Party's obligation to deliver same to the purchasing
Party in any hour is contingent upon the ability of the
supplying Party to first meeting its internal load and its firm
load commitments as of the effective date of this Service
Schedule L. The present firm load commitments of the AEP System
are as enumerated in Section 2.5 above.
e) For the period defined in Section 2.7(a) during which Seasonal
Exchange Power and Energy is agreed to be exchanged, I&M shall
supply 50 MWH per hour to IPL during the months of June through
August in the summer seasons of 1995, 1996, and 1997 and IPL
shall supply 50 MWH per hour to I&M during the months of
December through February in the winter seasons of 1995/1996,
1996/1997, 1997/1998 and 1998/1999.
f) Seasonal Exchange of Power and Energy may be extended from time
to time after the period defined in Section 2.7(a) in such
amount and for such periods as may be mutually agreed upon by
the parties.
2.8 I&M and IPL shall at all times operate and maintain their respective
generation and transmission systems in a manner consistent with safe,
prudent and efficient operating practices that are generally considered by
the electric utility industry as being prudent utility practice.
SECTION 3 - COMPENSATION
3.1 Demand Charges - IPL shall make monthly payments to I&M for Peaking
Power during the term of this Service Schedule L as follows:
a) $600,000 from April 1, 1992 through March 31, 1993;
b) $1,200,000 from April 1, 1993 through March 31, 1997;
c) $1,200,000 from April 1, 1997 through December 31, 1997 if IPL
chooses to continue service under Service Schedule L pursuant to
subsection 2.6 above; and
d) $1,550,000 from January 1, 1998 through November 30, 1999, if
IPL chooses to continue service under Service Schedule L
pursuant to subsection 2.6 above.
3.2 Energy Charges - IPL shall make monthly payments to I&M for Peaking
Energy delivered during the term of this Service Schedule L. The monthly
charges will equal the out-of-pocket cost of supplying Peaking Energy
delivered during the month, pursuant to subsection 2.4 above, including all
operating, variable maintenance, tax, transmission losses, the cost as
agreed to by the Operating Committee or replacement of consumed SO2 and
other atmospheric emission allowances, if any, when such allowance programs
become effective, and other expenses incurred which would not have been
incurred if the energy had not been supplied. Energy charges are subject to
review by the Operating Committee. However, the out-of-pocket cost for any
hour during which AEP generates or purchases power to meet its obligation to
deliver Peaking Power and Energy to IPL shall not exceed the calculated out-
of-pocket cost of operating a gas turbine plant with a Heat Rate of 11,121
/BUT/KWH during the same month. The calculation of the out-of-pocket cost
of operating a gas turbine plant shall be made as agreed upon by the
Operating Committee. The gas cost for this maximum rate calculation will be
equal to the cost experienced by IPL the previous month for its own gas
fired peaking capacity or the cost of natural gas for Indiana as listed in
the table "Average Price of Natural Gas Delivered to Electric Utility
Consumers by State" (current Table 31) in the "Energy Information
Administration/Natural Gas Monthly" for the previous month, if IPL shall not
have operated such generating capacity in the month. IPL shall inform I&M
of such costs in a timely manner.
3.3 Charges for Seasonal Exchange Power. There shall be no demand Charge
for Seasonal Exchange Power. IPL shall make monthly payments to I&M during
the summer seasons and I&M shall make monthly payments to IPL during the
winter seasons, pursuant to Section 2.7(e), for Seasonal Exchange Energy
delivered. The monthly charges will equal the delivering company's out-of-
pocket cost of supplying such Energy as defined in subsection 3.2 above,
plus the lesser of a) 10% of such out-of-pocket cost or b) 3 mills/KWH.
SECTION 4 -- REGULATORY APPROVAL
4.1 If the Federal Energy Regulatory Commission ("FERC") does not accept
this Service Schedule L for filing within ninety (90) days of its
submission, either Party may terminate this Service Schedule. If the FERC
requires modification to the rates, terms, or conditions of this Service
Schedule L as a condition of accepting it for filing, either Party may
terminate this Service Schedule. In the event the Indiana Utility
Regulatory Commission ("IURC") does not authorize IPL to sue one of the
purchase power cost recovery mechanisms requested by IPL, or in IPL's first
general retail electric rate proceeding ("Rate Case") following the
effective date of this Service Schedule L, the IURC disallows recovery of
past Demand Charges paid by IPL hereunder and/or disallows future Demand
Charges hereunder which are fixed, known and measurable for such rate
proceeding, then in any such event, IPL may terminate this Service Schedule
L.
4.2 Notice of any termination under this Section 4 shall be given in
writing by either Party to the other Party within thirty (30) days after
final action (final action being limited to relief available solely from
such regulatory authority without the necessity of filing any petition for
rehearing or reconsideration) of the regulatory authority involved which
imposes such modification, as hereinabove described, or which fails to
provide recovery by IPL of the Demand Charges payable by it under this
Service Schedule L. This Service Schedule L shall automatically terminate
thirty (30) days after the date of such notice.
MODIFICATION NO. 17
TO THE
INTERCONNECTION AGREEMENT
BETWEEN
INDIANAPOLIS POWER & LIGHT COMPANY
AND
INDIANA MICHIGAN POWER COMPANY
THIS AMENDMENT made and entered into as of the 1st day of January, 1995 by
Indianapolis Power & Light Company ("IPL"), being an Amendment to the
Interconnection Agreement between Indiana Michigan Power Company ("Buyer")
and IPL dated December 30, 1960, as amended (the "Agreement").
WITNESSETH:
WHEREAS, IPL and Indiana Michigan Power Company entered into the Agreement
on December 30, 1960, which Agreement has been amended from time to time;
WHEREAS, the Agreement provides for the sale of power and energy by IPL
under Service Schedules described as:
Service Schedule B Emergency Service
Service Schedule E Interchange Power
Service Schedule F Short Term Power
Service Schedule I Limited Term Power
(Firm)
Service Schedule L Peaking Power and
Energy and Seasonal
Exchange Power and
Energy
WHEREAS, the Agreement provides for the recovery of incremental costs or
"out-of-pocket" costs occasioned by the sale by IPL of electric energy;
WHEREAS, IPL has implemented its Emissions Constrained Dispatch Plan,
attached hereto;
WHEREAS, the rates for Emergency Service, Interchange Power, Short Term
Power, Limited Term Power (Firm), and Peaking Power and Energy and Seasonal
Exchange Power and Energy, do not expressly include the cost of replacing
sulfur dioxide ("SO2") emission allowances expended in order to provide such
energy in compliance with Federal laws governing SO2 emission;
WHEREAS, IPL desires to amend the Agreement to clarify recovery of out-of-
pocket costs occasioned by the sale of said energy as including the recovery
of the incremental cost of SO2 emission allowances;
NOW, THEREFORE, in consideration of the premises and the terms and
conditions set forth herein; IPL desires to amend the Agreement as follows:
Section 1. Compensation for SO2 Emission Allowances.
The Buyer shall compensate IPL for the consumption of Sulfur Dioxide
Emissions Allowances ("SO2 Allowances") directly attributed to electric
energy sales by IPL to Buyer under the Service Schedules. Such compensation
shall, at Buyer's option, be made by either supplying IPL with the number of
SO2 Allowances directly attributed to such energy sales, or by reimbursing
IPL for the incremental cost of such number of SO2 Allowances, rounded to
the nearest whole SO2 Allowance.
If Buyer opts to reimburse IPL in cash for SO2 Allowances associated with
Buyer's energy purchases for the month, the cash amount due at billing will
be determined by multiplying the number of SO2 Allowances attributed to the
sale by the incremental cost of the SO2 Allowances, as determined in Section
2.2, at the time of the sale.
If Buyer opts to reimburse IPL in SO2 Allowances, Buyer will record or
transfer to IPL's account, the number of SO2 Allowances calculated below, at
the time cash settlement for the energy is due. In all cases, Buyer will
transfer to IPL's account the number of SO2 Allowances due IPL for calendar
year no later than January 15 of the following year. "Transfer to IPL's
account" shall mean, for purposes of the Amendment, the transfer by the
USEPA of the requisite number of SO2 Allowances to IPL's Allowance Tracking
System account and the receipt by IPL of the Allowance Transfer Confirmation.
Section 2. Determination of SO2 Emission Allowances Due IPL.
Section 2.1. Number of SO2 Allowances
The number of SO2 Allowances directly attributed to an energy sale
made by IPL shall be determined for each hour, by determining the
contribution from each of the unit(s) from which the energy sale is
being made for that hour. For each unit, the emission rate in pounds
of SO2 per million Btu will be determined each month, from fuel sulfur
content, control equipment performance, and continuous emissions
monitoring data. The emission rate and the unit heat rate will be
used to determine the SO2 Allowances used per megawatt-hour ("MWH").
The energy from each unit attributable to the sale, and the SO2
Allowances per MWH for each unit, will be used to determine the number
of SO2 Allowances attributable to the sale.
Section 2.2 . Cost of SO2 Allowances
The incremental SO2 Allowance cost used to determine economic dispatch
of IPL's generating units in any month, will also be the basis used to
determine compensation for IPL's energy sales. The incremental SO2
Allowances cost, in dollars per ton of SO2, shall be determined each
month and will be based on the Cantor Fitzgerald offer price for SO2
Allowances, or if such is not available, then another nationally
recognized SO2 Allowance trading market price or market price index,
at the beginning of the month. The SO2 Allowance value may be changed
at any time during the month to reflect the more current incremental
cost, or market price, for SO2 Allowances. Buyer will be notified of
the new SO2 Allowance value prior to dispatch of IPL energy to Buyer.
Section 3. Effective Date.
This Amendment to the Agreement shall be made effective as of January 1,
1995.
IN WITNESS WHEREOF, IPL has caused the foregoing Amendment to be signed by
its duly authorized officer, effective as of the date set forth above.
INDIANAPOLIS POWER & LIGHT COMPANY
By: /s/ John C. Berlier, Jr.
John C. Berlier, Jr.
Vice President
Resource Planning and Rates
ADDENDUM I
Page 5 of 40
ADDENDUM I
to
Interconnection Agreement
between
INDIANA & MICHIGAN ELECTRIC COMPANY (I&ME)
and
INDIANAPOLIS POWER & LIGHT COMPANY (IP&L)
(I&ME's Rate Schedule FERC No. 21)
SECTION 1. Subsection 3.3 of Section 3 of Service Schedule E -
Interchange Power of the 1960 Interconnection Agreement between
I&ME and IP&L is hereby amended and supplemented by the deletion
therefrom of the first sentence of such subsection 3.3 and by the
substitution therefor of the following sentence. "Non-
Displacement Energy delivered under subsection 2.2 above that is
generated by the supplying party's system shall be settled for
either by the return of equivalent energy or, at the option of
the party that supplied such energy, by payment of the out-of-
pocket cost (OPC)--such cost being as of the delivery point or
points, as provided for in Section 5.01 of said Interconnection
Agreement, taking into account electrical losses incurred from
the source or sources of such energy to said delivery point or
points--of the supplying party in generating or supplying such
energy plus ten per cent of such cost when Indianapolis Company
is the generating party and by payment of a demand charge of up
to 25 mills per kilowatthour plus an energy charge of up to 110%
of OPC when Indiana Company is the generating party."
SECTION 2. Section 3 of Service Schedule E - Interchange Power
of the 1960 Interconnection Agreement between I&ME and IP&L is
hereby amended and supplemented by the addition of the following
new subsection numbered 3.5 at the end of Section 3:
"3.5 Notwithstanding Indiana Company's rates stated in
subsection 3.3 above, the sum of the above demand
charges and the above energy charges for each specific
reservation made pursuant to subsection 2.2 of this
Service Schedule shall not be less than 100% of the
out-of-pocket cost of supplying the Non-Displacement
Energy for such reservation."
SECTION 3. Subsection 3.21 of Section 3 of Service Schedule F -
Short Term Power of the 1960 Interconnection Agreement between
I&ME and IP&L is hereby amended and supplemented by the deletion
therefrom of the quantity "$1.25" wherever it appears therein and
by the substitution therefor of the quantity "$2.00".
In WITNESS WHEREOF, Indiana & Michigan Electric Company hereto
has caused this Agreement to be executed by a duly authorized
officer.
INDIANA & MICHIGAN ELECTRIC COMPANY
By /s/ signature illegible
Vice President
ADDENDUM II
Page 3 of 12
ADDENDUM II
to
Interconnection Agreement
between
INDIANA & MICHIGAN ELECTRIC COMPANY (I&ME)
and
INDIANAPOLIS POWER & LIGHT COMPANY (IP&L)
(I&ME's Rate Schedule FERC No. 21)
SECTION 1. Subsection 3.21 of Section 3 of Service Schedule B -
Emergency Service of the 1960 Interconnection Agreement between
I&ME and IP&L is hereby amended and supplemented by the deletion
therefrom of the words "2.75 mills per kilowatthour of such
purchased energy" wherever they appear therein and by the
substitution therefor of the words "5.75 mills per kilowatt
reserved per hour".
SECTION 2. Subsection 3.211 of Section 3 of Service Schedule E -
Interchange Power of the 1960 Interconnection Agreement between
I&ME and IP&L is hereby amended and supplemented by the deletion
therefrom of the words "3.75 mills per kilowatthour of energy
received for transmission" wherever they appear therein and by
the substitution therefor of the words "the sum of a demand
charge of 5.75 mills per kilowatt reserved per hour from a third
party and an energy charge of one mill per kilowatthour of energy
received from the third party."
SECTION 3. Subsection 3.41 of Section 3 of Service Schedule E -
Interchange Power of the 1960 Interconnection Agreement between
I&ME and IP&L is hereby amended and supplemented by the deletion
therefrom of the words "2.75 mills per kilowatthour of such
purchased energy" wherever they appear therein and by the
substitution therefor of the words "5.75 mills per kilowatt
reserved per hour".
In WITNESS WHEREOF, Indiana & Michigan Electric Company hereto
has caused this Agreement to be executed by a duly authorized
officer.
INDIANA & MICHIGAN ELECTRIC COMPANY
By /s/ signature illegible
Vice President
COMPLIANCE FILING
The Interconnection Agreement dated December 30, 1960 between
Indiana & Michigan Electric Company (I&ME) and Indianapolis Power
& Light Company (IP&L), I&ME's rate schedule FERC No. 21 is
hereby amended in accordance with Order Accepting Proposed Rates
for Filing, Noting Intervention, Granting Waiver of Notice
Requirements in Part, and Terminating Dockets, of the Federal
Energy Regulatory Commission, in Dockets Nos. ER87-280-000, ER87-
281-000, and ER87-355-000, issued June 16, 1987.
SECTION 1. Subsection 3.21 of Section 3 of Service Schedule B -
Emergency Service of the 1960 Interconnection Agreement between
I&ME and IP&L is hereby amended and supplemented by the deletion
therefrom of the words, "a demand charge of 5.75 mills per
kilowatt reserved per hour and" and by the substitution therefor
of the following words "a demand charge of 5.75 mills per
kilowatt reserved per hour but the total demand charge in any one
day shall be no more than the product of $0.092 times the highest
amount in kilowatts reserved in any hour during the day and".
SECTION 2. Subsection 3.211 of Section 3 of Service Schedule E -
Interchange Power of the 1960 Interconnection Agreement between
I&ME and IP&L is hereby amended and supplemented by the deletion
therefrom of the words, "a demand charge of 5.75 mills per
kilowatt reserved per hour from a third party and" and by the
substitution therefor of the words, "a demand charge of 5.75
mills per kilowatt reserved per hour but the total demand charge
in any one day shall be no more than the product of $0.092 times
the highest amount in kilowatts reserved in any hour during the
day and".
SECTION 3. Subsection 3.3 of Section 3 of Service Schedule E -
Interchange Power of the 1960 Interconnection Agreement between
I&ME and IP&L is hereby amended and supplemented by the deletion
therefrom of the words, "a demand charge of up to 25 mills per
kilowatthour plus" and by the substitution therefor of the
following words, "a demand charge of up to 25 mills per
kilowatthour but the total demand charge in any one day shall be
no more than the product of $0.40 times the highest amount in
kilowatts reserved in any hour during the day plus".
SECTION 4. Subsection 3.41 of Section 3 of Service Schedule E -
Interchange Power of the 1960 Interconnection Agreement between
I&ME and IP&L is hereby amended and supplemented by the deletion
therefrom of the words, "a demand charge of 5.75 mills per
kilowatt reserved per hour and" and by the substitution therefor
of the following words" a demand charge of 5.75 mills per
kilowatt reserved per hour from a third party, but the total
demand charge in any one day shall be no more than the product of
$0.092 times the highest amount in kilowatts reserved in any hour
during the day and".
ADDENDUM III
Page 5 of 42
ADDENDUM III
Dated: July 1, 1988
to
Interconnection Agreement
Dated: December 30, 1960
between
Indianapolis Power & Light Company
and
Indiana Michigan Power Company
SECTION 1. Subsection 2.1 of Section 2 of Service Schedule B -
Emergency Service of this 1960 Interconnection Agreement between
Indiana Company and Indianapolis Company is hereby amended and
supplemented by the deletion therefrom of the sentence "Either
party may, upon request, deliver energy hereunder in the event of
an emergency jeopardizing the ability of a system interconnected
with the system of the requesting party to meet its native load
and other firm commitments."
SECTION 2. Section 3 of Service Schedule B - Emergency Service
of this 1960 Interconnection Agreement between Indiana Company
and Indianapolis Company is deleted and replaced by the following
new Section 3:
"Section 3 - COMPENSATION
3.1 The supplying party shall pay the receiving party:
3.11 When Indiana Company is the supplying party, electric
energy delivered under Section 2 above shall be settled for by
the payment of the greater of (a) 110% of the out-of-pocket cost
(including all operating, maintenance, tax, the cost of
transmission losses and other expenses incurred that would not
have been incurred if the energy had not been supplied) of
supplying such energy or (b) 10 cents per kilowatthour thereof.
3.12 When Indianapolis Company is the supplying party,
Emergency Energy delivered under Section 2 above that is
generated by the supplying party's system shall be settled for,
at the option of the supplying party, either by the return of
equivalent energy upon request of such party or by payment of the
greater of (a) 110% of the out-of-pocket cost of supplying such
energy and (b) 30.0 mills per kilowatthour thereof;
3.2 Emergency Energy delivered under Section 2 above that is
purchased by the supplying party from another system at the
request of the receiving party shall be settled for as follows:
3.21 When Indianapolis Company is the supplying party, the
greater of (a) 100% of the amount paid for such energy plus, 1.6
mills per kilowatthour, and (b) 30 mills per kilowatthour."
SECTION 3. Subsection 3.23 of Section 3 of Service Schedule F -
Short Term Power of this 1960 Interconnection Agreement between
Indiana Company and Indianapolis Company is hereby amended and
supplemented by the deletion of the last sentence of subsection
3.23 and by the addition of the following sentence:
"In the event the amount of Weekly Third Party Short Term Power
taken by Indianapolis Company is reduced by Indiana Company
because of a transmission burden on its system, the rate in
subsection 3.23 shall be reduced by a) $0.0766 per kilowatt of
the reduction for each day (other than Sunday) during which such
reduction is in effect, plus (b) the reduction, if any, in the
demand charge paid by Indiana Company to the Third Party."
Indiana Michigan Power Company
By /s/ signature illegible
ADDENDUM IV
Page 10 of 65
ADDENDUM IV
to
Interconnection Agreement
Dated: December 30, 1960
between
Indianapolis Power & Light Company
and
Indiana Michigan Power Company
Amended as of August 21, 1989
SECTION 1. Subsection 3.21 of Section 3 of Service Schedule
F - Short Term Power of the 1960 Interconnection Agreement
between Indiana Company and Indianapolis Company is hereby
amended and supplemented by the deletion therefrom of the words
"up to $2.00" and by the substitution therefor of the words "up
to $3.70".
SECTION 2. Subsection 3.22 of Section 3 of Service Schedule
F - Short Term Power of the 1960 Interconnection Agreement
between Indiana Company and Indianapolis Company is hereby
replaced with the following subsection 3.22
"3.22 Daily Short Term Power - For any day that Short Term Power
is reserved, at the rate of up to $.74 per kilowatt reserved per
such day. In the event the amount of Daily Short Term Power
taken is reduced upon request of the supplying party, the demand
charge shall be reduced to zero per kilowatt of reduction for
each day during which such reduction is made."
SECTION 3. Subsection 3.4 of Section 3 of Service Schedule
F - Short Term Power of the 1960 Interconnection Agreement
between Indiana Company and Indianapolis Company is hereby
replaced with the following subsection 3.4.
"3.4 When Indiana Company is the supplying party the sum of the
demand and energy charges for each specific reservation made
pursuant to Section 2 of this Service Schedule shall not exceed
the total of:
(1) the product of the number of kilowatts reserved for such
reservation times the maximum weekly and Daily demand charges
specified above in subsections 3.21 and 3.22 as appropriate, and
(2) the product of the number of kilowatthours supplied for such
reservation times 110% of the average cost per kilowatthour of
energy generated by Indiana Company's Rockport Unit No. 1 for the
second next preceding month; but however in no case shall such
total be less than 110% of the out-of-pocket cost of supplying
the Short Term Energy for such reservation."
SECTION 4. Subsection 3.21 of Section 3 of Service Schedule
I - Limited Term Power (Firm) of the 1960 Interconnection
Agreement between Indiana Company and Indianapolis Company is
hereby amended and supplemented by the deletion therefrom of the
words "up to $6.50" and by the substitution therefor of the words
up to $18.75".
SECTION 5. Subsection 3.22 of Section 3 of Service Schedule
I - Limited Term Power (Firm) of the 1960 Interconnection
Agreement between Indiana Company and Indianapolis Company is
hereby amended and supplemented by the deletion therefrom of the
words "110% of the" and by the substitution therefor of the words
"up to 110% of the".
SECTION 6. Section 3 of Service Schedule I - Limited Term
Power (Firm) of the 1960 Interconnection Agreement between
Indiana Company and Indianapolis Company is hereby amended by the
addition of the following new subsection 3.25.
"3.25 When Indiana Company is the supplying party the sum of the
demand and energy charges for each specific reservation made
pursuant to Section 2 of this Service Schedule shall not exceed
the total of:
(1) the product of the number of kilowatts reserved for such
reservation times the maximum monthly demand charge specified
above in subsection 3.21, and (2) the produce of the number of
kilowatthours supplied for such reservation times 110% of the
average cost per kilowatthour of energy generated by Indiana
Company's Rockport Unit No. 1 for the second next preceding
month; but however in no case shall such total be less than 110%
of the out-of-pocket cost of supplying the Limited Term Energy
for such reservation."
SECTION 7. Subsection 3.3 of Section 3 of Service Schedule
E - Interchange Power of the 1960 Interconnection Agreement
between Indiana Company and Indianapolis Company is hereby
amended and supplemented by the deletion therefrom of the words
"25 mills" and by the substitution therefor of the words "46
mills".
SECTION 8. Subsection 3.3 of Section 3 of Service Schedule
E - Interchange Power of the 1960 Interconnection Agreement
between Indiana Company and Indianapolis Company is hereby
amended and supplemented by the deletion therefrom of the
quantity "$0.40" and by the substitution therefor of the quantity
"$0.74".
SECTION 9. Subsection 3.5 of Section 3 of Service Schedule
E - Interchange Power of the 1960 Interconnection Agreement
between Indiana Company and Indianapolis Company is hereby
replaced with the following subsection 3.5.
"3.5 When Indiana Company is the supplying party the sum of the
demand and energy charges for each specific reservation made
pursuant to subsection 2.2 of this Service Schedule shall not
exceed the total of:
(1) the product of the number of kilowatts reserved for such
reservation times the maximum hourly demand charge specified
above in subsection 3.3, and (2) the product of the number of
kilowatthours supplied for such reservation times 110% of the
average cost per kilowatthour of energy generated by Indiana
Company's Rockport Unit No. 1 of the second next preceding month;
but however in no case shall such total be less than 100% of the
out-of-pocket cost of supplying the energy for such reservation."
ADDENDUM V
TO THE
INTERCONNECTION AGREEMENT
AMONG
INDIANAPOLIS POWER & LIGHT COMPANY
AND
INDIANA MICHIGAN POWER COMPANY
(formerly INDIANA & MICHIGAN ELECTRIC COMPANY)
Effective as of
ADDENDUM V
TO THE
INTERCONNECTION AGREEMENT
BETWEEN
INDIANAPOLIS POWER & LIGHT COMPANY
AND
INDIANA MICHIGAN POWER COMPANY
(formerly INDIANA & MICHIGAN ELECTRIC COMPANY)
Pursuant to Order No. 888, Indianapolis Power &
Light Company (IPL) restates the rates for service
provided by IPL under the Interconnection Agreement as
the following:
1) The Interconnection Agreement provides for IPL sales
of capacity and energy under service schedules described
as:
Service Schedule B - Emergency Service
Service Schedule E - Interchange Power
Service Schedule F - Short Term Power
Service Schedule I - Limited Term Power (Firm)
2) The wholesale generation component of the rate
applicable to service under these Service Schedules shall
be the bundled rate minus the transmission and ancillary
service rates provided in Section 3 of this Addendum.
Where the Service Schedules provide for compensation to
IPL in the form of equivalent energy, such return of
equivalent energy shall be made of the generation
component, with the transmission and ancillary services
related to such return of equivalent energy arranged
pursuant to and assessed as provided in Section 3 of this
Addendum.
3) Transmission and ancillary services necessary to
effectuate sales under the Interconnection Agreement
shall be arranged by IPL under and subject to the rates,
terms, and conditions of IPL's Open Access Transmission
Tariff. The rates for point-to-point transmission
service and the two ancillary services necessary to
effectuate sales under the Interconnection Agreement are
provided below. IPL will provide either Short-Term Firm
Point-to-Point or Non-Firm Point-to-Point transmission
service, and ancillary services for Scheduling, System
Control and Dispatch Service (Scheduling Service) and
Reactive Supply and Voltage Control from Generation
Sources Service (Reactive Supply Service). IPL will not
provide Regulation and Frequency Response Service, Energy
Imbalance Service, Operating Reserve-Spinning Reserve
Service, or Operating Reserve-Supplemental Reserve
Service in connection with the sales under the
Interconnection Agreement, and there will be no charge
for such services in connection with the sales under the
Interconnection Agreement.
The rates for both Short-Term Firm and Non-Firm Point-to-
Point Service are: $ 930.00/MW of reserved capacity for
monthly service, $215.00/MW of reserved capacity for
weekly service, $43.00/MW of reserved capacity for on-
peak daily service, and $30.70/MW of reserved capacity
for off-peak daily service, with the daily service
capacity charges capped at the weekly rates. Non-Firm
Point-to-Point service is available on an hourly basis at
$2.69/MW for on-peak hours and $1.28/MWH for off-peak
hours with the maximum hourly charges capped at the daily
rates.
For Scheduling Service, the monthly rate is $10.00/MW of
reservation, the weekly rate is $3.00/MW, the daily rate
is $0.60/MW, and the hourly rate is $0.04/MWH. The sum
of the hourly charges is capped at the daily rate, the
sum of the daily charges is capped at the weekly rate,
and the sum of the weekly charges is capped at the
monthly rate.
For Reactive Supply Service, the monthly rate is
$110.00/MW of reservation, the weekly rate is $25.00/MW,
the daily rate is $5.00/MW, and the hourly rate is
$0.31/MWH. The sum of the hourly charges is capped at
the daily rate, the sum of the daily charges is capped at
the weekly rate, and the sum of the weekly charges is
capped at the monthly rate.
If transmission and ancillary services are obtained by
Indiana Michigan Power Company under Indianapolis Power &
Light Company's Open Access Transmission Tariff, there
will be no charge related to transmission and ancillary
service assessed under the Interconnection Agreement. A
service agreement under Indianapolis Power & Light
Company's Open Access Transmission Tariff is on file as
of the effective date of this Addendum V to govern
service to Indiana Michigan Power Company for this power
sale, and charges for transmission and ancillary services
for this power sale will be assessed to Indiana Michigan
Power Company under the Open Access Transmission Tariff.
Exhibit 10.2
THIRD AMENDMENT
to the
INTERCONNECTION AGREEMENT
,dated May 1, 1992,
among
INDIANAPOLIS POWER & LIGHT COMPANY
and
PSI ENERGY, INC.
and
CINERGY SERVICES, INC.
Dated June 30, 1995
INDIANAPOLIS POWER & LIGHT COMPANY
FEDERAL ENERGY REGULATORY COMMISSION
Rate Schedule FERC No. 23
CINERGY COMPANIES
FEDERAL ENERGY REGULATORY COMMISSION
Rate Schedule FERC No. 10
INDEX
SECTION ONE: Agreement As Amended
Interconnection Agreement Between
Indianapolis Power & Light Company, and
The Cincinnati Gas & Electric Company,
PSI Energy, Inc., and CINergy Services, Inc.,
dated June 30, 1995
SECTION TWO: Agreement As Signed
Interconnection Agreement Between
Indianapolis Power & Light Company, and
The Cincinnati Gas & Electric Company,
PSI Energy, Inc., and CINergy Services, Inc.,
dated June 30, 1995
THIRD AMENDMENT
TO THE
INTERCONNECTION AGREEMENT
AMONG
INDIANAPOLIS POWER & LIGHT COMPANY
and
PSI ENERGY, INC.
AND CINERGY SERVICES, INC.
0.01 THIS THIRD AMENDMENT, dated on the 30th day of June
1995, among INDIANAPOLIS POWER & LIGHT COMPANY (hereinafter
referred to as "IPL"), a corporation organized and existing
under the laws of the State of Indiana and PSI ENERGY, INC.
(hereinafter referred to as "PSI"), a corporation organized
and existing under the laws of the State of Indiana, and
CINERGY SERVICES, INC. (hereinafter referred to as "CINergy
Services"), a corporation organized and existing under the
laws of the State of Delaware. IPL, PSI and CINergy Services
are sometimes hereinafter referred to individually as "Party"
and collectively as "Parties" where appropriate.
W I T N E S S E T H:
0.02 WHEREAS, There is now in force and effect between
IPL and PSI an Interconnection Agreement, dated as of May 1,
1992, (said Interconnection Agreement being the Ninth
Supplement to the 1962 Interconnection Agreement between IPL
and PSI, herein called the "1992 Agreement"); and
0.03 WHEREAS, The Cincinnati Gas & Electric Company
("CG&E") and PSI merged on October 24, 1994, and formed
CINergy Corp. with CG&E and PSI now being called the "CINergy
Operating Companies"; and
0.04 WHEREAS, CG&E, PSI and CINergy Services are parties
to a Service Agreement, dated March 2, 1994, which has been
approved by the Securities and Exchange Commission and the
Indiana Utility Regulatory Commission (IURC), under which
CINergy Services will act as PSI*s agent in administering
PSI*s interconnection agreements and the three companies are
also parties to an Operating Agreement, dated March 2, 1994,
on file with and accepted by the FERC and approved by the
IURC under which CINergy Services will dispatch the
generating units of CG&E, PSI and CINergy Services; and
0.05 WHEREAS, the Parties desire to modify the 1992
Agreement, as hereinafter set forth; and
0.06 NOW, THEREFORE, in consideration of the premises
and mutual covenants and agreements of the Parties, as herein
set forth, the Parties hereby agree as follows:
ARTICLE 1
PROVISIONS FOR, AND CONTINUITY OF
INTERCONNECTED OPERATION
1.01. Interconnection Points. The respective
138,00 volt and 345,000 volt transmission systems of IPL and
PSI are presently interconnected at the following points:
(i) The 138kV Five Points Interconnection Point
(ii) The 345kV Whitestown Interconnection Point
(iii) The 345kV Gwynneville Interconnection Point
(iv) The 138kV Petersburg Interconnection Point
(v) The 345kV Petersburg Interconnection Point
(vi) The 138kV Centerton Interconnection Point
(vii) The 138kV Carmel Tap Point
1.02. Future Interconnection Points. The services
provided for by the 1992 Agreement may also be rendered
through such other points of interconnection as the Parties
may later agree upon by amending the 1992 Agreement.
1.03. Synchronous Operation. The Parties mutually
agree that, except as provided in Service Schedule D hereof,
their respective systems will be continuously operated in
parallel (except in cases of interruption of such parallel
operation due to mutually agreed upon maintenance or due to
causes beyond the control of either Party, or due to the
necessity of an interruption of parallel operation in order
that the native load directly served by either Party may
continue to receive adequate service from such Party). If
synchronous operation of the systems through a particular
line or lines become interrupted either manually or
automatically because of any of the above-stated reasons, the
Parties shall cooperate so as to remove the cause of such
interruption as soon as practicable and restore such line or
lines to normal operating condition.
1.03.1. Inadvertent Flow. It is recognized that
in interconnected system operation, power and reactive
flow will exist on an interconnection due to scheduled
power flow from either Party to third parties or between
third parties. This inadvertent power flow depends
mainly on the design of the internal systems of the
Parties and the interconnected system, and the schedules
of power flows on the interconnections.
1.03.2. Interruption of Operation. If, in the
sole judgment of either Party, the power or reactive
flow over the interconnection facilities of either Party
is excessive to the extent that it jeopardizes the
reliability of either Party*s service to its customers,
the Parties shall attempt to agree upon adequate
corrective measures to eliminate or control such
excessive power or reactive flow; provided, however,
that in the event such a situation exists, the Party so
burdened shall have the right, with notice when possible
to the other Party, to open and leave open one or all of
the interconnections between the respective systems of
the Parties until corrective action has been taken. The
Parties further agree to study and negotiate the
installation, ownership, and cost of any additional
equipment necessary to effect a long-term solution to
any such excessive loading as herein described in the
event either Party determines that this interconnection
contributes to the excessive loading and requests such
negotiation.
1.04. Maintenance of Equipment. Each of the
Parties shall keep, or shall cause to be kept, the
transmission lines together with all associated equipment and
appurtenances that are located on their respective sides of
the Interconnection Points specified in Section 1.01 hereof,
or agreed upon pursuant to Section 1.02 hereof, in a
suitable condition of repair at all times, each at its own
expense, in order that said transmission lines will operate
in a reliable and satisfactory manner and in order that
reduction in the effective capacity of said transmission
lines will be avoided to the extent practicable.
ARTICLE 2
SERVICES TO BE RENDERED
2.01. Interconnection Services Schedules. It is
the purpose of the Parties to seek and realize, on an
equitable basis, all benefits which may be practicably
effected through coordination in the operation and
development of their respective systems. It is understood by
the Parties that such benefits may be realized by each of
them by carrying out under stated terms and conditions
various interconnection services and transactions that may
from time to time include among others:
(i) The furnishing of emergency service,
(ii) The interchange, sale, and purchase of energy to
effect operating economies,
(iii) The sale and purchase of short term electric
power and energy available on the system of one
Party and needed on the system of the other, and
(iv) The transmission of power and energy on the basis
of simultaneous transfers.
In furtherance of such purpose, the Parties shall create, and
continue the functioning of, an Operating Committee, as
provided in Article 7 hereof.
2.02. Specific Terms and Conditions. Since the
specific services to be rendered in furtherance of such
purpose will vary during the term of the 1992 Agreement, and
the terms and conditions applicable to such services may
require modification from time to time, it is intended that
such specific services and the terms and conditions
applicable thereto will be set forth in Service Schedules
mutually agreed upon between the parties. Such Service
Schedules, unless and until changed, terminated, or
supplemented, shall be those specified in Section 2.03
hereof. If a Service Schedule under the 1992 Agreement is
changed or supplemented, such Service Schedule shall be fully
restated in order to reflect such change or supplement.
2.03. Service Schedules. The respective Service
Schedules designated
Service Schedule A - Emergency Service
Service Schedule B - Interchange Energy
Service Schedule C - Short Term Power and Energy
Service Schedule D - Carmel Southeast Tap Power & Energy Transfer
have been agreed upon between the Parties, are identified as
Exhibits I, II, III, and IV, respectively, to the 1992
Agreement and are attached hereto and made a part hereof the
same as if incorporated herein. It is contemplated by the
Parties that all additional mutually agreed upon Service
Schedules will be made a part of the 1992 Agreement upon
presentation and acceptance thereof.
2.04. Out-Of-Pocket Costs. The term "Out-of-
Pocket Cost" of energy from generating units on the system of
a Party shall consist of any costs that are directly incurred
by IPL or PSI by reason of its generation of such energy and
which otherwise would not have been incurred by such system
including, but not limited to, fuel, labor, operation,
maintenance, start-up, fuel handling, taxes, regulatory
commission charges, and emission allowances.
"Out-of-Pocket Cost" of energy purchased from a third party
by the supplying Party shall consist of the total amount paid
therefore by the supplying Party which otherwise would not
have been paid by such Party, plus any cost which otherwise
would not have been incurred, including, but not limited to,
regulatory commission charges, emission allowances,
transmission losses and taxes related to such transaction.
Tax expenses will be the expenses that are incurred as taxes
either in connection with the sale or production of such
energy.
2.05. Emission Allowances. The federal Clean Air Act,
as amended, 42 U.S.C. Section 7401 et seq. (hereinafter
referred to as "Clean Air Act"), establishes certain annual
maximum sulfur dioxide ("SO2") levels, stated in terms of
required emission allowances, for flue gases emitted by
electric generating units, including units operated by IPL,
PSI and other electric utilities who may supply electric
energy for transactions under this 1992 Agreement. The
generator of the electric energy supplied and delivered under
this 1992 Agreement is required by the Clean Air Act to have
adequate "allowances" (as defined by Section 402(3) of the
Clean Air Act in conjunction with Section 403(f) of the Clean
Air Act) in order to generate such electric energy. To the
extent that either IPL or PSI are required by the Clean Air
Act to have additional allowances by reason of its generation
of electric energy to be supplied by it under this 1992
Agreement, which allowances would otherwise not have been
required by such supplying Party, then, unless the supplying
Party otherwise agrees in advance in writing, at the
discretion of the supplying Party, the Party receiving such
energy shall be responsible for the cost or the actual
furnishing (without cost to the supplying Party) of adequate
allowances to the supplying Party in order for such Party to
supply such energy under this Agreement. The Parties shall
establish, by mutual agreement, appropriate procedures in
order to carry out the provisions of this Section 2.05,
including a statement of costs before any transactions under
the Service Schedules attached hereto are started. Also,
prior to implementation of every transaction under the
Service Schedules attached hereto, the purchasing Party must
declare whether they will pay in cash or return SO2
Allowances in-kind for any consumption of SO2 Allowances
directly attributed to such transaction, if any.
It shall be the responsibility of the supplying Party to
provide the receiving Party, before the transaction begins,
with a statement of the estimated emission allowance charges
associated with the transaction which the supplying Party is
seeking to add to the rates to be charged under the
applicable Service Schedule. Failure of the supplying Party
to provide a statement of such charges before the transaction
begins shall constitute a waiver of the recovery of any such
costs. In establishing such procedures, the Parties shall
recognize that the determination of the additional allowances
required in order to generate the electric energy to be
supplied hereunder is subject to variables contingent upon
the loading and operating conditions on the system where the
actual generation occurs. The procedures so established by
the Parties shall be in accord with sound engineering
principles of power plant and system operation, and shall
require the furnishing of such additional allowances at such
times and in such amounts as will be equitable to the
supplying Party.
When IPL is the supplier of energy and emission allowances,
the recovery of the applicable costs for the actual
furnishing of adequate allowances in order for IPL to
generate and supply such energy will be implemented in the
following manner:
(1) The Buyer shall compensate IPL for the consumption
of Sulfur Dioxide Emissions Allowances ("SO2 Allowances")
directly attributed to electric energy sales by IPL to Buyer
under the Service Schedules. Such compensation shall, at
Buyer*s option, be made by either supplying IPL with the
number of SO2 Allowances directly attributed to such energy
sales, or by reimbursing IPL for the incremental cost of such
number of SO2 Allowances, rounded to the nearest whole SO2
Allowance.
(1) If Buyer opts to reimburse IPL in cash for SO2
Allowances associated with Buyer*s energy purchases for
the month, the cash amount due at billing will be
determined by multiplying the number of SO2 Allowances
attributed to the sale by the incremental cost of the
SO2 Allowances, as determined in Subsection 2(b) of this
Section 2.05, at the time of the sale.
If Buyer opts to reimburse IPL in SO2 Allowances, Buyer
will record or transfer to IPL*s account, the number of
SO2 Allowances calculated below, at the time cash
settlement for the energy is due. In all cases, Buyer
will transfer to IPL*s account the number of SO2
Allowances due IPL for calendar year no later than
January 15 of the following year. "Transfer to IPL*s
account" shall mean, for purposes of the Amendment, the
transfer by the USEPA of the requisite number of SO2
Allowances to IPL*s Allowance Tracking System account
and the receipt by IPL of the Allowance Transfer
Confirmation.
(2) Determination of SO2 Emission Allowances Due IPL
(a) Number of SO2 Allowances
The number of SO2 Allowances directly attributed to
an energy sale made by IPL shall be determined for
each hour, by determining the contribution from
each of the unit(s) from which the energy sale is
being made for that hour. For each unit, the
emission rate in pounds of SO2 per million Btu will
be determined each month, from fuel sulfur content,
control equipment performance, and continuous
emissions monitoring data. The emission rate and
the unit heat rate will be used to determine the
SO2 Allowances used per megawatt-hour ("MWH"). The
energy from each unit attributable to the sale, and
the SO2 Allowances per MWH for each unit, will be
used to determine the number of SO2 Allowances
attributable to the sale.
(b) Cost of SO2 Allowances
The incremental SO2 Allowance cost used to
determine economic dispatch of IPL*s generating
units in any month, will also be the basis used to
determine compensation for IPL*s energy sales. The
incremental SO2 Allowances cost, in dollars per ton
of SO2, shall be determined each month and will be
based on the Cantor Fitzgerald offer price for SO2
Allowances, or if such is not available, then
another nationally recognized SO2 Allowance trading
market price or market price index, at the
beginning of the month. The SO2 Allowance value
may be changed at any time during the month to
reflect the more current incremental cost, or
market price, for SO2 Allowances. Buyer will be
notified of the new SO2 Allowance value prior to
dispatch of IPL energy to Buyer.
When PSI is the supplier of energy and emission
allowances, the recovery of the applicable costs for the
actual furnishing of adequate allowances in order for
PSI to generate and supply such energy will be
implemented in the following manner:
(1) The current Environmental Protection Agency ("EPA")
auction price to value emission allowances will be used
for energy sales transactions. The dispatch criteria
may be revised from time to time if the emission
allowance purchases on the average are determined to be
significantly different than the EPA auction price.
(2) For each hour in which there is a transaction for energy
services using an Out-of-Pocket Cost rate under this
1992 Agreement, PSI will:
(a) identify the generation sources used to provide the
transaction*s energy by identifying the energy that
would not have been used had the transaction not
been in effect that hour by using the same after-
the-fact incrementing costing model that is used to
calculate the incremental cost of fuel under this
1992 Agreement;
(b) determine, using the following formula, the
quantity of emission allowances related to the
energy transaction: (i) by calculating an
incremental heat rate for the appropriate
generating unit and the corresponding incremental
SO2 emission levels, as determined by the computer
based tools, for the identified units dispatched to
serve the transaction; (ii) applying the following
formula for each such unit; (iii) adding together
the total number of tons of SO2 produced per
million BTU (i.e., British Thermal Unit) of fuel
burned by each such unit for the transaction; and
(iv) letting one (1) emission allowance equal one
(1) ton of SO2 so produced.
# OF UNITS
E [MBTU SALE - MBTU NO SALE] * [SO2] * [100%-SE]
100%
MBTU SALE = Million BTU consumed on unit n with sale.
MBTU NO SALE = Million BTU consumed on unit n without sale.
SO2 = Tons of SO2 produced per million BTU of fuel burned.
SE = Scrubber Efficiency in %.
PSI will perform periodic tests to maintain the
accuracy and validity of such emission rate
information. Because some generating sources may
not be subject to the Clean Air Act during Phase I
or Phase II thereunder, there will be no emission
allowance charges included for the utilization of
such an energy source while it is not subject to
such requirements. One (1) emission allowance
shall be assigned to each ton of SO2 emitted to
serve the transaction. Fractions of emission
allowance tons will be rounded up to the next whole
number when the fraction is equal to or greater
than .5 and rounded down when the fraction is less
than .5.
(3) The purchasing Party of energy shall have the
option of purchasing or providing emission
allowances for each transaction. The purchasing
Party shall notify PSI of its election to purchase
or provide emission allowances prior to the start
of the transaction. The running quantity of
emission allowances charged or furnished will be
shown on the monthly invoices to the purchasing
Party.
(4) When the purchasing Party of energy elects to
purchase the emission allowances from PSI, then the
quantity of emission allowances used will be
included as part of the charges on the monthly
invoices to the purchasing Party.
(5) By January 15th of the year following the calendar
year in which the transaction occurred, the
purchasing Party of energy shall transfer the
appropriate emission allowances to PSI for the
emission allowances used when the allowances are
provided in kind.
(6) PSI has adopted the same incremental cost
calculation to value emission allowances for
dispatch criteria as for billing energy
transactions.
ARTICLE 3
SERVICE CONDITIONS
3.01. Control of System Disturbance. Each Party
shall maintain and operate its system so as to minimize, in
accordance with sound operating practice, the likelihood of
disturbance originating in either Party*s system which might
cause impairment to the service of the system of the other
Party or of any system interconnected with the system of the
other Party.
3.02. Control of Kilovar Exchange. It is the intent
that neither Party shall be obligated to deliver kilovars for
the benefit of the other Party; also that neither Party shall
be obligated to receive kilovars when to do so may introduce
objectionable operating conditions on its system. The
Operating Committee shall be responsible for the
establishment of operating procedures and schedules in
respect of carrying kilovar loads by one Party*s system for
the other Party*s system in order to secure adequate service
and economical use of facilities of both Parties* systems and
in respect of proper charges, if any, for the use of
facilities carrying kilovar loads. In discharging such
duties, the Operating Committee shall recognize that in the
transmission and delivery of power and energy hereunder the
carrying of kilovar loads by either Party, in harmony with
sound engineering principles of transmission operation with
their systems interconnected, is subject to numerous
variables contingent upon loading and operating conditions
existing simultaneously on the systems of both Parties. The
operating procedures and schedules so established by the
Operating Committee shall be in accord with such principles
and shall require each Party to carry kilovar loads at such
times and in such amounts as will be equitable to both
Parties.
3.03. Control of Unscheduled Power Deliveries. The
Parties shall exercise due diligence and foresight in
carrying out all matters related to the providing and
operating of their respective electric power resources so as
to minimize to the extent practicable deviations between
actual and scheduled deliveries of electric power and energy
between their systems. The Parties shall provide and install
on their respective systems such communication and
telemetering facilities as are essential to so minimize such
deviations and, in developing and executing operating
procedures that will enable the Parties to avoid to the
extent practicable deviation from scheduled deliveries, shall
fully cooperate with each other and with third parties whose
systems are either directly or indirectly interconnected with
the systems of the Parties and who of necessity, together
with the Parties, must unify their efforts cooperatively to
achieve effective and efficient interconnected operation.
The Parties recognize, however, that, despite their best
efforts to prevent the same, unscheduled deliveries of
electric energy from one Party to the other may occur. In
such event, electric energy delivered hereunder shall be
settled for by the return of equivalent energy. Equivalent
energy shall be returned at times when the load conditions of
the Party receiving it are equivalent to the load conditions
of such Party at the time the energy for which it is returned
was delivered or, if such Party elects to have equivalent
energy returned under different conditions, it shall be
returned in such amounts, to be agreed upon by the Operating
Committee, as will compensate for the difference in
conditions.
ARTICLE 4
DELIVERY POINTS, MEETING POINTS,
AND METERING
4.01. Delivery Points. All electric energy
delivered under the 1992 Agreement shall be of the character
commonly known as three-phase sixty Hertz energy, and shall
be delivered at the Interconnection Points specified under
Section 1.01 hereof, at a nominal voltage of 138,000 volts at
the Five Points and Centerton Interconnection Points, at the
138KV Petersburg Interconnection Point, and at the Carmel Tap
Point; and at a nominal voltage of 345,000 volts at the
Whitestown and Gwynneville Interconnection Points, and at the
345KV Petersburg Interconnection Point; and at such other
points and voltages as hereafter may be agreed upon by the
parties pursuant to Section 1.02 hereof.
4.02. Billing Based on Scheduled Transaction. As
IPL and PSI systems are interconnected with other systems
forming a network, it is recognized that, because of the
physical and electrical characteristics of the facilities
involved, a part or all of the energy being transferred from
one Party to the other may flow through such other systems
rather than through the point or points of connection between
the systems of the Parties. A part or all of the power being
transferred between other systems in the network may flow
through the point or points of connection between the systems
of the Parties, and as a result be included in the demand and
energy meter readings at the point or points of
interconnection. Therefore, all billings shall be based on
scheduled transactions or upon methods determined by the
Operating Committee which may result from development of
arrangements with other interconnected systems and which
provide a basis for accounting for the power and energy
transfers actually contracted for between the Parties.
4.03. Metering Points. Electric power and energy
supplied and delivered under the 1992 Agreement shall be
measured by suitable metering equipment which shall be
provided, owned and maintained by PSI or ILP as designated
below at the following metering points:
(i) 138,000 volt metering equipment installed by PSI at
the Five Points Substation; 138,000 volt metering
equipment installed by PSI at the Centerton
Substation; 138,000 and 345,000 volt metering
equipment installed by IPL at the Petersburg
Station; 345,000 volt metering equipment installed
by IPL at its Sunnyside Substation and at PSI*s
Gwynneville and Whitestown Substations; and 12.47kV
metering equipment installed by PSI at its Carmel
Southeast Substation, and
(ii) At such other locations as hereafter may be agreed
upon by the Parties pursuant to Section 1.02
hereof.
4.04. Metering Equipment. Suitable metering
equipment at the metering points as described in Section 4.03
above shall include electric meters, potential and current
transformers, and such other appurtenances as shall be
necessary to give for each direction of flow the following
quantities: (i) an automatic record of the kilowatt-hours
for each clock-hour, and (ii) a continuous integration record
of the kilowatt-hours.
4.05. Measurement of Electric Energy. Measurements
of electric energy for the purpose of effecting settlements
under the 1992 Agreement shall be made by standard types of
electric meters installed and maintained (unless otherwise
provided for in the Agreement) by the owner at the metering
points described in Section 4.03 above. The timing devices
of all meters having such devices shall be maintained in time
synchronism as closely as practicable.
The meters shall be sealed and the seals shall be broken
only upon occasions when the meters are to be tested or
adjusted. for the purpose of checking the records of the
metering equipment installed by one of the Parties as
hereinabove provided, the other Party shall have the right to
install check metering equipment at the aforesaid metering
points. Metering equipment so installed by one Party on the
premises of the other Party, unless otherwise provided for in
the 1992 Agreement, shall be owned and maintained by the
Party installing such equipment. Upon termination of the
1992 Agreement, the Party owning such metering equipment
shall remove it from the premises of the other Party.
Authorized representatives of both Parties shall have access
at all reasonable hours to the premises where the meters are
located and to the records made by the meters.
4.06. Testing and Access to Meters and Records. The
aforesaid metering equipment shall be tested by the owner at
suitable intervals and its accuracy of registration
maintained in accordance with good practice. On request of
either Party, a special test may be made at the expense of
the Party requesting such special test. Representatives of
both Parties shall be afforded the opportunity to be present
at all routine or special tests and upon occasions when any
readings, for purposes of settlements hereunder, are taken
from meters not bearing an automatic record.
4.07. Adjustments Due to Inaccuracies. If at any
test of metering equipment an inaccuracy shall be disclosed
exceeding two percent, the account between the Parties for
service theretofore delivered shall be adjusted to correct
for the inaccuracy disclosed over the shorter of the
following two periods: (i) for the thirty (30) day period
immediately preceding the day of the test, or (ii) for the
period that such inaccuracy may be determined to have
existed. Should the metering equipment described in Section
4.04 above at any time fail to register, the electric power
and energy delivered shall be determined from the check
meters, if installed, or otherwise shall be determined from
the best available data.
ARTICLE 5
RECORDS AND STATEMENTS
5.01. Records. In addition to records of the
metering provided for in Article 4 hereof, the Parties shall
keep in duplicate such other records as may be needed to
afford a clear history of the various deliveries of electric
energy made by one Party to the other and of the clock-hour
integrated demands in kilowatt-hours delivered by one Party
to the other. In maintaining such records, the Parties shall
effect such segregations and allocations of demands and
electric energy delivered into classes representing the
various services and conditions as may be needed in
connection with settlements under the 1992 Agreement. The
originals of all such records shall be retained by the Party
keeping the records and the duplicates shall be delivered
monthly to the other Party, except that the Parties may agree
upon a different time interval for such delivery.
5.02. Statements. As promptly as practicable after
the end of each calendar month, the Parties shall prepare a
statement setting forth the electric power and energy
transactions between the Parties during such month in such
detail and with such segregations as may be needed for
operating records or for settlements under the provisions of
the 1992 Agreement.
ARTICLE 6
BILLINGS AND PAYMENTS
6.01. Billing Period. Unless otherwise agreed upon
by the Parties, the calendar month shall be the standard
billing period for all settlements under the 1992 Agreement.
6.02. Billing Scheduled Transactions. All billing
shall be based on scheduled transactions unless otherwise
determined as provided in Section 4.02 hereof.
6.03. Billing Payments. All bills for amounts owed
by one Party to the other Party shall be due on the first
business day following the twentieth (20th) day after the end
of the calendar month or period service was rendered, or on
the fifteenth (15th) business day following receipt of a
bill, whichever is later. Payments shall be made by
electronic transfer or by such other mutually agreeable
method as shall cause such payment to be available for the
account of the payee on or before the due date. Interest on
unpaid amounts, both principal and interest, shall accrue
daily at the then current prime interest rate per annum of
The Chase Manhattan Bank, N.A., New York, New York, plus two
percent (2%) per annum, or the maximum rate permitted by law,
whichever is less, from the date due until the date upon
which payment is made.
6.04. Estimated Billing Factors. In order that
bills may be rendered promptly after the end of the each
month, it may be necessary, from time to time, to estimate
certain factors involved in calculating the monthly billing.
Adjustments for errors in such estimates shall be included in
the bill for the month following the time when information
becomes available to make such corrections or adjustments in
the billing for the preceding month or months.
6.05. Billing Disputes. If a Party disputes the
correctness of a bill, such Party will, nevertheless, pay the
undisputed portion of such bill, plus a minimum of one-half
(1/2) of the disputed amount, and shall submit to the other
Party a written statement detailing the items disputed. If
the Parties are unable to agree upon the disputed items, such
items shall be submitted to the Operating Committee for
further action consistent with the 1992 Agreement.
ARTICLE 7
OPERATING COMMITTEE
7.01. Operating Committee Organization and Duties.
To coordinate the operation of their respective generation,
transmission, and substation facilities in order that the
benefits of the 1992 Agreement may be realized by the Parties
to the fullest practicable extent, the Parties shall
establish a committee of authorized representatives to be
known as the Operating Committee. Each of the Parties shall
designate in writing delivered to the other Party, the person
who is to act as its authorized representative (the "OC
Representative") on said committee (and the person or persons
who may serve as Alternate whenever the OC Representative is
unable to act). The OC Representative and Alternate or
Alternates shall each be persons familiar with the
generation, transmission, and substation facilitates of the
system of the Party he represents, and each shall be fully
authorized (i) to cooperate with the other OC Representative
(or Alternates) and (ii) as the need arises and subject to
the declared intentions of the Parties as herein set forth
and to the terms hereof and the terms of any other agreements
then in effect between the Parties, to determine and agree
from time to time upon the following:
(i) All matters pertaining to the coordination of
maintenance of the generation and transmission
facilities of the Parties.
(ii) All matters pertaining to the control of time,
frequency, energy flow, kilovar exchange, power
factor, voltage, and other similar matters bearing
upon the satisfactory synchronous operation of the
systems of the Parties.
(iii) Such other matters not specifically provided
for herein upon which cooperation, coordination and
agreement as to quantity, time, method, terms and
conditions are necessary, in order that the
operation of the respective systems of the Parties
may be coordinated to the end that the potential
benefits anticipated by the Parties will be
realized to the fullest extent practicable.
7.02. Operating Committee Access. For the purpose
of inspection and reading of meters, checking of records, and
all other pertinent matters, the OC Representative and their
Alternates shall have the right of entry at any reasonable
time to all property of the Parties used in connection with
the performance of the 1992 Agreement.
7.03. Unanimous Action. All actions taken by said
Operating Committee must be by unanimous vote or consent of
all OC Representatives (including Alternates acting during OC
Representatives* absence).
7.04. Expenses. The expenses for establishing and
maintaining the Operating Committee shall be the
responsibility of each individual Party as regards to its
respective personnel. Any expenses jointly incurred by said
Operating Committee in carrying out its duties, other than
for the Parties* personnel, shall be shared equally by the
Parties.
7.05. Authority to Amend or Supplement. The
Operating Committee may recommend changes to the 1992
Agreement, but said Operating Committee shall not have
authority to amend or supplement the 1992 Agreement.
ARTICLE 8
CONTINUITY AND SUSPENSION OF SERVICE
RELATIVE RESPONSIBILITIES AND
LIABILITY LIMITS
8.01. Continuity and Suspension of Service. Each
Party shall exercise reasonable care and foresight to
maintain continuity of service as provided in the 1992
Agreement. In no event shall one Party be liable to the
other Party or its customers for loss or damage arising from
failure to provide or for the interruption or suspension of
any service provided for herein. Each Party reserves the
right to suspend service without liability at such times and
for such periods and in such manner as it deems advisable,
including, without limitation, suspensions for the purpose of
making necessary adjustments to, changes in, or repairs on,
its facilities and to suspend service in cases where, in its
sole opinion, the continuance of service to the other Party
would endanger persons or property. Both Parties shall use
their best efforts to provide each other with reasonable
notice in the event of suspension of service.
8.02. Relative Responsibilities. Each Party assumes
all responsibility for receipt and delivery of electricity on
its system to and from the Points of Interconnection
specified in Section 1.01 hereof or agreed upon pursuant to
Section 1.02 hereof. Neither Party assumes any
responsibility with respect to the construction,
installation, maintenance or operation of the system of the
other Party or of the systems of third parties, in whole or
in part. In no event shall one Party be liable to the other
Party for damage or injury to any person or property,
whatsoever, arising, accruing or resulting from, in any
manner, the receiving, transmission, control, use,
application or distribution of said electric power and
energy. Each Party shall use reasonable diligence to
maintain its facilities in proper and serviceable condition,
and shall take reasonable steps and precautions for
maintaining the services agreed to be provided and received
under the 1992 Agreement. Each Party shall be responsible
for its own compliance with all applicable environmental
regulations and shall bear all costs arising from its failure
to comply with such environmental regulations.
8.03. Limitation of Liability. In no event shall
one Party be liable to the other Party for any indirect,
special, incidental or consequential damages with respect to
any claim arising out of the 1992 Agreement.
ARTICLE 9
TERM OF AGREEMENT
9.01. The term of the 1992 Agreement and of the
annexed Service Schedules shall begin as of May 1, 1992 and
(except for Service Schedule D) shall continue through April
30, 2022 (the "Initial Term"); thereafter, the Agreement and
Service Schedules (except Service Schedule D) shall continue
for successive terms of three (3) years each unless and until
terminated by either Party by giving notice to the other
Party of its intention to terminate the 1992 Agreement at
least two (2) years prior to the end of the Initial Term or
any successive term; provided, that the 1992 Agreement shall
not be deemed to have terminated until all prior commitments
for sales or purchases of power and energy hereunder shall
have been fulfilled and all payments shall have been made.
The term of Service Schedule D shall be as provided therein.
Any notice of termination hereunder shall be given to the
President or Chief Operations Officer of a Party with a copy
to the OC Representative of such Party.
ARTICLE 10
WAIVERS
10.01. Any waiver at any time by either party of
their rights with respect to a default under the 1992
Agreement, or with respect to any other matter arising in
connection with the 1992 Agreement shall not be deemed a
waiver with respect to any subsequent default or matter. Any
delay, short of the statutory period of limitation, in
asserting or enforcing any right under the 1992 Agreement
shall not be deemed a waiver of such right.
ARTICLE 11
TAXES
11.01. If at any time during the term hereof there
should be levied or assessed against either Party any direct
tax by any taxing authority on the capacity or energy (or
both) generated, purchased, sold, transmitted, interchanged
or exchanged by it, which tax is in addition to or different
from the forms of such direct tax as are being levied or
assessed as of the date hereof and such direct tax results in
increasing the cost of either or both the Parties in carrying
out the provisions of the 1992 Agreement, then such increase
shall be reflected in the charges for capacity or energy (or
both) furnished by one Party to the other hereunder as is
necessary in order to make adequate and equitable allowances
for such tax.
ARTICLE 12
NOTICES
12.01. Notices Relating to Provisions of the 1992
Agreement. Except as herein otherwise provided, any notice
which may be given to or made upon either Party by the other
Party, under any of the provisions of the 1992 Agreement,
shall be in writing unless it is otherwise specifically
provided herein, and shall be treated as duly delivered when
the same is either (a) personally delivered to the President
or Chief Operations Officer of the other Party or (b)
deposited in the United States mail, postage prepaid and
properly addressed to the President or Chief Operations
Officer of the other Party; provided, however, that either
Party may alter its recipient for notice hereunder by written
notice to the other Party in accordance with the provisions
of this Section 12.01.
12.02. Notices of An Operating Nature. Any notice,
request or demand pertaining to matters of an operating
nature may be served in person or by United States mail,
messenger, telephone, or telegraph, facsimile transmission or
orally, as circumstances dictate, from the OC Representative
of one Party to the OC Representative of the other Party;
provided, that should the same not be written, confirmation
thereof shall be made in writing as soon as practicable
thereafter, upon request of the Party being served.
ARTICLE 13
REGULATORY AUTHORITIES
13.01. Regulatory Authority. The 1992 Agreement is
made subject to the authority of the Federal Energy
Regulatory Commission or any other governmental regulatory
agency having jurisdiction in the premises and, if any of the
terms and conditions hereof are altered or made impossible of
performance by order, rule, or regulation of any such
regulatory agency, and the Parties hereto are unable to agree
upon a modification of such terms and conditions that will
satisfy such order, rule, or regulation, then neither Party
shall be liable to the other for failure thereafter to comply
with such terms and conditions; provided, that if either
Party deems that the failure of such performance results in a
substantial breach of the 1992 Agreement, then the 1992
Agreement may be terminated forthwith upon thirty (30) days*
advance written notice.
13.02. Amendments. The 1992 Agreement and the
annexed Service Schedules may be amended by mutual agreement
of the Parties, which amendment shall be in writing and shall
become effective in accordance with Section 13.01 hereof.
The rates and charges set forth in the annexed Service
Schedules are subject to amendment and change, and each party
reserves the right from time to time to seek unilaterally,
from any regulatory agency having jurisdiction, amendments or
changes in its rates and charges set forth therein in
accordance with the applicable law. Nothing contained in the
1992 Agreement, any annexed Service Schedule or any
supplements thereto shall be construed as affecting in any
way the right of either Party unilaterally to make
application to the Federal Energy Regulatory Commission (or
any successor regulatory agency having jurisdiction) for a
change in rates under Section 205 of the Federal Power Act
and pursuant to the Commission*s Rules and Regulation
promulgated thereunder (or under comparable statutes and
regulations of a successor regulatory agency having
jurisdiction).
ARTICLE 14
MISCELLANEOUS
14.01. No Partnerships; Tax Matters. Notwithstanding
any provision of the 1992 Agreement to the contrary, the
Parties do not intend to create hereby any joint venture,
partnership, association taxable as a corporation, or other
entity for the conduct of any business for profit, and any
construction of the 1992 Agreement to the contrary which has
an adverse tax effect on either Party shall render the 1992
Agreement null and void from its inception.
14.02. Computation of Time. In computing any period
of time prescribed or allowed by the 1992 Agreement, the day
of the act, event, or default from which the designated
period of time begins to run shall be excluded but the last
day of such period shall be included, unless it is a
Saturday, Sunday, or legal holiday, in which event the period
shall run until the end of the next business day which is not
a Saturday, Sunday, or legal holiday.
14.03. Section Headings Not to Affect Meaning. The
descriptive headings of the Articles, Sections, Subsections
and paragraphs of the 1992 Agreement have been inserted for
convenience only and shall not modify or restrict any of the
terms and provisions thereof.
ARTICLE 15
ASSIGNMENT
15.01. The 1992 Agreement shall inure to the benefit
of, and be binding upon, the respective successors and
assigns of the Parties, but the assignment thereof by a Party
shall not relieve such Party, without the written consent of
the other Party, of any obligation to supply, or to take and
pay for, as the case may be, the services hereunder.
ARTICLE 16
ENTIRE AGREEMENT CONTAINED HEREIN
16.01. The 1992 Agreement contains the entire
agreement between the Parties in respect of the subject
matter hereof, and there are no other understanding or
agreements between the Parties in respect thereof; provided,
however, that nothing contained in the 1992 Agreement shall
be deemed to affect in any manner whatsoever any rights or
claims either Party may have against the other Party pursuant
to any other agreement in effect before the effective date of
the 1992 Agreement with respect to any matter, including any
right or claim to payments after the effective date of the
1992 Agreement pursuant to other preexisting agreements.
ARTICLE 17
1962 AGREEMENT SUPERSEDED
17.01. The 1992 Agreement constitutes an amendment to
and complete restatement of the 1962 Agreement and, as such,
supersedes the 1962 Agreement from and after the date the
1992 Agreement becomes effective.
ARTICLE 18
AGENCY OF CINERGY SERVICES, INC.
18.01. CINergy Services joins in the execution of
this Agreement for the sole purpose of serving and acting as
agent for PSI.
IN WITNESS WHEREOF the Parties have caused the 1992 Agreement
to be executed by their respectable duly authorized officers
and their respective corporate seal to be hereunder affixed
as of the date first above mentioned.
INDIANAPOLIS POWER & LIGHT
(IPL)
By: /s/ John R. Brehm
John R. Brehm
Senior Vice President
Finance and
Information Services
Attest:
By: /s/ Bryan G. Tabler
Bryan G. Tabler
Senior Vice President
Secretary and
General Counsel
CINERGY SERVICES, INC.
(CINergy Services)
By: /s/ Terry E. Bruck
Terry E. Bruck
Group Vice President
PSI ENERGY, INC.
(PSI)
By: /s/ John M. Mutz
John M. Mutz
President
EXHIBIT I
(First Revision)
SERVICE SCHEDULE A
EMERGENCY SERVICE
SECTION 1 - DURATION
1.1 This Service Schedule A, being a part of and under the
Interconnection Agreement (referred to herein as the "1992
Agreement"), dated as of May 1, 1992, among Indianapolis
Power & Light Company (hereinafter called "IPL") and PSI
Energy, Inc., formerly named Public Service Company of
Indiana, Inc. (hereinafter called "PSI") and CINergy
Services, Inc. (hereinafter called "CINergy Services"), shall
become effective as of the effective date of the Third
Amendment, dated June 30, 1995, to the 1992 Agreement and
shall continue in effect throughout the duration of the 1992
Agreement. IPL, PSI and CINergy Services are sometimes
hereinafter referred to individually as "Party" or
collectively as "Parties" where appropriate.
SECTION 2 - SERVICES TO BE RENDERED
2.1 Conditional Service. Subject to the provisions of
Subsection 2.2 of this Section 2, in the event of a breakdown
or other emergency in or on the system of any Party involving
either sources of power or transmission facilities, or both,
impairing or jeopardizing the ability of the Party suffering
the emergency to meet the loads of its system, another Party
shall deliver to such Party electric energy that it is
requested to deliver; provided, however, that a Party shall
not be obligated to deliver such energy which, in its sole
judgment, it cannot deliver without interposing a hazard to
or economic burden upon its operations or without impairing
or jeopardizing the other load requirements of its system and
provided further, that a Party shall be obligated to deliver
electric energy to another Party for a period in excess of
forty-eight (48) consecutive hours during any single
emergency.
2.2 Non-performance. The Parties recognize that the
delivery of electric energy as provided in Subsection 2.1 of
this Section 2 is subject to two conditions which may
preclude the delivery of such energy as so provided: (a) the
Party requested to deliver electric energy may be suffering
an emergency in or on its own system as described in said
Subsection 2.1, or (b) the system of a Party may be
delivering electric energy, under a mutual emergency
interchange agreement, to the system of another
interconnected company which is suffering any emergency in or
on its system. Under conditions as cited under (a) above, a
Party shall not be considered to be in default hereunder if
it is unable to comply with the provisions of said Subsection
2.1. Under conditions as cited under (b) above, a Party
shall not be considered to be in default hereunder if it is
unable to comply with the provisions of said Subsection 2.1;
provided, however, that such Party shall make every effort
consistent with the terms of its contract with said other
interconnected company to make the electric energy as
provided in Subsection 2.1 available to another Party hereto
as soon as possible.
2.3 Reserve Generating Capacity Review. If at any time the
record over a reasonable prior period shows clearly that one
of the Parties has failed to deliver energy in accordance
with and subject to the provisions of Subsection 2.1 and
Subsection 2.2 of this Section 2, a Party, by written notice
given to another Party, may call for a joint study by the
Parties of the reserve generating capacity in and provided
for their respective systems and of their respective system
transmission facilities affecting the supply and delivery of
power and energy under the 1992 Agreement. It shall be the
purpose of such study to determine the adequacy or inadequacy
of reserve generating capacity and transmission facilities
being provided to meet the requirements of the Parties
respective systems, reflecting obligations under the 1992
Agreement, and, if inadequate, the extent of the burden that
a Party may be placing upon another Party. If it should be
found that a Party is placing an unreasonable burden upon
another Party, the Party causing such burden shall take such
measures as are necessary to remove the burden from another
Party, or the Parties shall enter into such arrangements as
shall provide for equitable compensation to the Party being
burdened.
SECTION 3 - COMPENSATION
3.1 When IPL is the Supplying Party:
3.11 Emergency Energy delivered that is generated by
IPL shall be settled for, at the option of IPL, either by the
return of equivalent energy at a mutually acceptable time
upon request of IPL or by payment of the greater of (a) 110%
of the Out-Of-Pocket Cost (such cost being as of the delivery
point or points, as referred to in Section 4.01 of the 1992
Agreement, taking into account electrical losses incurred
from the source or sources of such energy to the delivery
point or points) of supplying such energy, or (b) $0.10 per
kilowatt-hour.
3.12 Emergency Energy delivered that is purchased by
IPL from a third party shall be settled for by payment of an
energy charge of 100% of the Out-Of-Pocket Cost paid therefor
by IPL, plus an amount to be agreed upon by the Parties at
the time of the transactions of up to 4.6 mills per kilowatt-
hour (consisting of up to 3.6 mills per kilowatt-hour for
bulk transmission charge plus 1 mill per kilowatt-hour for
difficult to quantify energy-related costs), plus any
transmission losses resulting on IPL's system on account of
the transaction, and plus any taxes incurred by IPL on
account of the transaction.
3.2 When PSI is the Supplying Party:
3.21 Emergency Energy delivered that is generated by
PSI shall be settled for by payment of the greater of
(a) 110% of the Out-Of-Pocket Cost (such cost being as
of the interconnection point or points, as referred to
in Section 4.01 or the 1992 Agreement, taking into
account electrical losses incurred from the source or
sources of such energy to the interconnection point or
points) of supplying such energy. Non-firm transmission
service per the provisions of the CINergy Services,
Inc., FERC Electric Tariff, Original Volume No. 3, Non-
Firm Point-to-Point Transmission Service Standard Tariff
- NFT (or any successor transmission tariff of similar
service) must be obtained, or (b) $100 per megawatt-
hour.
3.22 Emergency Energy delivered that is purchased by
PSI from a third party shall be settled for by payment
of the greater of (a) of an energy charge of 100% of the
Out-Of-Pocket Cost paid therefor by PSI plus $1.00 per
megawatt-hour (for difficult to quantify energy-related
costs), plus any transmission losses resulting on the
system of the CINergy Operating Companies on account of
the transaction. Non-firm transmission service per the
provisions of the CINergy Services, Inc., FERC Electric
Tariff, Original Volume No. 3, Non-Firm Point-to-Point
Transmission Service Standard Tariff - NFT (or any
successor transmission tariff of similar service) must
be obtained, and plus any regulatory commission charges
and taxes incurred by PSI on account of the transaction,
or (b) $100 per megawatt-hour.
3.3 If the option of returning electric energy under
Subsection 3.11 is exercised, then it shall be returned at
times when the load conditions of the Party receiving it are
equivalent to the load conditions of such Party at the time
the energy for which it is returned was delivered or, if such
Party elects to have equivalent energy returned under
different conditions, it shall be returned in such amounts,
to be agreed upon by the Operating Committee under the
Agreement, as will compensate the Party for the difference in
conditions.
EXHIBIT II
(First Revision)
SERVICE SCHEDULE B
INTERCHANGE ENERGY
SECTION 1 - DURATION
1.1 This Service Schedule B, being a part of and under the
Interconnection Agreement (referred to herein as the "1992
Agreement"), dated as of May 1, 1992, among Indianapolis
Power & Light Company (hereinafter called "IPL") and PSI
Energy, Inc., formerly named Public Service Company of
Indiana, Inc. (hereinafter called "PSI") and CINergy
Services, Inc. (hereinafter called "CINergy Services"), shall
become effective as of the effective date of the Third
Amendment, dated June 30, 1995 to the 1992 Agreement and
shall continue in effect throughout the duration of the 1992
Agreement. IPL, PSI and CINergy Services are sometimes
hereinafter referred to individually as "Party" or
collectively as "Parties" where appropriate.
SECTION 2 - SERVICES TO BE RENDERED
Economy Energy
2.1 It is recognized that from time to time that any of the
Parties may have electric energy (herein called "Economy
Energy") available from surplus capacity either on its own
system or from sources outside its own system, or both, and
that Economy Energy could be supplied to another Party at a
cost that would result in operating savings to such another
Party. Such operating savings would result from the
displacement of electric energy that otherwise would be
supplied from capacity either on such other Party's system or
from sources outside its own system, or both. To promote the
economy of electric power supply and to achieve efficient
utilization of production capacity, any Party, whenever it in
its sole judgment determines Economy Energy is available,
may, but shall not be obligated to, offer Economy Energy to
another Party. Promptly upon receipt of any such offer said
Party shall notify the offering Party of the extent to which
it desires to use such Economy Energy, and schedules
providing the periods and extent of use shall be mutually
agreed upon by the Parties. Such energy is non-firm and may
be withdrawn by the supplying Party with a ten (10) minute
notification. A transaction made by PSI and CINergy Services
under this Service Schedule B shall not extend beyond twelve
(12) months.
Non-Displacement Energy
2.2 It is further recognized that from time to time
occasions will arise when the effecting of transactions, as
provided in Subsection 2.1 of this Section 2, will be
impracticable, but at the same time one of the Parties may
have electric energy (herein called "Non-Displacement
Energy") which it is willing to make available from surplus
capacity either on its own system or from sources outside its
own system, or both, that can be utilized advantageously for
short intervals by another Party. It shall be the
responsibility of the Party desiring the receipt of Non-
Displacement Energy to initiate the receipt and delivery of
such energy. Any Party desiring such receipt of energy shall
inform another Party of the extent to which it desires to use
Non-Displacement Energy, and whenever in its sole judgment
such another Party determines that it has Non-Displacement
Energy available, schedules providing the periods and extent
of use shall be mutually agreed upon by the Parties. Any
Party shall not be obligated to make any Non-Displacement
Energy available to another Party.
2.3 PSI may reduce or discontinue the supply of Hourly Non-
Displacement Energy at any time. To the extent possible,
however, PSI shall advise IPL of its intention to reduce
materially or discontinue the supply of Hourly Non-
Displacement Energy.
2.4 PSI shall supply Daily and Weekly Non-Displacement
Energy for three (3) hours after they have notified IPL of
its intention to discontinue such supply of energy; however,
PSI shall be under no obligation to continue the supply of
said energy for more than three (3) hours after said
notification.
2.5 A transaction made by PSI under Subsection 2.2 above
shall not extend beyond twelve (12) months.
SECTION 3 - COMPENSATION
Economy Energy
3.1 The charge for Economy Energy purchased by a Party from
another Party shall be based on the principle that the Party
purchasing it shall pay the Out-Of-Pocket Cost (including all
operating, maintenance, tax, regulatory commission charges,
transmission losses and other expenses incurred that would
not have been incurred if the energy had not been supplied)
being at the interconnection points (as defined in Article 4
of the 1992 Agreement), of the Party supplying such energy
and that the resulting savings to the receiving Party shall
be equally shared by the supplying and receiving Parties.
Prior to any transaction involving the delivery and receipt
of Economy Energy, authorized representatives of the Parties
shall determine and agree upon the compensation applicable to
such transaction. Compensation so agreed upon shall not be
subject to later review or adjustment. PSI shall dedicate an
amount at the time of the transactions for non-firm
transmission service per the provisions of the CINergy
Services, Inc., FERC Electric Tariff, Original Volume No. 3,
Non-Firm Point-to-Point Transmission Service Standard Tariff
- - NFT (or any successor transmission tariff of similar
service) from its portion of the resulting savings.
3.2 When Economy Energy is obtained from or delivered to
other systems interconnected with the Parties, but not
signatories to the 1992 Agreement, payments shall be based on
the Out-Of-Pocket Cost of the supplying Party or system
providing the energy and an allocation of the gross savings
which are defined as the difference between (1) what such Out-
Of-Pocket Costs of the receiving Party or system would have
been to generate such energy, and (2) such Out-Of-Pocket
Costs of the supplying Party or system providing the energy.
Such allocation shall be made as provided in Subsections 3.21
and 3.22 hereinbelow:
3.21 The transmitting Party shall be paid (a) its costs
of purchasing the energy supplied, plus (b) its
costs of additional transmission losses plus (c)
the following:
(1) When IPL is such transmitting Party: Fifteen
percent (15%) of the gross savings remaining
after deducting all such payments for
transmission losses.
(2) When PSI is the transmitting Party, they shall
receive the greater of (a) 15% (such charge
pertains to the reservation of transmission)
of the gross savings remaining after deducting
all such payments for transmission losses or
(b) the sum of a demand charge rate per
megawatt reserved per hour at the time such
Economy Energy is reserved for non-firm
transmission service per the provisions of the
CINergy Services, Inc., FERC Electric Tariff,
Original Volume No. 3, Non-Firm Point-to-Point
Transmission Service Standard Tariff - NFT (or
any successor transmission tariff of similar
service), plus $1.00 per megawatt-hour (for
difficult to quantify energy-related costs),
plus any transmission losses resulting on the
system of the CINergy Operating Companies on
account of the transaction and plus any
regulatory commission charges and taxes
incurred by PSI on account of the transaction.
3.22 The supplying Party or system shall be paid its Out-
Of-Pocket Cost of providing the energy, plus one-
half of the gross savings remaining after deducting
all (b) and (c) payments made under Subsection
3.21. The receiving Party or system shall be
entitled to the other one-half of the gross savings
remaining after deducting all (b) and (c) payments
made under Subsection 3.21.
Non-Displacement Energy
3.3 Non-Displacement Energy delivered hereunder shall be
settled for either by the return of equivalent energy (only
in the case where IPL is the supplying Party) or, at the
option of the Party that supplied such energy, by payment of
an energy charge of up to 110% of the Out-Of-Pocket Cost
(such cost being as of the delivery point or points, as
provided in Section 4.01 of Article 4 of the 1992 Agreement,
taking into account electrical losses incurred from the
source or sources of such energy to said delivery point or
points) to the supplying Party generating such energy plus
(the applicable demand charge rates per this Subsection are
limited by Subsections 3.7 and 3.8):
3.31 When IPL is the supplying Party:
3.31.1 IPL, at its option, may impose a demand
charge of up to 48.6 mills per kilowatt reserved
per hour, but the total demand charge in any one
day shall be no more than the product of $0.778
times the highest amount in kilowatts reserved in
any hour during the day. Or,
3.31.2 IPL, at its option, may choose to supply
such energy without imposing a demand charge in
which case no additional payment is included.
However, if this option is chosen, the cost of such
energy will be calculated as 110% of the actual Out-
Of-Pocket Cost (such cost being as of the delivery
point or points, as provided in Section 4.01 of
Article 4 of the 1992 Agreement, taking into
account electrical losses incurred from the source
or sources of such energy to said delivery point or
points) to the supplying Party generating such
energy.
3.32 When PSI is the supplying Party by payment of the
following:
(1) For energy generated, the agreed upon demand charge
rate of up to $50 per megawatt-hour (such charge
pertains to the production component only), the
total demand charge in any one day shall be no more
than the product of $797 and the greatest amount of
megawatts reserved in any hour during said day and
the total charge in any one week shall be no more
than the product of $4,781 and the greatest number
of megawatts reserved in any hour during said week.
Non-firm transmission service per the provisions of
the CINergy Services, Inc., FERC Electric Tariff,
Original Volume No. 3, Non-Firm Point-to-Point
Transmission Service Standard Tariff - NFT (or any
successor transmission tariff of similar service)
must be obtained;
(2) For daily energy which is purchased by PSI from a
third party for economic reasons to meet system
needs but in subsequent system resources accounting
calculations is determined to have been used to
supply a Daily Non-Displacement Energy transaction
and for which PSI stands by to supply from its own
resources: (a) the amount paid by PSI to the third
party for such energy, plus (b) the cost of
transmission losses, regulatory commission charges
and taxes incurred which would not otherwise have
been incurred, plus (c) $1.00 per megawatt-hour for
difficult-to-quantify energy related costs, and,
plus (d) up to $50 per megawatt-hour (such charge
pertains to the production component only), the
total charge in any one day shall be no more than
the product of $797 and the greatest number of
megawatts reserved in any hour during said day and
the total charge in any one week shall be no more
than the product of $4,781 and the greatest number
of megawatts reserved in any hour during said week.
Non-firm transmission service per the provisions of
the CINergy Services, Inc., FERC Electric Tariff,
Original Volume No. 3, Non-Firm Point-to-Point
Transmission Service Standard Tariff - NFT (or any
successor transmission tariff of similar service)
must be obtained.
3.33 If equivalent energy is returned to IPL, it shall
be returned at times when the load conditions of
the Party receiving it are equivalent to the load
conditions of such Party at the time the energy for
which it is returned was delivered or, if such
Party elects to have equivalent energy returned
under different conditions, it shall be returned in
such amounts, to be agreed upon by the Operating
Committee, as will compensate for the difference in
conditions.
3.4 Non-Displacement Energy delivered under Subsection 2.2
above that is purchased by the supplying Party from another
interconnected system which is not a signatory to the 1992
Agreement ("Third Party") at the request of the receiving
Party shall be settled for as follows:
3.41 When IPL is the supplying Party, by a payment of 100
percent of the amount paid to such Third Party, plus a
demand charge in an amount to be agreed upon by the
Parties at the time of the reservation of up to 3.6
mills per kilowatt reserved per hour, but the total
demand charge in any one day shall be no more than the
product of $0.058 times the highest amount in kilowatts
reserved in any hour during the day, plus 1 mill per
kilowatt-hour (for difficult to quantify energy-related
costs), plus the cost of any quantifiable transmission
losses, taxes, and other expenses incurred that would
not have been incurred if such transaction had not been
made.
3.42 When PSI is the supplying Party: by (a) non-firm
transmission service per the provisions of the CINergy
Services, Inc., FERC Electric Tariff, Original Volume
No. 3, Non-Firm Point-to-Point Transmission Service
Standard Tariff - NFT (or any successor transmission
tariff of similar service) must be obtained and (b) an
energy charge of 100% of the Out-of-Pocket Cost paid
therefor by PSI, plus $1.00 per megawatt-hour (for
difficult to quantify energy-related costs), plus any
transmission losses resulting on the system of the
CINergy Operating Companies on account of the
transaction, and plus any regulatory commission charges
and taxes incurred by PSI on account of the transaction.
3.5 Notwithstanding the rates stated in Subsection 3.3
above, when IPL is the supplying Party, if the "demand
charge" option of Section 3.31.1 is chosen, the sum of the
demand and energy charges for each specific reservation made
pursuant to Section 2.2 of this Service Schedule B which
includes a demand charge shall not:
(1) exceed the total of:
(i) The product of the number of kilowatts
reserved for such reservation times the
maximum hourly demand charge specified above
in Subsection 3.3; and
(ii) The product of the number of kilowatt-hours
sup-plied for such reservation times 110% of
the average cost per kilowatt-hour of energy
generated by IPL's Petersburg Unit No. 4 for
the last preceding month during which it was
run; or
(2) be less than 100% of the total Out-Of-Pocket Cost
of supplying the Non-Displacement Energy for such
reservation.
3.6 Notwithstanding the rates stated in Subsection 3.3
above, when PSI and CINergy Services are the supplying Party,
the sum of the demand and energy charges for each specific
reservation made pursuant to Section 2.2 of this Service
Schedule B shall not:
(1) exceed the total of:
(i) The product of the number of megawatts
reserved for such reservation times the
maximum hourly demand charge specified above
in Subsection 3.3; and plus
(ii) The product of the number of megawatt-hours
supplied for such reservation times 110% of
the average cost per megawatt-hour of energy
generated by the CINergy Operating Companies*
Zimmer Unit No. 1 and Gibson Unit No. 5 for
the preceding month; nor
(2) be less than 100% of the total Out-Of-Pocket Cost
of supplying the Non-Displacement Energy for such
reservation.
3.7 The aggregate instant total capacity of all IPL sales
under this and other Service Schedules which are a part of
this and other IPL Agreements, for which the rates charged
have been supported on the basis that total revenues will not
exceed the costs of Petersburg Unit No. 4, is limited to 515
MW.
3.8 The total power of all sales by the CINergy Operating
Companies and CINergy Services under this and other
agreements of the CINergy Operating Companies and CINergy
Services, for which the agreed upon demand charge is
determined based on Zimmer Unit No. 1 and Gibson Unit No. 5,
is limited to 925 MWs (CINergy Operating Companies* Zimmer
Unit No. 1 Net Demonstrated Capability of 612 MWs and Gibson
Unit No. 5 Net Demonstrated Capability of 313 MWs) on an
hourly basis. For sales in excess of the capacity limitation
of 925 MWs noted above, the rate shall consist of an energy
charge of up to 110% of Out-of-Pocket Cost and a demand
charge of up to $ 13 per megawatt per hour (such charge
pertains to the production component only), the total charge
in any one day shall be no more than the product of $209 and
the greatest number of megawatts reserved in any hour during
said day and the total charge in any one week shall be no
more than the product of $1,252 and the greatest number of
megawatts reserved in any hour during said week. Non-firm
transmission service per the provisions of the CINergy
Services, Inc., FERC Electric Tariff, Original Volume No. 3,
Non-Firm Point-to-Point Transmission Service Standard Tariff
- - NFT (or any successor transmission tariff of similar
service) must be obtained; but in no event shall the total
revenue (energy charge and demand charge combined) be less
than 100% of the Out-of-Pocket Costs for supplying the Non-
Displacement Energy for such reservation. Notwithstanding
all previous Subsections, when power is sold under both this
Subsection and Subsection 3.3 in any month, the total demand
charge will be the applicable weighted average demand charges
in this Subsection and Subsection 3.3. Such weighting will
be developed by adding the number of hours that power was
provided under this Subsection times the applicable demand
charge under this Subsection and the number of hours that
power was provided under Subsection 3.3 times the applicable
demand charge in Subsection 3.3, with the sum being divided
by the applicable number of hours of the transaction (month,
week, day or hours).
EXHIBIT III
(First Revision)
SERVICE SCHEDULE C
SHORT TERM POWER AND ENERGY
SECTION 1 - DURATION
1.1 This Service Schedule C, being a part of and under the
Interconnection Agreement (referred to herein as the "1992
Agreement"), dated as of May 1, 1992, among Indianapolis
Power & Light Company (hereinafter called "IPL") and PSI
Energy, Inc., formerly named Public Service Company of
Indiana, Inc. (hereinafter called "PSI") and CINergy
Services, Inc. (hereinafter called "CINergy Services"), shall
become effective as of the effective date of the Third
Amendment, dated June 30, 1995, to the 1992 Agreement and
shall continue in effect throughout the duration of the 1992
Agreement. IPL, PSI and CINergy Services are sometimes
hereinafter referred to individually as "Party" or
collectively as "Parties" where appropriate.
SECTION 2 - SERVICES TO BE RENDERED
2.1 Any Party, by giving the other Parties notice, may
reserve from the other Parties (a) electric power ("Weekly
Short Term Power") for periods of one or more weeks or (b)
electric power ("Daily Short Term Power") for periods of one
or more days whenever the Party requested to reserve the same
is willing to make such power available. Under ordinary
circumstances such reservation shall extend for not less than
a calendar week if it begins with Sunday or for the balance
of the calendar week if it begins with any day subsequent to
Sunday; however, under unusual circumstances, the Parties may
mutually agree upon a reservation of Daily or Weekly Short
Term Power for a lesser number of days. In all cases the
Party asked to supply Daily or Weekly Short Term Power shall
be the sole judge as to the amounts and periods that it has
electric power available that may be reserved by another
Party as Short Term Power. A transaction made by any Party
under this Service Schedule C shall not extend beyond twelve
(12) months.
2.11 Prior to each reservation of Weekly or Daily Short
Term Power, the number of megawatts to be reserved, the
period of the reservation, the terms of such reservation, and
the source of such power if the supplying Party is in turn
reserving such power from another interconnected system which
is not a signatory to the 1992 Agreement ("Third Party"),
shall be determined by the Parties. Such reservation shall
be confirmed in writing at the request of any Party. If
during such period the conditions arise that could not have
been reasonably foreseen at the time of the reservation and
cause the reservation to be burdensome to the supplying
Party, such Party may by oral notice to the reserving Party,
such oral notice to be later confirmed in writing if
requested by any Party, reduce the number of megawatts
reserved by such amount and for such time as it shall specify
in such notice, but kilowatts reserved hereunder that the
supplying Party is in turn reserving from a Third Party may
be reduced only to the extent they are reduced by such Third
Party.
2.12 During each period that Weekly or Daily Short Term
Power has been reserved, the Party that has agreed to
supply such power shall upon call by the reserving Party
deliver associated electric energy ("Weekly or Daily
Short Term Energy") to the reserving Party as of the
interconnection point or points, as provided in Section
4.01 of Article 4 of the 1992 Agreement at a rate during
each hour of up to and including the number of megawatts
reserved.
SECTION 3 - COMPENSATION
3.1 Weekly Short-Term Power and Energy
3.1.1 Except as otherwise provided in Subsection 3.1.3
below, when IPL is the supplying Party, PSI shall pay
all of the following which are applicable (the
applicable demand charge rate per this Subsection is
limited by Subsection 3.5):
(a) for any week that Weekly Short-Term Power and
Energy is reserved, a demand charge rate to be
agreed upon by the Parties at the time such
Weekly Short-Term Power and Energy is
reserved, at a rate of up to $3.89 per
kilowatt reserved, except, for each day (other
than Sunday) during any part of which the
amount of such Weekly Short-Term Power and
Energy is reduced by IPL, the total demand
charge shall be reduced by one-sixth (1/6) of
said agreed upon demand charge rate for each
megawatt of the reduction;
(b) for Weekly Short-Term Energy delivered that is
generated by IPL, an energy charge to be
agreed upon by the Parties at the time of the
transaction of up to 110% of the Out-Of-Pocket
Cost (such cost being as of the
interconnection point or points, as defined in
Article 4 of the 1992 Agreement, taking into
account electrical losses incurred from the
source or sources of such energy to the
interconnection point or points) of supplying
such energy;
(c) for Weekly Short-Term Energy delivered that is
purchased by IPL from a Third Party, an energy
charge of 100% of the Out-Of-Pocket Cost paid
therefor by IPL, plus one (1) mill per
kilowatt-hour of such purchased energy (for
difficult to quantify energy-related costs),
plus any transmission losses resulting on
IPL*s system on account of the transaction,
and plus any taxes incurred by IPL on account
of the transaction.
3.1.2 Except as otherwise provided in Subsection 3.1.3
below, when PSI is the supplying Party, IPL shall pay
all of the following which are applicable (the
applicable demand charge rate per this Subsection is
limited by Subsection 3.6):
(a) for any week that Weekly Short-Term Power and
Energy is reserved, a demand charge rate to be
agreed upon by the Parties at the time such
Weekly Short-Term Power and Energy is
reserved. Said demand charge rate shall be at
a rate of up to $4,781 per megawatt reserved
(such charge pertains to the production
component only), except for each day (other
than Sunday) during any part of which the
amount of such Weekly Short-Term Power and
Energy is reduced by PSI, the total demand
charge shall be reduced by one-sixth (1/6) of
said agreed upon demand charge rate (rounded
to the nearest $0.10 per megawatt) for each
megawatt of the reduction. Non-firm
transmission service per the provisions of the
CINergy Services, Inc., FERC Electric Tariff,
Original Volume No. 3, Non-Firm Point-to-Point
Transmission Service Standard Tariff - NFT (or
any successor transmission tariff of similar
service) must be obtained;
(b) for Weekly Short-Term Energy delivered that is
generated by PSI, an energy charge to be
agreed upon by the Parties at the time of the
transaction of up to 110% of the Out-Of-Pocket
Cost (such cost being as of the
interconnection point or points, as defined in
Article 4 of the 1992 Agreement, taking into
account electrical losses incurred from the
source or sources of such energy to the
interconnection point or points) of supplying
such energy;
(c) for Weekly Short-Term Energy delivered that is
purchased by PSI from a Third Party, an energy
charge of 100% of the Out-Of-Pocket Cost paid
therefor by PSI, plus $1.00 per megawatt-hour
of such purchased energy (for difficult to
quantify energy-related costs), plus any
transmission losses resulting on the system of
the CINergy Operating Companies on account of
the transaction, and plus any regulatory
commission charges and taxes incurred by PSI
on account of the transaction.
3.1.3 When Weekly Short-Term Power and Energy is
purchased by the supplying Party from a Third Party
specifically for the reserving Party, the reserving
Party shall pay the supplying Party all of the following
which are applicable:
(a) the demand charge paid therefor by the supplying
Party to the Third Party for such electric power
and energy;
(b) when IPL is the supplying Party:
(1) for any week such Weekly Short-Term Power and
Energy is reserved, a demand charge rate per
kilowatt to be agreed upon by the Parties at
the time such Weekly Short-Term Power and
Energy is reserved, at a rate of up to $0.29
per kilowatt reserved (such charge pertains to
the reservation of transmission). In the
event the amount of such Weekly Short-Term
Power and Energy is reduced by IPL, said
demand charge shall be reduced by the sum of
(i) one-sixth (1/6) of the said agreed upon
weekly rate per kilowatt of the reduction for
each day (other than Sunday) during which such
reduction is in effect, and (ii) the
reduction, if any, in the demand charge paid
by IPL to the Third Party;
(c) when PSI is the supplying Party:
(1) Non-firm transmission service per the
provisions of the CINergy Services, Inc., FERC
Electric Tariff, Original Volume No. 3, Non-
Firm Transmission Service Standard Tariff -
NFT (or any successor transmission tariff of
similar service) must be obtained. In the
event the amount of such Weekly Short-Term
Power and Energy is reduced by PSI, said
demand charge shall be reduced by the sum of
(i) one-sixth (1/6) of the said agreed upon
weekly rate per megawatt of the reduction for
each day (other than Sunday) during which such
reduction is in effect, and (ii) the
reduction, if any, in the demand charge paid
by PSI to the Third Party;
(2) for each megawatt-hour purchased by PSI from a
Third Party to supply Weekly Short-Term Energy
delivered during such period, an energy charge
of 100% of the Out-Of-Pocket Cost paid
therefor by PSI, plus $1.00 per megawatt-hour
(for difficult to quantify energy-related
costs), plus any transmission losses resulting
on the system of the CINergy Operating
Companies on account of the transaction, and
plus any regulatory commission charges and
taxes incurred by PSI on account of the
transaction.
3.2 Daily Short-Term Power and Energy
3.2.1 Except as otherwise provided in Subsection 3.2.3
below, when IPL is the supplying Party, PSI shall pay
all of the following which are applicable (the
applicable demand charge rate per this Subsection is
limited by Subsection 3.5):
(a) for any day that Daily Short-Term Power and Energy
is reserved, a demand charge rate to be agreed upon
by the Parties at the time such Daily Short-Term
Power and Energy is reserved, at a rate of up to
$0.778 per kilowatt reserved, except, for any day
during any part of which the amount of such Daily
Short-Term Power and Energy is reduced by IPL, the
agreed upon demand charge will only be paid for the
power still available;
(b) for Daily Short-Term Energy delivered that is
generated by IPL, an energy charge of up to 110% of
the Out-of-Pocket Cost (such cost being as of the
interconnection point or points, as defined in
Article 4 of the 1992 Agreement, taking into
account electrical losses incurred from the source
or sources of such energy to the interconnection
point or points) of supplying such energy;
(c) for Daily Short-Term Energy delivered that is
purchased by IPL from a Third Party, an energy
charge of 100% of the Out-of-Pocket Cost paid
therefor by IPL, plus one (1) mill per kilowatt-
hour of such purchased energy (for difficult to
quantify energy-related costs), plus any
transmission losses resulting on IPL*s system on
account of the transaction, and plus any taxes
incurred by IPL on account of the transaction.
3.2.2 Except as otherwise provided in Subsection 3.2.3
below, when PSI is the supplying Party, IPL shall pay all of
the following which are applicable (the applicable demand
charge rates per this Subsection are limited by Subsection
3.6):
(a) for any day that Daily Short-Term Power and Energy
is reserved, a demand charge rate to be agreed upon
by the Parties at the time such Daily Short-Term
Power and Energy is reserved. Said demand charge
rate shall be at a rate of up to $797 per megawatt
reserved (such charge pertains to the production
component only), the total charge in any week shall
be no more than the product of $4,781 and the
greatest number of megawatts reserved in any day
during said week, except for any day during any
part of which the amount of such Daily Short-Term
Power and Energy is reduced by PSI, the agreed upon
demand charge will only be paid for the power still
available. Non-firm transmission service per the
provisions of the CINergy Services, Inc., FERC
Electric Tariff, Original Volume No. 3, Non-Firm
Point-to-Point Transmission Service Standard Tariff
- NFT (or any successor transmission tariff of
similar service) must be obtained;
(b) for Daily Short-Term Energy delivered that is
generated by PSI, an energy charge of up to 110% of
the Out-of-Pocket Cost (such cost being as of the
interconnection point or points, as defined in
Article 4 of the 1992 Agreement, taking into
account electrical losses incurred from the source
or sources of such energy to the interconnection
point or points) of supplying such energy;
(c) for Daily Short-Term Energy delivered that is
purchased by PSI from a Third Party, an energy
charge of 100% of the Out-of-Pocket Cost paid
therefor by PSI, plus $1.00 per megawatt-hour of
such purchased energy (for difficult to quantify
energy-related costs), plus any transmission losses
resulting on the system of the CINergy Operating
Companies on account of the transaction, and plus
any regulatory commission charges and taxes
incurred by PSI on account of the transaction.
3.2.3 When Daily Short-Term Power and Energy is
purchased by the supplying Party from a Third Party
specifically for the reserving Party, the reserving
Party shall pay the supplying Party all of the following
which are applicable:
(a) the demand charge paid therefor by the supplying
Party to the Third Party for such electric power
and energy;
(b) when IPL is the supplying Party:
(1) for any day such Daily Short-Term Power and
Energy is reserved, a demand charge per kilowatt to
be agreed upon by the Parties at the time such
Daily Short-Term Power and Energy is reserved, at a
rate of up to $0.058 per kilowatt reserved (such
charge pertains to the reservation of
transmission). In the event the amount of such
Daily Short-Term Power and Energy is reduced by
IPL, said demand charge shall be reduced by the sum
of (i) one-sixteenth (1/16) of the said agreed upon
daily rate per kilowatt of the reduction for each
hour in any day during which such reduction is in
effect, such reduction not to exceed the agreed
upon demand charge for such day, and (ii) the
reduction, if any, in the demand charge paid by IPL
to the Third Party;
(2) for each kilowatt-hour purchased by IPL from a
Third Party to supply Daily Short-Term Energy
delivered during such period, an energy charge of
100% of the Out-of-Pocket Cost paid therefor by
IPL, plus one (1) mill per kilowatt-hour (for
difficult to quantify energy-related costs), plus
any transmission losses resulting on IPL*s system
on account of the transaction, and plus any taxes
incurred by IPL on account of the transaction;
(c) when PSI is the supplying Party:
(1) Non-firm transmission service per the
provisions of the CINergy Services, Inc., FERC
Electric Tariff, Original Volume No. 3, Non-Firm
Transmission Service Standard Tariff - NFT (or any
successor transmission tariff of similar service)
must be obtained. In the event the amount of such
Daily Short-Term Power and Energy is reduced by
PSI, said demand charge shall be reduced by the sum
of (i) one-sixteenth (1/16) of the said agreed upon
daily rate per megawatt of the reduction for each
hour in any day during which any such reduction is
in effect, such reduction not to exceed the agreed
upon demand charge for such day, and (ii) the
reduction, if any in the demand charge paid by PSI
to the Third Party;
(2) for each megawatt-hour purchased by PSI from a
Third Party to supply Daily Short-Term Energy
delivered during such period, an energy charge of
100% of the Out-of-Pocket Cost paid therefor by
PSI, plus $1.00 per megawatt-hour (for difficult to
quantify energy-related costs), plus any
transmission losses resulting on the system of the
CINergy Operating Companies on account of the
transaction, and plus any regulatory commission
charges and taxes incurred by PSI on account of the
transaction.
3.3 Notwithstanding the rates stated in the Subsections
3.1.1, 3.1.3, 3.2.1 and 3.2.3 above, when IPL is the
supplying Party, the sum of the demand and energy charges for
each specific reservation made pursuant to Section 2 of this
Service Schedule C shall not:
(1) exceed the total of:
(i) the product of the number of kilowatts
reserved for such reservation times the maximum
Weekly or Daily demand charge, whichever is
applicable, specified above in Subsections 3.1.1,
3.1.3, 3.2.1 and 3.2.3, as appropriate; and
(ii) the product of the number of kilowatt-hours
supplied for such reservation times 110% of the
average cost per kilowatt-hour of energy generated
by IPL's Petersburg Unit No. 4 for the last
preceding month during which it was run; or
(2) be less than 110% of the total Out-Of-Pocket Cost
of supplying the Short Term Energy for such reservation.
3.4 Notwithstanding the rates stated in Subsections 3.1.2,
3.1.3, 3.2.2 and 3.2.3 above, when PSI and CINergy Services
are the supplying Party, the sum of the demand and energy
charges for each specific reservation made pursuant to
Section 2 of this Service Schedule C shall not:
(1) exceed the total of:
(i) the product of the number of megawatts reserved
for such reservation times the maximum Weekly or
Daily demand charge, whichever is applicable,
specified above in Subsections 3.1.2, 3.1.3, 3.2.2
and 3.2.3, as appropriate, and plus
(ii) the product of the number of megawatt-hours
supplied for such reservation times 110% of the
average cost per megawatt-hour of energy generated
by the CINergy Operating Companies* Zimmer Unit No.
1 and Gibson Unit No. 5 for the preceding month;
nor
(2) be less than 100% of the Out-Of-Pocket Costs of
supplying the Short Term Energy for such reservation.
3.5 The aggregate instant total capacity of all IPL sales
under this and other Service Schedules which are a part of
this and other IPL Agreements, for which the rates charged
have been supported on the basis that total revenues will not
exceed the costs of Petersburg Unit No. 4, is limited to
515MW.
3.6 The total power of all sales by the CINergy Operating
Companies and CINergy Services under this and other
agreements of the CINergy Operating Companies and CINergy
Services, for which the agreed upon demand charge is
determined based on Zimmer Unit No. 1 and Gibson Unit No. 5,
is limited to 925 MWs (CINergy Operating Companies* Zimmer
Unit No. 1 Net Demonstrated Capability of 612 MWs and Gibson
Unit No. 5 Net Demonstrated Capability of 313 MWs) on an
hourly basis. For sales in excess of the power limitation of
925 MWs noted above, the rate shall consist of an energy
charge of up to 110% of Out-of-Pocket Cost and a demand
charge of up to $1,252 per megawatt per week or a demand
charge of up to $209 per megawatt per day, the total charge
in any one week shall be no more than the product of $1,252
and the greatest number of megawatts reserved in any hour
during said week (such charge pertains to the production
component only). Non-firm transmission service per the
provisions of the CINergy Services, Inc., FERC Electric
Tariff, Original Volume No. 3, Non-Firm Point-to-Point
Transmission Service Standard Tariff - NFT (or any successor
transmission tariff of similar service) must be obtained; but
in no event shall the total revenue (energy charge and demand
charge combined) be less than 100% of the Out-of-Pocket Costs
of supplying the Short-Term Energy for such reservation.
Notwithstanding all previous Subsections, when power is sold
under both this Subsection and Subsection 3.1.2 in any week,
the total demand charge will be the weighted average demand
charges in this Subsection and Subsection 3.1.2. Such
weighting will be developed by adding the number of hours
that power was provided under this Subsection times the
demand charge under this Subsection and the number of hours
that power was provided under Subsection 3.1.2 times the
demand charge in Subsection 3.1.2, with such sum being
divided by the total number of hours in the week. Also, when
power is sold under both this Subsection and Subsection 3.2.2
in any day, the total demand charge will be the weighted
average demand charges in this Subsection and Subsection
3.2.2. Such weighting will be developed by adding the number
of hours that power was provided under this Subsection times
the demand charge under this Subsection and the number of
hours that power was provided under Subsection 3.2.2 times
the demand charge in Subsection 3.2.2, with such sum being
divided by the total number of hours in the day.
EXHIBIT IV
(SECOND REVISION)
SERVICE SCHEDULE D
CARMEL SOUTHEAST TAP NETWORK POWER AND ENERGY TRANSFER
SECTION 1 - DURATION
1.1 This Service Schedule, being a part of and under the
Interconnection Agreement (referred to herein as the "1992
Agreement") dated as of May 1, 1992 between Indianapolis
Power & Light Company (hereinafter called "IPL") and PSI
Energy, Inc., formerly named Public Service Company of
Indiana, Inc., (hereinafter called "PSI") and CINergy
Services, Inc. (hereinafter called "CINergy Services"), shall
become effective as of the earlier date of either September
1, 1995 or the effective date of the Third Amendment, dated
June 30, 1995, and shall continue in effect through August
31, 1996, unless extended as provided in Section 6 hereof.
IPL, PSI and CINergy Services are sometimes hereinafter
referred to individually as "Party" or collectively as
"Parties" where appropriate.
SECTION 2 - FACILITIES TO BE PROVIDED
2.1 PSI shall provide, install, operate and maintain, at its
own expense, during the term of this Service Schedule D as
defined in Section 6 hereof, the following facilities:
(i) At its Carmel Southeast Substation - a 138,000 volt
three-phase interrupting device, a 24/40 MVA transformer,
12,470 volt metering equipment, relaying, switching, a
supervisory control remote terminal unit, a communication
circuit from the supervisory unit to IPL*s Load Dispatch
Office and appurtenant equipment, all of which shall be
subject to the prior approval of IPL. PSI shall be
responsible for installing, owning and maintaining all
necessary protection equipment required by IPL to protect
IPL*s facilities associated with Carmel Tap. PSI*s remote
terminal unit shall provide data acquisition, remote status
and control of the load and allow PSI to provide real time
dispatch of their generation to their load as well as load
control while IPL will be provided real time breaker status
and load data.
(ii) A 138,000 volt transmission line extending from
Carmel Southeast Substation to Transmission Tower
Number 7 (Map Section 173A) on IPL's 138,000 volt
North-River Road (132-57) transmission line,
together with a 138,000 volt tap at such tower, to
be known as the Carmel Tap Point.
2.2 IPL shall provide, install, operate and maintain, as
direct assignment facilities at the sole benefit and expense
of PSI, during the term of the Carmel Tap Point as defined in
Section 6 hereof, a 138,000 volt two-way switching point with
supervisory controlled 138,000 volt line interrupting
disconnect switches and associated facilities such as a
switch tower, supervisory terminal unit and communication
circuit at the Carmel Tap Point.
SECTION 3 - SERVICES TO BE RENDERED
3.1 The Parties hereto mutually agree that their respective
radial distribution systems will not be operated in parallel
through the Carmel Tap Point. Electric energy supplied by
IPL to PSI at the Carmel Tap Point will be treated as
capacity and energy simultaneously transferred into IPL's
system by PSI through the other interconnection points of the
Parties and will be used only to supply the ultimate
consumers of PSI who are or may be served from PSI's Carmel
Southeast Substation. Any capacity or energy delivered by
IPL to PSI through the Carmel Tap Point shall be
simultaneously supplied by PSI to IPL through any of the
interconnection points of the Parties. PSI*s supplied energy
shall include an adder of approximately 3%-5% to the capacity
and energy delivered to the Carmel Tap by IPL to compensate
IPL for capacity and energy losses occurring on IPL*s system
and PSI*s tapped transmission line and transformer bank
(metered at secondary voltage) due to the transfer of energy
to the Carmel Tap Point.
3.2 IPL shall provide PSI with the following services:
1) Firm, network transmission service including a
capacity reservation (34,500 volt, 138,000 volt and
above) of up to and including 20 MW*s (measured at
the other IPL/PSI interconnection points as defined
in the 1992 Agreement). Said service and
reservation shall be planned for and provided on
the same basis as IPL*s firm native load customers
only during the term of this service schedule as
set forth in Section 6 herein of this Agreement.
2) Non-firm transmission service (34,500 volt, 138,000
volt and above) up to and including 30 MW*s
(measured at the other IPL/PSI interconnection
points in the 1992 Agreement) in addition to the
firm transmission listed in Point 1 above. Said
non-firm service shall be on an as available,
interruptible basis when requested by PSI.
Upon IPL*s request, PSI shall immediately curtail and/or
interrupt its firm load served by the 20 MW firm network
transmission and reservation service on the same basis as
IPL*s firm native load customers. If PSI*s demand exceeds
their reservation (herein called "excess loading") PSI shall
demonstrate that all such demand exceeding their reservation
is 1) immediately interruptible by contract or 2) that such
excess loading occurred due to emergency switching lasting
less than a total of two (2) weeks within any six-month
period. Otherwise such excess loading shall be treated as
having automatically increased PSI*s reservation, for billing
purposes only, until IPL is satisfied PSI has taken actions
to permanently eliminate such excess loading. IPL shall
coordinate non-emergency maintenance outages with PSI and
provide a minimum notification by 12:00 noon of the day
before the scheduled outage.
3.3 IPL and PSI shall periodically conduct independent
and/or joint studies of their future systems to serve the
Indianapolis northeast metropolitan area. PSI shall annually
update and provide IPL with their ten year demand projections
for the Carmel Tap Point. If such studies indicate problems
due to PSI*s 20 MW reservation or projected increase in
reservation, then IPL and PSI shall jointly or independently,
as soon as practicable, develop plans and estimates of cost
for the installation of any additional equipment or
facilities necessary to effect a long term solution to such
problem so that transmission services hereunder may be
reliably continued in accordance with IPL standards.
IPL*s studies of this service cover the first five years and
identified facilities during that period which may need to be
upgraded if area demand grows faster than presently
projected. If facility upgrades are required, PSI shall pay
annual carrying costs on a monthly basis during the time
period from the in-service date of the facilities until IPL*s
area load increases by the amount of PSI*s 20 MW reservation
plus actual and projected increases in reservation (herein
called "period of advancement") after which the remaining
costs shall be rolled into IPL*s rate analysis. Any time
PSI*s reservation, as determined under 3.2 above, requires
IPL to install facilities in advance of its need, PSI shall
pay annual carrying cost on such facilities during the period
of advancement. Increased reservations beyond 20 MWs shall
be treated as interruptible until all necessary facilities to
reliably accommodate these loads are placed in service. IPL
will not increase or upgrade the capacity of its existing or
planned transmission facilities in order to provide service
under this Agreement if doing so would unduly 1) impair IPL*s
system reliability or 2) jeopardize the benefits of service
or 3) increase the cost of service to IPL*s Native Load
Customers and other customers to whom IPL has a pre-existing
contractual obligation.
In the event PSI does not elect to continue its reservation
after the term of this Service Schedule, PSI shall pay 1) the
stranded cost of all IPL*s facilities directly assignable to
providing firm service for PSI*s reservation and 2) the
remaining annual cost on a monthly basis of all system
improvements from the termination date until IPL*s area load
increase equals the amount of PSI*s reservation. In the
event IPL can*t obtain regulatory approvals for facility
modifications needed to increases PSI*s reservation, then
firm service shall not be provided for the amount of the
increased service reservation.
3.4 PSI shall provide for ancillary services such as dynamic
reactive var/voltage support, all generation reserves, real
time generation dispatch, load following and dispatch control
services needed to support the operation of the Carmel Tap
Point.
3.5 IPL shall file with the FERC an amendment to Service
Schedule D for all direct assignment facilities (not covered
in Section 2.2) to be provided for PSI by IPL under this
Service Schedule and for all costs for advanced system
improvements during the "period of advancement" due to the
PSI transmission reservation provided under Service Schedule
D. FERC*s failure to accept the cost assignments for either
direct assignment facilities and/or advanced system
improvements due to the PSI network load service provided in
this Service Schedule D shall result in 1) IPL terminating
its obligation to provide and plan for PSI*s transmission
reservation as covered in Section 3.2 and Section 3.3 above
or 2) PSI may elect to reduce the level and/or firmness of
PSI*s transmission reservation so that additional direct
assignment facilities and/or system improvement facility
advancements won*t be needed or 3) PSI may elect to terminate
service provided hereunder provided that upon termination of
this Service Schedule D by PSI, PSI shall remain responsible
for paying IPL all costs remaining for all direct assignment
facilities provided by IPL and all remaining costs for all
advanced system improvements attributed to PSI during the
period of advancement where said facilities have been filed
with and accepted by the FERC including the direct assignment
facilities provided initially under Section 2.2. The
stranded cost of the direct assignment facilities provided
under Section 2.2 shall be calculated and marked up for tax
effects as shown in Attachment 1 and shall be paid by PSI
within 30 days of receipt of the bill from IPL.
SECTION 4 - DEVIATIONS IN DELIVERIES AT CARMEL TAP POINT
4.1 The Parties agree that with respect to the Carmel Tap
Point, PSI shall simultaneously supply (including adjustments
for losses) to IPL from PSI*s other interconnection points
with IPL the capacity and energy delivered to PSI by IPL.
The Parties recognize, however, that despite their best
efforts to simultaneously supply and deliver capacity and
energy (including adjustments for losses) deviations between
actual and scheduled energy transfers may occur. Electric
energy resulting from such deviations shall, at the option of
IPL, be settled for either by return of equivalent energy or
by payment of Out-Of-Pocket Costs. If equivalent energy is
returned, it shall be returned at times when the generating
costs of IPL are equivalent to the generating costs of IPL at
the time of the deviations or, if IPL elects to have
equivalent energy returned under different conditions, it
shall be returned in such amounts, to be mutually agreed
upon, as will compensate IPL for the difference in
conditions.
IPL, at its option, may elect to bill for such Out-Of-Pocket
Costs, plus ten percent of such cost, for any energy supplied
over and above that scheduled by PSI for any hour or hours
during the billing period. Such costs shall be determined at
the Carmel Tap Point by taking into account electrical losses
incurred from the source or sources of such energy to said
Tap Point.
4.2 If IPL elects to bill for any energy supplied over and
above that scheduled by PSI for any hour or hours during the
billing period where the energy was supplied by a Third Party
then in accordance with the FERC Order 84 the maximum amount
to be billed by IPL to PSI shall be 100% of the Third Party
demand and energy charge plus 1 mill/kwhr (the 1 mill/kwhr
adder is applicable only to transactions with a duration of
less than one year) plus IPL*s network transmission rate as
accepted by the FERC under this Service Schedule D.
SECTION 5 - COMPENSATION
5.1 FIRM SERVICE - Electric power measured in kilowatts
supplied by PSI and delivered at the Carmel Tap Point under
the 1992 Agreement by IPL to PSI shall be billed on a monthly
basis the annual cost of IPL*s transmission system multiplied
by the ratio of the sum of PSI*s twelve 20 MW reservations
divided by IPL*s annual system peak demand which equals
$283,200 annually as calculated in the cost support Appendix
A. The loss factors consisting of a 3-5% adder, as noted in
Section 3.1 hereof, shall include PSI*s radial transmission
line and transformer bank associated with the Carmel Tap
Point and IPL*s 34,500 volt and above transmission system.
The loss factors shall include PSI*s radial transmission line
and transformer bank associated with the Carmel Tap Point and
IPL*s transmission system. The loss factors shall be
determined by the annual transmission system loss studies
performed by IPL and PSI. Also, increases in PSI*s
reservation shall be billed by using the same methodology.
5.2 NON-FIRM SERVICE - Electric power measured in kilowatts
supplied by PSI and delivered at the Carmel Tap Point under
the 1992 Agreement by IPL to PSI shall be billed at $1.18 per
kilowatt-month plus $0.01 per kilowatt-month for IPL dispatch
control. This demand charge for non-firm service applies to
usage above PSI*s firm service reservation and shall be based
upon the difference in maximum hourly demand in kilowatts
measured and the amount of PSI*s reservation in the calendar
month of billing. The loss factors consisting of a 3-5%
adder, as noted in Section 3.1 hereof, shall include PSI*s
radial transmission line and transformer bank associated with
the Carmel Tap Point and IPL*s 34,500 volt and above
transmission system. The loss factors shall be determined by
the annual transmission system loss studies performed by IPL
and PSI.
5.3 DIRECT ASSIGNMENT FACILITIES - PSI shall pay IPL on a
monthly basis IPL*s annual charges on the total installed
cost of the facilities provided in Section 2.2 above
multiplied by IPL*s annual carrying charges as calculated in
Attachment 1 and revisions will be filed with the FERC.
SECTION 6 - TERM OF AGREEMENT
6.1 This Service Schedule shall terminate August 31, 1996
unless PSI notifies IPL at least six (6) months prior to such
termination date that it desires to continue service to the
Carmel Tap Point; provided however, that any continued
service is subject to such terms and conditions as are
mutually agreed to by the Parties.
Fourth Amendment
June 26, 1996
Mr. Ron C. Snead
Cinergy Corporation
139 East Fourth Street
Cincinnati, OH 45201
Re: IPL/PSI Interconnection Agreement - Service Schedule D
Dear Ron:
This is to confirm the phone conversation on June 10, 1996,
in which you and Jerry Fohey, Director, Electric System
Planning, discussed extending our agreement regarding
transmission service IPL provides PSI Energy at the Carmel
Southeast Tap by one year to and including August 31, 1997.
You indicated that PSI Energy was agreeable to so extending
Service Schedule D (Carmel Southeast Tap Network Power and
Energy Transfer).
Please confirm by signature below, Cinergy's agreement that
the existing Service Schedule D, under which IPL currently
provides service to PSI Energy at the Carmel Southeast Tap,
will be extended by one year to and including August 31,
1997, with the same rates, terms and conditions. Further,
Cinergy and IPL agree that PSI Energy also has the option to
take transmission service for the Carmel Southeast Tap under
any open access transmission tariffs that may be filed by IPL
and which become effective after the date of this letter
agreement.
Three original copies of this letter are provided for your
signature. Please return two signed copies to IPL.
Regards,
/s/ John C. Berlier, Jr.
John C. Berlier, Jr.
Vice President - Resource
Planning & Rates
Enclosures
ACKNOWLEDGEMENT
By: /s/ John C. Procario
Title: General Manager
Company: Cinergy
Fifth Amendment
June 10, 1997
Mr. Ron C. Snead
Cinergy Corporation
139 East Fourth Street
Cincinnati, OH 45201
Re: IPL/PSI Interconnection Agreement - Service Schedule D
Dear Ron:
This letter seeks to extend our existing agreement regarding
transmission service IPL provides PSI Energy at the Carmel
Southeast Tap, which expires August 31. IPL proposes to
extend Service Schedule D (Carmel Southeast Tap Network Power
and Energy Transfer), a part of the existing interconnection
agreement between IPL and Cinergy, dated June 30, 1995, by
one year, to and including August 31, 1998.
Please confirm by signature below, Cinergy's agreement that
the existing Service Schedule D, under which IPL currently
provides service to PSI Energy at the Carmel Southeast Tap,
will be extended by one year to and including August 31,
1998, with the same rates, terms and conditions. Further,
Cinergy and IPL agree that PSI Energy also has the option to
take transmission service for the Carmel Southeast Tap under
any open access transmission tariffs that may be filed by IPL
and which become effective after the date of this letter
agreement.
Three original copies of this letter are provided for your
signature. Please return one signed original copy to me and
retain one copy for your files.
Regards,
/s/ John C. Berlier
John C. Berlier
Vice President
Resource Planning & Rates
Enclosures
ACKNOWLEDGEMENT
By: /s/ John C. Procario
Title: Vice President
Electric System Operations
Company: Cinergy Corp.
SIXTH AMENDMENT
TO THE
INTERCONNECTION AGREEMENT
AMONG
INDIANAPOLIS POWER & LIGHT COMPANY
PSI ENERGY, INC.
AND CINERGY SERVICES, INC.
0.01 THIS SIXTH AMENDMENT, dated on the 16th day of December,
1997, among INDIANAPOLIS POWER & LIGHT COMPANY ("IPL"), PSI
ENERGY ("PSI"), INC., and CINERGY SERVICES, INC. ("Cinergy
Services"). IPL, PSI, and Cinergy Services are referred to
individually as "Party" and collectively as "Parties" where
appropriate.
WITNESSETH:
0.02 WHEREAS, There is now in force and effect between IPL,
PSI, and Cinergy Services an Interconnection Agreement, dated
as of May 1, 1992 (the "1992 Agreement"); and
0.03 WHEREAS, the Parties desire to modify the 1992
Agreement, and
0.04 NOW, THEREFORE, in consideration of the premises and
mutual covenants and agreements of the Parties, as herein set
forth, the Parties agree as follows:
1.01 The following provisions of the 1992 Agreement are
modified as follows:
1.01.1 Section 4.01 of the 1992 Agreement shall read
as follows:
"4.01. Delivery Points. All electric energy
delivered under the 1992 Agreement shall be of the
character commonly known as three-phase sixty Hertz
energy, and shall be delivered at the
Interconnection Points specified under Section 1.01
hereof, at a nominal voltage of 138,000 volts at
the Five Points and Centerton Interconnection
Points, at the 138 kV Petersburg Interconnection
Point, and at the Carmel Tap Point; and at a
nominal voltage of 345,000 volts at the Whitestown
and Gwynneville Interconnection Points, and at the
345 kV Petersburg Interconnection Point; and at
such other points and voltages as hereafter may be
agreed upon by the Parties pursuant to Section 1.02
hereof. In addition to the interconnection points
provided in Sections 1.01 and 1.02, PSI may request
IPL deliver electric energy under the 1992
Agreement at interconnection points IPL may have
with third parties (hereinafter referred to as
"Alternate Delivery Points")."
1.01.2 Section 4.03 of the 1992 Agreement shall read
as follows:
"4.03. Metering Points. Electric power and energy
supplied and delivered under the 1992 Agreement
shall be measured by suitable metering equipment
which shall be provided, owned and maintained by
PSI or IPL as designated below at the following
metering points:
(i) 138,000 volt metering equipment installed
by PSI at the Five Points Substation;
138,000 volt metering equipment installed
by PSI at the Centerton Substation;
138,000 and 345,000 volt metering
equipment installed by IPL at the
Petersburg Station; 345,000 volt metering
equipment installed by IPL at its
Sunnyside Substation and at PSI's
Gwynneville and Whitestown Substations;
and 12.47 kV metering equipment installed
by PSI at its Carmel Southeast
Substation, and
(ii) At such other locations as hereafter may
be agreed upon by the Parties pursuant to
Section 1.02 hereof.
Electric power and energy supplied and delivered at
the Alternate Delivery Points specified in Section
4.01 shall be measured by metering equipment either
provided, owned and maintained by IPL or third
parties. Such metering equipment shall not be
subject to Sections 4.04 through 4.07 but shall
meet the reasonable requirements of the Operating
Committee."
1.01.3 Section 6.03 of the 1992 Agreement shall read
as follows:
"6.03. Billing Payments. All bills for amounts
owed by one Party to the other Party shall be due
on the first business day following the fifteenth
(15th) day after the end of the calendar month or
period service was rendered, or on the tenth (10th)
business day following receipt of a bill, whichever
is later. Payments shall be made by electronic
transfer or by such other mutually agreeable method
as shall cause such payment to be available for the
account of the payee on or before the due date.
Interest on unpaid amounts, both principal and
interest, shall accrue daily at the then current
prime interest rate per annum of The Chase
Manhattan Bank, N.A., New York, New York, plus two
percent (2%) per annum, or the maximum rate
permitted by law, whichever is less, from the date
due until the date upon which payment is made."
1.01.4 Section 7.01 of the 1992 Agreement shall read
as follows:
"7.01. Operating Committee Organization and
Duties. To coordinate the operation of their
respective generation, transmission, and
substation facilities in order that the benefits of
the 1992 Agreement may be realized by the Parties
to the fullest practicable extent, the Parties
shall establish a committee of authorized
representatives to be known as the Operating
Committee. Each of the Parties shall designate in
writing delivered to the other Party, the person
who is to act as its authorized representative (the
"OC Representative") on said committee (and the
person or persons who may serve as Alternate
whenever the OC Representative is unable to act).
The OC Representative and Alternate or Alternates
shall each be persons familiar with the generation,
transmission, and substation facilitates of the
system of the Party he represents, and each shall
be fully authorized (i) to cooperate with the other
OC Representative (or Alternates) and (ii) as the
need arises and subject to the declared intentions
of the Parties as herein set forth and to the terms
hereof and the terms of any other agreements then
in effect between the Parties, to determine and
agree from time to time upon the following:
(i) All matters pertaining to the
coordination of maintenance of the
generation and transmission facilities of
the Parties.
(ii) All matters pertaining to the control of
time, frequency, energy flow, kilovar
exchange, power factor, voltage, and
other similar matters bearing upon the
satisfactory synchronous operation of the
systems of the Parties.
(iii) Such other matters not specifically
provided for herein upon which
cooperation, coordination and agreement
as to quantity, time, method, terms and
conditions are necessary, in order that
the operation of the respective systems
of the Parties may be coordinated to the
end that the potential benefits
anticipated by the Parties will be
realized to the fullest extent
practicable.
(iv) All matters pertaining to the delivery of
electric power and energy pursuant to the
1992 Agreement."
1.01.5 Section 8.02 of the 1992 Agreement shall read
as follows:
"8.02. Relative Responsibilities. Each Party
assumes all responsibility for receipt and delivery
of electricity on its system to and from the Points
of Interconnection specified in Section 1.01 hereof
or agreed upon pursuant to Section 1.02 hereof or
as requested by PSI pursuant to Section 4.01.
Neither Party assumes any responsibility with
respect to the construction, installation,
maintenance or operation of the system of the other
Party or of the systems of third parties, in whole
or in part. In no event shall one Party be liable
to the other Party for damage or injury to any
person or property, whatsoever, arising, accruing
or resulting from, in any manner, the receiving,
transmission, control, use, application or
distribution of said electric power and energy.
Each Party shall use reasonable diligence to
maintain its facilities in proper and serviceable
condition, and shall take reasonable steps and
precautions for maintaining the services agreed to
be provided and received under the 1992 Agreement.
Each Party shall be responsible for its own
compliance with all applicable environmental
regulations and shall bear all costs arising from
its failure to comply with such environmental
regulations."
2.01 This Sixth Amendment shall be effective as of February
15, 1998 or as of the date it becomes effective under
applicable regulations or orders of FERC, whichever is later.
3.01 This Sixth Amendment is made subject to the jurisdiction
of any governmental authorities having jurisdiction in the
premises.
IN WITNESS WHEREOF, the Parties have caused this Sixth
Amendment to the 1992 Agreement to be executed by their
respective duly authorized officers, as of the day, month and
year first above-written.
INDIANAPOLIS POWER & LIGHT COMPANY
By /s/ Ramon L. Humke
Ramon L. Humke, President and
Chief Operating Officer
CINERGY SERVICES, INC.
By /s/ Michael E. Martin
Michael E. Martin, Vice President
PSI ENERGY, INC.
By /s/ John Mutz
John Mutz, President
Seventh Amendment
June 11, 1998
Mr. Ron C. Snead
Cinergy Corporation
139 East Fourth St.
Cincinnati, OH 45201
Re: IPL/PSI Interconnection Agreement - Service Schedule D
Dear Mr. Snead:
This letter seeks to extend our existing agreement regarding
transmission service IPL provides PSI Energy at the Carmel
Southeast Tap, which expires August 31. IPL proposes to
extend Service Schedule D (Carmel Southeast Tap Network Power
and Energy Transfer), a part of the existing interconnection
agreement between IPL and Cinergy, dated June 30, 1995, by
one year, to include August 31, 1999.
Please confirm by signature below, Cinergy's agreement that
the existing Service Schedule D, under which IPL currently
provides service to PSI at the Carmel Southeast Tap, will be
extended by one year to and including August 31, 1999, with
the same rates, terms and conditions. Further, Cinergy and
IPL agree that PSI Energy also has the option to take
transmission service for Carmel Southeast Tap under any open
access transmission tariffs that may be filed by IPL and
which become effective after the date of this letter
agreement.
Two original copies of this letter are provided for your
signature. Please return one signed original copy to me and
retain one copy for your files.
Regards,
/s/ Michael G. Banta
Michael G. Banta,
Vice President
and Assistant General Counsel
ACKNOWLEDGEMENT
By: /s/ John C. Procario
John C. Procario
Title: Vice President
Company: Cinergy Services, Inc., acting as agent for and on behalf of
PSI Energy, Inc.
Eighth Amendment
June 18, 1999
Mr. Ron Snead
Cinergy Corporation
139 East Fourth Street
Cincinnati, OH 45201
RE: IPL/PSI INTERCONNECTION AGREEMENT - Service Schedule D
Dear Mr. Snead:
This letter seeks to extend our existing agreement regarding
transmission service IPL provides PSI Energy at the Carmel
Southeast Tap, which expires August 31, 1999. IPL proposes to
extend Service Schedule D (Carmel Southeast Tap Network Power
and Energy Transfer), a part of the existing interconnection
agreement between IPL and Cinergy, dated June 30, 1995, by one
year, to include August 31, 2000.
Please confirm by signature below, Cinergy's agreement that the
existing Service Schedule D, under which IPL currently provides
service to PSI at the Carmel Southeast Tap, will be extended by
one year to and including August 31, 2000, with the same rates,
terms and conditions. Further, Cinergy and IPL agree that PSI
Energy also has the option to take transmission service for
Carmel Southeast Tap under any open access transmission tariffs
that may be filed by IPL and which become effective after the
date of this letter agreement.
Two original copies of this letter are provided for your signature.
Please return one signed original copy to me and retain one for
your files.
Respectfully,
/s/ Ralph E. Canter
Ralph E. Canter,
Senior Vice President,
Customer Services
REC:rly
ACKNOWLEDGEMENT
By: /s/ John C. Procario
John C. Procario
Title: Vice President
Company: Cinergy Services, Inc., acting as agent for and on behalf of
PSI Energy, Inc.
NINTH AMENDMENT
TO THE
INTERCONNECTION AGREEMENT
AMONG
INDIANAPOLIS POWER & LIGHT COMPANY
PSI ENERGY, INC.
AND CINERGY SERVICES, INC.
Effective as of
NINTH AMENDMENT
TO THE
INTERCONNECTION AGREEMENT
AMONG
INDIANAPOLIS POWER & LIGHT COMPANY
PSI ENERGY, INC.
AND CINERGY SERVICES, INC.
Pursuant to Order No. 888, Indianapolis Power & Light
Company (IPL) restates the rates for service provided by IPL
under the Interconnection Agreement as the following:
1) The Interconnection Agreement provides for IPL sales of
capacity and energy under service schedules described as:
Service Schedule A - Emergency Service
Service Schedule B - Interchange Energy
Service Schedule C - Short Term Power and Energy
2) The wholesale generation component of the rate applicable to
service under these Service Schedules A through D shall be the
bundled rate minus the transmission and ancillary service rates
provided in Section 3 of this Amendment.
Where the Service Schedules provide for compensation to IPL
in the form of equivalent energy, such return of equivalent
energy shall be made of the generation component, with the
transmission and ancillary services related to such return of
equivalent energy arranged pursuant to and assessed as provided
in Section 3 of this Amendment.
3) Transmission and ancillary services necessary to effectuate
sales under the Interconnection Agreement shall be arranged by
IPL under and subject to the rates, terms, and conditions of
IPL's Open Access Transmission Tariff. The rates for point-to-
point transmission service and the two ancillary services
necessary to effectuate such sales are provided below. IPL will
provide either Short-Term Firm Point-to-Point or Non-Firm Point-
to-Point transmission service and ancillary services for
Scheduling, System Control and Dispatch (Scheduling Service), and
Reactive Supply and Voltage Control from Generation Sources
(Reactive Supply Service). IPL will not provide Regulation and
Frequency Response Service, Energy Imbalance Service, Operating
Reserve-Spinning Reserve Service, or Operating Reserve-
Supplemental Reserve Service in connection with sales under the
Interconnection Agreement, and there will be no charge for such
services in connection with the sales under the Interconnection
Agreement.
The rates for both Short-Term Firm and Non-Firm Point-to-
Point Service are: $ 930.00/MW of reserved capacity for monthly
service, $215.00/MW of reserved capacity for weekly service,
$43.00/MW of reserved capacity for on-peak daily service, and
$30.70/MW of reserved capacity for off-peak daily service, with
the daily service capacity charges capped at the weekly rates.
Non-Firm Point-to-Point service is available on an hourly basis
at $2.69/MW for on-peak hours and $1.28/MWH for off-peak hours
with the maximum hourly charges capped at the daily rates.
For Scheduling Service, the monthly rate is $10.00/MW of
reservation, the weekly rate is $3.00/MW, the daily rate is
$0.60/MW, and the hourly rate is $0.04/MWH. The sum of the
hourly charges is capped at the daily rate, the sum of the daily
charges is capped at the weekly rate, and the sum of the weekly
charges is capped at the monthly rate.
For Reactive Supply Service, the monthly rate is $110.00/MW
of reservation, the weekly rate is $25.00/MW, the daily rate is
$5.00/MW, and the hourly rate is $0.31/MWH. The sum of the
hourly charges is capped at the daily rate, the sum of the daily
charges is capped at the weekly rate, and the sum of the weekly
charges is capped at the monthly rate.
If transmission and ancillary services are obtained by PSI
Energy and Cinergy Serivces, Inc. under Indianapolis Power &
Light Company's Open Access Transmission Tariff, there will be no
charge related to transmission and ancillary service assessed
under the Interconnection Agreement. A service agreement under
Indianapolis Power & Light Company's Open Access Transmission
Tariff is on file as of the effective date of this Ninth
Amendment to govern service to PSI Energy and Cinergy Serivces,
Inc. for this power sale, and charges for transmission and
ancillary services for this power sale will be assessed to PSI
Energy and Cinergy Serivces, Inc. under the Open Access
Transmission Tariff.
EXHIBIT 10.3
INTERCONNECTION AGREEMENT
BETWEEN
INDIANAPOLIS POWER & LIGHT COMPANY
AND
SOUTHERN INDIANA GAS AND ELECTRIC COMPANY
Dated: December 2, 1968
CONTENTS
Article Page
Preamble ------------------------------------------------------- 1
1. Provisions for, and Continuity of Interconnected
Operation ------------------------------------------------------ 2
2. Services to be Rendered ---------------------------------------- 5
3. Service Conditions --------------------------------------------- 7
4. Delivery Points, Metering Points, and Metering ----------------- 10
5. Records and Statements ----------------------------------------- 12
6. Billings and Payments ------------------------------------------ 13
7. Operating Committee -------------------------------------------- 14
8. Continuity of Service ------------------------------------------ 15
9. Duration of Agreement ------------------------------------------ 16
10. Liability ------------------------------------------------------ 18
11. Taxes ---------------------------------------------------------- 18
12. Notices -------------------------------------------------------- 18
13. Regulatory Authorities ----------------------------------------- 19
14. Waivers -------------------------------------------------------- 20
15. Entire Agreement Contained Herein ------------------------------ 20
16. Construction of Agreement -------------------------------------- 20
17. Assignment ----------------------------------------------------- 21
(i)
Service Schedule Page
A Emergency Service ---------------------------------------------- 22
B Energy Transfer ------------------------------------------------ 26
C Interchange Power ---------------------------------------------- 30
D Short Term Power ----------------------------------------------- 34
E Coordination of Scheduled Maintenance of
Generating Facilities ------------------------------------------ 38
(ii)
0.01 THIS AGREEMENT, dated as of the 2nd day of
December, 1968, between INDIANAPOLIS POWER & LIGHT
COMPANY (Indianapolis Company), an Indiana corporation,
and SOUTHERN INDIANA GAS AND ELECTRIC COMPANY (Southern
Indiana Company), also an Indiana corporation,
WITNESSETH:
0.02 WHEREAS, Indianapolis Company and Southern
Indiana Company each owns electric facilities and is
engaged in generation, transmission, distribution, and
sale of electric power and energy within the State of
Indiana; and
0.03 WHEREAS, Indianapolis Company and Southern
Indiana Company desire that certain 138,000-volt
transmission line facilities be provided and built so as
to establish a 138,000-volt interconnection between the
Indianapolis Company system and the Southern Indiana
Company system; and
0.04 WHEREAS, Indianapolis Company and Southern
Indiana Company desire to avail themselves of the mutual
benefits and advantages to be realized by interconnected
systems operation through such 138,000-volt
interconnection; and
0.05 WHEREAS, the parties desire to fix the terms
and conditions upon which such interconnection shall be
provided and built and upon which the furnishing of
interconnection services shall be effected;
0.06 NOW, THEREFORE, in consideration of the
premises and of the mutual covenants herein set forth,
the parties agree as follows:
ARTICLE 1
PROVISIONS FOR, AND CONTINUITY
OF INTERCONNECTED OPERATION
Facilities To Be Provided By Southern Indiana Company
1.01 Southern Indiana Company shall provide, own,
and install, or cause to be installed, at its own
expense, the following described facilities, viz.:
1.011 A 138,000-volt single circuit transmission
line (hereby designated and herein called
Culley-Petersburg Line), approximately 55 miles in
length, constructed with conductors not smaller than
795 MCM in size and with suitable ground wires, to
extend in a generally northerly direction from
Southern Indiana Company's Culley 138 KV Substation
to Indianapolis Company's Petersburg Station.
1.012 At Culley 138 KV Substation, the necessary
terminal equipment, including facilities essential
to the protection of line and station equipment.
1.013 At Culley 138 KV Substation and other
suitable locations, such communication,
telemetering, and load control facilities as shall
hereafter be determined by the parties as necessary
for the proper and efficient interconnected
operation of the parties' systems.
Facilities To Be Provided By Indianapolis Company
1.02 Indianapolis Company shall provide, own, and
install, or cause to be installed at its own expense, the
following described facilities; viz.:
1.021 At Petersburg Station, the necessary
terminal equipment, including facilities essential
to the protection of line and station equipment;
such terminal equipment shall include one
138,000-volt automatic circuit breaker, appurtenant
disconnecting and associated equipment.
1.022 At Petersburg Station, transformer
capacity, rated at 300,000 KVA, for conversion of
the power at the 345,000-volt bus to power at
138,000 volts.
1.023 At Petersburg Station, suitable
138,000-volt metering equipment as described in
Section 4.03 below.
1.024 At Petersburg Station and other suitable
locations, such communication, telemetering, and
load control facilities as shall hereafter be
determined by the parties as necessary for the
proper and efficient interconnected operation of the
parties' systems.
Interconnection Point
1.03 The Interconnection Point shall be that point
at Petersburg Station where the terminal facilities
provided therefor by Indianapolis Company shall be
connected to the Culley-Petersburg Line.
Facilities Obligations Common To The Parties
1.04 Subject to accidents, strikes, litigation,
delays in securing delivery of equipment or other similar
or dissimilar causes beyond the reasonable control of the
parties, including the procuring of the necessary
materials and labor and the obtaining of all the
necessary governmental authorizations and permits
approving the use of such labor and materials, the
installation of the facilities to be provided by the
parties, as hereinabove described, shall be completed and
in service on or before January 1, 1970, and should the
installation of said facilities be delayed beyond said
date due to any of the aforesaid causes it shall
nevertheless be completed as soon thereafter as
practicable.
1.05 The parties shall cooperate to assure the
maximum practicable coordination of design of the
facilities to be installed by each of them with new and
existing facilities of the other.
Synchronous Operation
1.06 When the installation of the facilities as
provided for under this Article 1 is completed, the
systems of the parties shall be connected at the
Interconnection Point and thereafter throughout the
duration of this agreement, subject to the provisions of
this Section 1.06, such systems shall be operated in
continuous synchronism through such line. If synchronous
operation of the systems through such line becomes
interrupted either manually or automatically because of
reasons beyond the control of either party or because of
scheduled maintenance that has been agreed to by both
parties, the parties shall cooperate to remove the cause
of such interruption as soon as practicable and restore
such line to normal operating condition. Neither party
shall be responsible to the other party for any damage or
loss of revenue caused by any such interruption.
Maintenance of Equipment
1.07 The parties hereto shall each keep the lines,
together with all associated equipment and appurtenances,
described in Article 1 hereof that are located on their
respective sides of the Interconnection Point in a
suitable condition of repair at all times, each at its
own expense, in order that said lines will operate in a
reliable and satisfactory manner and in order that
reduction in the capacity of said lines will be avoided
to the extent practicable.
ARTICLE 2
SERVICES TO BE RENDERED
2.01 It is the purpose of the parties hereto to
realize on an equitable basis, all benefits practicable
to be effected through coordination in the operation and
development of their respective systems. It is
understood by the parties that such benefits may be
realized by them by supplying from time to time, each to
the other, under stated terms and conditions, various
interconnection services including:
(I) the furnishing of mutual emergency and
standby assistance,
(II) the transfer of electric
energy through the transmission system of
one party for the benefit of the other,
(III) the interchange, sale,
and purchase of energy to effect
operating economies,
(IV) the sale and purchase of
short-term electric power and energy
available on the system of one party and
needed on the system of the other, and
(V) the coordination of
maintenance schedules of generating and
transmission facilities
In furtherance of such purpose the parties hereto shall
create an Operating Committee as provided under Article
7.
2.02 Inasmuch as the specific services to be
rendered in furtherance of such purpose will vary from
time to time while this agreement is in effect, and the
terms and conditions applicable to such services may
require modification from time to time, it is intended
that such specific services and the terms and conditions
applicable thereto will be set forth in service schedules
mutually agreed upon from time to time between the
parties. Such service schedules, until and unless
changed by such mutual agreement, shall be those provided
by Section 2.03 hereof. Each such service schedule,
while in effect, shall be deemed a part of this
agreement.
2.03 The respective service schedules designated:
1. Service Schedule A - Emergency Service
2. Service Schedule B - Energy Transfer
3. Service Schedule C - Interchange Power
4. Service Schedule D - Short Term Power
5. Service Schedule E - Coordination of
Scheduled Maintenance of Generating Facilities
which have been agreed upon between the parties hereto,
are identified as Exhibits I, II, III, IV, and V,
respectively, to this agreement, are attached hereto and
are hereby made a part of the same as if incorporated
herein.
ARTICLE 3
SERVICE CONDITIONS
Control of System Disturbance
3.01 The parties hereto shall maintain and operate
their respective systems so as to minimize, in accordance
with sound operating practice, the likelihood of
disturbance originating in either system which might
cause impairment to the service of the system of the
other party or of any system interconnected with the
system of the other party.
Control of Kilovar Exchange
3.02 It is intended that neither party hereto shall
be obligated to deliver kilovars for the benefit of the
other party; also that neither party shall be obligated
to receive kilovars when to do so may introduce
objectionable operating conditions on its system. The
Operating Committee shall be responsible for the
establishment from time to time of operating procedures
and schedules, in respect of carrying kilovar loads by
one system for the other in order to secure adequate
service and economical use of the facilities of both
systems and in respect of proper charges, if any, for the
use of facilities carrying kilovar loads. In discharging
such duties the Operating Committee shall recognize that
in the transmission and delivery of power and energy
hereunder the carrying of kilovar loads by either of the
parties, in harmony with sound engineering principles of
transmission operation with their systems interconnected,
is subject to numerous variables contingent upon loading
and operating conditions existing simultaneously on both
of their systems. The operating procedures and schedules
so set up by the Operating Committee shall be in accord
with such principles and shall require each of the
parties to carry kilovar loads at such times and in such
amounts as will be equitable to both parties.
Control of Unscheduled Power Deliveries
3.03 The parties hereto shall exercise reasonable
foresight in carrying out all matters related to the
providing and operating of their respective electric
power resources so as to minimize to the extent
practicable deviations between actual and scheduled
deliveries of electric power and energy between their
systems. The parties shall provide and install on their
respective systems such communication and telemetering
facilities as are essential to so minimizing such
deviations; and, in developing and executing operating
procedures that will enable the parties to avoid, to the
extent practicable, deviations from scheduled deliveries,
shall fully cooperate with each other and with third
parties whose systems are either directly or indirectly
interconnected with the systems of the parties and who of
necessity, together with the parties, must unify their
efforts cooperatively to achieve effective and efficient
interconnected operation. The parties recognize,
however, that, despite their best efforts to prevent the
same, unscheduled deliveries of electric energy from one
party to the other may occur. Electric energy delivered
hereunder in such event shall be settled for either by
the return of equivalent energy or by payment of the
out-of-pocket cost (such cost being as of the delivery
point or points, as provided for in Section 4.01 of this
agreement, taking into account electrical losses incurred
from the source or sources of such energy to said
delivery point or points) to the supplying party of
generating or acquiring such energy plus ten per cent of
such cost. If equivalent energy is returned, it shall be
returned at times when the load conditions of the party
receiving it are equivalent to the load conditions of
such party at the time the energy for which it is
returned was delivered or, if such party elects to have
equivalent energy returned under different conditions, it
shall be returned in such amounts, to be agreed upon by
the Operating Committee, as will compensate for the
difference in conditions.
ARTICLE 4
DELIVERY POINTS, METERING
POINTS AND METERING
Delivery Points
4.01 All electric energy delivered under this
agreement shall be of the character commonly known as
three-phase sixty-cycle energy, and shall be delivered at
the Interconnection Point, as defined under Section 1.03
hereof, at a nominal voltage of 138,000 volts and at such
other points and voltages as may be agreed upon by the
parties hereto.
Metering Points
4.02 Electric Power and energy supplied under this
agreement shall be measured by suitable metering
equipment, having appropriate voltage rating, to be
installed, owned and maintained at the metering point or
points by the party in each case, as provided below:
4.021 At the Interconnection Point specified in
Section 1.03 above, by 138,000 volt metering
equipment to be installed, owned and maintained by
Indianapolis Company; and
4.022 At such other points as may be hereafter
agreed upon, such equipment at each such other
metering point to have such voltage rating and to be
installed under such arrangement with respect to
ownership and maintenance thereof as the parties
mutually determine.
Metering
4.03 Suitable metering equipment at the metering
points as provided in Section 4.02 above shall include
electric meters, potential and current transformers, and
such other appurtenances as shall be necessary to give
for each direction of flow the following quantities: (1)
a continuous automatic graphic record of both kilowatts
and kilovars, (2) an automatic record of the
kilowatt-hours for each clock hour, and (3) a continuous
integrating record of the kilowatt-hours.
4.04 Measurements of electric energy for the
purpose of effecting settlements under this agreement
shall be made by standard types of electric meters
installed and maintained, unless otherwise provided for
in this agreement, by the owner at the metering points as
provided under Section 4.02 above. The timing devices of
all meters having such devices shall be maintained in
time synchronism as closely as practicable. The meters
shall be sealed and the seals shall be broken only upon
occasions when the meters are to be tested or adjusted.
For the purpose of checking the records of the metering
equipment installed by one of the parties hereto as
hereinabove provided, the other party hereto shall have
the right to install check metering equipment at the
aforesaid metering points. Check metering equipment so
installed by one party on the premises of another party,
unless otherwise provided for in this agreement, shall be
owned and maintained by the party installing such
equipment. Upon termination of this agreement the party
owning such check metering equipment shall remove it from
the premises of the other party. Authorized
representatives of both parties shall have access at all
reasonable hours to the premises where the meters are
located and to the records made by the meters.
4.05 The aforesaid metering equipment shall be
tested by the owner at suitable intervals and its
accuracy of registration maintained in accordance with
good practice. On request of either party hereto, a
special test may be made at the expense of the party
requesting such special test. Representatives of both
parties shall be afforded opportunity to be present at
all routine or special tests and upon occasions when any
readings for purposes of settlements hereunder are taken
from meters not bearing an automatic record.
4.06 If, at any test of metering equipment an
inaccuracy shall be disclosed exceeding two percent, the
account between the parties hereto for service
theretofore delivered shall be adjusted to correct for
the inaccuracy over the shorter of the following two
periods: (1) for the thirty-day period immediately
preceding the day of the test or (2) for the period that
such inaccuracy may be determined to have existed.
Should the metering equipment as provided for under
Section 4.03 hereof at any time fail to register, the
electric power and energy delivered shall be determined
from the check meters, if installed, or otherwise shall
be determined from the best available data.
ARTICLE 5
RECORDS AND STATEMENTS
Records
5.01 In addition to records of the metering
provided for in Article 4 hereof, the parties hereto
shall keep in duplicate such other records as may be
needed to afford a clear history of the various
deliveries of electric energy made by one party to the
other, and of the clock-hour integrated demands in
kilowatt-hours delivered by one party to the other. In
maintaining such records, the parties shall effect such
segregations and allocations of demands and electric
energy delivered into classes representing the various
services and conditions as may be needed in connection
with settlements under this agreement. The originals of
all such records shall be retained by the party keeping
the records and the duplicates shall be delivered monthly
to the other party except as the parties may agree upon a
different time interval for such delivery.
Statements
5.02 As promptly as practicable after the end of
each calendar month, the parties hereto shall cause to be
prepared a statement setting forth the electric power and
energy transactions between them during such month in
such detail and with such segregations as may be needed
for operating records or for settlements under the
provision of this agreement.
ARTICLE 6
BILLINGS AND PAYMENTS
6.01 All bills for amounts owed by one party hereto
to the other shall be due and payable on the fifteenth
day of the month next following the month to which such
bills are applicable, or on the tenth day following
receipt of bill, whichever date be later. Interest on
unpaid amounts shall accrue at the rate of six per cent
per annum from the date due until the date upon which
payment is made. The term "month" shall mean a calendar
month for the purpose of settlements under this
agreement.
ARTICLE 7
OPERATING COMMITTEE
7.01 To coordinate the operation of their
respective generating, transmission and substation
facilities, in order that the advantages to be derived
hereunder may be realized by the parties hereto to the
fullest practicable extent, the parties shall establish a
committee of authorized representatives to be known as
the Operating Committee. Each of the parties shall
designate in writing delivered to the other party, the
person who is to act as its representative on said
committee (and the person or persons who may serve as
alternate whenever such representative is unable to act).
Such representative and alternate or alternates shall
each be persons familiar with the generating,
transmission, and substation facilities of the system of
the party by which he has been so designated, and each
shall be fully authorized (1) to cooperate with the other
representative (or alternates) and (2) from time to time
as the need arises, subject to the declared intentions of
the parties herein set forth and to the terms hereof and
the terms of any other agreements then in effect between
the parties, to determine and agree upon the following:
7.011 All matters pertaining to the coordination
of maintenance of the generating and transmission
facilities of the parties.
7.012 All matters pertaining to the control of
time, frequency, energy flow, kilovar exchange,
power factor, voltage, and other similar matters
bearing upon the satisfactory synchronous operation
of the systems of the parties.
7.013 Such other matters not specifically
provided for herein upon which cooperation,
coordination, and agreement as to quantity, time,
method, terms and conditions are necessary in order
that the operation of the systems of the parties may
be coordinated to the end that savings will be
realized by the parties to the fullest practicable
extent.
7.02 For the purpose of inspection and reading of
meters, checking of records, and all other pertinent
matters, said representatives and their alternates shall
have the right of entry to all property of the parties
hereto used in connection with the performance of this
agreement.
ARTICLE 8
CONTINUITY OF SERVICE
8.01 Each party hereto shall exercise reasonable
care and foresight to maintain continuity of service as
provided under this agreement, but neither party shall be
considered to be in default in respect of any obligation
hereunder if prevented from fulfilling such obligation by
reason of uncontrollable forces. The term
"uncontrollable forces" shall be deemed for the purposes
of this agreement to mean earthquake, storm, lightning,
flood, backwater caused by flood, fire, epidemic,
accident, failure of facilities, war, riot, civil
disturbances, strike, labor disturbances, restraint by
court or public authority, or other similar or dissimilar
causes beyond the control of the party affected, which
causes such party could not have avoided by exercise of
reasonable care. Any party unable to fulfill any
obligation by reason of uncontrollable forces shall
remove such disability with reasonable dispatch.
ARTICLE 9
DURATION OF AGREEMENT
9.01 This agreement shall become effective at the
date hereof, subject to the filing requirements of any
other regulatory authority or authorities having
jurisdiction herein and to approval of any such
authority, if required, and shall continue in effect the
expiration of a period of ten consecutive years
commencing upon the Interconnection Date, as defined in
this Section 9.01, and thereafter for successive periods
of one year unless and until terminated as provided in
Section 9.02 below. The Interconnection Date shall be
the first day of the calendar month next following the
day, or on such day if it should be the first day of a
calendar month, upon which the systems of the parties are
connected at the Interconnection Point as provided for in
Article 1 above. As soon as practicable following the
establishment of such date, the parties, as a matter of
record, shall exchange letters setting forth their
acceptance thereof as said Interconnection Date.
9.02 On July 10, 1953, Southern Indiana Company
entered into a certain agreement designated "Inter-
Company Power Agreement" with Ohio Valley Electric
Corporation and certain other public utility companies.
It is mutually agreed that if because Southern Indiana
Company is or may become a Sponsor A or a Sponsor B as
defined in said Inter-Company Power Agreement and should
a condition arise at any time under which the performance
by Southern Indiana Company of any of its obligations
under this agreement conflict in any manner with the
performance by it of any of its obligations under said
Inter-Company Power Agreement, then Southern Indiana
Company shall promptly advise Indianapolis Company in
writing of such fact, and thereafter at any time either
Indianapolis Company or Southern Indiana Company may
terminate this agreement by giving at least thirty-days
written notice to that effect to the other.
9.03 Either party upon at least thirty months'
prior written notice to the other may terminate this
agreement at the expiration of said initial period of ten
consecutive years or at the expiration of any succeeding
period of one year.
ARTICLE 10
LIABILITY
10.01 Each party hereto shall save and hold the
other party hereto free and harmless from and against
liability, loss, damage and expense arising from or
incident to injury or damage to persons or property
occasioned by or in connection with its own facilities or
the production or flow of electric energy by or through
such facilities except when such injury or damage is due
to the negligence of such other party.
ARTICLE 11
TAXES
11.01 If at any time during the term hereof there
should be levied or assessed against either of the
parties hereto any direct tax by any taxing authority on
the capacity or energy (or both) generated, purchased,
sold, transmitted, interchanged, or exchanged by it,
(there being no such tax at the date hereof) and such
direct tax results in increasing the cost to either or
both parties hereto in carrying out the provisions of
this agreement, then such increase shall be made in the
charges for capacity or energy (or both) furnished
hereunder as is necessary to make adequate and equitable
allowance for such tax.
ARTICLE 12
NOTICES
12.01 Except as herein otherwise provided, any
notice which may be given to or made upon either party
hereto by the other under any of the provisions of this
agreement, shall be in writing unless it is otherwise
specifically provided herein, and shall be treated as
duly delivered when the same is either (a) personally
delivered to the Chief Executive Officer of Indianapolis
Company, in the case of a notice to be given Indianapolis
Company, or personally delivered to the Chief Executive
Officer of Southern Indiana Company, in the case of a
notice to be given Southern Indiana Company, or (b)
deposited in the United States mail, postage prepaid and
properly addressed to the above parties.
12.02 Any notice, request or demand pertaining to
matters of an operating nature may be delivered, by
ordinary mail, messenger, telephone, telegraph, or orally
as may be appropriate, to an Operating Committee
representative and, if oral, shall be confirmed in
writing as soon as practicable thereafter if either party
hereto so requests in any particular instance.
ARTICLE 13
REGULATORY AUTHORITIES
13.01 This agreement is made subject to the
jurisdiction of any regulatory authority or authorities
having jurisdiction in the premises and if any of the
terms and conditions hereof are altered or made
impossible of performance by order or rule of any such
authority, and the parties hereto are unable to agree
upon a modification of such terms and conditions, then in
such event neither party shall be liable to the other for
failure thereafter to comply with such terms and
conditions.
ARTICLE 14
WAIVERS
14.01 Any waiver at any time by either party hereto
of its rights with respect to a default under this
agreement, or with respect to any other matter arising in
connection with this agreement, shall not be deemed a
waiver with respect to any subsequent default or matter.
Any delay, short of the statutory period of limitation,
in asserting or enforcing any right under this agreement,
shall not be deemed a waiver of such right.
ARTICLE 15
ENTIRE AGREEMENT CONTAINED HEREIN
15.01 This agreement contains the entire agreement
between the parties hereto in respect of the subject
matter hereof, and there are no other understandings or
agreements between the parties hereto in respect thereof.
ARTICLE 16
CONSTRUCTION OF AGREEMENT
16.01 This agreement shall be governed by and
construed according to the laws of the State of Indiana.
ARTICLE 17
ASSIGNMENT
17.01 This agreement shall inure to and bind the
respective successors and assigns of the parties hereto,
but the assignment hereof by either party shall not
relieve such party, without the written consent of the
other party, of any obligation to supply, or to take and
pay for, as the case may be, the services herein
contracted for.
IN WITNESS WHEREOF, the parties hereto have caused
this agreement to be executed by their duly authorized
officers and their respective corporate seals to be
hereunto affixed as of the date first mentioned above.
INDIANAPOLIS POWER & LIGHT COMPANY
an Indiana corporation.
By /s/ O.T.Fitzwater
O.T. Fitzwater, Chairman of the Board
ATTEST:
/s/ Ralph W. Husted
Ralph W. Husted, Secretary
SOUTHERN INDIANA GAS AND ELECTRIC COMPANY
an Indiana corporation.
By /s/ D.W. Vaugh
President
ATTEST:
/s/ L.H. Meyer
, Secretary
Exhibit I
SERVICE SCHEDULE A
EMERGENCY SERVICE
Under Agreement, dated as of
December 2, 1968 between
Indianapolis Power & Light Company and
Southern Indiana Gas and Electric Company
SECTION 1 - DURATION
1.1 This Service Schedule, a part of and under
agreement (referred to in this Schedule as the Agreement)
dated as of December 2, 1968, between Indianapolis Power
& Light Company (Indianapolis Company) and Southern
Indiana Gas and Electric Company (Southern Indiana
Company) shall become effective on the Interconnection
Date as defined in Section 9.01 of Article 9 of the
Agreement and shall continue in effect until termination
of the Agreement.
SECTION 2 - SERVICES TO BE RENDERED
2.1 Subject to the provisions of subsection 2.2 of
this Section 2, in the event of a breakdown or other
emergency in or on the system of either party involving
either sources of power or transmission facilities, or
both, impairing or jeopardizing the ability of the party
suffering the emergency to meet the loads of its system,
the other party shall deliver to such party such electric
energy as it is requested to deliver; provided, however,
that neither party shall be obligated to deliver such
energy which, in its sole judgment, it cannot deliver
without interposing a hazard to or economic burden upon
its operations or without impairing or jeopardizing the
other load requirements of its system; and provided
further, that neither party shall be obligated to deliver
electric energy for a period in excess of forty-eight
consecutive hours during any single emergency.
2.2 The parties recognize that the delivery of
electric energy as provided for in subsection 2.1 of this
Section 2 is subject to two conditions which may preclude
the delivery of such energy as so provided: (a) the
party requested to deliver electric energy may be
suffering an emergency in or on its own system as
described in said subsection 2.1, or (b) the system of
the party of whom such request is made may be delivering
electric energy, under a mutual emergency interchange
agreement, to the system of another interconnected
company which is suffering an emergency in or on its
system. Under conditions as cited under (a) above,
neither party shall be considered to be in default
hereunder if unable to comply with the provisions of said
subsection 2.1. Under conditions as cited under (b)
above, neither party shall be considered to be in default
hereunder if it is unable to comply with the provisions
of said subsection 2.1 provided that the aforesaid
interconnected company has suffered said emergency in or
on its system prior to and within forty-eight hours of
that of the other party hereto and that, if requested by
said other party, such delivery of electric energy to
said interconnected company shall be discontinued within
forty-eight hours following the start of such delivery,
and a subsequent delivery shall be made for a full forty-
eight hour period to said other party in accordance with
the provisions of said subsection 2.1.
2.3 If at any time the record over a reasonable
prior period shows clearly that either of the parties has
failed to deliver energy in accordance with and subject
to the provisions of subsection 2.1 and subsection 2.2 of
this Section 2, either party, by written notice given to
the other party, may call for a joint study by the
parties of the reserve generating capacity in and
provided for their respective systems and of their
respective system transmission facilities affecting the
supply and delivery of power and energy under the
Agreement. It shall be the purpose of such study to
determine the adequacy or inadequacy of reserve
generating capacity and transmission facilities being
provided to meet the requirements of the parties'
respective systems, reflecting obligations under the
Agreement, and, if inadequate, the extent of the burden
that one party may be placing upon the other. If it
should be found that one party is placing an unreasonable
burden upon the other, the party causing such burden
shall take such measures as are necessary to remove the
burden from the other party, or the parties shall enter
into such arrangements as shall provide for equitable
compensation to the party being burdened.
SECTION 3 - COMPENSATION
3.1 Electric energy delivered under Section 2 above
shall be settled for either by the return of equivalent
energy or, at the option of the party that supplied such
energy, by payment of the out-of-pocket cost (such cost
being as of the delivery point or points, as provided in
Section 4.01 of Article 4 of the Agreement, taking into
account electrical losses incurred from the source or
sources of such energy to said delivery point or points)
to the supplying party of generating or supplying such
energy plus ten percent of such cost. If equivalent
energy is returned, it shall be returned at times when
the load conditions of the party receiving it are
equivalent to the load conditions of such party at the
time the energy for which it is returned was delivered
or, if such party elects to have equivalent energy
returned under different conditions, it shall be returned
in such amounts, to be agreed upon by the Operating
Committee, as will compensate for the difference in
conditions.
Exhibit II
SERVICE SCHEDULE B
ENERGY TRANSFER
Under Agreement, dated as of
December 2, 1968 between
Indianapolis Power & Light Company and
Southern Indiana Gas and Electric Company
SECTION 1 - DURATION
1.1 This Service Schedule, a part of and under
agreement (referred to in this Schedule as the Agreement)
dated as of December 2, 1968, between Indianapolis Power
& Light Company (Indianapolis Company) and Southern
Indiana Gas and Electric Company (Southern Indiana
Company) shall become effective on the Interconnection
Date as defined in Section 9.01 of Article 9 of the
Agreement and shall continue in effect until termination
of the Agreement.
SECTION 2 - TRANSFER ARRANGEMENT
2.1 In carrying out the interconnected operation of
their respective systems as provided for under the
Agreement, energy being received by a portion of one
party's system from another portion of its system or from
the system of another interconnected company, or energy
being delivered by a portion of one party's system to
another portion of its system or to the system of another
interconnected company, may flow over the transmission
facilities of the other party as a natural result of the
physical and electrical characteristics of the
interconnected network of transmission lines of which the
transmission systems of the parties are a part. Such
flow of energy may occur during periods when conditions
of system operation are normal or may occur during
periods of emergency caused by the failure of either
sources of power or transmission facilities, or both. In
respect to such flow of energy (hereinafter called
"energy transfer") the parties agree as follows; viz.:
2.11 Such energy transfer over their respective
transmission facilities shall be permitted when such
transfer occurs; subject, however, to the
understanding that such energy transfer shall not be
of such magnitude or duration as to affect adversely
or jeopardize the ability of the party over whose
system such energy transfer occurs to render proper
service to its customers, and to render or accept
service to or from companies with which it now has
or at any time hereafter it may have contractual
arrangements to furnish, take, or interchange power
or energy, or both.
2.12 The parties recognize that in carrying out
the provisions of this Service Schedule, the above
described energy transfer, either during periods
when conditions of system operation are normal or
during periods of emergency, or both, may eventually
require the installation of additional transmission
facilities in order that such energy transfer may be
properly controlled to the end that the ability of
the party over whose system such energy transfer
occurs to meet its own requirements, as described
under 2.11 above, is not affected adversely or
jeopardized. In the event the need for such
additional transmission facilities becomes apparent
to either of the parties during the duration of this
Service Schedule, upon written notice given by
either party to the other party and as soon as
practicable following such notice, the parties shall
jointly re-examine conditions relating to energy
transfer. In such re-examination, if called for,
the parties shall agree upon such additional
transmission facilities as may be required to be
installed, if any, and upon an equitable basis for
bearing the cost of installing, maintaining and
operating such facilities, if installed.
SECTION 3 - POWER AND ENERGY ACCOUNTING
3.1 The parties recognize that energy transfer as
described under Section 2 of this Service Schedule,
except for such amounts of electrical losses as may be
incurred because of such energy transfer, is the
simultaneous acceptance and delivery of like amounts of
power and energy by and from the system of the party over
whose system such energy transfer occurs. Power and
energy associated with energy transfer, including
electrical losses associated therewith, shall be
accounted for each clock-hour as provided for under
Article 5 of the Agreement. Proper consideration to such
electrical losses will be in accordance with the manner
agreed upon by the Operating Committee. It is understood
by the parties, however, that such electrical losses
resulting from energy transfer, to be taken as losses
over and above the losses prevailing under basic
conditions agreed upon by the parties, shall be supplied
simultaneously by the party for whom such energy transfer
is being made. The parties have agreed that initially
such basic conditions will be established as those that
exist when the scheduled net delivery between the systems
of the parties, and between their respective systems and
the systems of other interconnected companies, is zero
kilowatts. It is further understood that, from time to
time, conditions may require the establishment of
different basic conditions for such purpose. Either
party by written notice given to the other party may call
for a prompt re-examination and reconsideration of
matters pertinent to the establishment of said basic
conditions, whenever such re-examination appears to be
warranted, and the parties will thereupon agree to effect
such changes in the basic conditions, if any, that will
equitably compensate the parties for such losses. A
statement to be prepared by the parties at the end of
each calendar month shall include in detail the amounts
of energy delivered and received by the parties that are
associated with energy transfer and the amounts of
electrical losses associated therewith.
Exhibit III
SERVICE SCHEDULE C
INTERCHANGE POWER
Under Agreement, dated as of
December 2, 1968 between
Indianapolis Power & Light Company and
Southern Indiana Gas and Electric Company
SECTION 1 - DURATION
1.1 This Service Schedule, a part of and under
agreement (referred to in this Schedule as the Agreement)
dated as of December 2, 1968, between Indianapolis Power
& Light Company (Indianapolis Company) and Southern
Indiana Gas and Electric Company, Inc. (Southern Indiana
Company) shall become effective on the Interconnection
Date as defined in Section 9.01 of Article 9 of the
Agreement and shall continue in effect until termination
of the Agreement.
SECTION 2 - SERVICES TO BE RENDERED
Economy Energy
2.1 It is recognized that from time to time each of
the parties may have electric energy (herein called
Economy Energy) available from surplus capacity either on
its own system or from sources outside its own system, or
both, and that Economy Energy could be supplied to the
other party at a cost that would result in operating
savings to such other party. Such operating savings
would result from the displacement of electric energy
that otherwise would be supplied from capacity either on
such other party's system or from sources outside its own
system, or both. To promote the economy of electric
power supply and to achieve efficient utilization of
production capacity, either party, whenever it, in its
own judgment determines Economy Energy is available, may,
but shall not be obligated to, offer Economy Energy to
the other party. Promptly upon receipt of any such offer
said other party shall notify the offering party of the
extent to which it desires to use such Economy Energy,
and schedules providing the periods and extent of use
shall be agreed upon.
Compensation - Economy Energy
2.2 Economy Energy supplied hereunder shall be
considered as displacing electric energy that otherwise
would have been generated by the receiving party at its
own steam-electric generating stations or any electric
energy from third parties mutually agreed to be subject
to displacement hereunder. Economy Energy shall be
settled for at rates which shall be predicated upon the
principle that savings in operating costs to the systems
of the parties resulting from the use of Economy Energy
shall be divided between the parties as equally as is
practicable. Prior to any transaction involving the
delivery and receipt of Economy Energy, authorized
representatives of the parties shall determine and agree
upon the compensation applicable to such transaction.
Compensation so agreed upon shall not be subject to later
review or adjustment.
Non-Displacement Energy
2.3 It is further recognized that from time to time
occasions will arise when the effecting of transactions
as provided in subsection 2.1 next above will be
impracticable, but at the same time one of the parties
may have electric energy (herein called Non-Displacement
Energy) which it is willing to make available from
surplus capacity either on its own system or from sources
outside its own system, or both, that can be utilized
advantageously for short intervals by the other party.
It shall be the responsibility of the party desiring the
receipt of Non-Displacement Energy to initiate the
receipt and delivery of such energy. The party desiring
such receipt of energy shall inform the other party of
the extent to which it desires to use Non-Displacement
Energy, and, whenever in its sole judgment such other
party determines that it has Non-Displacement Energy
available, schedules providing the periods and extent of
use shall be mutually agreed upon. Neither party shall
be obligated to make any Non-Displacement Energy
available to the other.
Compensation - Non-Displacement Energy
2.4 Non-Displacement Energy delivered hereunder
shall be settled for either by the return of equivalent
energy or, at the option of the party that supplied such
energy, by payment of the out-of-pocket cost (such cost
being as of the delivery point or points, as provided for
in Section 4.01 of Article 4 of the Agreement, taking
into account electrical losses incurred from the source
or sources of such energy to said delivery point or
points) to the supplying party of generating or supplying
such energy plus ten per cent of such cost. If
equivalent energy is returned, it shall be returned at
times when the load conditions of the party receiving it
are equivalent to the load conditions of such party at
the time the energy for which it is returned was
delivered or, if such party elects to have equivalent
energy returned under different conditions, it shall be
returned in such amounts, to be agreed upon by the
Operating Committee, as will compensate for the
difference in conditions.
Exhibit IV
SERVICE SCHEDULE D
SHORT TERM POWER
Under Agreement, dated as of
December 2, 1968 between
Indianapolis Power & Light Company and
Southern Indiana Gas and Electric Company
SECTION 1 - DURATION
1.1 This Service Schedule, a part of and under
agreement (referred to in this Schedule as the
Agreement), dated as of December 2, 1968, between
Indianapolis Power & Light Company (Indianapolis Company)
and Southern Indiana Gas and Electric Company (Southern
Indiana Company) shall become effective on the
Interconnection Date as defined in Section 9.01 of
Article 9 of the Agreement and shall continue in effect
until termination of the Agreement.
SECTION 2 - SERVICES TO BE RENDERED
2.1 Either party by giving the other party notice
may reserve for periods of not less than one calendar
week if the reservation begins with Sunday or Monday or
for the balance of the calendar week if the reservation
begins with any day subsequent to Monday, such electric
power (herein called Short Term Power) as the other party
may at such time have and is willing to make available as
Short Term Power. The party asked to supply Short Term
Power shall be the sole judge as to the amounts and
periods that it has electric power available that may be
reserved by the other party as Short Term Power:
2.11 To reserve Short Term Power, the party
desiring such power shall specify in its notice to
the other party the number of kilowatts and the
period for which it desires to so reserve such power
and the desired schedule of delivery of the power so
reserved. The party receiving such notice, in a
prompt acknowledgement, shall signify the extent of
its ability and willingness to comply with the
provision of such notice. Any notice or any
acknowledgement of such notice that may be given
orally initially, if requested by either party,
shall be confirmed in writing and such confirmation
shall be forwarded not later than the third day,
excluding a Saturday, Sunday and holidays, following
the day such oral notice is given.
2.12 During the period that Short Term Power has
been reserved as above provided, the party having
agreed to supply such power shall deliver electric
energy (herein called Short Term Energy) to the
other party at the delivery point or points, as
provided for in Section 4.01 of Article 4 of the
Agreement, upon call and in amounts up to the number
of kilowatts reserved. However, in the event
conditions arise during such period which could not
have been reasonably foreseen at the time said power
was reserved and such conditions would cause the
delivery of Short Term Energy to be burdensome to
the supplying party, said party shall have the right
to request the other party to reduce its take of
such energy to any amount specified and for any
portion of such period. The party so requested
shall promptly comply with the request of the other
party.
2.13 The Short Term Power billing demand for any
period shall be taken as equal to the number of
kilowatts reserved for such period as Short Term
Power.
SECTION 3 - COMPENSATION
3.1 Payments for the supply of Short Term Power and
Short Term Energy shall be predicated upon the following
rates:
3.11 Demand Charge
For the billing demand for each week at the
rate of $0.30 per kilowatt for such week or if the
period is less than a week at the rate of $0.06 per
kilowatt per day. In the event the amount of Short
Term Energy taken is reduced upon request of the
supplying party, the demand charge for the period
during which such reduction for each day during
which any reduction is in effect.
3.12 Energy Charge
For the kilowatt-hours of Short Term Energy taken,
at a rate per kilowatt-hour equal to the out-of-
pocket cost (such cost being as of the delivery
point or points, as provided for in Section 4.01 of
Article 4 of the Agreement, taking into account
electrical losses incurred from the source or
sources of such energy to said delivery point or
points) to the supplying party of generating or
supplying such energy plus ten per cent of such
cost.
Exhibit V
SERVICE SCHEDULE E
COORDINATION OF SCHEDULED MAINTENANCE
OF GENERATING FACILITIES
Under Agreement, dated as of
December 2, 1968 between
Indianapolis Power & Light Company and
Southern Indiana Gas and Electric Company
SECTION 1 - DURATION
1.1 This Service Schedule, a part of and under
agreement (referred to in this Schedule as the
Agreement), dated as of December 2, 1968, between
Indianapolis Power & Light Company (Indianapolis Company)
and Southern Indiana Gas and Electric Company (Southern
Indiana Company) shall become effective on the
Interconnection Date as defined in Section 9.01 of
Article 9 of the Agreement and shall continue in effect
until termination of the Agreement.
SECTION 2 - SERVICES TO BE RENDERED
2.1 In the furtherance of the benefits to be
realized by the parties, by coordinating to the extent
practicable the scheduled maintenance, repair, and
overhaul of generating facilities in their respective
systems, the parties shall arrange for, deliver, and take
electric power and energy in amounts and under conditions
as follows; viz.:
2.11 Either party, to the extent that it has
capacity available and is willing to do so, may
supply to the other electric energy in an amount up
to, but not limited to, 25,000 kilowatts to provide
for and coordinate the scheduled maintenance,
repair, and overhauling of generating facilities in
the system of the other party. The party desiring a
supply of maintenance energy shall initiate the
delivery and receipt thereof by informing the other
party of such desire. A schedule setting forth the
intervals and extent of the use to be made of
maintenance energy shall be agreed upon by both
parties. For the purposes of this Service Schedule
the full twelve months period commencing with the
January 1st after the effective date of this Service
Schedule shall be the first Maintenance Period and
each succeeding full twelve months period that this
Service Schedule is in effect shall be a Maintenance
Period. Maintenance energy shall be settled for by
the return of maintenance energy equivalent to that
supplied, except that if, at the end of a
Maintenance Period there is a balance of maintenance
energy owed by one party to the other, the party to
whom such balance is owed may, at its option,
require that the owing party pay 110% of the
out-of-pocket cost to the supplying party of
supplying such balance. Such out-of-pocket cost
computations shall be based on the assumption the
kilowatt-hour balance being settled for consists of
the kilowatt-hours most recently delivered to the
owing party under this schedule. Equivalent energy
shall be energy returned at times when the load
conditions of the party receiving it are
substantially equivalent to the load conditions of
such party at the time the electric energy for which
it is returned was delivered or, if such party
elects to have energy returned under different
conditions, it shall be returned in such amounts to
be agreed upon by the parties hereto, as will
compensate for the difference in conditions.
2.12 The Operating Committee shall determine and
agree upon the dates of the intervals referred to
under subsection 2.11 above during which
Indianapolis Company shall deliver any such energy
desired by or returnable to Southern Indiana Company
and, conversely, the dates of such intervals during
which Southern Indiana Company shall deliver any
such energy desired by or returnable to Indianapolis
Company. Subject to the understanding hereinbelow
cited, such intervals shall each consist of single
periods of not less than seven consecutive calendar
days, and the receiving party's right to call for
and take not more than the aforesaid quantities
agreed upon during any Maintenance Period shall be
restricted to not more than eight such intervals so
agreed upon by the Operating Committee during such
Maintenance Period. It is understood that during
any Maintenance Period each party shall have a total
of sixty days during which it shall have the right
to call for and take not more than said quantities
agreed upon from the other under this Service
Schedule.
2.13 On the day next preceding the first day of
an interval as described in 2.12 above and on each
day of such interval excepting the last day, at a
time determined to be practicable by the Operating
Committee, the receiving party shall furnish the
other a load schedule for the next calendar day, or
for such other twenty-four hour period or periods as
may be agreed upon by the Operating Committee. Such
load schedules shall show for each clock hour the
quantity of energy that the receiving party expects
to take from the other at the delivery point or
points, as provided for in Section 4.01 of the
Agreement.
SECTION 3 - MODIFICATION
3.1 Either party, by written notice given to the
other party not less than ninety days prior to the end of
the first or any subsequent Maintenance Period, may call
for a reconsideration of the terms and conditions of this
Service Schedule, provided that no subsequent
reconsideration shall be made earlier than one year
following any previous reconsideration. If such
reconsideration is called for, there shall be taken into
account any changed conditions, any results from the
application of said terms and conditions not foreseen or
reasonably foreseeable as of the date of this Service
Schedule or as of the day of conclusion of the next
previous reconsideration, if any, and any other factors
which might cause said terms and conditions to result in
any inequitable division of the benefits of
interconnected operation or in an inadequate realization
of such benefits. Any modification in terms and
conditions agreed to between the parties following such
reconsideration shall become effective at the beginning
of the Maintenance Period next following the aforesaid
ninety-day notice period.
Modification No. 1
to
INTERCONNECTION AGREEMENT
Dated December 2, 1968
between
INDIANAPOLIS POWER & LIGHT COMPANY
and
SOUTHERN INDIANA GAS AND ELECTRIC COMPANY
___________
Dated as of February 1, 1971
THIS AGREEMENT, made and entered into as of the
first day of February, 1971, between INDIANAPOLIS POWER &
LIGHT COMPANY (Indianapolis Company), an Indiana
Corporation, and SOUTHERN INDIANA GAS AND ELECTRIC
COMPANY (Southern Indiana Company), also an Indiana
corporation;
WITNESSETH,
WHEREAS, Indianapolis Company and Southern Indiana
Company entered into an Interconnection Agreement, dated
December 2, 1968, (said Interconnection Agreement being
herein called the 1968 Agreement); and
WHEREAS, the parties desire to modify the 1968
Agreement, as hereinafter set forth;
NOW, THEREFORE, in consideration of the premises and
of the mutual covenants herein set forth, the parties
agree as follows:
SECTION 1. Subsection 3.11 of Service Schedule D of
the 1968 Agreement is hereby modified to read:
"3.11Demand Charge
For the billing demand for each week, at
the rate of $0.40 per kilowatt for such week, or
if the period is less than a week at the rate of
1/6 of the aforesaid weekly demand charge per
day. In the event the amount of Short Term
Energy taken is reduced upon request of the
supplying party, the demand charge for the period
during which such reduction is made shall be
reduced by one-sixth (1/6) of the aforesaid
weekly demand charge per kilowatt of reduction
for each day (other than any Sunday) during which
any reduction is in effect."
SECTION 2. This Modification No. 1 shall be
effective from the date hereinabove first written to the
expiration of Service Schedule D of the 1968 Agreement.
SECTION 3. Except as hereinabove modified and
amended, all the terms and conditions of the 1968
Agreement shall remain in full force and effect.
SECTION 4. This agreement is made subject to the
jurisdiction of any governmental authority or authorities
having jurisdiction in the premises.
SECTION 5. This agreement shall inure to the
benefit of and be binding upon the successors and assigns
of the respective parties.
IN WITNESS WHEREOF, the parties hereto have caused
this agreement to be executed by their duly authorized
officers.
INDIANAPOLIS POWER & LIGHT COMPANY
By /s/ O.T. Fitzwater
O.T. Fitzwater, Chairman of the Board
ATTEST:
/s/ Ralph W. Husted
Ralph W. Husted, Secretary
SOUTHERN INDIANA GAS AND ELECTRIC
COMPANY
By /s/ D.W. Vaughn
D.W. Vaugh, President
ATTEST:
/s/ Leonard H. Meyer
Leonard H. Meyer, Secretary
Modification No. 2
to
INTERCONNECTION AGREEMENT
Dated December 2, 1968
As Modified February 1, 1971
between
INDIANAPOLIS POWER & LIGHT COMPANY
and
SOUTHERN INDIANA GAS AND ELECTRIC COMPANY
___________
Dated as of October 1, 1975
THIS MODIFICATION NO. 2, made and entered into as of
the first day of October, 1975, between Indianapolis
Power & Light Company (Indianapolis Company), an Indiana
Corporation, and Southern Indiana Gas & Electric Company
(Southern Indiana Company), also an Indiana Corporation;
WITNESSETH:
WHEREAS, Indianapolis Company and Southern Indiana
Company have heretofore entered into an interconnection
agreement dated as of December 2, 1968 and a Modification
No. 1 thereto dated as of February 1, 1971 (said
interconnection agreement as so modified being herein
called the 1968 Agreement); and,
WHEREAS, the parties desire to further modify the
1968 Agreement, as hereinafter set forth:
NOW, THEREFORE, in consideration of the premises and
the mutual covenants herein set forth, the parties agree
as follows:
SECTION 1. On the earliest date this Modification
can become effective under the applicable rules,
regulations or orders of the Federal Power Commission,
Subsection 3.11 of Service Schedule D - Short Term Power
of the 1968 Agreement is hereby modified to read:
"3.11Demand Charge
For the billing demand for each week, at
the rate of $0.45 per kilowatt for such week, or
if the period is less than a week, at the rate of
$0.075 per day. In the event the amount of Short
Term Energy taken is reduced upon request of the
supplying party, the demand charge for the period
during which such reduction is made shall be
reduced by $0.075 for each day (other than any
Sunday) during which any such reduction is in
effect."
SECTION 2. Nothing in the 1968 Agreement or in this
Modification No. 2 shall require a party hereto to
purchase power or energy from a third party and resell it
to another party hereto at a price less than the total
cost of supplying such purchased power or energy.
SECTION 3. Except as hereinabove modified, all the
terms and conditions of the 1968 Agreement shall remain
in full force and effect.
SECTION 4. This agreement is made subject to the
jurisdiction of any governmental authority or authorities
having jurisdiction in the premises.
SECTION 5. This agreement shall inure to the
benefit of and be binding upon the successors and assigns
of the respective parties.
IN WITNESS WHEREOF, the parties hereto have caused
this agreement to be executed by their duly authorized
officers.
INDIANAPOLIS POWER & LIGHT COMPANY
By /s/ Zane T. Todd
Zane G. Todd, President
ATTEST:
/s/ Marcus E. Woods
Marcus E. Woods, Secretary
SOUTHERN INDIANA GAS AND ELECTRIC
COMPANY
By /s/ D.W. Vaughn
, President
ATTEST:
/s/ Leonard H. Meyer
, Secretary
Modification No. 3
to
INTERCONNECTION AGREEMENT
Dated December 2, 1968
As Modified February 1, 1971 and
As Modified October 1, 1975
between
INDIANAPOLIS POWER & LIGHT COMPANY
and
SOUTHERN INDIANA GAS AND ELECTRIC COMPANY
___________
Dated as of March 1, 1977
THIS MODIFICATION NO. 3, made and entered into as of
the first day of March, 1977, between Indianapolis Power
& Light Company (Indianapolis Company), an Indiana
Corporation, and Southern Indiana Gas & Electric Company
(Southern Indiana Company), also an Indiana Corporation;
WITNESSETH,
WHEREAS, Indianapolis Company and Southern Indiana
Company have heretofore entered into an interconnection
agreement dated as of December 2, 1968 and a Modification
No. 1 thereto dated as of February 1, 1971 and a
Modification No. 2 thereto dated as of October 1, 1975
(said interconnection agreement as so modified being
herein called the 1968 Agreement); and
WHEREAS, the parties desire to further modify the
1968 Agreement as hereinafter set forth, the parties
hereto agree as follows:
NOW, THEREFORE, in consideration of the premises and
the mutual covenants herein set forth, the parties agree
as follows:
SECTION 1. Service Schedule D - Short Term Power as
set forth in the 1968 Agreement is hereby cancelled and
Service Schedule D - Short Term Power attached to this
Modification No. 3, made a part hereof and marked
"Appendix I" is substituted in its entirety therefor. A
new Service Schedule F - Limited Term Power (Firm) is
hereby agreed upon and is attached hereto, made a part
hereof and marked "Appendix II".
SECTION 2. Section 2.03 of Article 2 of the 1968
Agreement is hereby modified to read:
"2.03The respective service schedules designated
1. Service Schedule A - Emergency Service
2. Service Schedule B - Energy Transfer
3. Service Schedule C - Interchange Power
4. Service Schedule D - Short Term Power
5. Service Schedule E - Coordination of Scheduled
Maintenance of Generation
Facilities
6. Service Schedule F - Limited Term Power (Firm)
which have been agreed upon between the parties
hereto, are identified as Exhibits I, II, III,
IV, V and VI, respectively, to this agreement,
are attached hereto and are made a part hereof
the same as if incorporated herein."
SECTION 3. Nothing in the 1968 Agreement or in this
Modification No. 3 shall require a party hereto to
purchase power or energy from a third party and resell it
to another party hereto at a price less than the total
cost of supplying such purchased power or energy.
SECTION 4. Except as hereinbefore modified, all the
terms and conditions of the 1968 Agreement shall remain
in full force and effect.
SECTION 5. This agreement is made subject to the
jurisdiction of any governmental authority or authorities
having jurisdiction in the premises.
SECTION 6. This agreement shall inure to the
benefit of and be binding upon the successors and assigns
of the respective parties.
IN WITNESS WHEREOF, the parties hereto have caused
this agreement to be executed by their duly authorized
officers.
INDIANAPOLIS POWER & LIGHT COMPANY
By /s/ Zane T. Todd
Zane G. Todd, Chairman of the Board
and President
ATTEST:
/s/ Marcus E. Woods
Marcus E. Woods, Secretary and
General Counsel
SOUTHERN INDIANA GAS AND ELECTRIC
COMPANY
By /s/ D.W. Vaughn
, Chairman
ATTEST:
/s/ Leonard H. Meyer
, Secretary
Appendix I to Modification No. 3
Exhibit IV
SERVICE SCHEDULE D
SHORT TERM POWER
Under Agreement, dated as of
December 2, 1968, as modified, between
Indianapolis Power & Light Company and
Southern Indiana Gas and Electric Company
SECTION 1 - DURATION
1.1 This Service Schedule, a part of and under
agreement (referred to in this Schedule as the
Agreement), dated as of December 2, 1968, between
Indianapolis Power & Light Company (Indianapolis Company)
and Southern Indiana Gas and Electric Company (Southern
Indiana Company) shall become effective March 1, 1977 or
at such later date as is practicable under applicable
regulations or orders of the Federal Power Commission,
and shall continue in effect until termination of the
Agreement of which it is a part.
SECTION 2 - SERVICES TO BE RENDERED
2.1 Either party by giving the other party notice
may reserve for periods of one or more calendar weeks or
for periods of less than one week, such electric power
(herein called Short Term Power) as the other party may
at such time have and is willing to make available as
Short Term Power. The party asked to supply Short Term
Power shall be the sole judge as to the amounts and
periods that it has electric power available that may be
reserved by the other party as Short Term Power:
2.11 To reserve Short Term Power, the party
desiring such power shall specify in its notice to
the other party the number of kilowatts and the
period for which it desires to so reserve such power
and the desired schedule of delivery of the power so
reserved. The party receiving such notice, in a
prompt acknowledgement, shall signify the extent of
its ability and willingness to comply with the
provisions of such notice. Any notice or any
acknowledgement of such notice that may be given
orally initially, if requested by either party,
shall be confirmed in writing and such confirmation
shall be forwarded not later than the third day,
excluding a Saturday, Sunday and holidays, following
the day such oral notice is given.
2.12 During the period that Short Term Power has
been reserved as above provided, the party having
agreed to supply such power shall deliver electric
energy (herein called Short Term Energy) to the
other party at the delivery point or points set
forth in Section 4.01 of Article 4 of the Agreement,
upon call and in amounts up to the number of
kilowatts reserved. However, in the event
conditions arise during such period which could not
have been reasonably foreseen at the time said power
was reserved and such conditions would cause the
delivery of Short Term Energy to be burdensome to
the supplying party, said party shall have the right
to request the other party to reduce its take of
such energy to any amount specified and for any
portion of such period. The party so requested
shall promptly comply with the request of the other
party.
2.13 The Short Term Power billing demand for any
period shall be taken as equal to the number of
kilowatts reserved for such period as Short Term
Power.
SECTION 3 - COMPENSATION
3.1 Payments for the supply of Short Term Power and
Short Term Energy shall be predicated upon the following
rates:
3.11 Demand Charge
For the billing demand for each week at the
rate of $0.55 per kilowatt for such week or if the
period is less than a calendar week, at the rate of
$0.095 per kilowatt per day. In the event the
amount of Short Term Energy taken is reduced upon
the request of the supplying party, the demand
charge for the period during which such reduction is
made shall be reduced $0.095 per kilowatt of
reduction for each day during which any reduction is
in effect. However, such reduction shall not exceed
$0.55 per kilowatt for a calendar week.
3.12 Energy Charge
For the kilowatt-hours of Short Term Energy taken,
at a rate per kilowatt-hour equal to the out-of-
pocket cost (such cost being as of the delivery
point or points set forth in Section 4.01 of Article
4 of the Agreement, taking into account electrical
losses incurred from the source or sources of such
energy to said delivery point or points) to the
supplying party of generating or supplying such
energy plus ten per cent of such cost.
Appendix II to Modification No. 3
Exhibit VI
SERVICE SCHEDULE F
LIMITED TERM POWER (FIRM)
Under Agreement, dated as of
December 2, 1968, as modified, between
Indianapolis Power & Light Company and
Southern Indiana Gas and Electric Company
SECTION 1 - DURATION
1.1 This Service Schedule, a part of and under
agreement (referred to in this Schedule as the
Agreement), dated as of December 2, 1968, between
Indianapolis Power & Light Company (Indianapolis Company)
and Southern Indiana Gas and Electric Company (Southern
Indiana Company) shall become effective March 1, 1977 or
at such later date as is practicable under applicable
regulations or orders of the Federal Power Commission,
and shall continue in effect until termination of the
Agreement.
SECTION 2 - SERVICES TO BE RENDERED
2.1 Either Party by giving the other party notice
may reserve for periods of not less than one month or
more than twelve months, such electric power (herein
called Limited Term Power (Firm)) as the other party may
be willing to make available as Limited Term Power
(Firm). The party asked to supply Limited Term Power
(Firm) shall be the sole judge as to the amounts and
periods that it has electric power available that may be
reserved by the other party as Limited Term Power (Firm).
2.11 To reserve Limited Term Power (Firm), the
party desiring such power shall specify in its
notice to the other party the number of kilowatts
and the period for which it desires to so reserve
such power. The party receiving such notice shall
signify the extent of its ability and willingness to
comply with the provisions of such notice. Any
notice or any acknowledgement of such notice that
initially may be given orally shall be confirmed
thereafter in writing.
2.12 During each period that Limited Term Power
(Firm) has been reserved as above provided, the
party having agreed to supply such power shall
deliver upon call electric energy (herein called
Limited Term Energy (Firm)) to the other party at
the delivery point or points set forth in Section
4.01 of Article 4 of the Agreement in any amount up
to and including the number of kilowatts reserved.
However, in the event conditions arise during such
period which could not have been reasonably foreseen
at the time said power was reserved and such
conditions would cause the delivery of Limited Term
Energy (Firm) to be burdensome to the supplying
party, the supplying party may reduce or interrupt
the delivery of such energy to preserve the
integrity of, or to prevent or limit any instability
on, its system.
2.13 The Limited Term Power (Firm) billing demand
for any period shall be taken as equal to the number
of kilowatts reserved as Limited Term Power (Firm)
for such period.
SECTION 3 - COMPENSATION
3.1 Payments for the supply of Limited Term Power
(Firm) and Limited Term Energy (Firm) shall be predicated
on the following rates:
3.11 Demand Charge
For any month that Limited Term Power (Firm) is
reserved, $3.00 per kilowatt reserved. However, in
the event the Limited Term Power (Firm) reserved is
reduced upon the request of the supplying party, the
demand charge for the period during which such
reduction is made shall be reduced $0.10 per
kilowatt of reduction for each day during which any
reduction is in effect. However, such reduction
shall not exceed $3.00 per kilowatt month.
3.12 Energy Charge
For the kilowatt-hours of Limited Term Power
(Firm) taken, at a rate per kilowatt-hour equal to
the out-of-pocket cost (such cost being as of the
delivery point or points set forth in Section 4.01
of Article 4 of the Agreement, taking into account
electrical losses incurred from the source or
sources of such energy to said delivery point or
points) of the supplying party in generating or
supplying such energy, plus ten percent of such
cost.
Modification No. 4
to
INTERCONNECTION AGREEMENT
Dated December 2, 1968
As Modified February 1, 1971
As Modified October 1, 1975 and
As Modified March 1, 1977
between
INDIANAPOLIS POWER & LIGHT COMPANY
and
SOUTHERN INDIANA GAS AND ELECTRIC COMPANY
___________
Dated as of November 1, 1977
THIS MODIFICATION NO. 4, made and entered into as of
the first day of November, 1977, between Indianapolis
Power & Light Company (Indianapolis Company), an Indiana
Corporation, and Southern Indiana Gas & Electric Company
(Southern Indiana Company), also an Indiana Corporation;
WITNESSETH:
WHEREAS, Indianapolis Company and Southern Indiana
Company have heretofore entered into an interconnection
agreement dated as of December 2, 1968 and a Modification
No. 1 thereto dated as of February 1, 1971 and a
Modification No. 2 thereto dated as of October 1, 1975
and a Modification No. 3 thereto dated as of March 1,
1977 (said interconnection agreement as so modified being
herein called the 1968 Agreement); and
WHEREAS, the parties desire to further modify the
1968 Agreement as hereinafter set forth, the parties
hereto agree as follows:
NOW, THEREFORE, in consideration of the premises and
the mutual covenants herein set forth, the parties agree
as follows:
SECTION 1. Subsection 3.11 of Section 3 of Service
Schedule D - Short Term Power of the 1968 Agreement is
hereby modified by the deletion therefrom of the dollar
quantity $0.55 wherever it appears therein and by the
substitution therefor of the dollar quantity $0.60 and is
also hereby modified by the deletion therefrom of the
dollar quantity $0.095 wherever it appears therein and by
the substitution therefor of the dollar quantity $0.10.
SECTION 2. Subsection 3.11 of Section 3 of Service
Schedule F - Limited Term Power (Firm) of the 1968
Agreement is hereby modified by the deletion therefrom of
the dollar quantity $3.00 wherever it appears therein and
by the substitution therefor of the dollar quantity
$3.25.
SECTION 3. Nothing in the 1968 Agreement or in this
Modification No. 4 shall require a party hereto to
purchase power or energy from a third party and resell it
to another party hereto at a price less than total cost
of supplying
such purchased power or energy.
SECTION 4. Except as hereinbefore modified, all the
terms and conditions of the 1968 Agreement shall remain
in full force and effect.
SECTION 5. This agreement is made subject to the
jurisdiction of any governmental authority or authorities
having jurisdiction in the premises.
SECTION 6. This agreement shall inure to the
benefit of and be binding upon the successors and assigns
of the respective parties.
IN WITNESS WHEREOF, the parties hereto have caused
this agreement to be executed by their duly authorized
officers.
INDIANAPOLIS POWER & LIGHT COMPANY
By /s/ Zane T. Todd
Zane G. Todd, Chairman of the Board
and President
ATTEST:
/s/ Marcus E. Woods
Marcus E. Woods, Secretary and
General Counsel
SOUTHERN INDIANA GAS AND ELECTRIC
COMPANY
By /s/ D.W. Vaughn
, Chairman
ATTEST:
/s/ Leonard H. Meyer
, Secretary
Modification No. 5
to
INTERCONNECTION AGREEMENT
Dated December 2, 1968 and
Modified as of February 1, 1971,
October 1, 1975,
March 1, 1977 and
November 1, 1977
between
INDIANAPOLIS POWER & LIGHT COMPANY
and
SOUTHERN INDIANA GAS AND ELECTRIC COMPANY
___________
Dated as of May 1, 1979
THIS MODIFICATION NO. 5, made and entered into as of
the first day of May, 1979, between Indianapolis Power &
Light Company (Indianapolis Company), an Indiana
Corporation, and Southern Indiana Gas & Electric Company
(Southern Indiana Company), also an Indiana Corporation;
WITNESSETH:
WHEREAS, Indianapolis Company and Southern Indiana
Company have heretofore entered into an interconnection
agreement dated as of December 2, 1968 and Modification
No. 1 thereto dated as of February 1, 1971, Modification
No. 2 thereto dated as of October 1, 1975, Modification
No. 3 thereto dated as of March 1, 1977 and Modification
No. 4 thereto dated as of November 1, 1977 (said
interconnection agreement as so modified being herein
called the 1968 Agreement); and,
WHEREAS, the parties desire to further modify the
1968 Agreement as hereinafter set forth, the parties
hereto agree as follows:
NOW, THEREFORE, in consideration of the premises and
the mutual covenants hereinafter set forth, the parties
hereto agree as follows:
SECTION 1. Subsection 3.11 of Section 3 of Service
Schedule D - Short Term Power of the 1968 Agreement is
hereby modified by the deletion therefrom of the dollar
quantity $0.60 wherever it appears therein and by the
substitution therefor of the dollar quantity $0.70 and is
also hereby modified by the deletion therefrom of the
dollar quantity $0.10 wherever it appears therein and by
the substitution therefor of the dollar quantity $0.12.
Section 2. Subsection 3.11 of Section 3 of Service
Schedule F - Limited Term Power (Firm) of the 1968
Agreement is hereby modified by the deletion therefrom of
the dollar quantity $3.25 wherever it appears therein and
by the substitution therefor of the dollar quantity $3.75
and is also hereby modified by the deletion therefrom of
the dollar quantity $0.10 wherever it appears therein and
by the substitution therefor of the dollar quantity
$0.125.
SECTION 3. Nothing in the 1968 Agreement or in this
Modification No. 5 shall require either party hereto to
purchase power or energy from a third party and resell it
to the other party hereto at a price less than the total
cost of supplying such purchased power or energy.
SECTION 4. Except as hereinbefore modified, all the
terms and conditions of the 1968 Agreement shall remain
in full force and effect.
SECTION 5. This agreement is made subject to the
jurisdiction of any governmental authority or authorities
having jurisdiction in the premises.
SECTION 6. This agreement shall inure to the
benefit of and be binding upon the successors and assigns
of the respective parties.
IN WITNESS WHEREOF, the parties hereto have caused
this agreement to be executed by their duly authorized
officers.
INDIANAPOLIS POWER & LIGHT COMPANY
By /s/ Zane T. Todd
Zane G. Todd, Chairman of the Board
and President
ATTEST:
/s/ Marcus E. Woods
Marcus E. Woods, Secretary
SOUTHERN INDIANA GAS AND ELECTRIC
COMPANY
By /s/ D.W. Vaughn
, Chairman
ATTEST:
/s/ Leonard H. Meyer
, Secretary
Modification No. 6
to
INTERCONNECTION AGREEMENT
Dated December 2, 1968 and
Modified as of February 1, 1971,
October 1, 1975,
March 1, 1977,
November 1, 1977 and
May 1, 1979
between
INDIANAPOLIS POWER & LIGHT COMPANY
and
SOUTHERN INDIANA GAS AND ELECTRIC COMPANY
___________
Dated as of June 1, 1980
THIS MODIFICATION NO. 6, made and entered into as of
the first day of June, 1980, between Indianapolis Power &
Light Company (Indianapolis Company), an Indiana
Corporation, and Southern Indiana Gas & Electric Company
(Southern Indiana Company), also an Indiana Corporation;
WITNESSETH:
WHEREAS, Indianapolis Company and Southern Indiana
Company have heretofore entered into an interconnection
agreement dated as of December 2, 1968 and Modification
No. 1 thereto dated as of February 1, 1971, Modification
No. 2 thereto dated as of October 1, 1975, Modification
No. 3 thereto dated as of March 1, 1977 and Modification
No. 4 thereto dated as of November 1, 1977 and
Modification No. 5 thereto dated as of May 1, 1979 (said
interconnection agreement as so modified being herein
called the 1968 Agreement); and,
WHEREAS, the parties desire to further modify the
1968 Agreement as hereinafter set forth, the parties
hereto agree as follows:
NOW, THEREFORE, in consideration of the premises and
the mutual covenants hereinafter set forth, the parties
hereto agree as follows:
SECTION 1. Service Schedule D - Short Term Power as
set forth in the 1968 Agreement and as modified is hereby
cancelled and Service Schedule D - Short Term Power
attached to this Modification No. 6, made a part hereof
and marked "Appendix I" is substituted in its entirety
therefor.
SECTION 2. Service Schedule F - Limited Term Power
(Firm) as set forth in the 1968 Agreement and as modified
is hereby cancelled and Service Schedule F - Limited Term
(Firm) attached to this Modification No. 6, made a part
hereof and marked "Appendix II" is substituted in its
entirety therefor.
SECTION 3. Nothing in the 1968 Agreement or in this
Modification No. 6 shall require either party hereto to
purchase power or energy from a third party and resell it
to the other party hereto at a price less than the total
cost of supplying such purchased power or energy.
SECTION 4. Except as hereinbefore modified, all the
terms and conditions of the 1968 Agreement shall remain
in full force and effect.
SECTION 5. This agreement is made subject to the
jurisdiction of any governmental authority or authorities
having jurisdiction in the premises.
SECTION 6. This agreement shall inure to the
benefit of and be binding upon the successors and assigns
of the respective parties.
IN WITNESS WHEREOF, the parties hereto have caused
this agreement to be executed by their duly authorized
officers.
INDIANAPOLIS POWER & LIGHT COMPANY
By /s/ Zane T. Todd
Zane G. Todd, Chairman of the Board
and President
ATTEST:
/s/ Marcus E. Woods
Marcus E. Woods, Secretary
SOUTHERN INDIANA GAS AND ELECTRIC
COMPANY
By /s/ D.W. Vaughn
,
President
ATTEST:
/s/ Leonard H. Meyer
, Secretary
Appendix I to Modification No. 6
Exhibit IV
SERVICE SCHEDULE D
SHORT TERM POWER
Under Agreement, dated as of
December 2, 1968, as modified, between
Indianapolis Power & Light Company and
Southern Indiana Gas and Electric Company
SECTION 1 - DURATION
1.1 This Service Schedule, a part of and under
agreement (referred to in this Schedule as the
Agreement), dated as of December 2, 1968, between
Indianapolis Power & Light Company (Indianapolis Company)
and Southern Indiana Gas and Electric Company (Southern
Indiana Company) shall become effective June 1, 1980 or
at such later date as is practicable under applicable
regulations or orders of the Federal Power Commission,
and shall continue in effect until termination of the
Agreement of which it is a part.
SECTION 2 - SERVICES TO BE RENDERED
2.1 Either party by giving the other party notice
may reserve for periods of one or more calendar weeks or
for periods of less than one week, such electric power
(herein called Short Term Power) as the other party may
at such time have and is willing to make available as
Short Term Power. The party asked to supply Short Term
Power shall be the sole judge as to the amounts and
periods that it has electric power available that may be
reserved by the other party as Short Term Power:
2.11 To reserve Short Term Power, the party
desiring such power shall specify in its notice to
the other party the number of kilowatts and the
period for which it desires to so reserve such power
and the desired schedule of delivery of the power so
reserved. The party receiving such notice, in a
prompt acknowledgement, shall signify the extent of
its ability and willingness to comply with the
provisions of such notice. Any notice or any
acknowledgement of such notice that may be given
orally initially, if requested by either party,
shall be confirmed in writing and such confirmation
shall be forwarded not later than the third day,
excluding a Saturday, Sunday, and holidays,
following the day such oral notice is given.
2.12 During the period that Short Term Power has
been reserved as above provided, the party having
agreed to supply such power shall deliver electric
energy (herein called Short Term Energy) to the
other party at the delivery point or points set
forth in Section 4.01 of Article 4 of the Agreement,
upon call and in amounts up to the number of
kilowatts reserved. However, in the event
conditions arise during such period which could not
have been reasonably foreseen at the time said power
was reserved and such conditions would cause the
delivery of Short Term Energy to be burdensome to
the supplying party, said party shall have the right
to request the other party to reduce its take of
such energy to any amount specified and for any
portion of such period. The party so requested
shall promptly comply with the request of the other
party.
2.13 The Short Term Power billing demand for any
period shall be taken as equal to the number of
kilowatts reserved for such period as Short Term
Power.
SECTION 3 - COMPENSATION
3.1 Payments for the supply of Short Term Power and
Short Term Energy shall be predicated upon the following
rates:
3.11 Demand Charge
For the billing demand for each calendar week
at the rate of $0.85 per kilowatt for such week or
if the period is less than a calendar week, at the
rate of $0.14 per kilowatt per day. In the event
the amount of Short Term Energy taken is reduced
upon the request of the supplying party, the demand
charge for the period during which such reduction is
made shall be reduced $0.14 per kilowatt of
reduction for each day during which any reduction is
in effect. However, such reduction shall not exceed
$0.85 per kilowatt for a calendar week.
3.12 Energy Charge
For the kilowatt-hours of Short Term Energy taken,
at a rate per kilowatt-hour equal to the out-of-
pocket cost (such cost being as of the delivery
point or points set forth in Section 4.01 of Article
4 of the Agreement, taking into account electrical
losses incurred from the source or sources of such
energy to said delivery point or points) to the
supplying party of generating or supplying such
energy plus ten per cent of such cost.
Appendix II to Modification No. 6
Exhibit VI
SERVICE SCHEDULE F
LIMITED TERM POWER (FIRM)
Under Agreement, dated as of
December 2, 1968, as modified, between
Indianapolis Power & Light Company and
Southern Indiana Gas and Electric Company
SECTION 1 - DURATION
1.1 This Service Schedule, a part of and under
agreement (referred to in this Schedule as the
Agreement), dated as of December 2, 1968, between
Indianapolis Power & Light Company (Indianapolis Company)
and Southern Indiana Gas and Electric Company (Southern
Indiana Company) shall become effective June 1, 1980 or
at such later date as is practicable under applicable
regulations or orders of the Federal Energy Regulatory
Commission, and shall continue in effect until
termination of the Agreement.
SECTION 2 - SERVICES TO BE RENDERED
2.1 Either party by giving the other party notice
may reserve for periods of not less than one month or
more than twelve months, such electric power (herein
called Limited Term Power (Firm)) as the other party may
be willing to make available as Limited Term Power
(Firm). The party asked to supply Limited Term Power
(Firm) shall be the sole judge as to the amounts and
periods that it has electric power available that may be
reserved by the other party as Limited Term Power (Firm).
2.11 To reserve Limited Term Power (Firm), the
party desiring such power shall specify in its
notice to the other party the number of kilowatts
and the period for which it desires to so reserve
such power. The party receiving such notice shall
signify the extent of its ability and willingness to
comply with the provisions of such notice. Any
notice or any acknowledgement of such notice that
initially may be given orally shall be confirmed
thereafter in writing.
2.12 During each period that Limited Term Power
(Firm) has been reserved as above provided, the
party having agreed to supply such power shall
deliver upon call electric energy (herein called
Limited Term Energy (Firm)) to the other party at
the delivery point or points set forth in Section
4.01 of Article 4 of the Agreement in any amount up
to and including the number of kilowatts reserved.
However, in the event conditions arise during such
period which could not have been reasonably foreseen
at the time said power was reserved and such
conditions would cause the delivery of Limited Term
Energy (Firm) to be burdensome to the supplying
party, the supplying party may reduce or interrupt
the delivery of such energy to preserve the
integrity of, or to prevent or limit any instability
on, its system.
2.13 The Limited Term Power (Firm) billing demand
for any period shall be taken as equal to the number
of kilowatts reserved as Limited Term Power (Firm)
for such period.
SECTION 3 - COMPENSATION
3.1 Payments for the supply of Limited Term Power
(Firm) and Limited Term Energy (Firm) shall be predicated
on the following rates:
3.11 Demand Charge
For any month that Limited Term Power (Firm) is
reserved, $4.50 per kilowatt reserved. However, in
the event the Limited Term Power (Firm) reserved is
reduced upon the request of the supplying party, the
demand charge for the period during which such
reduction is made shall be reduced $0.15 per
kilowatt of reduction for each day during which any
reduction is in effect. However, such reduction
shall not exceed $4.50 per kilowatt month.
3.12 Energy Charge
For the kilowatt-hours of Limited Term Power
(Firm) taken, at a rate per kilowatt-hour equal to
the out-of-pocket cost (such cost being as of the
delivery point or points set forth in Section 4.01
of Article 4 of the Agreement, taking into account
electrical losses incurred from the source or
sources of such energy to said delivery point or
points) of the supplying party in generating or
supplying such energy, plus ten percent of such
cost.
Modification No. 7
to
INTERCONNECTION AGREEMENT
Dated December 2, 1968
As Amended
between
INDIANAPOLIS POWER & LIGHT COMPANY
and
SOUTHERN INDIANA GAS AND ELECTRIC COMPANY
___________
Dated as of June 1, 1982
THIS MODIFICATION NO. 7, made and entered into as of
the first day of June, 1982, between Indianapolis Power &
Light Company ("Indianapolis Company"), an Indiana
corporation, and Southern Indiana Gas & Electric Company
("Southern Indiana Company"), also an Indiana
corporation;
WITNESSETH:
WHEREAS, Indianapolis Company and Southern Indiana
Company have heretofore entered into an Interconnection
Agreement dated as of December 2, 1968, which Agreement
contains six previous modifications (said Interconnection
Agreement as so modified being herein called the "1968
Agreement"); and
WHEREAS, the parties desire to further modify the
1968 Agreement as hereinafter set forth:
NOW, THEREFORE, in consideration of the premises and
the mutual covenants hereinafter set forth, the parties
hereto agree as follows:
SECTION 1. Service Schedule D - Short Term Power of
the 1968 Agreement is hereby cancelled and the Service
Schedule D - Short Term Power attached to this
Modification No. 7, which is made a part hereof and
marked "Appendix I", is substituted in its entirety
therefor.
SECTION 2. Service Schedule F - Limited Term Power
(Firm) of the 1968 Agreement is hereby cancelled and the
Service Schedule F - Limited Term Power (Firm) attached
to this Modification No. 7, which is made a part hereof
and marked "Appendix II", is substituted in its entirety
therefor.
SECTION 3. Nothing in the 1968 Agreement or in this
Modification No. 7 shall require either party hereto to
purchase power or energy from a third party and resell it
to the other party hereto at a price less than the total
cost of supplying such purchased power or energy.
SECTION 4. Except as hereinbefore modified, all the
terms and conditions of the 1968 Agreement shall remain
in full force and effect.
SECTION 5. This Modification No. 7 is made subject
to the jurisdiction of any governmental authority or
authorities having jurisdiction in the premises.
SECTION 6. This Modification No. 7 shall inure to
the benefit of and be binding upon the successors and
assigns of the respective parties.
IN WITNESS WHEREOF, the parties hereto have caused
this Modification No. 7 to be executed by their duly
authorized officers as of the date first above written.
INDIANAPOLIS POWER & LIGHT COMPANY
By /s/ Robert W. Hill
Robert W. Hill, President and
Chief Operating
Officer
ATTEST:
/s/ Marcus E. Woods
Marcus E. Woods, Vice President,
Secretary and General Counsel
SOUTHERN INDIANA GAS AND ELECTRIC
COMPANY
By /s/ N.P. Wagner
N.P. Wagner,
President and Chief
Executive Officer
ATTEST:
/s/ Leonard H. Meyer
, Secretary
APPENDIX I
Exhibit IV
SERVICE SCHEDULE D
SHORT TERM POWER
Under Agreement Between
Indianapolis Power & Light Company
And
Southern Indiana Gas and Electric Company
SECTION 1 - DURATION
1.1 This Service Schedule, a part of and under
Agreement (herein called the "Agreement"), dated as of
December 2, 1968, between Indianapolis Power & Light
Company ("Indianapolis Company") and Southern Indiana Gas
and Electric Company ("Southern Indiana Company"), shall
become effective June 1, 1982 or at such later date as is
practicable under applicable regulations or orders of the
Federal Energy Regulatory Commission, and shall continue
in effect until termination of the Agreement of which it
is a part.
SECTION 2 - SERVICES TO BE RENDERED
2.1 Either party by giving the other party notice
may reserve for periods of one or more days or weeks,
such electric power (herein called "Short Term Power") as
the other party may at such time have and is willing to
make available as Short Term Power. The party asked to
supply Short Term Power shall be the sole judge as to the
amounts and periods that it has electric power available
that may be reserved by the other party as Short Term
Power. As used herein, the term "week" shall mean any
seven consecutive days.
2.11 To reserve Short Term Power, the party
desiring such power shall specify in its notice to
the other party the number of kilowatts and the
period for which it desires to so reserve such power
and the desired schedule of delivery of the power so
reserved. The party receiving such notice, in a
prompt acknowledgement, shall signify the extent of
its ability and willingness to comply with the
provisions of such notice. Any notice or any
acknowledgement of such notice that initially may be
given orally shall be confirmed in writing, if
requested by either party, and such confirmation
shall be forwarded not later than the third day,
excluding Saturdays, Sundays, and holidays,
following the day such oral notice is given.
2.12 During the period that Short Term Power has
been reserved as above provided, the party having
agreed to supply such power shall deliver, upon
call, electric energy (herein called "Short Term
Energy") to the other party at the delivery point or
points set forth in Section 4.01 of Article 4 of the
Agreement in amounts up to the number of kilowatts
reserved. However, in the event conditions arise
during such period which could not have been
reasonably foreseen at the time said power was
reserved and such conditions would cause the
delivery of Short Term Energy to be burdensome to
the supplying party, said party shall have the right
to request that the other party reduce its take of
such energy to the lesser amount specified for any
portion of such period. The party so requested
shall promptly comply with the request of the other
party.
2.13 The Short Term Power billing demand for any
period shall be taken as equal to the number of
kilowatts reserved for such period as Short Term
Power.
SECTION 3 - COMPENSATION
3.1 The reserving party shall pay the supplying
party:
3.11 For any week that Short Term Power is
reserved, $1.05 per kilowatt reserved; less, for
each day during any part of which the amount of
such Short Term Power is reduced by the supplying
party, $0.18 per kilowatt of the reduction
(except that in no event shall the total of such
reductions in any week exceed $1.05 per
kilowatt). For each period less than one week
that Short Term Power is reserved, $0.18 per
kilowatt reserved per day; less, for any day
during any party of which the amount of Short
Term Power is reduced by the supplying party,
$0.18 per kilowatt of the reduction; plus
3.12 110% of the out-of-pocket costs of
supplying the Short Term Energy taken during such
reservation periods that comes from the supplying
party's own system; plus, for energy purchased by
the supplying party from another system to supply
any part of the Short Term Energy taken during such
reservation periods, 100% of the amount paid
therefor by the supplying party plus 10% thereof,
but not to exceed (a) 1.6 mills per kilowatt-hour if
Indianapolis Company is the supplying party, or (b)
2.1 mills per kilowatt-hour if Southern Indiana
Company is the supplying party.
Appendix II
Exhibit VI
SERVICE SCHEDULE F
LIMITED TERM POWER (FIRM)
Under Agreement Between
Indianapolis Power & Light Company
And
Southern Indiana Gas and Electric Company
SECTION 1 - DURATION
1.1 This Service Schedule, a part of and under
Agreement (herein called the "Agreement"), dated as of
December 2, 1968, between Indianapolis Power & Light
Company ("Indianapolis Company') and Southern Indiana Gas
and Electric Company ("Southern Indiana Company"), shall
become effective June 1, 1982 or at such later date as is
practicable under applicable regulations or orders of the
Federal Energy Regulatory Commission, and shall continue
in effect until termination of the Agreement.
SECTION 2 - SERVICES TO BE RENDERED
2.1 Either party by giving the other party notice
may reserve for periods of not less than one month or
more than twelve months, such electric powers herein
called "Limited Term Power (Firm)", as the other party
may be willing to make available as Limited Term Power
(Firm). The party asked to supply Limited Term Power
(Firm) shall be the sole judge as to the amounts and
periods that it will make electric power available for
reservation by the other party as Limited Term Power
(Firm).
2.11 To reserve Limited Term Power (Firm), the
party desiring such power shall specify in its
notice to the other party the number of kilowatts
and the period for which it desires to so reserve
such power. The party receiving such notice shall
signify the extent of its ability and willingness to
comply with the provisions of such notice. Any
notice or any acknowledgement of such notice that
initially may be given orally shall be confirmed
thereafter in writing.
2.12 During each period that Limited Term Power
(Firm) has been reserved as above provided, the
party having agreed to supply such power shall
deliver, upon call, electric energy, herein called
"Limited Term Energy (Firm)", to the other party at
the delivery point or points set forth in Section
4.01 of Article 4 of the Agreement in any amount up
to and including the number of kilowatts reserved.
However, in the event conditions arise during such
period which could not have been reasonably foreseen
at the time said power was reserved and such
conditions would cause the delivery of Limited Term
Energy (Firm) to be burdensome to the supplying
party, the supplying party may reduce or interrupt
the delivery of such energy to preserve the
integrity of, or to prevent or limit any instability
on, its system.
2.13 The Limited Term Power (Firm) billing demand
for any period shall be taken as equal to the number
of kilowatts reserved as Limited Term Power (Firm)
for such period.
SECTION 3 - COMPENSATION
3.1 The reserving party shall pay the supplying
party:
3.11 For any month that Limited Term Power (Firm)
is reserved, $5.50 per kilowatt reserved. However,
in the event the Limited Term Power (Firm) reserved
is reduced upon the request of the supplying party,
the demand charge for the period during which such
reduction is made shall be reduced $0.185 per
kilowatt of reduction for each day during which any
reduction is in effect. However, such reduction
shall not exceed $5.50 per kilowatt-month; plus
3.12 110% of the out-of-pocket costs of supplying
the Limited Term Energy (Firm) taken during such
reservation periods that comes from the supplying
party's own system; plus, for energy purchased by
the supplying party from another system to supply
any part of the Limited Term Energy (Firm) taken
during such reservation periods, 100% of the amount
paid therefor by the supplying party plus 10%
thereof, but not to exceed (a) 1.6 mills per
kilowatt-hour if Indianapolis Company is the
supplying party, or (b) 2.1 mills per kilowatt-hour
if Southern Indiana Company is the supplying party.
Modification No. 8
to
INTERCONNECTION AGREEMENT
Dated December 2, 1968
between
INDIANAPOLIS POWER & LIGHT COMPANY
and
SOUTHERN INDIANA GAS AND ELECTRIC COMPANY
___________
Dated as of September 1, 1989
MODIFICATION NO. 8
To
INTERCONNECTION AGREEMENT
Between
INDIANAPOLIS POWER & LIGHT COMPANY
And
SOUTHERN INDIANA GAS AND ELECTRIC COMPANY
THIS MODIFICATION NO. 8, dated as of this 1st day of
September, 1989, between INDIANAPOLIS POWER & LIGHT
COMPANY (hereinafter called "IPL") an Indiana
corporation, and SOUTHERN INDIANA GAS & ELECTRIC COMPANY,
INC. (hereinafter called "SIGECO"), an Indiana
corporation,
WITNESSETH:
0.01 WHEREAS, there is now in force and effect
between IPL and SIGECO an interconnection agreement dated
as of December 2, 1968, as amended since by seven
modifications (such agreement as so amended being
hereinafter referred to as the "1968 Agreement"); and
0.02 WHEREAS, IPL desires to utilize, when and as
requested, certain electric transmission facilities of
SIGECO to transmit up to 100 MW of power and associated
energy from Big Rivers Electric Corporation (hereinafter
called "Big Rivers" located in Kentucky to IPL over a 20-
year period beginning January 1, 1991; and
0.03 WHEREAS, SIGECO is willing to transmit such
power and associated energy from Big Rivers to IPL when
and as requested over such 20-year period in accordance
with the terms and conditions of this Modification No. 8
and Service Schedule G annexed thereto; and
0.04 WHEREAS, both parties also desire to revise
Service Schedule A, C, D and F and file new Service
Schedules A, C, D and F as part of this Modification No.
8.
ARTICLE 1
1.01 Article 2 of the 1968 Agreement is hereby
amended by revising Section 2.01 to read as follows:
"2.01 It is the purpose of the parties hereto to
realize on an equitable basis, all reciprocal
benefits practicable to be effected through
coordination in the operation and development of
their respective systems. It is understood by the
parties that such benefits may be realized under the
stated terms and conditions of the following
interconnection services:
1. the furnishing of mutual emergency and
standby assistance, in accordance with
Service Schedule A annexed hereto;
2. the transfer of electric energy through the
transmission system of one party for the
benefit of the other, in accordance with
Service Schedule B annexed hereto;
3. the interchange, sale and purchase of
energy to effect operating economies, in
accordance with Service Schedule C annexed
hereto;
4. the sale and purchase of short-term
electric power and energy available on the
system of one party and needed on the
system of the other, in accordance with
Service Schedule D annexed hereto;
5. the coordination of maintenance schedules
of generating and transmission facilities,
in accordance with Service Schedule E
annexed hereto;
6. the sale and purchase of limited term power
and energy available on the system of one
party and needed on the system of the
other, in accordance with Service Schedule
F annexed hereto;
7. the transfer of up to 100 MW of electric
power and associated energy from Big Rivers
to IPL when and as requested in accordance
with Service Schedule G annexed hereto.
In furtherance of such purpose the parties hereto
shall create an Operating Committee as provided in
Article 7 hereof."
and by revising Section 2.03 to read as follows:
"2.03 The respective service schedules shall be
designated:
1. Service Schedule A - Emergency Service
2. Service Schedule B - Energy Transfer
3. Service Schedule C - Interchange Power
4. Service Schedule D - Short Term Power
5. Service Schedule E - Coordination of Scheduled Maintenance of
Generating Facilities
6. Service Schedule F - Limited Term Power (Firm)
7. Service Schedule G - Specific Transmission Service
such service schedules having been agreed upon
between the Parties hereto, are attached hereto,
made a part hereof, and marked Exhibits I, II, III,
IV, V, VI and VII respectively."
1.02 Article 9 of the 1968 Agreement is hereby
amended by revising Section 9.01 to read as follows:
"9.01 This agreement shall become effective at
the date hereof, subject to the filing
requirements of FERC, or any other regulatory
authority having jurisdiction and to approval of
any such authority, if required, and except as
otherwise provided in Service Schedule G, shall
continue in effect through December 31, 2010,
(the "Initial Term"), and thereafter for
successive terms of three (3) years each unless
and until terminated as provided in Section 9.02
hereof."
by revising Section 9.02 to read as follows:
"9.02 Either party upon at least thirty months'
prior written notice to the other, may terminate
this agreement after the expiration of the
initial term or any successive term hereof;
provided, that this agreement shall not be deemed
to have terminated until all prior commitments
for the sale or purchase of power under this
agreement have been fulfilled.
and by deleting Section 9.03 in its entirety.
1.03 Article 18 is hereby added to the 1968
Agreement to read as follows:
"ARTICLE 18
"DEFAULT
"18.01 Default Defined. As used herein,
"Default" shall mean the failure of a party to
make any payment or perform any obligation at the
time and in the manner required by this
agreement, except where such failure to discharge
obligations (other than the payment of money) is
the result of uncontrollable forces. Failure to
make any payment in the time and manner required
by this agreement shall not be excused as a
Default by payment of late charges in accordance
with the provisions of Section 18.02 below:
"18.02 Remedies For Default. Upon failure
of a party to make a payment or perform an
obligation, required hereunder, the other party
shall give written notice of Default to the
defaulting party. The defaulting party shall
have 30 days within which to cure the Default.
If a Default is not cured within such period, the
party not in Default, at its option, may, in
addition to all other rights and remedies
available at law, in equity or under any other
provision of this agreement suspend this
agreement until the Default is cured. The party
not in Default may also maintain such other
actions for damages as may be provided by law or
in equity."
ARTICLE 2
2.01 Except as hereinabove specifically amended,
all other terms and conditions of the 1968 Agreement
shall remain in full force and effect.
IN WITNESS WHEREOF, the parties hereto have caused
this Modification No. 8 to be executed by their
respective duly authorized officers as of the day, month
and year first written above.
INDIANAPOLIS POWER & LIGHT COMPANY
By /s/ Robert W. Hill
Robert W. Hill, Chairman and
President
SOUTHERN INDIANA GAS AND ELECTRIC
COMPANY
By /s/ N.P. Wagner
N.P. Wagner, Chairman and CEO
Exhibit I
SERVICE SCHEDULE A
EMERGENCY SERVICE
SECTION 1 - DURATION
1.1 This Service Schedule, being a part of and under
Modification No. 8 to the Interconnection Agreement
(referred to herein as the "1968 Agreement") dated as of
December 2, 1968 between Indianapolis Power & Light
Company (hereinafter called "IPL" or a "Party") and
Southern Indiana Gas and Electric Company, Inc.
(hereinafter called "SIGECO" or a "Party") shall become
effective as of the date of the Eighth Modification and
shall continue in effective throughout the duration of
the 1968 Agreement.
SECTION 2 - SERVICES TO BE RENDERED
2.1 Conditional Service. Subject to the provisions of
subsection 2.2 of this Section 2, in the event of a
breakdown or other emergency in or on the system of
either Party involving either sources of power or
transmission facilities, or both, impairing or
jeopardizing the ability of the Party suffering the
emergency to meet the loads of its system, the other
Party shall deliver to such Party electric energy that it
is requested to deliver; provided, however, that neither
Party shall be obligated to deliver such energy which, in
its sole judgment, it cannot deliver without interposing
a hazard to or economic burden upon its operations or
without impairing or jeopardizing the other load
requirements of its system; and provided further, that
neither Party shall be obligated to deliver electric
energy to the other for a period in excess of forty-eight
(48) consecutive hours during any single emergency.
2.2 Non-Performance. The Parties recognize that
the delivery of electric energy as provided in subsection
2.1 of this Section 2 is subject to two conditions which
may preclude the delivery of such energy as so provided:
(a) the Party requested to deliver electric energy may be
suffering an emergency in or on its own system as
described in said subsection 2.1, or (b) the system of a
Party may be delivering electric energy, under a mutual
emergency interchange agreement, to the system of another
interconnected company which is suffering an emergency in
or on its system. Under conditions as cited under (a)
above, neither Party shall be considered to be in default
hereunder if it is unable to comply with the provisions
of said subsection 2.1. Under conditions as cited under
(b) above, neither party shall be considered to be in
default hereunder if it is unable to comply with the
provisions of said subsection 2.1; provided, however,
that such Party shall make every effort consistent with
the terms of its contract with said other interconnected
company to make the electric energy as provided in
subsection 2.1 available to the other Party hereto as
soon as possible.
2.3 Reserve Generating Capacity Review. If at any
time the record over a reasonable prior period shows
clearly that either of the Parties has failed to deliver
energy in accordance with and subject to the provisions
of subsection 2.1 and subsection 2.2 of this Section 2,
either Party, by written notice given to the other Party,
may call for a joint study by the Parties of the reserve
generating capacity in and provided for their respective
systems and of their respective system transmission
facilities affecting the supply and delivery of power and
energy under the 1989 Agreement. It shall be the purpose
of such study to determine the adequacy or inadequacy of
reserve generating capacity and transmission facilities
being provided to meet the requirements of the Parties'
respective systems, reflecting obligations under the
Agreement, and, if inadequate, the extent of the burden
that one Party may be placing upon the other. If it
should be found that one Party is placing an unreasonable
burden upon the other, the Party causing such burden
shall take such measures as are necessary to remove the
burden from the other Party, or the Parties shall enter
into such arrangements as shall provide for equitable
compensation to the Party being burdened.
SECTION 3 - COMPENSATION
3.1 Electric energy delivered under Section 2 above
shall be settled for either by the return of equivalent
energy or, at the option of the Party that supplied such
energy, by payment of the out-of-pocket cost (such cost
being as of the delivery point or points, as provided in
Section 4.01 and 4.02 of Article 4 of the Agreement,
taking into account electrical losses incurred from the
source or sources of such energy to said delivery point
or points) to the supplying Party generating such energy
plus ten percent of such cost. If equivalent energy is
returned, it shall be returned at times when the load
conditions of the Party electing to receive it are
equivalent to the load conditions of such Party at the
time the energy for which it is returned was delivered
or, if such Party elects to have equivalent energy
returned under different conditions, it shall be returned
in such amounts, to be agreed upon by the Operating
Committee, as will compensate for the difference in
conditions.
3.2 Electric energy delivered under Section 2 above that
is purchased by the supplying Party's system from another
interconnected system shall be settled for by the payment
of 100% of the amount paid therefore by the supplying
Party plus the following:
3.21 Where IPL is the supplying Party, up to 3.46
mills per kilowatt-hour (2.46 mills/KWH for bulk
transmission charges plus 1.0 mill/KWH for difficult
to quantify energy related costs) plus the cost of
any transmission losses, taxes, and other expenses
incurred that would not have been incurred if such
transaction had not been made.
3.22 Where SIGECO is the supplying Party, up to
3.19 mills per kilowatt-hour (2.19 mills/KWH for
bulk transmission charge plus 1.0 mill/KWH for
difficult to quantify energy-related costs) plus the
cost of any transmission losses, taxes, and other
expenses incurred that would not have been incurred
if such transaction had not been made.
Exhibit III
SERVICE SCHEDULE C
INTERCHANGE ENERGY
SECTION 1 - DURATION
1.1 This Service Schedule, a part of and under
Modification No. 8 to the Interconnection Agreement
(referred to herein as the "1968 Agreement") dated as of
December 2, 1968 between Indianapolis Power & Light
Company (hereinafter called "IPL" or a "Party") and
Southern Indiana Gas and Electric Company, Inc.
(hereinafter called "SIGECO" or a "Party") shall become
effective as of the date of the Eighth Modification and
shall continue in effective throughout the duration of
the 1968 Agreement.
SECTION 2 - SERVICES TO BE RENDERED
Economy Energy
2.1 It is recognized that from time to time each of the
Parties may have electric energy (herein called "Economy
Energy") available from surplus capacity either on its
own system or from sources outside its own system, or
both, and that Economy Energy could be supplied to the
other Party at a cost that would result in operating
savings to such other Party. Such operating savings
would result from the displacement of electric energy
that otherwise would be supplied from capacity either on
such other Party's system or from sources outside its own
system, or both. To promote the economy of electric
power supply and to achieve efficient utilization of
production capacity, either Party, whenever it in its own
judgment determines Economy Energy is available, may, but
shall not be obligated to, offer Economy Energy to the
other Party. Promptly upon receipt of any such offer
other Party shall notify the offering Party of the extent
to which it desires to use such Economy Energy, and
schedules providing the periods and extent of use shall
be agreed upon.
Non-Displacement Energy
2.2 It is further recognized that from time to time
occasions will arise when the effecting of transactions,
as provided in subsection 2.1 of this Section 2 will be
impracticable, but at the same time one of the Parties
may have electric energy (herein called "Non-Displacement
Energy") which it is willing to make available from
surplus capacity either on its own system or from sources
outside its own system, or both, that can be utilized
advantageously for short intervals by the other Party.
It shall be the responsibility of the Party desiring the
receipt of Non-Displacement Energy to initiate the
receipt and delivery of such energy. The Party desiring
such receipt of energy shall inform the other Party of
the extent to which it desires to use Non-Displacement
Energy, and, whenever in its sole judgment such other
Party determines that it has Non-Displacement Energy
available, schedules providing the periods and extent of
use shall be mutually agreed upon. Neither Party shall
be obligated to make any Non-Displacement Energy
available to the other.
SECTION 3 - COMPENSATION
Economy Energy
3.1 The charge for Economy Energy purchased by either
Party from the other Party shall be based on the
principle that the Party purchasing it shall pay the
out-of-pocket cost (including all operating, maintenance,
tax, transmission losses and other expenses incurred that
would not have been incurred if the energy had not been
supplied) of the Party supplying such energy and that the
resulting savings to the receiving Party shall be equally
shared by the supplying and receiving Parties.
3.2 When Economy Energy is obtained from or delivered to
other systems interconnected with the Parties, but not
signatories to the 1968 Agreement, payments shall be
based on the out-of-pocket cost of the supplying Party or
system providing the energy and an allocation of the
gross savings which are defined as the difference between
(1) what the out-of-pocket costs of the receiving Party
or system would have been to generate such energy, and
(2) the out-of-pocket costs of the supplying Party or
system providing the energy. Such allocation shall be
made as provided in subsection 3.21 and 3.22 hereinbelow:
3.21 The transmitting Party shall be paid (a) its
cost of purchasing the Energy supplied, plus (b) its
costs of additional transmission losses plus (c) the
following:
(1) When IPL is such transmitting Party:
The greater of (i) fifteen percent of the
gross savings remaining after deducting all
such payments for transmission losses or
(ii) an amount not to exceed 3.46 mills per
kilowatt-hour of Energy received for
transmission.
(2) When SIGECO is such transmitting Party:
The greater of (i) fifteen percent of the
gross savings remaining after deducting all
such payments for transmission losses or
(ii) an amount not to exceed 3.19 mills per
kilowatt-hour of Energy received for
transmission.
3.22 The supplying Party or system shall be paid
its out-of-pocket cost of providing the energy, plus
one-half of the gross savings remaining after
deducting all (b) and (c) payments made under
subsection 3.21. The receiving Party or system
shall be entitled to the other one-half of the gross
savings remaining after deducting all (b) and (c)
payments made under subsection 3.21.
3.3 Prior to any transaction involving the delivery and
receipt of Economy Energy, as provided in subsection 3.1
and 3.2 authorized representatives of the Parties shall
determine and agree upon the compensation applicable to
such transaction. Compensation so agreed upon shall not
be subject to later review or adjustment.
Non-Displacement Energy
3.4 Non-Displacement Energy delivered hereunder shall be
settled for either by the return of equivalent energy or,
at the option of the Party that supplied such energy, by
payment of the out-of-pocket cost (such cost being as of
the delivery point or points, as provided in Sections
4.01 and 4.02 of Article 4 of the 1968 Agreement, taking
into account electrical losses incurred from the source
or sources of such energy to said delivery point or
points) to the supplying Party generating such energy
plus ten percent of such cost. If equivalent energy is
returned, it shall be returned at times when the load
conditions of the Party receiving it are equivalent to
the load conditions of such Party at the time the energy
for which it is returned was delivered or, if such Party
elects to have equivalent energy returned under different
conditions, it shall be returned in such amounts, to be
agreed upon by the Operating Committee, as will
compensate for the difference in conditions.
3.5 Non-Displacement Energy delivered under Subsection
2.2 above that is purchased by the supplying Party from
another interconnected system which is not a signatory to
the 1989 Agreement ("Third Party") at the request of the
receiving Party shall be settled for as follows:
3.51 When IPL is the supplying Party, a payment of
100 percent of the amount paid to such Third Party,
plus up to 3.46 mills per kilowatt-hour (consisting
of up to 2.46 mills per kilowatt-hour for a
transmission charge and 1 mill per kilowatt-hour for
difficult to quantify energy related costs) plus any
transmission losses.
3.52 When SIGECO is the supplying Party, a payment
of 100 percent of the amount paid to such Third
Party, plus up to 3.19 mills per kilowatt-hour
(consisting of up to 2.19 mills per kilowatt-hour
for a transmission charge and 1 mill per
kilowatt-hour for difficult to quantify energy
related costs) plus any transmission losses.
Exhibit IV
SERVICE SCHEDULE D
SHORT TERM POWER AND ENERGY
SECTION 1 - DURATION
1.1 This Service Schedule, being a part of and under
Modification No. 8 to the Interconnection Agreement
(referred to herein as the "1968 Agreement") dated as of
December 2, 1968 between Indianapolis Power & Light
Company (hereinafter called "IPL" or a "Party") and
Southern Indiana Gas and Electric Company, Inc.
(hereinafter called "SIGECO" or a "Party") shall become
effective as of the date of the Eighth Modification and
shall continue in effect throughout the duration of the
1968 Agreement.
SECTION 2 - SERVICES TO BE RENDERED
2.1 Either Party by giving the other Party notice may
reserve from the other, (a) electric power ("Weekly Short
Term Power") for periods of one or more weeks or (b)
electric power ("Daily Short Term Power") for periods of
one or more days whenever, the Party requested to reserve
the same, is willing to make such power available. Under
ordinary circumstances such reservation shall extend for
not less than a calendar week if it begins with Sunday or
for the balance of the calendar week if it begins with
any day subsequent to the Sunday; however, under unusual
circumstances, the Parties may mutually agree upon a
reservation of Daily or Weekly Short Term Power for a
lesser number of days. In all cases the Party asked to
supply Daily or Weekly Short Term Power shall be the sole
judge as to the amounts and periods that it has electric
power available that may be reserved by the other Party
as Short Term Power.
2.11 Prior to each reservation of Weekly or
Daily Short Term Power, the number of kilowatts to
be reserved, the period of the reservation, the
terms of such reservation, and the source of such
power if the supplying Party is in turn reserving
such power from another interconnected system
("Third Party"), shall be determined by the Parties.
Such determination shall be confirmed in writing at
the request of either Party. If during such period
conditions arise that could not have been reasonably
foreseen at the time of the reservation and cause
the reservation to be burdensome to the supplying
Party or its system, such Party may by oral notice
to the reserving Party, such oral notice to be later
confirmed in writing if requested by either Party,
reduce the number of kilowatts reserved by such
amount and for such time as it shall specify in such
notice, but kilowatts reserved hereunder that the
supplying Party is in turn reserving from another
system may be reduced only to the extent they are
reduced by such other system.
2.12 During the period that Weekly or Daily
Short Term Power has been reserved, the Party that
has agreed to supply such power shall upon call by
the reserving Party deliver associated electric
energy ("Weekly or Daily Short Term Energy") to the
reserving Party as of the delivery point or points,
as provided in Section 4.01 and 4.02 of Article 4 of
the 1968 Agreement at a rate during each hour of up
to and including the number of kilowatts reserved.
SECTION 3 - COMPENSATION
3.1 Demand Charges: The reserving Party of Weekly or
Daily Short Term Power shall pay the supplying Party
Demand Charges for such Short Term Power at the following
rates:
3.11 Weekly Short Term Power
3.11.1 When IPL is the supplying Party: at
the rate of up to $1.05 per kilowatt reserved per
such week.
3.11.2 When SIGECO is the supplying Party: at
the rate of up to $1.05 per kilowatt reserved per
such week.
3.11.3 In the event the amount of Weekly Short
Term Power taken is reduced upon request of the
supplying Party, the demand charge for each day
(other than Sunday) during which any reduction is in
effect shall be reduced by one-sixth (1/6) of the
aforesaid supplying Party's weekly demand rate per
kilowatt of reduction.
3.12 Daily Short Term Power
3.12.1 For any day that Daily Short Term Power
is reserved by either Party, the daily demand rate
shall be equal to the rate of up to one-sixth (1/6)
of the supplying Party's Weekly Short Term Power
demand rate.
3.12.2 In the event the amount of Daily Short
Term Power taken is reduced upon request of the
supplying Party, the demand charge for each day
during which such reduction is made shall be reduced
by one-sixth (1/6) of the above weekly demand rate
per kilowatt of reduction.
3.13Third Party Weekly or Daily Short Term Power
3.13.1 For any period that Short Term Power is
reserved by SIGECO for IPL from a Third Party, such
Short Term Power shall be supplied at the rate up to
$.265 per kilowatt reserved per week or up to $.053
per kilowatt reserved per day plus the demand charge
paid therefor by SIGECO to the Third Party.
3.13.2 For any period that Short Term Power is
reserved by IPL for and at the request of SIGECO
from a Third Party, such Short Term Power shall be
supplied at the rate of up to $.295 per kilowatt
reserved per week or at the rate of up to $.059 per
kilowatt reserved per day plus the demand charge
paid therefor by IPL to the Third Party.
3.13.3 In the event the amount of Weekly Short
Term Power reserved from a Third Party is reduced
upon the request of the Third Party, the demand
charge for each day during which such reduction is
in effect shall be reduced by the amount by which
the demand charge payable by the supplying Party is
reduced under its Agreement with such Third Party
plus, in the case of Power reserved by IPL, one-
sixth of the rate per kilowatt agreed to under
Section 3.13.2 for each kilowatt or reduction each
day; but not more than the rate agreed upon for each
kilowatt per week; and, in the case of Power
reserved by SIGECO, one-sixth of the rate per
kilowatt stated in Section 3.13.1 for each kilowatt
of reduction each day; but not more than the rate
agreed upon for each kilowatt per week.
3.13.4 In the event that the amount of Daily
Short Term Power reserved from a Third Party is
reduced upon the request of the Third Party, the
demand charge for such Power shall be reduced by the
amount by which the demand charge payable by the
supplying Party is reduced by the Third Party.
3.2 Energy Charges: The reserving Party shall pay the
supplying Party Energy Charges for all Short Term Energy
delivered pursuant to subsection 2.12 above at the
following rates:
3.21 For each kilowatt-hour that is generated
by the supplying Party's system 110% of the out-of-
pocket costs (including all operating, maintenance,
tax, transmission losses and other expenses incurred
that would not have been incurred if the energy had
not been supplied) of supplying Short Term Energy
called for during such period.
3.22 For each kilowatt-hour purchased by the
supplying Party's system from a Third Party to
supply the Short Term Energy called for during each
period, 100% of the amount paid therefore by the
supplying Party plus the following:
3.22.1 Where IPL is the supplying Party, 1.0
mill per kilowatt-hour for difficult to quantify
energy-related costs plus the cost of any
transmission losses, taxes, and other expenses
incurred that would not have been incurred if such
transaction had not been made.
3.22.2 Where SIGECO is the supplying Party,
1.0 mill/KWH for difficult to quantify energy-
related costs plus the cost of any transmission
losses, taxes, and other expenses incurred that
would not have been incurred if such transaction had
not been made.
Exhibit VI
SERVICE SCHEDULE F
LIMITED TERM POWER (FIRM)
SECTION 1 - DURATION
1.1 This Service Schedule, being a part of and under
Modification No. 8 to the Interconnection Agreement
(referred to herein as the "1968 Agreement") dated as of
December 2, 1968 between Indianapolis Power & Light
Company (hereinafter called "IPL"' or a "Party") and
Southern Indiana Gas and Electric Company, Inc.
("hereinafter called "SIGECO" or a "Party"), shall become
effective as of the date of the Eighth Modification and
shall continue in effect throughout the duration of the
1968 Agreement.
SECTION 2 - SERVICES TO BE RENDERED
2.1 Either Party by giving the other Party notice may
reserve for periods of not less than one (1) or more than
twelve (12) months, such electric power (herein called
"Limited Term Power (Firm)") as the other Party may be
willing to make available as Limited Term Power (Firm).
The Party asked to supply Limited Term Power (Firm) shall
be the sole judge as to the amounts and periods that it
has electric power available that may be reserved by the
other Party as Limited Term Power (Firm).
2.11 To reserve Limited Term Power (Firm), the
Party desiring such power shall specify in its
notice to the supplying Party the number of
kilowatts and the period for which it desires to so
reserve such power. The supplying Party shall
signify the extent of its ability and willingness to
comply with the provisions of such notice. Any
notice or any acknowledgement of such notice that
initially may be given or all shall be confirmed
thereafter in writing.
2.12 During each period that Limited Term Power
(Firm) has been reserved as above provided, the
supplying Party shall deliver upon call electric
energy (herein called "Limited Term Energy (Firm)")
to the other Party at the delivery point or points
set forth in Section 4.01 of Article 4 of the
Agreement in any amount up to and including the
number of kilowatts reserved. However, in the event
conditions arise during such period which could not
have been reasonably foreseen at the time said power
was reserved and such conditions would cause the
delivery of Limited Term Energy (Firm) to be
burdensome to the supplying Party, the supplying
Party may, upon notice to the reserving Party reduce
or interrupt the delivery of such energy to preserve
the integrity of, or to prevent or limit any
instability on, its system.
2.13 The Limited Term Power (Firm) billing demand
for any period shall be taken as equal to the number
of kilowatts reserved as Limited Term Power (Firm)
for such period.
SECTION 3 - COMPENSATION
3.1 The Party reserving Limited Term Power (Firm) shall
pay the supplying Party the following Demand Charges:
3.11 Monthly Limited Term Power (Firm) - For any
month that Limited Term Power (Firm) is reserved up
to $5.50 per kilowatt reserved; less, for each day
during any part of which the amount of Monthly
Limited Term Power (Firm) is reduced upon notice
from the supplying Party, one-twentieth (1/20) of
the supplying Party's monthly demand rate per
kilowatt for each kilowatt of reduction but not more
than the rate agreed upon for each kilowatt per
month.
3.12 Third Party Monthly Limited Term Power (Firm)
3.12.1 For any month that Monthly Limited Term
Power (Firm) is reserved by SIGECO for and at the
request of IPL from a Third Party, such Monthly
Limited Term Power (Firm) shall be supplied at the
rate of up to $1.15 per kilowatt reserved per month
plus the demand charge paid therefor by SIGECO to
the Third Party.
3.12.2 For any month that Monthly Limited Term
Power (Firm) is reserved by IPL for and at the
request of SIGECO from a Third Party, such Monthly
Limited Term Power (Firm) shall be supplied at the
rate of up to $1.28 per kilowatt reserved per month
plus the demand charge paid therefor by IPL to the
Third Party.
3.12.3 In the event the amount of Monthly
Limited Term Power (Firm) reserved from a Third
Party is reduced upon the request of the Third
Party, the demand charge for each day during which
reduction is in effect shall be reduced by the
amount by which the demand charge payable by the
supplying Party is reduced under its Agreement with
such Third Party plus, in the case of Power reserved
by IPL one-thirtieth (1/30) of the rate per kilowatt
agreed to under Paragraph 3.12.1 of this Section
3.12 for each kilowatt of reduction each day; but
not more than the rate agreed upon for each kilowatt
per month; and, in the case of Power reserved by
SIGECO, one-thirtieth (1/30) of the rate per
kilowatt agreed to under Paragraph 3.12.2 of this
Section 3.12 for each kilowatt of reduction each
day; but not more than the rate agreed upon for each
kilowatt per week.
3.2 The reserving Party shall pay the supplying Party
for all Limited Term Energy (Firm) delivered at the
following rates:
3.21 For each kilowatthour that is generated by the
supplying Party's system, 100 percent of the Out-of-
Pocket Costs of supplying Limited Term Energy (Firm)
called for during such period, plus 10 percent of
such costs.
3.22 For each kilowatthour purchased by IPL from a
Third Party in order to supply the Limited Term
Energy called for during such period, 100 percent of
the amount of the Energy charge paid therefor by IPL
plus 1 mill per kilowtthour plus any transmission
losses.
3.23 For each kilowatthour purchased by SIGECO from
a Third Party in order to supply the Limited Term
Energy (Firm) called for during such period, 100
percent of the amount of the Energy charge paid
therefor by SIGECO plus 1 mill per kilowatthour plus
any transmission losses.
EXHIBIT VII
SERVICE SCHEDULE G
SPECIFIC TRANSMISSION SERVICE
SECTION 1 - DURATION AND TERMINATION
1.1 This Service Schedule G, being part of Modification
No. 8 dated as of September 1, 1989 to the Agreement
dated as of December 2, 1968 between Indianapolis Power &
Light Company (hereinafter called "IPL" or a "Party") and
Southern Indiana Gas and Electric Company, Inc.
(hereinafter called "SIGECO" or a "Party") as amended by
seven previous modifications (said Interconnection
Agreement as so modified being herein called the "1968
Agreement"), shall become effective on the effective date
of Modification No. 8 and shall continue in effect until
terminated in accordance with this Section 1.
1.2 The term of this Service Schedule G shall commence
January 1, 1991 and shall extend through December 31,
2010, unless it is otherwise terminated in accordance
with Subsections 1.3, 1.4, 1.5, 1.6 or 1.7 of this
Section 1.
1.3 If any regulatory authority having jurisdiction over
Modification No. 8 does not accept it for filing within
ninety (90) days after its submission, or requires any
modification to its rates, terms, or conditions as a
condition of accepting Modification No. 8 for filing,
either Party may terminate Modification No. 8, if in such
Party's good faith judgment such modification materially
changes the benefits or burdens to the Party desiring to
terminate; provided, the terminating Party has used its
best efforts to obtain regulatory acceptance. In that
event, such Party may terminate Modification No. 8 and
this Service Schedule G by notifying the other Party in
writing of its intention to so terminate not more than
thirty (30) days after final action is taken not to
accept Modification No. 8 for filing or which requires
such modification as a condition of such acceptance.
Modification No. 8 and this Service Schedule G shall
terminate thirty (30) days after receipt of such notice
by the other Party.
1.4 If at any time after the acceptance of Modification
No. 8, any regulatory authority having jurisdiction over
it modifies its rates, terms or conditions, either Party
may terminate Modification No. 8 if in such Party's good
faith judgment such modification materially changes the
benefits or burdens of Modification No. 8 to the Party
desiring to terminate; provided, the terminating Party
has used its best efforts to obtain acceptable rates,
terms and conditions. In that event, such Party may
terminate Modification No. 8 and this Service Schedule G
by notifying the other Party in writing of its intention
to so terminate not more than thirty (30) days after the
effective date of such change. Modification No. 8 and
this Service Schedule G shall terminate one hundred
twenty (120) days after receipt of such notice by the
other Party.
1.5 IPL may elect to terminate Service Schedule G at any
time during its term if IPL's power purchase from Big
Rivers is terminated or, with three years' advance
notice, if IPL executes an interconnection agreement with
Big Rivers.
1.6 After January 1, 1993, SIGECO may elect to terminate
Service Schedule G at any time upon three (3) years'
advance written notice to IPL stating that SIGECO has
received a written offer from a third party for the
transmission capacity provided by SIGECO to IPL which
results in greater compensation to SIGECO than the
compensation provided under this Service Schedule G;
provided, that IPL shall have the right of first refusal
to match any such offer by agreeing, within 90 days after
receiving a copy of any such offer, to pay such
additional compensation as will equal such offer; and
provided further, that if IPL declines to exercise its
right of first refusal and SIGECO declines to accept the
Third Party offer within 90 days after IPL's refusal,
Service Schedule G shall remain in effect and any further
consideration of such offer shall require a new
three-year notice.
1.7 SIGECO may elect to restrict Service Schedule G at
any time if, due to system or operational occurrences,
SIGECO cannot, in its sole judgment, continue to provide
unrestricted service under Service Schedule G and at the
same time adequately provide service to SIGECO's other
customers without altering or adding to its equipment and
facilities. Upon the occurrence of such an event and
upon development of a remedial plan by SIGECO, IPL shall
have the option either (a) to agree to pay the mutually
agreed upon reasonable costs of such remedial plan in
proportion to IPL's contribution to the system or
operational occurrences that necessitated such plan and
in proportion to the remaining term of Service Schedule G
or (b) decline to participate in the remedial plan and
continue receiving service under Service Schedule G on a
restricted basis when necessary and on an unrestricted
basis at all other times.
SECTION 2 - SPECIFIC TRANSMISSION SERVICE TO BE RENDERED
AND CONDITIONS THEREOF
2.1 SIGECO shall provide transmission service to IPL for
an amount up to 50 MW from January 1, 1991 through
December 31, 1992 and 100 MW thereafter through December
31, 2010 for power and associated energy over SIGECO's
electrical transmission facilities from its
interconnections with Big Rivers Electric Corporation to
SIGECO's interconnection with IPL. Such transmission
service shall be available at all times during the term
of this Service Schedule G, except during system
emergencies. Notification by IPL to SIGECO shall be the
only condition for the use of such transmission service.
2.2 The Parties shall maintain and operate their
respective systems so as to minimize, in accordance with
sound engineering and operating practice, the likelihood
of disturbance(s) originating in either Party's system
which might cause impairment of the transmission service
provided hereunder.
2.3 Either Party may interrupt synchronous operation
through the Interconnection Point if either determines
that its facilities may be damaged due to excessive
loadings caused by the transmission service provided
hereunder. Should such interruption occur, the parties
shall cooperate to remove the cause of such excessive
loadings as soon as practicable and restore such
interconnection to normal operating condition. Neither
Party shall be responsible to the other Party for damage
or loss of revenue caused by such interruption.
2.4 The Parties agree to study and negotiate the
installation, ownership, cost and maintenance of any
additional equipment or facilities necessary to effect a
long term solution to any such excessive loading herein
described if either Party reasonably determines that the
transmission service provided for herein contributes to
excessive loading and requests such negotiation.
SECTION 3 - COMPENSATION AND BILLING
3.1 From the commencement date of this Agreement to
December 31, 1995 the following firm transmission rates
shall apply:
3.11 Demand Charge of $40,000/month for a 50 MW of
transmission capacity from January 1, 1991 through
December 31, 1992 and a demand charge of
$80,000/month for a 100 MW of transmission capacity
from January 1, 1993 through December 31, 1995.
3.12 Energy Charge of 1 mill/KWH delivered.
3.2 From January 1, 1996 to December 31, 2010 the
following transmission rates shall apply:
3.21 A fixed monthly demand charge for 100 MW of
transmission capacity demand charge beginning
January 1 of each of the following years:
Year Monthly Demand Charge
1996 $101,600
1997 $105,200
1998 $108,800
1999 $112,400
2000 $116,000
2001 $119,600
2002 $123,200
2003 $126,800
2004 $130,400
2005 $134,000
2006 $137,600
2007 $141,200
2008 $144,800
2009 $148,400
2010 $152,000
3.22 The energy charge shall be the energy charge
allowed in SIGECO's Federal Energy Regulatory
Commission Supplement No. 11 to Rate Schedule FPC
No. 25 pertaining to IPL, effective April 1, 1987,
to recover unquantified transmission costs,
currently $.001/KWH, or the FERC approved revisions
thereof as are in effect thereafter.
3.3 In the event SIGECO's transmission capacity currently
in effect is reduced upon notice from SIGECO, the demand
charge for each day during which any such reduction is in
effect (excluding Saturdays and Sundays) shall be reduced
by one-twentieth (1/20) of SIGECO's monthly demand charge
currently in effect per kilowatt of reduction, but not
more than the demand charge for the month.
MODIFICATION NO. 9
TO THE
INTERCONNECTION AGREEMENT
BETWEEN
INDIANAPOLIS POWER & LIGHT COMPANY
AND
SOUTHERN INDIANA GAS & ELECTRIC COMPANY
THIS AMENDMENT made and entered into as of the 1st day of
January, 1995 by Indianapolis Power & Light Company
("IPL"), being an Amendment to the Interconnection
Agreement between Southern Indiana Gas & Electric Company
("Buyer") and IPL dated December 2, 1968, as amended (the
"Agreement").
WITNESSETH:
WHEREAS, IPL and Southern Indiana Gas & Electric Company
entered into the Agreement on December 2, 1968, which
Agreement has been amended from time to time;
WHEREAS, the Agreement provides for the sale of power and
energy by IPL
under Service Schedules described as:
Service Schedule A Emergency Service
Service Schedule C Interchange Energy
Service Schedule D Short Term Power and Energy
Service Schedule F Limited Term Power (Firm)
WHEREAS, the Agreement provides for the recovery of
incremental costs or "out-of-pocket" costs occasioned by
the sale by IPL of electric energy;
WHEREAS, IPL has implemented its Emissions Constrained
Dispatch Plan, attached hereto;
WHEREAS, the rates for Emergency Service, Interchange
Energy, Short Term Power and Energy, and Limited Term
Power (Firm), do not expressly include the cost of
replacing sulfur dioxide ("SO2") emission allowances
expended in order to provide such energy in compliance
with Federal laws governing SO2 emission;
WHEREAS, IPL desires to amend the Agreement to clarify
recovery of out-of-pocket costs occasioned by the sale of
said energy as including the recovery of the incremental
cost of SO2 emission allowances;
NOW, THEREFORE, in consideration of the premises and the
terms and conditions set forth herein; IPL desires to
amend the Agreement as follows:
Section 1. Compensation for SO2 Emission Allowances.
The Buyer shall compensate IPL for the consumption of
Sulfur Dioxide Emissions Allowances ("SO2 Allowances")
directly attributed to electric energy sales by IPL to
Buyer under the Service Schedules. Such compensation
shall, at Buyer's option, be made by either supplying IPL
with the number of SO2 Allowances directly attributed to
such energy sales, or by reimbursing IPL for the
incremental cost of such number of SO2 Allowances,
rounded to the nearest whole SO2 Allowance.
If Buyer opts to reimburse IPL in cash for SO2 Allowances
associated with Buyer's energy purchases for the month,
the cash amount due at billing will be determined by
multiplying the number of SO2 Allowances attributed to
the sale by the incremental cost of the SO2 Allowances,
as determined in Section 2.2, at the time of the sale.
If Buyer opts to reimburse IPL in SO2 Allowances, Buyer
will record or transfer to IPL's account, the number of
SO2 Allowances calculated below, at the time cash
settlement for the energy is due. In all cases, Buyer
will transfer to IPL's account the number of SO2
Allowances due IPL for calendar year no later than
January 15 of the following year. "Transfer to IPL's
account" shall mean, for purposes of the Amendment, the
transfer by the USEPA of the requisite number of SO2
Allowances to IPL's Allowance Tracking System account and
the receipt by IPL of the Allowance Transfer
Confirmation.
Section 2. Determination of SO2 Emission Allowances Due IPL.
Section 2.1. Number of SO2 Allowances
The number of SO2 Allowances directly attributed to
an energy sale made by IPL shall be determined for
each hour, by determining the contribution from each
of the unit(s) from which the energy sale is being
made for that hour. For each unit, the emission
rate in pounds of SO2 per million Btu will be
determined each month, from fuel sulfur content,
control equipment performance, and continuous
emissions monitoring data. The emission rate and
the unit heat rate will be used to determine the SO2
Allowances used per megawatt-hour ("MWH"). The
energy from each unit attributable to the sale, and
the SO2 Allowances per MWH for each unit, will be
used to determine the number of SO2 Allowances
attributable to the sale.
Section 2.2 . Cost of SO2 Allowances
The incremental SO2 Allowance cost used to determine
economic dispatch of IPL's generating units in any
month, will also be the basis used to determine
compensation for IPL's energy sales. The
incremental SO2 Allowances cost, in dollars per ton
of SO2, shall be determined each month and will be
based on the Cantor Fitzgerald offer price for SO2
Allowances, or if such is not available, then
another nationally recognized SO2 Allowance trading
market price or market price index, at the beginning
of the month. The SO2 Allowance value may be
changed at any time during the month to reflect the
more current incremental cost, or market price, for
SO2 Allowances. Buyer will be notified of the new
SO2 Allowance value prior to dispatch of IPL energy
to Buyer.
Section 3. Effective Date.
This Amendment to the Agreement shall be made effective
as of January 1, 1995.
IN WITNESS WHEREOF, IPL has caused the foregoing
Amendment to be signed by its duly authorized officer,
effective as of the date set forth above.
INDIANAPOLIS POWER & LIGHT COMPANY
By: /s/ John C. Berlier, Jr.
John C. Berlier, Jr.
Vice President
Resource Planning and Rates
EMISSIONS CONSTRAINED DISPATCH PLAN
Effective January 1, 1995
Economic Dispatch is loading each generating unit so the lowest cost
generation is called upon first to generate the power needed, thereby
minimizing total electric energy generation cost. Emissions Constrained
Dispatch is simply Economic Dispatch where the estimated value of the
SO2 allowances being consumed by a unit is included as a part of the
unit's cost of generation. A lower emitting unit will reflect a
relatively lower emissions cost because it requires fewer sulfur dioxide
(SO2) allowances.
IPL's plan to implement Emissions Constrained Dispatch is to incorporate
SO2 allowance values into the existing Energy Management System (load
dispatching system), which economically dispatches IPL's generation. As
the generation required (load) increases, the available unit with the
lowest incremental cost is dispatched to meet the increase. As the
generation demanded decreases, the unit with the highest incremental cost
is dispatched to reduce its generation, thereby minimizing cost.1
Currently, the Energy Management System uses incremental heat
rates, along with fuel and variable operation costs to
determine the incremental cost of generation on each unit in
service. Effective January 1, 1995, SO2 emissions related
costs will be included in each unit's incremental cost prior
to the incremental costs being compared to make the unit
dispatch.
The incremental SO2 value will be in units of dollars per million British
Thermal Units ($/MMBTU) and computed by the following guidelines:
IPL plans to use EPA (Environmental Protection Agency)
certifiable data for SO2 emission rates in conjunction with
the incremental value of emission allowances to form the
emissions dispatch cost in units of $/MMBTU. Each
generating unit affected by the Clean Air Act will have its
own specific SO2 emissions data input into the Energy
Management System at the beginning of each month. That data
will remain for the month unless projected coal deliveries
for the month have an SO2 value that will change the current
dispatch. The Fuel Supply Organization will notify the System
Operation Office of the projected coal delivery SO2 emission
rate in #SO2/MMBTU, so that a correct SO2 emission rate can
be input into the Energy Management System.
1 Optimization of unit loadings in the Energy
Management System is constrained by equipment physical
limitations such as maximum rate of load pickup or maximum
load reduction rate on a unit as well as contrained by the
maximum and minimum capability of the units.
IPL's Treasury Organization will not less often than the 10th day
of each month supply the IPL System Operation Office the incremental
value of an emission allowance in units of dollars per ton of SO2
based upon the Cantor Fitzgerald asking price for allowances, or
other nationally recognized allowance trading market price, for use
in IPL's emission constrained dispatch on a forward going basis.
Beginning January 1, 1995, the allowance price that will be used for
purposes of IPL's emissions constrained dispatch will be the asking
price for allowances obtained from Cantor Fitzgerald on December 30,
1994. The Treasury Organization will track the emission allowance
market and if a significant change in allowance prices occurs within
a given month, the Treasury Organization may provide an updated
allowance price value to the IPL System Operation Office. The
updated allowance price will be entered into the Energy Management
System and the economic dispatch algorithm will be updated
accordingly.
The emissions cost will be added with the fuel and variable
operating cost to produce a total dispatch cost. The total
dispatch cost will be combined with the incremental unit heat
rate data to produce the total incremental dispatch cost as
calculated by the following formula:
INCREMENTAL COST = (Fuel Cost + Emissions Value Divided By
Variable Operating Cost) X Incremental
Heat Rate
The dimensions for each of the variables is as follows:
Emissions Value, $/MMBTU; Fuel Cost, $/MMBTU; Variable Operating
Cost $/MMBTU; Incremental Heat Rate, MMBTU/MWH; Allowance Value,
$/Allowance; Incremental Cost, $/MWH
The dispatch made using the total incremental cost, including
SO2 emissions related costs, will constitute IPL's Emissions
Constrained Dispatch.
MODIFICATION NO. 10
TO THE
INTERCONNECTION AGREEMENT
BETWEEN
INDIANAPOLIS POWER & LIGHT COMPNAY
AND
SOUTHERN INDIANA GAS AND ELECTRIC COMPANY
(SIGECO RATE SCHEDULE NO. 25)
THIS AMENDMENT made and entered into as of December 23, 1996, by Indianapolis
Power & Light Company ("IPL") and Southern Indiana Gas and Electric Company
("SIGECO"), being an amendment to the Interconnection Agreement between IPL
and SIGECO dated December 2, 1968, as amended (the "Agreement").
WHEREAS, IPL and SIGECO entered into the Agreement on December 2, 1968, which
Agreement has been amended from time to time;
WHEREAS, the Agreement provides for the bundled sale of power and energy or
transmission of power and energy by SIGECO to IPL under Service Schedules
described as:
Service Schedule A Emergency Service
Service Schedule B Energy Transfer
Service Schedule C Interchange Energy
Service Schedule D Short Term Power and Energy
Service Schedule E Coordination of Scheduled
Maintenance of Generating Facilities
Service Schedule F Limited Term Power
Service Schedule G Specific Transmission Service
WHEREAS, SIGECO no longer desires to provide services to IPL under certain of
the above Service Schedules.
NOW, THEREFORE, in consideration of the premises and the terms and conditions
set forth herein; the Agreement is hereby amended as follows:
Effective December 31, 1996, SIGECO will no longer provide services
to IPL under the following Service Schedules:
Service Schedule A Emergency Service
Service Schedule C Interchange Energy
Service Schedule D Short Term Power and Energy
Service Schedule E Coordination of Scheduled Maintenance
of Generating Facilities
Service Schedule F Limited Term Powre
Service Schedule G Specific Transmission Service
IN WITNESS WHEREOF, the parties hereto have caused this agreement to be
executed by their duly authorized officers.
Indianapolis Power & Light Company
By: /s/ Ramon L. Humke
Ramon, L. Humke, President
Southern Indiana Gas and Electric Company
By: /s/ J. Gordon Hurst
J. Gordon Hurst
Sr VP and General Manager of Operations
MODIFICATION NO. 11
TO THE
INTERCONNECTION AGREEMENT
BETWEEN
INDIANAPOLIS POWER & LIGHT COMPANY
AND
SOUTHERN INDIANA GAS & ELECTRIC COMPANY
Effective as of
MODIFICATION NO. 11
TO THE
INTERCONNECTION AGREEMENT
BETWEEN
INDIANAPOLIS POWER & LIGHT COMPANY
AND
SOUTHERN INDIANA GAS & ELECTRIC COMPANY
Pursuant to Order No. 888, Indianapolis Power & Light
Company (IPL) restates the rates for service provided by IPL
under the Interconnection Agreement as the following:
1) The Interconnection Agreement provides for IPL sales of
capacity and energy under service schedules described as:
Service Schedule A - Emergency Service
Service Schedule C - Interchange Power
Service Schedule D - Short Term Power and Energy
Service Schedule E - Limited Term Power (Firm)
2) The wholesale generation component of the rate applicable to
service under Section 3 of Service Schedule C, Interchange Power,
shall be the bundled rate under Section 3 minus the transmission
and ancillary service rates provided in Section 2 of this
Modification.
Where the Service Schedules provide for compensation to IPL
in the form of equivalent energy, such return of equivalent
energy shall be made of the generation component, with the
transmission and ancillary services related to such return of
equivalent energy arranged pursuant to and assessed as provided
in Section 3 of this Modification.
Service Schedule C provides for compensation to IPL
regarding third party sale and resale transactions of Non-
Displacement Energy in the form of a stated transmission charge
plus "one mill per kilowatt-hour for difficult to quantify energy
related costs." Service Schedule C is hereby be revised to
remove the term "one mill per kilowatt-hour for difficult to
quantify energy related costs."
3) Transmission and ancillary services necessary to effectuate
sales under the Interconnection Agreement shall be arranged by
IPL under and subject to the rates, terms, and conditions of
IPL's Open Access Transmission Tariff. The rates for point-to-
point transmission service and the two ancillary services
necessary to effectuate sales under the Interconnection Agreement
are provided below. IPL will provide either Short-Term Firm
Point-to-Point or Non-Firm Point-to-Point transmission service
and ancillary services for Scheduling, System Control and
Dispatch Service (Scheduling Service), and Reactive Supply and
Voltage Control from Generation Sources Service (Reactive Supply
Service). IPL will not provide Regulation and Frequency Response
Service, Energy Imbalance Service, Operating Reserve-Spinning
Reserve Service, or Operating Reserve-Supplemental Reserve
Service in connection with the sales under the Interconnection
Agreement, and there will be no charge for such services in
connection with the sales under the Interconnection Agreement.
The rates for both Short-Term Firm and Non-Firm Point-to-
Point Service are: $ 930.00/MW of reserved capacity for monthly
service, $215.00/MW of reserved capacity for weekly service,
$43.00/MW of reserved capacity for on-peak daily, and $30.70/MW
of reserved capacity for off-peak daily service with the daily
service capacity charges capped at the weekly rates. Non-Firm
Point-to-Point service is available on an hourly basis at
$2.69/MW for on-peak hours and $1.28/MWH for off-peak hours with
the maximum hourly charges capped at the daily rates.
For Scheduling Service, the monthly charges are $10.00/MW of
reservation, the weekly rate is $3.00/MW, the daily rate is
$0.60/MW, and the hourly rate is $0.04/MWH. The sum of the
hourly charges is capped at the daily rates, the sum of the daily
charges is capped at the weekly rate, and the sum of the weekly
charges is capped at the monthly rate.
For Reactive Supply Service, the monthly charges are
$110.00/MW of reservation, the weekly rate is $25.00/MW, the
daily rate is $5.00/MW, and the hourly rate is $0.31/MWH. The
sum of the hourly charges is capped at the daily rates, the sum
of the daily charges is capped at the weekly rate, and the sum of
the weekly charges is capped at the monthly rate.
If transmission and ancillary services are obtained by
Southern Indiana Gas & Electric Company under Indianapolis Power
& Light Company's Open Access Transmission Tariff, there will be
no charge related to transmission and ancillary service assessed
under the Interconnection Agreement. A service agreement under
Indianapolis Power & Light Company's Open Access Transmission
Tariff is on file as of the effective date of this Modification
No. 10 to govern service to Southern Indiana Gas & Electric
Company for this power sale, and charges for transmission and
ancillary services for this power sale will be assessed to
Southern Indiana Gas & Electric Company under the Open Access
Transmission Tariff.
EXHIBIT 10.4
INTERCONNECTION AGREEMENT
Between
INDIANAPOLIS POWER & LIGHT COMPANY
And
HOOSIER ENERGY RURAL ELECTRIC COOPERATIVE, INC.
For
Interchange Wholesale Sales and Purchases under
Emergency Service, Energy Transfer, Interchange Power,
Short Term Power, Limited Term Power (Firm), and
Diversity Power Schedules
Dated as of December 1, 1981
0.01 THIS AGREEMENT, dated as of the 1st day of December, 1981,
between INDIANAPOLIS POWER & LIGHT COMPANY ("IPL"), and HOOSIER ENERGY
RURAL ELECTRIC COOPERATIVE, INC. ("Hoosier"), both Indiana corporations:
WITNESSETH:
0.02 WHEREAS, IPL and Hoosier each owns electrical facilities and is
engaged in the generation, transmission, distribution, and sale of
electric power and energy in Indiana; and
0.03 WHEREAS, IPL and Hoosier desire that certain 161,000-volt and
138,000-volt transmission line facilities be provided and built so as to
establish a 138,000-volt interconnection between the IPL system and the
Hoosier system; and
0.04 WHEREAS, IPL and Hoosier desire to avail themselves of the mutual
benefits and advantages to be realized by interconnected systems
operation through such 138,000-volt interconnection; and
0.05 WHEREAS, the parties desire to fix the terms and conditions upon
which such interconnection shall be provided and built and upon which the
furnishing of interconnection services shall be effected;
0.06 NOW, THEREFORE, in consideration of the premises and of the mutual
covenants herein set forth, the parties agree as follows:
ARTICLE 1
PROVISIONS FOR AND CONTINUITY OF INTERCONNECTION OPERATION
Facilities To Be Provided By Hoosier
1.01 Hoosier shall provide, own, and install, or cause to be installed,
the following described facilities:
1.011 A 138,000-volt single circuit transmission line
approximately one mile in length, constructed with aluminum
conductors not less than 795 MCM in size, to extend in a generally
northeasterly direction from the existing switchyard, located at
Hoosier's Ratts Generating Station ("Ratts"), to IPL's Petersburg
Station (the "Ratts-Petersburg Line")
1.012 At Ratts, a 161,000-138,000-volt autotransformer, including
facilities essential to the protection of line and station
equipment, and such equipment on the autotransformer necessary to
attain a 200 MVA rating.
1.013 At Ratts, the necessary terminal equipment, including
facilities essential to the protection of line and station
equipment.
1.014 At Ratts and other suitable locations, such communication,
telemetering, and load control facilities as shall hereafter be
determined by the parties as necessary for the proper and efficient
interconnected operation of the parties' systems.
Facilities To Be Provided By IPL
1.02 IPL shall provide, own, and install, or cause to be installed, the
following described facilities:
1.021 At IPL's Petersburg Station ("Petersburg"), the necessary
terminal equipment, including facilities essential to the
protection of line and station equipment.
1.022 At Petersburg, replacement of certain 138,000-volt equipment
necessary to provide proper coordination and protection of line and
station equipment consistent with sound engineering practices.
1.023 At Petersburg, a new terminal for the existing line to
Southern Indiana Gas and Electric Company's Dubois line, together
with necessary protection, communication, metering, and load
control facilities essential to the protection of line and station
facilities.
1.024 At Petersburg and other suitable locations, such communication,
telemetering, and load control facilities as shall hereafter be
determined by the parties as necessary for the proper and efficient
interconnected operation of the parties' systems.
1.025 At Petersburg, suitable 138,000-volt metering equipment as
described in Section 4.02 below.
1.03 IPL shall arrange with Southern Indiana Gas and Electric Company
for the relocation and retermination of a portion of the Petersburg-Dubois
138,000-volt line owned by Southern Indiana Gas and Electric Company to a
new line terminal at Petersburg as described in Section 1.023 hereof.
1.04 In consideration of the provisions of this agreement, the
parties agree that within six (6) calendar months after the
Interconnection Date as defined in Article 9, payments will be made as
follows:
1.041 IPL will keep an accurate accounting of its cost of
establishing the facilities specified in Article 1.02 herein, and
the cost of, or payments to Southern Indiana Gas and Electric
Company for, the relocation of facilities in Article 1.03 hereof
("IPL Investment"). Such costs shall include:
A. The cost of material and labor for installing the facilities
specified in Subsections 1.021, 1.023, 1.024 and 1.025
herein, including all transportation, stores, interest, and
engineering expenses and proper apportionments.
B. The cost of material and labor for removing and replacing
three line breakers and associated equipment specified in
Subsection 1.022 herein, including all transportation,
stores, interest, and engineering expenses, and proper
apportionments.
1.042 Hoosier will keep an accurate accounting of its cost of
establishing the facilities specified in Article 1.01 hereof
("Hoosier Investment"). Such costs shall include:
A. The material and labor cost of all new equipment required for
the establishment of facilities herein specified, including
all transportation, stores expenses, and proper apportionments.
B. The installation labor and original purchase cost of the
autotransformer specified in Subsection 1.012 including
engineering and proper apportionments.
1.043 If the IPL Investment exceeds one-third (1/3) of the sum of
IPL Investment and Hoosier Investment ("Total Investment"), Hoosier
agrees to pay IPL the amount by which IPL Investment exceeds
one-third (1/3) of the Total Investment.
If the Hoosier Investment exceeds two-thirds (2/3) of the Total
Investment, IPL agrees to pay Hoosier the amount by which Hoosier
Investment exceeds two-thirds (2/3) of the Total Investment.
Interconnection Point
1.05 The Interconnection Point shall be that point at Petersburg where
the terminal facilities provided therefor by IPL shall be connected to
the Petersburg-Ratts Line.
Facilities Obligations Common To The Parties
1.06 Subject to accidents, strikes, litigation, delays in securing
delivery of equipment or other similar or dissimilar causes beyond the
reasonable control of the parties, including the procuring of the
necessary materials and labor and the obtaining of all the necessary
governmental authorizations and permits approving the use of such labor
and materials, the installation of the facilities to be provided by the
parties, as hereinabove described, shall be completed and in service on
or before June 1, 1982, (the "In-Service Date"). Should said facilities
be delayed beyond said date due to any of the aforesaid causes, it shall
nevertheless be completed as soon thereafter as practicable.
1.07 The parties shall cooperate to assure the maximum practicable
coordination of design and installation of the facilities to be installed
by each of them with new and existing facilities of the other. Each
party agrees to promptly notify the other party of any potential delay in
the In-Service Date.
Synchronous Operation
1.08 When the installation of the facilities as provided for under this
Article 1 is completed, the systems of the parties shall be connected at
the Interconnection Point and thereafter throughout the duration of this
agreement, subject to the provisions of this Section 1.08 and Section
1.09, such systems shall be operated in continuous synchronism through
such line. If synchronous operation of the systems through such line
becomes interrupted either manually or automatically because of reasons
beyond the control of either party or because of scheduled maintenance
that has been agreed to by both parties, the parties shall cooperate to
remove the cause of such interruption as soon as practicable and restore
such line to normal operating condition. Neither party shall be
responsible to the other party for any damage or loss of revenue caused
by any such interruption.
1.09 The parties hereto agree that either party may interrupt
synchronous operation through this interconnection if either determines
that its facilities may be damaged due to excessive loadings, and such
loadings may be reduced or alleviated by such interruption. If such
interruption occurs, the parties shall cooperate to remove the cause of
such loadings as soon as practicable and restore such interconnection to
normal operating condition. Neither party shall be responsible to the
other party for damage or loss of revenue caused by such interruption.
The parties hereto further agree to study and negotiate the installation,
ownership, and cost of any additional equipment necessary to effect a
long term solution to any such excessive loading herein described in the
event either party determines that this interconnection contributes to
the excess loading and requests such negotiation.
Maintenance of Equipment
1.10 The parties hereto shall each keep the lines, together with all
associated equipment and appurtenances, described in Article 1 hereof
that are located on their respective sides of the Interconnection Point
in a suitable condition of repair at all times, each at its own expense,
in order that said lines will operate in a reliable and satisfactory
manner and in order that reduction in the capacity of said lines will be
avoided to the extent practicable.
1.11 The parties hereto understand that IPL and Hoosier each now has its
transmission system interconnected with the electric transmission systems
of other electric utility companies and each has contracted for other
such interconnections and may hereafter during the term of this agreement
desire to make additional interconnections with such companies or with
other electric utility companies. Each such additional interconnection
with another electric utility system shall be discussed between the
parties and if, in the opinion of either party, the establishment of such
interconnection will cause transfer of power or reactive power through
the system of either party during normal parallel operation to or from
the systems with which either party proposes to add an interconnection to
its system, then before any such additional interconnection is made,
joint load studies shall be carried on to determine the effect which such
interconnection will have on the transmission systems of the parties. If
as the results of such studies it is the reasonable opinion of one of the
parties that the proposed additional interconnection would cause
unreasonable transfers of power or reactive power through the electric
transmission system of such party or otherwise impair the ability of such
party to carry out its own obligations, then the party proposing such
additional interconnection shall, before such proposed interconnection is
placed in service:
1.111 agree to compensate the other party for the use of that
portion of its facilities determined to be dedicated to the new
situation caused by the establishment of the proposed interconnection;
and/or
1.112 install and/or remove such equipment as may be reasonably
necessary to avoid such unreasonable transfers of power or reactive
power; or
1.113 abandon the establishment of such additional interconnection.
ARTICLE 2
SERVICES TO BE RENDERED
2.01 It is the purpose of the parties hereto to realize on an equitable
basis, all benefits practicable to be effected through coordination in
the operation and development of their respective systems. It is
understood by the parties that such benefits may be realized under the
stated terms and conditions of the following interconnection
services:
A. the furnishing of mutual emergency and standby assistance, in
accordance with Service Schedule A annexed hereto;
B. the transfer of electric energy through the transmission system of
one party for the benefit of the other, in accordance with Service
Schedule B annexed hereto;
C. the interchange, sale, and purchase of energy to effect operating
economies, in accordance with Service Schedule C annexed hereto;
D. the sale and purchase of short-term electric power and energy
available on the system of one party and needed on the system of
the other, in accordance with Service Schedule D annexed hereto;
E. the sale and purchase of limited term power and energy available on
the system of one party and needed on the system of the other, in
accordance with Service Schedule E annexed hereto;
F. the sale and purchase of diversity power and energy, in accordance
with Service Schedule F annexed hereto.
In furtherance of such purpose the parties hereto shall create an
Operating Committee as provided in Article 7 hereof.
2.02 Inasmuch as the specific services to be rendered in furtherance of
such purpose will vary, and the terms and conditions applicable to such
services may require modification from time to time while this Agreement
is in effect, it is intended that such specific services and the terms
and conditions applicable thereto be set forth in service schedules
mutually agreed upon from time to time between the parties. Such service
schedules, until and unless changed by such mutual agreement, shall be
those provided by Section 2.03 hereof, each of which, while in effect,
shall be deemed to be a part of this agreement. Nothing contained herein
shall be construed as affecting in any way the right of IPL in furnishing
service under these rate schedules to unilaterally make application to
the Federal Energy Regulatory Commission ("FERC") for a change in rates
under Section 205 of the Federal Power Act and pursuant to the FERC's
Rules and Regulations promulgated thereunder. Nothing contained herein
shall be construed as affecting in any way the right of Hoosier in
furnishing service under these rate schedules to unilaterally make
application to the Public Service Commission of Indiana for a change in
rates in accordance with the Public Service Commission Act and pursuant
to such Commission's Rules and Regulations promulgated thereunder.
2.03 The respective service schedules shall be designated:
I. Service Schedule A - Emergency Service
II. Service Schedule B - Energy Transfer
III. Service Schedule C - Interchange Power
IV. Service Schedule D - Short Term Power
V. Service Schedule E - Limited Term Power (Firm)
VI. Service Schedule F - Diversity Power
such service schedules having been agreed upon between the Parties
hereto, are attached hereto, made a part hereof, and marked Exhibits I,
II, III, IV, V, and VI, respectively.
2.04 Nothing in this Agreement shall require either party hereto to
purchase power or energy from a third party and resell it to the other
party hereto at a price less than the total cost of supplying such
purchased power or energy.
ARTICLE 3
SERVICE CONDITIONS
Control of System Disturbance
3.01 The parties hereto shall maintain and operate their respective
systems in accordance with sound operating practice so as to minimize the
likelihood of disturbance originating in either system which might cause
impairment to the service of the system of the other party or of any
system interconnected with the system of the other party.
Control of Kilovar Exchange
3.02 It is intended that neither party hereto shall be obligated to
deliver kilovars for the benefit of the other party; also that neither
party shall be obligated to receive kilovars when to do so may introduce
objectionable operating conditions on its system. The Operating
Committee shall be responsible for the establishment from time to time of
operating procedures and schedules, in respect of carrying kilovar loads
by one system for the other in order to secure adequate service and
economical use of the facilities of both systems and in respect of proper
charges, if any, for the use of facilities carrying kilovar loads. In
discharging such duties the Operating Committee shall recognize that in
the transmission and delivery of power and energy hereunder the carrying
of kilovar loads by either of the parties, in harmony with sound
engineering principles of transmission operation with their systems
interconnected, is subject to numerous variables contingent upon loading
and operating conditions existing simultaneously on both of their
systems. The operating procedures and schedules so set up by the
Operating Committee shall be in accord with such principles and shall
require each of the parties to carry kilovar loads at such times and in
such amounts as will be equitable to both parties.
Control of Unscheduled Power Deliveries
3.03 The parties hereto shall exercise reasonable foresight in carrying
out all matters related to the providing and operating of their
respective electric power resources so as to minimize to the extent
practicable deviations between actual and scheduled deliveries of
electric power and energy between their systems. The parties shall
provide and install on their respective systems such communication and
telemetering facilities as are essential to so minimize such deviations;
and, in developing and executing operating procedures that will enable
the parties to avoid, to the extent practicable, deviations from
scheduled deliveries, shall fully cooperate with each other and with
third parties whose systems are either directly or indirectly
interconnected with the systems of the parties and who of necessity,
together with the parties, must unify their efforts cooperatively to
achieve effective and efficient interconnected operation. The parties
recognize, however, that, despite their best efforts to prevent the same,
unscheduled deliveries of electric energy from one party to the other may
occur. In such events, electric energy delivered hereunder shall be
settled for either by the return of equivalent energy or by payment of
the out-of-pocket cost (such cost being at the delivery point or points,
set forth in Section 4.01 of this agreement, taking into account
electrical losses incurred from the source or sources of such energy to
said delivery point or points) of electric energy delivered hereunder to
the supplying party plus ten percent of such cost. If equivalent energy
is returned, it shall be returned at times when the load conditions of
the party receiving it are substantially equivalent to the load
conditions of such party at the time the energy for which it is returned
was delivered or, if such party elects to have equivalent energy returned
under different conditions, it shall be returned in such amounts, to be
agreed upon by the Operating Committee, as will compensate for the
difference in conditions.
ARTICLE 4
DELIVERY POINTS, METERING POINTS, AND METERING
Delivery Points
4.01 All electric energy delivered under this agreement shall be of the
character commonly known as three-phase sixty-cycle energy, and shall be
delivered at the Interconnection Point, as defined under Section 1.05
hereof, at a nominal voltage of 138,000-volts and at such other points
and voltages as may be agreed upon by the parties in a written amendment
hereto.
Metering Points
4.02 Electric Power and energy supplied under this agreement shall be
measured by suitable metering equipment, having appropriate voltage
rating, to be installed, owned and maintained at the Metering Point as
hereinafter defined; and at such other points, voltages, and ownership as
may be agreed upon by the parties in a written amendment hereto:
4.021 At the Interconnection Point specified in Section 1.025
above, by 138,000 volt metering equipment to be installed, owned
and maintained by IPL. ("Metering Point")
Metering
4.03 Suitable metering equipment at the metering point provided in
Section 4.02 above shall include electric meters, potential and current
transformers, and such other appurtenances as shall be necessary to give
for each direction of flow the following quantities:
A. a continuous automatic graphic record of both kilowatts and
kilovars,
B. an automatic record of the kilowatthours for each clock hour, and
C. a continuous integrating record of the kilowatthours.
4.04 Unless otherwise provided for in this agreement, measurements of
electric energy for the purpose of effecting settlements under this
agreement shall be made by standard types of electric meters installed
and maintained, by the owner at the metering point provided for in
Section 4.02 hereof. The timing devices of all meters having such
devices shall be maintained in time synchronism as closely as
practicable. The meters shall be sealed and the seals shall be broken
only upon occasions when the meters are to be tested or adjusted. For
the purpose of checking the records of the metering equipment installed
by one of the parties hereto as hereinabove provided, the other party
hereto shall have the right to install check metering equipment at the
aforesaid metering points. Check metering equipment so installed by one
party on the premises of another party, unless otherwise provided for in
this agreement, shall be owned and maintained by the party installing
such equipment. Upon termination of this agreement, the party owning
such check metering equipment shall remove it from the premises of the
other party. Authorized representatives of both parties shall have
access at all reasonable hours to the premises where the meters are
located and to the records made by the meters.
4.05 The aforesaid metering equipment shall be tested by the owner at
suitable intervals and its accuracy of registration maintained in
accordance with good practice. On request of either party hereto, a
special test may be made at the expense of the party requesting such
special test. Representatives of both parties shall be afforded the
opportunity to be present at all routine or special tests and upon
occasions when any readings for purposes of settlements hereunder are
taken from meters not bearing an automatic record.
4.06 If, at any test of metering equipment an inaccuracy shall be
disclosed exceeding two percent, the account between the parties hereto
for service theretofore delivered shall be adjusted to correct for the
inaccuracy over the shorter of the following two periods: (1) for the
thirty-day period immediately preceding the day of the test or (2) for
the period that such inaccuracy may be determined to have existed.
Should the metering equipment provided for in Section 4.03 hereof at any
time fail to register, the electric power and energy delivered during
such failure shall be determined from the check meters, if installed, or
otherwise shall be determined from the best available data.
ARTICLE 5
RECORDS AND STATEMENTS
Records
5.01 In addition to records of the metering provided for in Article 4
hereof, the parties hereto shall keep, in duplicate, such other records
as may be needed to afford a clear history of the various deliveries of
electric energy made, and of the clock-hour integrated demands in
kilowatthours delivered, by one party to the other. In maintaining such
records, the parties shall effect such segregations and allocations of
demands and electric energy delivered into classes representing the
various services and conditions as may be needed to effect settlements
under this agreement. The originals of all such records shall be
retained by the party keeping the records and the duplicates shall be
delivered monthly to the other party, unless the parties agree in writing
upon a different time interval for such delivery.
Statements
5.02 As promptly as practicable after the end of each calendar month,
the parties hereto shall cause to be prepared a statement setting forth
the electric power and energy transactions between them during such month
in such detail and with such segregations as may be needed for operating
records or for settlements under this agreement.
ARTICLE 6
BILLINGS AND PAYMENTS
6.01 All bills for amounts owed by one party hereto to the other shall
be due and payable on the fifteenth day of the month next following the
month in which the service was provided, or on the tenth day following
receipt of a bill therefor, whichever is later. Interest on unpaid
amounts shall accrue at the annual rate of 1/2 percent above the prime
commercial lending rate established from time to time by Indiana National
Bank at Indianapolis, Indiana and is chargeable from the due date of the
bill to the date of payment. The term "month" shall mean a calendar
month for the purpose of settlements under this agreement.
ARTICLE 7
OPERATING COMMITTEE
7.01 To coordinate the operation of their respective generating,
transmission and substation facilities, in order that the advantages to
be derived hereunder may be realized by the parties hereto to the fullest
practicable extent, the parties shall establish a committee of authorized
representatives to be known as the Operating Committee. Each of the
parties shall designate in writing delivered to the other party, the
person who is to act as its representative on said committee (and the
person or persons who may serve as alternates whenever such
representative is unable to act). Each of such representatives and
alternates shall be persons familiar with the generating, transmission,
and substation facilities of the system of the party he represents, and
each shall be fully authorized (1) to cooperate with the other
representative (or alternates) and (2) to determine and agree from time
to time, in accordance with this agreement and with any other relevant
agreements then in effect between the parties, upon the following:
7.011 All matters pertaining to the coordination of the maintenance
of generating and transmission facilities of the parties hereto.
7.012 All matters pertaining to the control of time, frequency,
energy flow, kilovar exchange, power factor, voltage, and other
similar matters bearing upon the satisfactory synchronous operation
of the systems of the parties.
7.013 Such other matters not specified herein in respect of which
cooperation, coordination, and agreement as to quantity, time,
method, terms and conditions are necessary to the efficient
operation of the respective systems of the parties to the end that
the intent and purpose of this agreement shall be realized by the
parties to the fullest extent practicable.
7.02 For the purpose of inspection and reading of meters, checking of
records, and all other pertinent matters, said representatives or their
alternates shall have the right of access at any reasonable time to all
facilities and equipment of the parties hereto used or to be used in the
performance of this agreement.
ARTICLE 8
CONTINUITY OF SERVICE
8.01 Each party hereto shall exercise reasonable care and foresight to
maintain continuity of service as provided under this agreement, but
neither party shall be considered in default in respect of any obligation
hereunder if prevented from fulfilling such obligation by reason of
uncontrollable forces. The term "uncontrollable forces" shall be deemed
for the purposes of this agreement to mean earthquake, storm, lightning,
flood, backwater caused by flood, fire, epidemic, accident, failure of
facilities, war, riot, civil disturbances, strike, labor disturbances,
restraint by court or public authority, or other similar or dissimilar
causes beyond the control of the party affected thereby, which causes
such party could not have avoided by exercise of reasonable care. A
party unable to fulfill any obligation by reason of uncontrollable forces
shall immediately notify the other party of such disability and shall use
its best efforts to remove such disability with reasonable dispatch.
ARTICLE 9
DURATION OF AGREEMENT
9.01 This agreement shall become effective at the date hereof, subject
to the filing requirements of FERC, or any other regulatory authority
having jurisdiction and to approval of any such authority, if required,
and shall continue in effect for a period of ten (10) consecutive years
commencing upon the Interconnection Date, as hereinafter defined, (the
"Initial Term"), and thereafter for successive terms of three (3) years
each unless and until terminated as provided in Section 9.02 hereof; the
Interconnection Date shall be the first day of the calendar month next
following the day, or on such day if it should be the first day of a
calendar month, upon which the systems of the parties are connected at
the Interconnection Point set forth in Article 1 hereof. As soon as
practicable following the Interconnection Date, the parties, as a matter
of record, shall exchange letters confirming such date as the Interconnection
Date.
9.02 This agreement and any amendments pertaining thereto shall not
become effective until approved by the Rural Electrification Administration.
9.03 Either party upon at least thirty months' prior written notice to
the other, may terminate this agreement after the expiration of the
Initial Term or any successive term hereof; provided, that this agreement
shall not be deemed to have terminated until all prior commitments for
sale or purchase of power under this agreement have been fulfilled.
ARTICLE 10
ARBITRATION
10.01 In the event a disagreement between the parties hereto has reached
an impasse between the parties hereto with respect to (A) any matter
herein specifically made subject to arbitration, (B) any question of
operating practice involved in the deliveries of power and energy herein
provided for, (C) any question of fact involved in the application of the
provisions of this agreement, or (D) the interpretation of any provision
of this agreement, the disputed matter upon demand of either party, shall
be submitted to arbitration in the manner hereinafter provided. An offer
of such submission to arbitration shall be a condition precedent to any
right to institute proceedings at law or in equity concerning such matter.
10.02 The party hereto calling for arbitration shall serve notice in
writing upon the other party hereto, setting forth in detail the subject
or subjects to be arbitrated, and the parties thereupon shall endeavor to
agree upon and appoint one person to act as sole arbitrator. If the
parties fail so to agree within a period of fifteen days from the receipt
of the original notice, the party calling for the arbitration shall, by
written notice to the other party, give notice for appointment of a board
of arbitrators skilled with respect to matters of the character involved
in the disagreement, naming one arbitrator in such notice. The other
party shall, within ten days after the receipt of such notice, appoint a
second arbitrator, and the two arbitrators so appointed shall choose and
appoint a third arbitrator. In case such other party fails to appoint an
arbitrator within said ten days, or in case the two so appointed fail for
ten days to agree upon and appoint a third, the party calling for the
arbitration, upon five days' written notice delivered to the other party,
shall apply to the senior Judge, in point of service, of the United
States District Court for the Southern District of Indiana, for
appointment of the second or third arbitrator, as the case may be.
10.03 The sole arbitrator, or the board of arbitrators, shall afford
adequate opportunity to the parties to present information with respect
to the matters submitted for arbitration and may request further
information from either or both parties. The findings and award of the
sole arbitrator or of a majority of the board of arbitrators shall be
final and conclusive with respect to the question or questions submitted
for arbitration and shall be binding upon the parties; provided, that
such findings and award shall not in any way vary the expressed terms of
this agreement or in any way extend the expressed scope and intent
hereof. Each party shall pay for the services and expenses of the
arbitrator appointed by or for it, if there is a board of arbitrators.
All other costs incurred in connection with the arbitration shall be
divided in equal parts and paid by the parties accordingly, unless the
award shall specify a different division of such costs.
ARTICLE 11
LIABILITY
11.01 Each party hereto shall hold harmless the other party hereto from
and against any liability, loss, cost, damage and expense because of
injury or damage to persons or property resulting from, or arising out of
the use of its own facilities or the production or flow of electric
energy by or through such facilities, except when such injury or damage
is due to the negligence of the other party.
ARTICLE 12
TAXES
12.01 If at any time during the term hereof there should be levied or
assessed against either of the parties hereto any direct tax by any
taxing authority on the capacity or energy (or both) generated,
purchased, sold, transmitted, interchanged, or exchanged under this
agreement, which tax is in addition to or different from the forms of
direct taxes being levied or assessed on the date of this agreement, and
such direct tax results in increasing the cost to either or both parties
hereto of carrying out the provisions of this agreement, then the rate
and charges for capacity and energy (or both) furnished hereunder shall
be increased automatically to the extent necessary to make adequate and
equitable allowance for such tax.
ARTICLE 13
NOTICES
13.01 Except as otherwise provided herein, any notice given to either
party hereto by the other under any of the provisions of this agreement,
shall be in writing unless otherwise specifically provided, and shall be
deemed to be duly delivered when the same is either personally delivered
or deposited in the United States mail, postage prepaid and properly
addressed to the Chief Executive Officer of IPL, in the case of a notice
to be given IPL, or to the General Manager of Hoosier, in the case of a
notice to Hoosier.
13.02 Any notice, request or demand pertaining to matters of an
operating nature may be served in person or, by ordinary mail, messenger,
telephone, or telegraph, as circumstances dictate, to an Operating
Committee representative or alternate; provided, that should the same not
be written then confirmation thereof shall be made in writing as soon as
practicable thereafter upon request of the party being served.
ARTICLE 14
REGULATORY AUTHORITIES
14.01 This agreement is made subject to the authority of FERC or any
other governmental regulatory agency having jurisdiction in the premises
and if any of the terms and conditions hereof are altered or made
impossible of performance by order, rule, or regulation of any such
regulatory agency, and the parties hereto are unable to agree upon a
modification of such terms and conditions that will satisfy such order,
rule, or regulation, then neither party shall be liable to the other for
failure thereafter to comply with such terms and conditions; provided,
that if either party deems that the failure of such performance results
in a substantial breach of this agreement, this agreement may be
terminated forthwith upon notice.
ARTICLE 15
WAIVERS
15.01 Any waiver by either party hereto of its rights under this
agreement, shall not be deemed a waiver with respect to any subsequent
default or other matter. Any delay, less than the statutory period
limitation, in asserting or enforcing any right under this agreement,
shall not be deemed a waiver of such rights.
ARTICLE 16
CONFLICTS WITH OTHER AGREEMENTS
16.01 Hoosier hereby represents to IPL that it has absolute authority to
enter into this agreement; that Hoosier's agreement with Public Service
Company of Indiana, Inc. and Southern Indiana Gas and Electric Company,
dated as of April 15, 1977, as amended, (the "Statewide Agreement") and
Hoosier's agreement with Big Rivers Electric Corporation, the City of
Henderson, Kentucky, and Southern Illinois Power Cooperative, dated as of
April 1, 1968, as amended, (the "KII Agreement") is not in conflict with,
and will not prevent Hoosier from performing its obligations under, this
agreement; and that Hoosier has done all things required of it under the
Statewide and KII Agreements as a condition to Hoosier's entry into this
agreement with IPL.
16.02 IPL hereby represents to Hoosier that it has absolute authority to
enter into this agreement; that IPL's agreement with Public Service
Company of Indiana, Inc., Kentucky Utilities Company and East Kentucky
Power Cooperative Inc., dated as of July 9, 1971, as amended, (the "KIP
Agreement") is not in conflict with, and will not prevent IPL from
performing its obligations under this agreement; and that IPL has done
all things required of it under, the KIP Agreement as a condition to
IPL's entry into this agreement with Hoosier.
ARTICLE 17
ENTIRE AGREEMENT CONTAINED HEREIN
17.01 This agreement contains the entire agreement between the parties
hereto in respect of the subject matter hereof.
ARTICLE 18
CONSTRUCTION OF AGREEMENT
18.01 This agreement shall be governed by and construed according to the
laws of the State of Indiana.
ARTICLE 19
ASSIGNMENT
19.01 This agreement shall inure to and bind upon the respective
successors and assigns of the parties hereto, but the assignment hereof
by either such party, shall not relieve the assigning party, without the
written consent of the other party, of any obligation to supply, or to
take and pay for, as the case may be, the services contracted for herein.
IN WITNESS WHEREOF, the parties hereto have caused this agreement to be
executed by their respective duly authorized officers and their
respective corporate seals to be hereunto affixed as of the date first
above written.
INDIANAPOLIS POWER & LIGHT COMPANY
By /s/ Robert W. Hill
Robert W. Hill, President and Chief
Operating Officer
HOOSIER ENERGY RURAL ELECTRIC COOPERATIVE, INC.
By /s/ Virgil E. Peterson
Virgil E. Peterson, Executive Vice President
and General Manager
EXHIBIT I
SERVICE SCHEDULE A
EMERGENCY SERVICE
SECTION 1 - DURATION
1.1 This Service Schedule, being a part of an agreement dated as of
December 1, 1981, between Indianapolis Power & Light Company ("IPL") and
Hoosier Energy Rural Electric Cooperative, Inc. ("Hoosier") (the
"Agreement") shall become effective on the Interconnection Date as
defined in Article 9 of the Agreement and shall continue in effect until
termination of the Agreement.
SECTION 2 - SERVICES TO BE RENDERED
2.1 Subject to the provisions of subsection 2.2 of this Section 2, in
the event of a breakdown or other emergency in or on the system of either
party involving either sources of power or transmission facilities, or
both, impairing or jeopardizing the ability of the party suffering the
emergency to meet the loads of its system, the other party shall supply
to the party having the emergency such electric energy as the supplying
party is requested to deliver; provided, that neither party shall be
obligated to supply such emergency energy which, in the supplying party's
sole judgment, cannot be delivered without creating a hazard to or
economic burden upon its operations or without impairing or jeopardizing
the total load requirements of its system; and provided further, that
neither party shall be obligated to supply such emergency energy for a
period in excess of forty-eight consecutive hours during any single
emergency.
2.2 The parties recognize that the supply of electric energy as
provided for in subsection 2.1 of this Section 2 is subject to two
conditions which may preclude the delivery of such energy as so
provided:
(a) the party requested to deliver electric energy may be
suffering an emergency in or on its own system as described in said
subsection 2.1, or
(b) the system of the party of whom such request is made may be
delivering electric energy, under a mutual emergency interchange
agreement, to the system of another interconnected company which is
suffering an emergency in or on its system. Under conditions as cited
under (a) above, neither party shall be considered to be in default
hereunder if unable to comply with the provisions of said subsection 2.1.
Under conditions as cited under (b) above, neither party shall be
considered to be in default hereunder if it is unable to comply with the
provisions of said subsection 2.1 provided that the aforesaid
interconnected company has suffered said emergency in or on its system
prior to and within forty-eight hours of that of the other party hereto
and that, if requested by said other party, such delivery of electric
energy to said interconnected company shall be discontinued within
forty-eight hours following the start of such delivery, and a subsequent
delivery shall be made for a full forty-eight hour period to said other
party in accordance with the provisions of said subsection 2.1.
2.3 If at any time the record over a reasonably prior period shows
clearly that either of the parties has failed to deliver energy in
accordance with and subject to the provisions of subsection 2.1 and
subsection 2.2 of this Section 2, either party, by written notice given
to the other party, may call for a joint study by the parties of the
reserve generating capacity in and provided for their respective systems
and of their respective system transmission facilities affecting the
supply and delivery of power and energy under the Agreement. It shall be
the purpose of such study to determine the adequacy or inadequacy of
reserve generating capacity and transmission facilities being provided to
meet the requirements of the parties' respective systems, reflecting
obligations under the Agreement, and, if inadequate, the extent of the
burden that one party may be placing upon the other. If it should be
found that one party is placing an unreasonable burden upon the other,
the party causing such burden shall take such measures as are necessary
to remove the burden from the other party, or the parties shall enter
into such arrangements as shall provide for equitable compensation to the
party being burdened.
SECTION 3 - COMPENSATION
3.1 Emergency Energy shall be settled for, at the option of the
supplying party, either by payment or by return of equivalent energy.
3.2 If the supplying party opts to receive payment for Emergency Energy
delivered, the receiving party shall pay the supplying party the greater of:
3.21 110% of the out-of-pocket cost of supplying such Emergency
Energy that is generated from the supplying party's own
system, and, for energy purchased by the supplying party from
another system to supply any part of such Emergency Energy,
100% of the amount paid by the supplying party therefor plus
10% of that amount, not exceeding, however, 1.6 mills per
kilowatthour; or
3.22 30 mills per kilowatthour of such Emergency Energy
3.3 If the supplying party opts to receive equivalent energy for
Emergency Energy delivered, such equivalent energy shall be returned at
times when the load conditions of the party originally supplying
Emergency Energy are substantially equivalent to the load conditions of
such party that existed when the Emergency Energy was delivered or, if
such party elects to have equivalent energy returned under different
conditions, it shall be returned in such amounts and at such times as,
the Operating Committee agrees will compensate the original supplying
party, for the difference in conditions.
EXHIBIT II
SERVICE SCHEDULE B
ENERGY TRANSFER
SECTION 1 - DURATION
1.1 This Service Schedule, being a part of an agreement dated as of
December 1, 1981, between Indianapolis Power & Light Company ("IPL") and
Hoosier Energy Rural Electric Cooperative, Inc. ("Hoosier") (the
"Agreement") shall become effective on the Interconnection Date as
defined in Article 9 of the Agreement and shall continue in effect until
termination of the Agreement.
SECTION 2 - TRANSFER ARRANGEMENT
2.1 In carrying out the interconnected operation of their respective
systems as provided for under the Agreement, energy being received by a
portion of one party's system from another portion of its system or to
the system of another interconnected company, may flow over the
transmission facilities of the other party as a natural result of the
physical and electrical characteristics of the interconnected network of
transmission lines to which the parties are connected. Such flow of
energy may occur during periods when conditions of system operation are
normal or may occur during periods of emergency caused by the failure of
either sources of power or transmission facilities, or both. In respect
to such flow of energy (hereinafter called "energy transfer") the parties
agree as follows:
2.11 Such energy transfer over their respective transmission
facilities shall be permitted whenever such transfer occurs;
provided, that such energy transfer shall not be of such
magnitude or duration as to affect adversely, or jeopardize
the ability of, the party over whose system such energy
transfers occur to render or accept service to or from
companies with which it now has, or at any time hereafter may
have contractual arrangements for the interchange of power or
energy.
2.12 The parties recognize that in carrying out the provisions of
this Service Schedule, the above described energy transfer,
either during periods when conditions of system operation are
normal or during periods of emergency, or both, may
eventually require the installation of additional
transmission facilities in order that such energy transfer
may be properly controlled to the end that the ability of the
party over whose system such energy transfers occur to meet
its own requirements, as described under 2.11 above, is not
affected adversely or jeopardized. In the event the need for
such additional transmission facilities becomes apparent to
either of the parties during any term of this Service
Schedule, upon written notice given by either party to the
other party and as soon as practicable following such notice,
the parties shall jointly reexamine conditions relating to
energy transfer. In such reexamination, if called for, the
parties shall agree upon such additional transmission
facilities as may be required to be installed, if any, and
upon an equitable basis for bearing the cost of installing,
maintaining and operating such facilities, if installed.
SECTION 3 - POWER AND ENERGY ACCOUNTING
3.1 The parties recognize that energy transfers as described under
Section 2 of this Service Schedule, except for such amounts of electrical
losses as may be incurred because of such energy transfers, are the
simultaneous acceptance and delivery of like amounts of power and energy
by and from the system of the party over whose system such energy
transfers occur. Power and energy associated with energy transfers,
including electrical losses associated therewith, shall be accounted for
each clock-hour as provided for under Article 5 of the Agreement. Proper
consideration to such electrical losses will be in accordance with the
manner agreed upon by the Operating Committee. It is understood by the
parties, however, that such electrical losses resulting from energy
transfers, to be taken as losses over and above the losses prevailing
under basic conditions agreed upon by the parties, shall be supplied
simultaneously by the party for whom such energy transfers are being
made. The parties agree that initially such basic conditions will be
established as those that exist when the scheduled net delivery between
the systems of the parties, and between their respective systems and the
systems of other interconnected companies, is zero kilowatts. It is
further understood that, from time to time, conditions may require the
establishment of different basic conditions for such purpose. Either
party by written notice given to the other party may call for a prompt
reexamination and reconsideration of matters pertinent to the
establishment of said basic conditions, whenever such reexamination
appears to be warranted, and the parties will thereupon agree to effect
such changes in the basic conditions, if any, that will equitably
compensate the parties for such losses. Should such reexamination be
required, a statement will be prepared by the parties which shall include
in detail the amounts of energy delivered and received by the parties
that are associated with energy transfer and the amounts of electrical
losses associated therewith.
EXHIBIT III
SERVICE SCHEDULE C
INTERCHANGE POWER
SECTION 1 - DURATION
1.1 This Service Schedule, being a part of an agreement dated as of
December 1, 1981, between Indianapolis Power & Light Company ("IPL") and
Hoosier Energy Rural Electric Cooperative, Inc. ("Hoosier") (the "Agreement")
shall become effective on the Interconnection Date as defined in Article 9 of
the Agreement and shall continue in effect until termination of the Agreement.
SECTION 2 - SERVICES TO BE RENDERED
Economy Energy
2.1 Either party may arrange to purchase from the other party electric
energy ("Economy Energy") when it is possible to effect a saving thereby
and, when, in the sole judgment of the supplying party, such energy is
available. Prior to each Economy Energy transaction, the amount of
energy, the time of its delivery, and the charge therefore shall be
determined by the parties. Receipt or delivery of Economy Energy may
also be arranged with other interconnected systems not parties to this
Agreement.
Non-Displacement Energy
2.2 It is recognized that occasions will arise when transactions under
subsection 2.1 above will be impracticable although a party may have
electric energy (herein called "Non-Displacement Energy") which it is
willing to make available from surplus capacity from its own system or
from outside sources, or both and which can be utilized advantageously
for short intervals by the other party. In such event, the party
desiring such receipt of energy shall notify the other party of the
extent to which it desires to obtain Non-Displacement Energy, and if the
other party, in its sole judgment, determines that Non-Displacement
Energy is available, schedules providing the periods and extent of use
shall be mutually agreed upon. Neither party shall be obligated to make
any Non-Displacement Energy available to the other.
SECTION 3 - COMPENSATION
Economy Energy
3.1 The charge for Economy Energy purchased by either party from the
other shall be based on the principle that the purchasing party shall pay
the out-of-pocket cost of the supplying party such energy and that the
resulting savings to the purchasing party shall be equally shared by both
parties.
3.2 When Economy Energy is obtained from or delivered to other
interconnected systems not signatories to this Agreement, payments shall
be based on the out-of-pocket cost of the supplying party or system
providing the energy and an allocation of the gross savings to be
realized. For such purpose, gross savings is defined as the difference
between the out-of-pocket cost of the purchasing party or system to
generate such energy, and the out-of-pocket cost of the supplying party
or system to provide such energy. Such allocation shall be made as
provided in subsections 3.21 and 3.22 of this section.
3.21 Each party or system participating in the transaction other
than the supplying and purchasing parties or systems, shall
be paid (a) its cost of purchasing the energy supplied, plus
(b) its cost of any additional transmission losses incurred,
plus (c) fifteen percent of the savings remaining after
deducting all such costs for transmission losses.
3.22 The supplying party or system shall be paid out-of-pocket
costs of providing the energy, plus one-half of the gross
savings remaining after deducting all (b) and (c) costs
enumerated in section 3.21 above. The receiving party or
system shall be entitled to the other one-half of the such
savings.
Non-Displacement Energy
3.3 Non-Displacement Energy delivered hereunder shall be settled for
either by return of equivalent energy or, at the option of the supplying
party, by payment of the out-of-cost of the supplying party in generating
or supplying such energy plus ten percent of such cost. Such cost shall
be as of the delivery point or points, as provided for in Section 4.01 of
said Interconnection Agreement, and shall take into account the electrical
losses incurred from the source or sources of such energy to said delivery
point or points. If equivalent energy is returned, it shall be returned at
times when the load conditions of the receiving party are equivalent to the
load conditions of such party at the time the energy was delivered. If such
party elects to have equivalent energy returned under different conditions,
such energy shall be returned in such amounts as will compensate the
supplying party for the difference in conditions as agreed by the Operating
Committee.
EXHIBIT IV
SERVICE SCHEDULE D
SHORT TERM POWER
SECTION 1 - DURATION
1.1 This Service Schedule, being a part of an agreement dated as of
December 1, 1981, between Indianapolis Power & Light Company ("IPL") and
Hoosier Energy Rural Electric Cooperative, Inc. ("Hoosier") (the "Agreement")
shall become effective on the Interconnection Date as defined in Article 9 of
the Agreement and shall continue in effect until termination of the Agreement.
SECTION 2 - SERVICES TO BE RENDERED
2.1 Either party, by giving the other party sufficient notice, may
reserve for periods of one or more days or weeks, such electric power
(herein called "Short Term Power") as the supplying party at that time
may have and is willing to supply as Short Term Power. The party asked
to supply Short Term Power shall be the sole judge as to the amounts and
periods that it has electric power available that may be reserved by the
other party as Short Term Power. As used herein, the term "week" shall
mean any seven consecutive days.
2.2 The party desiring to reserve Short Term Power shall specify in a
notice to the other party the number of kilowatts and the period for
which it desires to reserve such power and the desired delivery schedule
for such power. The supplying party shall promptly acknowledge receipt
of such notice and, shall signify the extent of its ability and willingness
to supply power in accordance with the provisions of such
notice. Any such notice or acknowledgement thereof initially may be
given orally; however if requested by either party, it shall be confirmed
in writing and such confirmation shall be forwarded not later than the
third day following the day such oral notice is given, excluding
Saturdays, Sundays and holidays.
2.3 During the period the Short Term Power has been reserved as
provided in Section 2.2 above, the supplying party shall deliver upon
call electric energy (herein called "Short Term Energy") to the other
party at the delivery point or points set forth in Section 4.01 of the
Agreement in amounts not to exceed the number of kilowatts reserved.
However, in the event conditions arise during such period which could not
have been reasonably foreseen at the time Short Term Energy was reserved
and such conditions would cause the delivery of said power to be
burdensome to the supplying party, said party shall have the right to
require the purchasing party to reduce for any portion of such period the
amount of such energy being taken to the amount specified by the
supplying party. The purchasing party shall promptly comply with such
requirement of the supplying party.
SECTION 3 - COMPENSATION
3.1 The purchasing party shall pay the supplying party;
3.11 For any week that Short Term Power is reserved, $1.05 per
kilowatt reserved; less, for each day during any part of which the
amount of such Short Term Power is reduced by the supplying party,
$0.18 per kilowatt of the reduction (except that in no event shall
the total of such deductions in any week exceed $1.05 per
kilowatt). For each period less than one week that Short Term
Power is reserved, $0.18 per kilowatt reserved per day; less, for
any day during any part of which the amount of Short Term Power is
reduced by the supplying party, $0.18 per kilowatt of the
reduction; plus
3.12 110% of the out-of-pocket cost of supplying the Short Term
Energy taken during such reservation periods that comes from the
supplying party's own system; plus, for energy purchased by the
supplying party from another system to supply any part of the Short
Term Energy taken during such reservation periods, 100% of the
amount paid therefore by the supplying party plus 10% thereof not
to exceed 1.6 mills per kilowatthour.
EXHIBIT V
SERVICE SCHEDULE E
LIMITED TERM POWER (FIRM)
SECTION 1 - DURATION
1.1 This Service Schedule, being a part of an agreement dated as of
December 1, 1981, between Indianapolis Power & Light Company ("IPL") and
Hoosier Energy Rural Electric Cooperative, Inc. ("Hoosier") (the
"Agreement") shall become effective on the Interconnection Date as
defined in Article 9 of the Agreement and shall continue in effect until
termination of the Agreement.
SECTION 2 - SERVICES TO BE RENDERED
2.1 Either party by giving the other party notice may reserve for
periods of not less than one (1) or more than twelve (12) months, such
electric power (herein called "Limited Term Power (Firm)") as the other
party may be willing to make available as Limited Term Power (Firm). The
party asked to supply Limited Term Power (Firm) shall be the sole judge
as to the amounts and periods that it has electric power available that
may be reserved by the other party as Limited Term Power (Firm).
2.11 To reserve Limited Term Power (Firm), the party desiring such
power shall specify in its notice to the supplying party the
number of kilowatts and the period for which it desires to so
reserve such power. The supplying party shall signify the
extent of its ability and willingness to comply with the
provisions of such notice. Any notice or any acknowledgement
of such notice that initially may be given orally shall be
confirmed thereafter in writing.
2.12 During each period that Limited Term Power (Firm) has been
reserved as above provided, the supplying party shall deliver
upon call electric energy (herein called "Limited Term Energy
(Firm)") to the other party at the delivery point or points
set forth in Section 4.01 of Article 4 of the Agreement in
any amount up to and including the number of kilowatts
reserved. However, in the event conditions arise during such
period which could not have been reasonably foreseen at the
time said power was reserved and such conditions would cause
the delivery of Limited Term Energy (Firm) to be burdensome
to the supplying party, the supplying party may, upon notice
to the reserving party reduce or interrupt the delivery of
such energy to preserve the integrity of, or to prevent or
limit any instability on, its system.
2.13 The Limited Term Power (Firm) billing demand for any period
shall be taken as equal to the number of kilowatts reserved
as Limited Term Power (Firm) for such period.
SECTION 3 - COMPENSATION
3.1 The reserving party shall pay the supplying party:
3.1 For any month that Limited Term Power (Firm) is reserved,
$5.50 per kilowatt reserved; plus,
3.12 110% of the out-of-pocket costs of supplying the Limited Term
Energy (Firm) taken during such reserved periods that is generated
by the supplying party, plus, for energy purchased by the supplying
party from another system to supply any part of the Limited Term
Energy (Firm), 100% of the amount paid therefore by the supplying
party, plus 10% thereof not to exceed 1.6 mills per kilowatthour.
EXHIBIT VI
SERVICE SCHEDULE F
DIVERSITY POWER
SECTION 1 - DURATION
1.1 This Service Schedule, being a part of an agreement dated as of
December 1, 1981, between Indianapolis Power & Light Company ("IPL") and
Hoosier Energy Rural Electric Cooperative, Inc. ("Hoosier") (the
"Agreement") shall become effective on the Interconnection Date as
defined in Article 9 of the Agreement and shall continue in effect until
termination of the Agreement.
SECTION 2 - DIVERSITY POWER
2.1 From time to time, because of differences in load patterns one of
the parties hereto may have excess capacity during one seasonal load
period at the same time the other party is experiencing its peak load
season. At such time it may be to the parties' mutual advantage to
schedule exchange of certain portions of any such excess capacity.
Such
capacity shall be termed and is herein called "Diversity Power."
2.015 Seasonal Load Period shall mean for the Summer Season Load
Period, the months of April thru September and for the Winter
Seasonal Load Period, the months of October thru March.
2.2 At any time Diversity Power transactions are agreed upon between
the parties, the party which purchases Diversity Power during one
seasonal load period shall be obligated to have available a like amount
of Diversity Power for the other party during the other seasonal load
period.
2.3 The party supplying Diversity Power shall provide reserve capacity
for the committed amount, equivalent to that provided for its own
customers, exclusive of customers with interruptible service contracts.
2.4 Energy associated with the reservation of Diversity Power shall be
scheduled by the purchasing party no less than 18 hours in advance of
receiving such energy. Energy receipts for a Monday shall be scheduled
no later than noon of the preceding Friday.
SECTION 3 - COMPENSATION
3.1 Demand Charges - There shall be no demand charge for Diversity
Power.
3.2 Energy Charges - Energy shall be billed at out-of-pocket cost plus
ten percent of such cost. In the event that any part of the
out-of-pocket cost includes energy purchased by the supplying Party, only
the energy portion of such purchase cost shall be included. Any
associated charges for demand, transmission, or other burden shall be
excluded.
Modification No. 1
to
INTERCONNECTION AGREEMENT
Dated December 1, 1981
between
INDIANAPOLIS POWER & LIGHT COMPANY
and
HOOSIER ENERGY RURAL ELECTRIC COOPERATIVE, INC.
Dated as of June 1, 1982
THIS MODIFICATION No. 1, made and entered into as of the first day
of June, 1982 between INDIANAPOLIS POWER & LIGHT COMPANY (IPL), an
Indiana corporation, and HOOSIER ENERGY RURAL ELECTRIC COOPERATIVE, INC.
(Hoosier), also an Indiana corporation.
W I T N E S S E T H:
WHEREAS, IPL and Hoosier entered into an Interconnection Agreement,
dated December 1, 1981; (said Interconnection Agreement, being herein
called the 1981 Agreement); and
WHEREAS, the parties desire to further modify the 1981 Agreement,
as hereinafter set forth;
NOW, THEREFORE, in consideration of the premises and of the mutual
covenants herein set forth, the parties agree as follows:
SECTION 1 - Section 3--Compensation of Service Schedule D - Short
Term Power of the 1981 Agreement shall be modified and amended to read as
follows:
"SECTION 3 - COMPENSATION
3.1 The purchasing party shall pay the supplying party;
3.11 DEMAND CHARGE - For any week that Short Term Power is
reserved, (a) $1.05 per kilowatt reserved if IPL is the supplying
party or (b) a rate not to exceed $1.05 per kilowatt reserved if
Hoosier is the supplying party; less, for each day during any part
of which the amount of such Short Term Power is reduced by the
supplying party, one sixth of the weekly rate per kilowatt of the
reduction (except that in no event shall the total of such
deductions in any week exceed the weekly rate). For each period
less than one week that Short Term Power is reserved, one sixth of
the weekly rate per kilowatt reserved per day (not to exceed $0.175
per kilowatt reserved per day); less, for any day during any part
of which the amount of Short Term Power is reduced by the supplying
party, one sixth of the weekly rate per kilowatt (not to exceed
$0.175 per kilowatt) of the reduction. In the event the supplying
party, at the request of the purchasing party, obtains capacity
from a third party specifically for the purpose of supplying any
portion of the Short Term Power pre-arranged in accordance with
Section 2.2 of this Service Schedule, the Demand Charge for such
Short Term Power supplied shall be equal to all associated Demand
Charges which the supplying party must pay therefore.
3.12 ENERGY CHARGES - 110% of the out-of-pocket cost of supplying
the Short Term Energy taken during such reservation periods that
comes from the supplying party's own system; plus, for energy
purchased by the supplying party from another system to supply any
part of the Short Term Energy taken during such reservation
periods, 100% of the amount paid therefore by the supplying party
plus 10% thereof not to exceed 1.6 mills per kilowatthour."
SECTION 2. This Modification No. 1 shall be effective from the
date first above written to the expiration date of the 1981 Agreement.
SECTION 3. Except as hereinabove modified and amended, all the
terms and conditions of the 1981 Agreement shall remain in full force and
effect.
SECTION 4. This Modification No. 1 shall inure to the benefit of
and be binding upon the successors and assigns of the respective parties
hereto.
IN WITNESS WHEREOF, the parties herein have caused this Agreement
to be executed by their duly authorized officers.
INDIANAPOLIS POWER & LIGHT COMPANY
By /s/ Robert W. Hill
Robert W. Hill, President
HOOSIER ENERGY RURAL ELECTRIC
COOPERATIVE, INC.
By /s/ Virgil E. Peterson
Modification No. 2
To
INTERCONNECTION AGREEMENT
Between
INDIANAPOLIS POWER & LIGHT COMPANY
And
HOOSIER ENERGY RURAL ELECTRIC COOPERATIVE, INC.
Dated as of October 1, 1983
MODIFICATION NO. 2
To
INTERCONNECTION AGREEMENT
Between
INDIANAPOLIS POWER & LIGHT COMPANY
And
HOOSIER ENERGY RURAL ELECTRIC COOPERATIVE, INC.
THIS MODIFICATION NO. 2, dated as of this 1st day of October, 1983,
between INDIANAPOLIS POWER & LIGHT COMPANY (hereinafter called "IPL"), an
Indiana corporation, and HOOSIER ENERGY RURAL ELECTRIC COOPERATIVE, INC.
(hereinafter called "Hoosier"), an Indiana corporation,
WITNESSETH:
0.01 WHEREAS, there is not in force and effect between IPL and
Hoosier an interconnection agreement dated as of December 1, 1981, as
amended by a Modification No. 1 dated June 1, 1982 (such agreement as so
amended being hereinafter referred to as the "1981 Interconnection
Agreement"); and
0.02 WHEREAS, in order to meet customer loads in the area, Hoosier
is required to establish as soon as practicable an electric substation
near the intersection of 800 North Road and 500 West Road in Johnson
County, Indiana (hereinafter referred to as the "Honey Creek Substation");
and
0.03 WHEREAS, Hoosier is presently unable to supply electric power
to the Honey Creek Substation because it has no transmission lines in the
area thereof and it has been unable to work out a permanent arrangement
for the transmission of electric power to the Honey Creek Substation
either through the construction of its own transmission facilities or
through the utilization of the transmission facilities of another utility;
and
0.04 WHEREAS, Hoosier represents to IPL that it is using, and will
continue to use, its best efforts either to construct adequate
transmission facilities, or to otherwise make arrangements, for the
transmission of electric power to the Honey Creek Substation within the
next five years, but that in the interim, Hoosier desires to provide
electric power to the Honey Creek Substation through the temporary
establishment of a tap point on IPL's 138KV transmission line running
from its Pritchard Generating Station to its Southport Substation
(hereinafter referred to as the "Honey Creek Tap Point"); and
0.05 WHEREAS, IPL in reliance upon the foregoing representations
of Hoosier is willing to provide, but only on a temporary basis, the
Honey Creek Tap Point upon the terms and conditions herein provided;
0.06 NOW, THEREFORE, in consideration of the premises and of the
mutual covenants set forth herein, the parties agree as follows:
ARTICLE 1
1.01 The 1981 Interconnection Agreement shall be, and the same
hereby is, amended as follows:
A. Article 1 thereof is hereby amended by inserting immediately
following the present subsection 1.014 thereof, a new subsection,
designated "1.015" to read as follows:
"1.015 At its Honey Creek Substation, 138,000 volt
three-phase interrupting device, three motor operated
supervisory controlled 138,000 volt switches, a 10/12.5 MVA
transformer, 12,470 volt metering equipment, supervisory and
communication equipment including bank differential
indication to IPL's control center, relaying, switching, and
appurtenant equipment, all of which equipment shall be
subject to the approval of IPL."
and inserting immediately following the present subsection 1.025
thereof, a new subsection, designated "1.026" to read as follows:
"1.026 At Honey Creek Tap Point, IPL agrees to make such
modifications to its transmission facilities as are necessary
to effect a connection at such Tap Point."
and by inserting immediately following the present subsection 1.043
thereof, a new subsection, designated "1.044" to read as follows:
"1.044 Hoosier agrees to pay IPL within 15 calendar days of
receipt of invoice, all IPL costs associated with
establishing the Honey Creek Tap Point."
and by amending subsection 1.05 thereof to read as follows:
"1.05 The Interconnection Points shall be:
"1.051 The Petersburg Interconnection Point - that point at
Petersburg where the terminal facilities provided therefor by
IPL shall be connected to the Petersburg-Ratts line.
"1.052 The Honey Creek Tap Point - that point at which the
facilities provided therefor by Hoosier shall be connected to
modified facilities of IPL."
and by inserting immediately following the present subsection 1.08
thereof, a new subsection, designated "1.08A" to read as follows:
"1.08A The parties hereto mutually agree that their respective
systems will not be operated in parallel through the Honey Creek
Tap Point. Electric energy supplied by IPL to Hoosier at the Honey
Creek Tap Point will be used only to temporarily supply the
ultimate customers of Johnson County REMC. Any power (demand) or
energy supplied through the Honey Creek Tap Point shall be
accounted and settled for as if supplied through any of the
interconnection points which exist between the two companies. This
accounting shall include any power (demand) and energy losses
occurring on the IPL system due to the transfer of the energy to
the Honey Creek Tap Point."
B. Article 2 thereof is hereby amended by amending Section 2.01 to
read as follows:
"2.01 It is the purpose of the parties hereto to realize on an
equitable basis, all reciprocal benefits practicable to be effected
through coordination in the operation and development of their
respective systems. It is understood by the parties that such
benefits may be realized under the stated terms and conditions of
the following interconnection services:
A. the furnishing of mutual emergency and standby assistance, in
accordance with Service Schedule A annexed hereto;
B. the transfer of electric energy through the transmission
system of one party for the benefit of the other, in
accordance with Service Schedule B annexed hereto;
C. the interchange, sale and purchase of energy to effect
operating economies, in accordance with Service Schedule C
annexed hereto;
D. the sale and purchase of short-term electric power and energy
available on the system of one party and needed on the system
of the other, in accordance with Service Schedule D annexed
hereto;
E. the sale and purchase of limited term power and energy
available on the system of one party and needed on the system
of the other, in accordance with Service Schedule E annexed
hereto;
F. the sale and purchase of diversity power and energy, in
accordance with Service Schedule F annexed hereto;
G. the temporary use of IPL transmission facilities to provide
service to Hoosier's Honey Creek Substation which is not
directly connected to its transmission system, in accordance
with Service Schedule G annexed hereto.
In furtherance of such purpose the parties hereto shall create an
Operating Committee as provided in Article 7 hereof."
and by amending Section 2.03 to read as follows:
"2.03 The respective service schedules shall be designated:
I. Service Schedule A - Emergency Service
II. Service Schedule B - Energy Transfer
III. Service Schedule C - Interchange Power
IV. Service Schedule D - Short Term Power
V. Service Schedule E - Limited Term Power (Firm)
VI. Service Schedule F - Diversity Power
VII. Service Schedule G - Temporary Transmission Use
such service schedules having been agreed upon between the parties
hereto, are attached hereto, made a part hereof, and marked
Exhibits I, II, III, IV, V, VI and VII, respectively."
and by adding Section 2.05 to read as follows:
"2.05 Notwithstanding anything herein to the contrary, Hoosier
hereby covenants and agrees that it will proceed diligently with
the planning and construction of the transmission facilities
necessary to supply electric power and energy to the Honey Creek
Substation and/or will enter into arrangements with such electric
utilities (other than IPL) as it deems appropriate in order to
provide electric power and energy to the Honey Creek Substation on
or before the termination of Modification No. 2 to this agreement
and Service Schedule G, toward the end that the temporary electric
transmission service being provided by IPL to Hoosier at the Honey
Creek Tap Point may be replaced with electric transmission
facilities of Hoosier or another electric utility within the five
year term of said Modification No. 2 and Service Schedule G."
C. Article 4 thereof is hereby amended by amending subsection
4.021 to read as follows:
"4.021 At the Petersburg Interconnection specified in
Section 1.05 above, by 138,000 volt metering equipment to be
installed, owned and maintained by IPL ('Petersburg Metering
Point')"
and by inserting immediately following subsection 4.021 thereof, a
new subsection, designated "4.022" to read as follows:
"4.022 At the Honey Creek Tap Point specified in Section
1.05 above, by 12,470 volt metering equipment to be installed
and maintained by Hoosier ('Honey Creek Metering Point')"
and by amending Section 4.03 to read as follows:
"4.03 Suitable metering equipment at the metering point provided
in Section 4.02 above shall include electric meters, potential and
current transformers, and such other appurtenances as shall be
necessary to give for each direction of flow the following
quantities:
A. a continuous automatic graphic record of both kilowatts and
kilovars,
B. an automatic record of the kilowatthours for each clock hour,
and
C. a continuous integrating record of the kilowatthours.
Meter readings taken at the Honey Creek Substation shall be
adjusted by adding such amount as may be necessary to fully
compensate IPL for losses in the Honey Creek transformer and on
IPL's system."
D. Article 7 thereof is hereby amended by inserting immediately
following the present subsection 7.013 thereof, a new subsection
designated "7.014" to read as follows:
"7.014 All matters pertaining to rights of access, and
rights to operate equipment installed as a part of this
agreement."
and by adding a new Section 7.03 to read as follows:
"7.03 With respect to Hoosier's representations that it will use
its best efforts to replace IPL's transmission facilities at the
Honey Creek Tap Point with other transmission facilities, IPL
representatives on the Operating Committee shall have the right of
access at any reasonable time to any information relating to such
representations and to Hoosier's progress in accomplishing the
replacement of the temporary electric transmission service provided
by IPL under Modification No. 2 to this agreement and Service
Schedule G."
E. Article 8 thereof is hereby amended by adding a new Section
8.02 to read as follows:
"8.02 With respect to the Honey Creek Tap Point, Hoosier hereby
agrees that IPL shall not be responsible for disruption of service
or loss of continuity in providing service to the Honey Creek
Substation and Hoosier hereby indemnifies and saves harmless IPL
against any claim for injury to persons and damage to property in
any way resulting from or growing out of any such service
disruption or loss of continuity."
F. Article 9 thereof is hereby amended by correcting the reference
to "Section 9.02" contained in Section 9.01 thereof to read
"Section 9.03"; and by adding a new Section 9.04 to read as
follows:
"9.04 Notwithstanding anything herein to the contrary,
Modification No. 2 to this agreement and Service Schedule G will
terminate on the earlier of the following dates: (i) on the date
Hoosier has replaced the service provided by IPL under said
Modification No. 2 and Service Schedule G with transmission
facilities of Hoosier or with transmission facilities of another
utility, or (ii) on the date that is five years after the effective
date of said Modification No. 2 and Service Schedule G as
established by the Federal Energy Regulatory Commission (FERC);
provided, that in the event Hoosier is in the process of replacing
IPL's transmission service under said Modification No. 2 and
Service Schedule G, but, through no fault of its own, Hoosier is
unable to consummate such replacement within the five-year term of
said Modification No. 2 and Service Schedule G, then the term
thereof may be extended for an additional period of not more than
three years, upon adequate assurances being given to IPL by Hoosier
that replacement of such transmission service by IPL to Hoosier
will be accomplished within such additional period. If Hoosier
fails to make such assurances, or IPL deems them inadequate, such
term shall not be extended. Hoosier agrees, in connection with any
such termination, that IPL may unilaterally file an appropriate
notice of termination with FERC, in which filing Hoosier shall
concur. Hoosier hereby releases IPL from all obligations,
contractual or otherwise, to provide electric transmission service
to the Honey Creek Substation through the Honey Creek Tap Point
beyond the date of termination of said Modification No. 2 and
Service Schedule G as hereinabove provided, and Hoosier agrees that
after such termination it shall be required to rely exclusively
upon its own electric transmission facilities or the electric
transmission facilities of a utility other than IPL to supply
electric power and energy to the Honey Creek Substation."
G. Article 10 thereof is hereby amended by adding a new Section
10.04 to read as follows:
"10.04 This Article 10 shall not apply to Modification No. 2 to
this agreement or to Service Schedule G."
H. Article 14 thereof is hereby amended by adding a new Section
14.02 to read as follows:
"14.02 Hoosier hereby covenants and agrees to support, by
concurrence or otherwise, at such reasonable time as IPL deems
appropriate, any filing with FERC that IPL considers necessary and
expedient to terminate and cancel Modification No. 2 to this
agreement and Service Schedule G in accordance with the terms and
conditions of Section 9.04 hereof."
I. Article 16 thereof is hereby amended by adding a new Section
16.03 to read as follows:
"16.03 Upon termination of the Honey Creek Tap Point, Modification
No. 2 to this agreement and Service Schedule G (except for the
reference correction in Section 9.01 which shall remain effective)
shall be of no further force and affect and shall no longer be a
part of this agreement."
ARTICLE 2
2.01 Except as otherwise specifically provided by this
Modification No. 2 or subsequent modifications, the terms
"Interconnection Point", "Metering Point", and "Delivery Point", shall
include all points at which the parties thereto are
interconnected.
ARTICLE 3
Except as hereinabove specifically amended, all other terms and
conditions of the 1981 Interconnection Agreement shall remain in full
force and effect.
IN WITNESS WHEREOF, the parties hereto have caused this
Modification No. 2 to be executed by their respective duly authorized
officers as of the day, month and year first written above.
INDIANAPOLIS POWER & LIGHT COMPANY
By /s/ Robert W. Hill
HOOSIER ENERGY RURAL ELECTRIC
COOPERATIVE, INC.
By /s/ Virgil E. Peterson
Virgil E. Peterson
Executive Vice President
and General Manager
Exhibit VII
(to the 1981 Agreement)
SERVICE SCHEDULE G
TEMPORARY TRANSMISSION USE
SECTION 1 - DURATION
1.1 This Service Schedule, being part of Modification No. 2 to
the Agreement dated December 1, 1981 between Indianapolis Power &
Light Company ("IPL") and Hoosier Energy Rural Electric
Cooperative, Inc. ("Hoosier") as amended by Modification No. 1
dated June 1, 1982 (the "1981 Agreement"), shall become effective
on the effective date of Modification No. 2 and shall continue in
effect until terminated in accordance with that Modification.
SECTION 2.1 - SERVICES TO BE RENDERED
2.1 IPL agrees to provide temporary transmission services for the
purpose of delivering power (demand) and energy from any of the
interconnection points between IPL and Hoosier to the tap point
described and referred to in said Modification No. 2 as the Honey
Creek Tap Point.
2.2 Any power (demand) and energy delivered by IPL to the Honey
Creek Tap Point shall be simultaneously supplied to IPL from
Hoosier at any other interconnection point or points provided for
in the 1981 Agreement. The power and energy shall be adjusted to
compensate IPL for electrical losses incurred in the delivery of
such power. Any difference in power or energy delivered to Hoosier
through said tap point and that supplied by Hoosier to IPL shall be
settled for in accordance with Section 3.03 of the 1981 Agreement.
2.3 Hoosier agrees that the power (demand) delivered shall not
exceed fifteen (15) MW at the Honey Creek Tap Point.
SECTION 3 - COMPENSATION
3.1 Electric power measured in kilowatts delivered at the Honey
Creek Tap Point under this Service Schedule shall be billed at
$0.92 per kilowatt month. This demand charge for use of IPL's
transmission facilities shall be on the maximum hourly demand in
kilowatts, measured in the calendar month of billing, and shall be
adjusted to compensate IPL for losses in the IPL system and in the
transformer bank used at the Honey Creek Tap Point.
Modification No. 3
To
INTERCONNECTION AGREEMENT
Between
INDIANAPOLIS POWER & LIGHT COMPANY
And
HOOSIER ENERGY RURAL ELECTRIC COOPERATIVE, INC.
Dated as of September 1, 1989
MODIFICATION NO. 3
To
INTERCONNECTION AGREEMENT
Between
INDIANAPOLIS POWER & LIGHT COMPANY
And
HOOSIER ENERGY RURAL ELECTRIC COOPERATIVE, INC.
THIS MODIFICATION NO. 3, dated as of this 1st day of September,
1989, between INDIANAPOLIS POWER & LIGHT COMPANY (hereinafter called
"IPL"), an Indiana corporation, and HOOSIER ENERGY RURAL ELECTRIC
COOPERATIVE, INC. (hereinafter called "Hoosier"), an Indiana corporation,
WITNESSETH:
0.01 WHEREAS, there is now in force and effect between IPL and
Hoosier an interconnection agreement dated as of December 1, 1981, as
amended by a Modification No. 1 dated as of June 1, 1982 and Modification
No. 2 dated as of October 1, 1983 (such agreement as so amended being
hereinafter referred to as the "1981 Agreement"); and
0.02 WHEREAS, IPL desires to utilize, when and as requested,
certain electric transmission facilities of Hoosier to transmit power and
associated energy from Big Rivers Electric Corporation (hereinafter
called "Big Rivers") located in Kentucky to IPL over a 20-year period
beginning January 1, 1991; and
0.03 WHEREAS, Hoosier is willing to transmit such power and
associated energy from Big Rivers to IPL when and as requested over such
20 year period in accordance with the terms and conditions of this
Modification No. 3 and Service Schedule H annexed thereto, and
0.04 WHEREAS, Hoosier desires to extend Service Schedule G and IPL
is willing to extend Service Schedule G through December 31, 2010, in
accordance with the terms and conditions of this Modification No. 3 and
Service Schedule G annexed thereto, and
0.05 WHEREAS, both parties desire to revise and/or refile Service
Schedules A, B, C, D, E and F and file New Service Schedules A, B, C, D,
E, and F as part of this Modification No. 3.
ARTICLE 1
1.01 The 1981 Agreement shall be, and the same hereby is, amended
as follows:
I. Article 2 thereof is hereby amended by revising Section 2.01
to read as follows:
"2.01 It is the purpose of the parties hereto to realize on an
equitable basis, all reciprocal benefits practicable to be effected
through coordination in the operation and development of their
respective systems. It is understood by the parties that such
benefits may be realized under the stated terms and conditions of
the following interconnection services:
A. the furnishing of mutual emergency and standby
assistance, in accordance with Service Schedule A
annexed hereto;
B. the transfer of electric energy through the
transmission system of one party for the benefit of the
other, in accordance with Service Schedule B annexed hereto;
C. the interchange, sale and purchase of energy to effect
operation economies, in accordance with Service
Schedule C annexed hereto;
D. the sale and purchase of short-term electric power and
energy available on the system of one party and needed
on the system of the other, in accordance with Service
Schedule D annexed hereto;
E. the sale and purchase of limited term power and energy
available on the system of one party and needed on the
system of the other, in accordance with Service Schedule E
annexed hereto;
F. the sale and purchase of diversity power and energy, in
accordance with Service Schedule F annexed hereto;
G. the temporary use of IPL transmission facilities to
provide service to Hoosier's Honey Creek Substation
which is not directly connected to its transmission
system, in accordance with Service Schedule G annexed
hereto;
H. the transfer of electric power and associated energy
from Big Rivers to IPL when and as requested in
accordance with Service Schedule H annexed hereto.
In furtherance of such purpose the parties hereto shall
create an Operating Committee as provided in Article 7
hereof."
and by amending Section 2.03 to read as follows:
"2.03 The respective service schedules shall be designated:
I. Service Schedule A - Emergency Service
II. Service Schedule B - Energy Transfer
III. Service Schedule C - Interchange Power
IV. Service Schedule D - Short Term Power
V. Service Schedule E - Limited Term Power (Firm)
VI. Service Schedule F - Diversity Power
VII. Service Schedule G - Temporary Transmission Service
VIII. Service Schedule H - Specific Transmission Service
such service schedules having been agreed upon between the Parties
hereto, are attached hereto, and made a part hereof, and marked
Exhibits I, II, III, IV, V, VI, VII and VIII respectively."
and by deleting Section 2.05 (as added by Modification No. 2) in its
entirety.
II. Article 7 thereof is amended by deleting there from Section
7.03 (as added by modification No. 2) in its entirety.
III. Article 9 thereof is hereby amended by revising Section 9.01
to read as follows:
"9.01 This agreement shall become effective at the date hereof,
subject to the filing requirements of FERC, or any other regulatory
authority having jurisdiction and to approval of any such
authority, if required, and except as otherwise provided in Service
Schedules G and H shall continue in effect through December 31,
2010, (the "Initial Term"), and thereafter for successive terms of
three (3) years each unless and until terminated as provided in
Section 9.03 thereof."
and by deleting Section 9.04 (as added by Modification No. 2) in its
entirety and by adding new Sections 9.04 and 9.05 to read as follows:
"9.04 If any regulatory authority having jurisdiction over
Modification No. 3 does not accept it for filing within ninety (90)
days after its submission, or requires any modification to its
rates, terms or conditions as a condition of accepting Modification
No. 3 for filing, either party may terminate Modification No. 3, if
in such party's good faith judgment such modification materially
changes the benefits or burdens to the party desiring to terminate.
In that event, such party may terminate Modification No. 3 by
notifying the other party in writing of its intention to so
terminate not more than thirty (30) days after final action is
taken not to accept Modification No. 3 for filing or which requires
such modification as a condition of such acceptance. Modification
No. 3 shall terminate thirty (30) days after receipt of such notice
by the other party.
"9.05 If at any time after acceptance of Modification No. 3 any
regulatory authority having jurisdiction over it modifies its
rates, terms or conditions, either party may terminate Modification
No. 3 if in such party's good faith judgment such modification
materially changes the benefits or burdens of Modification No. 3 to
the party desiring to terminate. In that event, such party may
terminate Modification No. 3 by notifying the other party in
writing within 90 days after the notice of its intention to so
terminate as well as the desired termination date."
IV. Article 10 shall be amended in its entirety to read as follows:
"ARTICLE 10
"ARBITRATION
"10.01 Any controversy or claim arising out of or relating to
this agreement or any breach thereof, shall first be submitted in
writing as soon as practicable to the authorized representatives
and one of their respective alternates designated under Subsection
7.01 hereof, the 4 of whom shall constitute a Review Committee for
the purpose of reviewing the controversy or claim and reaching a
majority opinion as to the appropriate resolution thereof. In the
event a majority opinion of the Review Committee cannot be reached
within 30 days of submission, the matter shall be submitted to the
President of IPL and the General Manager of Hoosier who shall use
their best efforts to resolve such controversy or claim. If the
controversy or claim cannot be resolved within 30 days after submission
to the President and General Manager, the same shall be settled by
arbitration in accordance with the Commercial Arbitration Rules of The
American Arbitration Association and judgment on the award rendered by
the arbitrator may be entered in any court having jurisdiction thereof.
Arbitration proceedings shall be conducted at Indianapolis, Indiana and
arbitrators shall make awards within 90 days of the date proceedings begin
unless otherwise agreed to in writing by the parties."
V. Article 11 shall be amended in its entirety to read as follows:
"ARTICLE 11
"INDEMNIFICATION AND LIMITATION OF LIABILITY
"11.01 Limitation of Liability. In no event shall one party
be liable to the other party for any indirect, special, incidental
or consequential damages with respect to any claim arising out of
this agreement.
"11.02 Indemnification Clause. Each party shall indemnify, defend
and hold harmless the other party from and against any liability,
loss, cost, damage and expense because of injury or damage to
persons or property resulting from, or arising out of the use of
its own facilities or the production or flow of electric energy by
and through its own facilities, except when such injury or damage
is due to the sole negligence of the other party. In addition,
each party shall hold the other party harmless for any taxes,
licenses, permits, fees, penalties, or fines assessed against one
party upon any of the property of such party located on the
premises of the other party.
"11.03 Environmental Liability. Each party shall be responsible
for its own compliance with all applicable environmental
regulations, and each party shall hold the other party harmless
from any liability, loss, cost or expense arising out of, and shall
bear all costs arising from, its failure to comply with such
environmental regulations."
VI. Article 14 thereof is hereby amended by deleting Section
14.02 (as added by Modification No. 2) in its entirety.
VII. Article 16 thereof is hereby amended by deleting Section
16.03 (as added by Modification No. 2) in its entirety.
VIII. Article 20 and Article 21 are hereby added to the 1981
Agreement to read as follows:
"ARTICLE 20
"DEFAULT
"20.01 Default Defined. As used herein, "Default" shall mean the
failure of a party to make any payment or perform any obligation at
the time and in the manner required by this agreement, except where
such failure to discharge obligations (other than the payment of
money) is the result of Force Majeure. Failure to make any payment
in the time and manner required by this agreement shall not be
excused as a Default by payment of late charges in accordance with
the provisions in Section 20.02 below.
"20.02 Remedies For Default. Upon failure of a party to make a
payment or perform an obligation required hereunder, the other
party shall give written notice of Default to the defaulting party.
The defaulting party shall have thirty (30) days within which to
cure the Default. If a Default is not cured within such period,
the party not in Default, at its option, may, in addition to all
other rights and remedies available at law, in equity or under any
other provision of this agreement: (i) give notice to the
defaulting party of its intention to cure the Default and to take
such steps as such party deems necessary to cure the Default, or
(ii) suspend this agreement for a period of 6 months, after which
this agreement shall automatically terminate. The defaulting party
shall, in any event, pay to the other party the total of all
additional costs reasonably incurred by such other party as a
result of such Default and/or the curing of such Default,
including, reasonable attorneys' fees, money reasonably paid to
others, the reasonable equivalent in money for services of property
obtained, and any other costs reasonably incurred by such other
party in attempting to remedy such Default, together with interest
on the total of such costs at the per annum rate of two (2) percent
above the commercial lending rate as determined in Article 6 hereof.
This provision is not intended as a liquidated damages
provision or to limit liability in any way, and the party not in
Default may also maintain such other actions for damages as may be
provided by law, in equity or under this agreement."
"ARTICLE 21
"FORCE MAJEURE
"21.02 Force Majeure. The term "Force Majeure" shall mean any
cause beyond the control of the party invoking the Force Majeure,
including, but not limited to, failure or threat of failure of
facilities, equipment or fuel supply, ice, act of God, flood,
earthquake, storm, fire, lightning, explosion, epidemic, war, civil
war, invasion, insurrection, military or usurped power, act of the
public enemy, riot, civil disturbance or disobedience, strike,
lockout, work stoppage, other industrial disturbance or dispute,
labor or material shortage, national emergency, sabotage, failure
of contractors or suppliers of materials; inability to obtain or
ship materials or equipment because of the effect of similar causes
on suppliers or carriers; restraint by court order or other public
authority or governmental agency, or action or non-action by, or
failure to obtain the necessary authorizations or approvals from,
or obtaining the necessary authorizations or approvals only subject
to unreasonable restrictions from, any governmental agency or
authority, which by the exercise of due diligence such party could
not reasonably have been expected to avoid. Nothing contained
herein shall be construed to require a party to settle any strike,
lockout, work stoppage or other industrial disturbance or dispute
in which it may be involved or to take an appeal from any judicial,
regulatory or administrative action. Any party rendered unable to
fulfill any of its obligations under this agreement by reason of
Force Majeure shall exercise due diligence to remove such inability
with all reasonable dispatch. In the event either party is unable,
in whole or in part, to perform any of its obligations by reason of
Force Majeure the obligations of the party relying thereon, insofar
as such obligations are affected by such Force Majeure, shall be
suspended during the continuance thereof but no longer. The party
invoking the Force Majeure shall specifically state the full
particulars of the Force Majeure and the time and date when the
Force Majeure occurred. Notices given by telephone under the
provisions of this Article shall be confirmed in writing as soon as
reasonably possible. When the Force Majeure ceases, the party
relying thereon shall give immediate notice thereof to the other
party. This agreement shall not be terminated by reason of Force
Majeure but shall remain in full force and effect."
ARTICLE 2
2.01 Except as hereinabove specifically amended, all other terms
and conditions of the 1981 Agreement and Modification No. 2 shall remain
in full force and effect.
IN WITNESS WHEREOF, the parties hereto have caused this
Modification No. 3 to be executed by their respective duly authorized
officers as of the day, month and year first written above.
INDIANAPOLIS POWER & LIGHT COMPANY
By /s/ Robert W. Hill
Robert W. Hill
Chairman and President
HOOSIER ENERGY RURAL ELECTRIC
COOPERATIVE, INC.
By /s/ J. Steven Smith for
Virgil E. Peterson
Executive Vice President
and General Manager
EXHIBIT I
SERVICE SCHEDULE A
EMERGENCY SERVICE
SECTION 1 - DURATION
1.1 This Service Schedule, being a part of an agreement dated as of
December 1, 1981, between Indianapolis Power & Light Company ("IPL") and
Hoosier Energy Rural Electric Cooperative, Inc. ("Hoosier") (the
"Agreement") shall become effective on the Interconnection Date as
defined in Article 9 of the Agreement and shall continue in effect until
termination of the Agreement.
SECTION 2 - SERVICES TO BE RENDERED
2.1 Subject to the provisions of subsection 2.2 of this Section 2, in
the event of a breakdown or other emergency in or on the system of either
party involving either sources of power or transmission facilities, or
both, impairing or jeopardizing the ability of the party suffering the
emergency to meet the loads of its system, the other party shall supply
to the party having the emergency such electric energy as the supplying
party is requested to deliver; provided, that neither party shall be
obligated to supply such emergency energy which, in the supplying party's
sole judgment, cannot be delivered without creating a hazard to or
economic burden upon its operations or without impairing or jeopardizing
the total load requirements of its system; and provided further, that
neither party shall be obligated to supply such emergency energy for a
period in excess of forty-eight consecutive hours during any single
emergency.
2.2 The parties recognize that the supply of electric energy as
provided for in subsection 2.1 of this Section 2 is subject to two
conditions which may preclude the delivery of such energy as so provided:
(a) the party requested to deliver electric energy may be suffering an
emergency in or on its own system as described in said subsection 2.1, or
(b) the system of the party of whom such request is made may be
delivering electric energy under a mutual emergency interchange
agreement, to the system of another interconnected company which is
suffering an emergency in or on its system. Under conditions as cited
under (a) above, neither party shall be considered to be in default
hereunder if unable to comply with the provisions of said subsection 2.1.
Under conditions as cited under (b) above, neither party shall be
considered to be in default hereunder if it is unable to comply with the
provisions of said subsection 2.1 provided that the aforesaid
interconnected company has suffered said emergency in or on its system
prior to and within forty-eight hours of that of the other party hereto
and that, if requested by said other party, such delivery of electric
energy to said interconnected company shall be discontinued within
forty-eight hours following the start of such delivery, and a subsequent
delivery shall be made for a full forty-eight hour period to said other
party in accordance with the provisions of said subsection 2.1.
2.3 If at any time the record over a reasonably prior period shows
clearly that either of the parties has failed to deliver energy in
accordance with and subject to the provisions of subsection 2.1 and
subsection 2.2 of this Section 2, either party, by written notice given
to the other party, may call for a joint study by the parties of the
reserve generating capacity in and provided for their respective systems
and of their respective system transmission facilities affecting the
supply and delivery of power and energy under the Agreement. It shall be
the purpose of such study to determine the adequacy or inadequacy of
reserve generating capacity and transmission facilities being provided to
meet the requirements of the parties' respective systems, reflecting
obligations under the Agreement, and, if inadequate, the extent of the
burden that one party may be placing upon the other. If it should be
found that one party is placing an unreasonable burden upon the other,
the party causing such burden shall take such measures as are necessary
to remove the burden from the other party, or the parties shall enter
into such arrangements as shall provide for equitable compensation to the
party being burdened.
SECTION 3 - COMPENSATION
3.1 Emergency Energy shall be settled for, at the option of the
supplying party, either by payment or by return of equivalent energy.
3.2 If the supplying party opts to receive payment for Emergency Energy
delivered, the receiving party shall pay the supplying party the greater
of:
3.21 110% of the out-of-pocket cost of supplying such Emergency
Energy that is generated from the supplying party's own
system, and, for energy purchased by the supplying party from
another interconnected system which is not a signatory to
this Agreement ("Third Party") at the request of the
receiving party, 100% of the amount paid to such Third Party
plus up to 3.46 mills per kilowatthour (consisting of up to
2.46 mills per kilowatthour for a transmission charge and 1
mill per kilowatthour for difficult to quantify energy
related costs) plus any transmission losses.
3.22 30 mills per kilowatthour of such Emergency Energy
3.3 If the supplying party opts to receive equivalent energy for
Emergency Energy delivered; such equivalent energy shall be returned at
times when the load conditions of the party originally supplying
Emergency Energy are substantially equivalent to the load conditions of
such party that existed when the Emergency Energy was delivered or, if
such party elects to have equivalent energy returned under different
conditions, it shall be returned in such amounts and at such times as,
the Operating Committee agrees will compensate the original supplying
party, for the difference in conditions.
EXHIBIT II
AMENDED
SERVICE SCHEDULE B
ENERGY TRANSFER
SECTION 1 - DURATION
1.1 This Service Schedule, being a part of an agreement dated as of
December 1, 1981, between Indianapolis Power & Light Company ("IPL") and
Hoosier Energy Rural Electric Cooperative, Inc. ("Hoosier") (the
"Agreement") shall become effective on the Interconnection Date as
defined in Article 9 of the Agreement and shall continue in effect until
termination of the Agreement.
SECTION 2 - TRANSFER ARRANGEMENT
2.1 In carrying out the interconnected operation of their respective
systems as provided for under the Agreement, energy being received by a
portion of one party's system from another portion of its system or to
the system of another interconnected company, may flow over the
transmission facilities of the other party as a natural result of the
physical and electrical characteristics of the interconnected network of
transmission lines to which the parties are connected. Such flow of
energy may occur during periods when conditions of system operation are
normal or may occur during periods of emergency caused by the failure of
either sources of power or transmission facilities, or both. In respect
to such flow of energy (hereinafter called "energy transfer") the parties
agree as follows:
2.11 Such energy transfer over their respective transmission
facilities shall be permitted whenever such transfer occurs;
provided, that such energy transfer shall not be of such
magnitude or duration as to affect adversely, or jeopardize
the ability of, the party over whose system such energy
transfers occur to render or accept service to or from
companies with which it now has, or at any time hereafter may
have contractual arrangements for the interchange of power or
energy.
2.12 The parties recognize that in carrying out the provisions of
this Service Schedule, the above-described energy transfer,
either during periods when conditions of system operation are
normal or during periods of emergency, or both, may
eventually require the installation of additional
transmission facilities in order that such energy transfer
may be properly controlled to the end that the ability of the
party over whose system such energy transfers occur to meet
its own requirements, as described under 2.11 above, is not
affected adversely or jeopardized. In the event the need for
such additional transmission facilities becomes apparent to
either of the parties during any term of this Service
Schedule, upon written notice given by either party to the
other party and as soon as practicable following such notice,
the parties shall jointly reexamine conditions relating to
Energy Transfer. In such reexamination, if called for, the
parties shall agree upon such additional transmission
facilities as may be required to be installed, if any, and
upon an equitable basis for bearing the cost of installing,
maintaining and operating such facilities, if installed.
SECTION 3 - POWER AND ENERGY ACCOUNTING
3.1 The parties recognize that energy transfers as described under
Section 2 of this Service Schedule, except for such amounts of electrical
losses as may be incurred because of such energy transfers, are the
simultaneous acceptance and delivery of like amounts of power and energy
by and from the system of the party over whose system such energy transfers
occur. Power and energy associated with energy transfers, including
electrical losses associated therewith, shall be accounted for
each clock-hour as provided for under Article 5 of the Agreement. Proper
consideration to such electrical losses will be in accordance with the
manner agreed upon by the Operating Committee. It is understood by the
parties, however, that such electrical losses resulting from energy
transfers, to be taken as losses over and above the losses prevailing
under basic conditions agreed upon by the parties, shall be supplied
simultaneously by the party for whom such energy transfers are being
made. The parties agree that initially such basic conditions will be
established as those that exist when the scheduled net delivery between
the systems of the parties, and between their respective systems and the
systems of other interconnected companies, is zero kilowatts. It is
further understood that, from time to time, conditions may require the
establishment of different basic conditions for such purpose. Either
party by written notice given to the other party may call for a prompt
reexamination and reconsideration of matters pertinent to the
establishment of said basic conditions, whenever such reexamination
appears to be warranted, and the parties will thereupon agree to effect
such changes in the basic conditions, if any, that will equitably
compensate the parties for such losses. Should such reexamination be
required, a statement will be prepared by the parties which shall include
in detail the amounts of energy delivered and received by the parties
that are associated with energy transfer and the amounts of electrical
losses associated therewith.
Accepted and approved this 8th day of December, 1989.
HOOSIER ENERGY RURAL ELECTRIC INDIANAPOLIS POWER & LIGHT COMPANY
COOPERATIVE, INC.
By /s/ R.E. Jones /s/ J.C. Berlier
R.E. Jones, Division Manager J.C. Berlier, Vice President
Power Supply Supply Planning and Rates
EXHIBIT III
SERVICE SCHEDULE C
INTERCHANGE POWER
SECTION 1 - DURATION
1.1 This Service Schedule, being a part of an agreement dated as of
December 1, 1981, between Indianapolis Power & Light Company ("IPL") and
Hoosier Energy Rural Electric Cooperative, Inc. ("Hoosier") (the
"Agreement") shall become effective on the Interconnection Date as
defined in Article 9 of the Agreement and shall continue in effect until
termination of the Agreement.
SECTION 2 - SERVICES TO BE RENDERED
Economy Energy
2.1 Either party may arrange to purchase from the other party electric
energy ("Economy Energy") when it is possible to effect a saving thereby
and, when in the sole judgment of the supplying party, such energy is
available. Prior to each Economy Energy transaction, the amount of
energy, the time of its delivery, and the charge therefore shall be
determined by the parties. Receipt or delivery of Economy Energy may
also be arranged with other interconnected systems not parties to this
Agreement.
Non-Displacement Energy
2.2 It is recognized that occasions will arise when transactions under
subsection 2.1 above will be impracticable although a party may have
electric energy (herein called "Non-Displacement Energy") which it is
willing to make available from surplus capacity from its own system or
from outside sources, or both and which can be utilized advantageously
for short intervals by the other party. In such event, the party
desiring such receipt of energy shall notify the other party of the
extent to which it desires to obtain Non-Displacement Energy, and if the
other party, in its sole judgment, determines that Non-Displacement
Energy is available, schedules providing the period and extent of use
shall be mutually agreed upon. Neither party shall be obligated to make
any Non-Displacement Energy available to the other.
SECTION 3 - COMPENSATION
Economy Energy
3.1 The charge for Economy Energy purchased by either party from the
other shall be based on the principle that the purchasing party shall pay
the out-of-pocket cost of the supplying party such energy and that the
resulting savings to the purchasing party shall be equally shared by both
parties.
3.2 When Economy Energy is obtained from or delivered to a system
interconnected with either of the Parties which is not a signatory in the
Agreement ("Third Party"), payments among the participants in such a
transaction shall be based on the out-of-pocket costs of the supplying
party or Third Party providing the Energy and an allocation of the gross
savings, which are defined as the difference between (1) what the out-of-
pocket costs of the receiving party or Third Party would have been to
generate such Energy, and (2) the out-of-pocket costs of the supplying
party or Third Party providing the Energy. Such allocation shall be made
as provided in subsection 3.21 and 3.22 hereinbelow.
3.21 The transmitting party shall be paid (A) its cost of
purchasing the Energy supplied, plus (B) its costs of any
additional transmission losses incurred, plus (C) the greater
of fifteen percent of the gross savings remaining after
deducting all such payments for transmission losses or an
amount up to 3.46 mills per kilowatthour of Energy received
for transmission.
3.22 The supplying party or Third Party shall be paid its out-
of-pocket costs of providing the Energy, plus one-half of the
gross savings remaining after deducting all payments made
under subsection 3.21.
Non-Displacement Energy
3.3 Non-Displacement Energy delivered hereunder that is generated by
the supplying party's system shall be settled for either by return of
equivalent Energy or, at the option of the supplying party, by the
payment of the out-of-pocket costs of the supplying party generating such
Energy plus ten percent of such cost. If equivalent Energy is returned,
it shall be returned at times when load conditions of the receiving party
are equivalent to the load condition of such party at the time the energy
was delivered or, different conditions, such energy shall be returned in
such amounts, to be agreed upon by the operating committee, as will
compensate for the difference in conditions.
3.4 Non-Displacement Energy delivered under subsection 2.2 above that is
purchased by the supplying party from another interconnected system at
the request of the receiving party shall be settled for by the payment of
100 percent of the amount paid to such Third Party, plus up to 3.46 mills
per kilowatthour (consisting of up to 2.46 mills per kilowatthour for a
transmission charge plus 1 mill per kilowatthour for difficult to
quantify energy related costs) plus any transmission losses.
EXHIBIT IV
SERVICE SCHEDULE D
SHORT TERM POWER
SECTION 1 - DURATION
1.1 This Service Schedule, being a part of an agreement dated as of
December 1, 1981, between Indianapolis Power & Light Company ("IPL") and
Hoosier Energy Rural Electric Cooperative, Inc. ("Hoosier") (the
"Agreement") shall become effective on the Interconnection Date as
defined in Article 9 of the Agreement and shall continue in effect until
termination of the Agreement.
SECTION 2 - SERVICES TO BE RENDERED
2.1 Either party, by giving the other party sufficient notice, may
reserve for periods of one or more days or weeks, such electric power
(herein called "Short Term Power") as the supplying party at that time
may have and is willing to supply as Short Term Power. The party asked
to supply Short Term Power shall be the sole judge as to the amounts and
periods that it has electric power available that may be reserved by the
other party as Short Term Power. As used herein, the term "week" shall
mean any seven consecutive days.
2.2 The party desiring to reserve Short Term Power shall specify in a
notice to the other party the number of kilowatts and the period for
which it desires to reserve such power and the desired delivery schedule
for such power. The supplying party shall promptly acknowledge receipt
of such notice and, shall signify the extent of its ability and
willingness to supply power in accordance with the provisions of such
notice. Any such notice or acknowledgement thereof initially may be
given orally; however if requested by either party, it shall be confirmed
in writing and such confirmation shall be forwarded not later than the
third day following the date such oral notice is given, excluding
Saturdays, Sundays and holidays.
2.3 During the period the Short Term Power has been reserved as
provided in Section 2.2 above, the supplying party shall deliver upon
call electric energy (hereincalled "Short Term Energy") to the other
party at the delivery point or points set forth in Section 4.01 of the
Agreement in amounts not to exceed the number of kilowatts reserved.
However, in the event conditions arise during such period which could not
have been reasonably foreseen at the time Short Term Energy was reserved
and such conditions would cause the delivery of said power to be
burdensome to the supplying party, said party shall have the right to
require the purchasing party to reduce for any portion of such period the
amount of such energy being taken to the amount specified by the
supplying party. The purchasing party shall promptly comply with such
requirement of the supplying party.
SECTION 3 - COMPENSATION
3.1 The Party reserving Weekly or Daily Short Term Power shall pay the
supplying party the following Demand Charges:
3.11 WEEKLY SHORT TERM POWER -- For any week that Short Term
Power is reserved, up to $1.05 per kilowatt reserved;
less, for each day during any part of which the amount
of Weekly Short Term Power is reduced upon notice from
the supplying party, one-sixth (1/6) of the supplying
party's weekly demand rate per kilowatt for each
kilowatt reduction but not more than the rate agreed
upon for each kilowatt per month.
3.12 DAILY SHORT TERM POWER -- For any day that Short Term Power
is reserved, up to $0.21 per kilowatt reserved; less, for
each day during which the amount of Daily Short Term Power is
reduced upon notice by the supplying party, the demand charge
per kilowatt for each day during which any such reduction is
in effect shall be waived for each kilowatt of reduction.
3.13 THIRD PARTY WEEKLY SHORT TERM POWER -- For any week that
Weekly Short Term Power is reserved from a Third Party by the
supplying party for and at the request of the receiving
party, such Short Term Power shall be supplied at the rate of
up to $0.295 per kilowatt reserved per week plus the demand
charge paid therefore by the supplying party to the Third
Party in the event the amount of Weekly Short Term Power
reserved from a Third Party is reduced upon the request of
the Third Party, the demand charge for each day during which
such reduction is in effect shall be reduced by the amount of
which the demand charge payable by the supplying party is
reduced under its Agreement with such Third Party plus,
one-sixth (1/6) of the rate per kilowatt agreement upon under
this paragraph for each kilowatt of reduction per day, but
not more than the rate agreed upon for each kilowatt per week.
3.14 THIRD PARTY DAILY SHORT TERM POWER -- For any day that Daily
Short Term Power is reserved from a Third Party by the
supplying party for and at the request of the receiving
party, such Short Term Power shall be supplied at the rate of
up to $0.059 per kilowatt reserved per day plus the demand
charge paid therefore by the supplying party to the Third
Party. In the event the amount of Daily Short Term Power
reserved from a Third Party is reduced upon the request of
the Third Party, the demand charge for each day during which
such reduction is in effect shall be reduced by the amount by
which the demand charge payable by the supplying party is
reduced under its Agreement with such Third Party plus, the
rate per kilowatt agreed upon under this paragraph for each
kilowatt of said reduction.
3.2 The reserving party shall pay the supplying party for all Weekly or
Daily Short Term Energy delivered at the following rates:
3.21 For each kilowatthour that is generated by the supplying
party's system, 100 percent of the out-of-pocket costs of
supplying Short Term Energy called for during such period,
plus 10 percent of such costs.
3.22 For each kilowatthour purchased by the supplying party from a
Third Party in order to supply the Short Term Energy called
for during such period, 100 percent of the amount of the
Energy charge paid therefore by the supplying party plus 1
mill per kilowatthour plus any transmission losses.
EXHIBIT V
SERVICE SCHEDULE E
LIMITED TERM POWER (FIRM)
SECTION 1 - DURATION
1.1 This Service Schedule, being a part of an agreement dated as of
December 1, 1981, between Indianapolis Power & Light Company ("IPL") and
Hoosier Energy Rural Electric Cooperative, Inc. ("Hoosier") (the
"Agreement") shall become effective on the Interconnection Date as
defined in Article 9 of the Agreement and shall continue in effect until
termination of the Agreement.
SECTION 2 - SERVICES TO BE RENDERED
2.1 Either party by giving the other party notice may reserve for
periods of not less than one (1) or more than twelve (12) months, such
electric power (hereincalled "Limited Term Power (Firm)") as the other
party may be willing to make available as Limited Term Power (Firm). The
party asked to supply Limited Term Power (Firm) shall be the sole judge
as to the amounts and periods that it has electric power available that
may be reserved by the other party as Limited Term Power (Firm).
2.11 To reserve Limited Term Power (Firm), the party desiring such
power shall specify in its notice to the supplying party the
number of kilowatts and the period for which it desires to so
reserve such power. The supplying party shall signify the
extent of its ability and willingness to comply with the
provisions of such notice. Any notice or any acknowledgement
of such notice that initially may be given orally shall be
confirmed thereafter in writing.
2.12 During each period that Limited Term Power (Firm) has been
reserved as above provided, the supplying party shall deliver
upon call electric energy (herein called "Limited Term Energy
(Firm)") to the other party at the delivery point or points
set forth in Section 4.01 of Article 4 of the Agreement in
any amount up to and including the number of kilowatts
reserved. However, in the event conditions arise during such
period which could not have been reasonably foreseen at the
time said power was reserved and such conditions would cause
the delivery of Limited Term Energy (Firm) to be burdensome
to the supplying party, the supplying party may, upon notice
to the reserving party reduce or interrupt the delivery of
such energy to preserve the integrity of, or to prevent or
limit any instability on, its system.
2.13 The Limited Term Power (Firm) billing demand for any period
shall be taken as equal to the number of kilowatts reserved
as Limited Term Power (Firm) for such period.
SECTION 3 - COMPENSATION
3.1 The party reserving Limited Term Power (Firm) shall pay the
supplying party the following Demand Charges:
3.11 MONTHLY LIMITED TERM POWER (FIRM) -- For any month that
Limited Term Power (Firm) is reserved, up to $5.50 per
kilowatt reserved; less, for each day during any part of
which the amount of Monthly Limited Term Power (Firm) is
reduced upon notice from the supplying party, one-twentieth
(1/20) of the supplying party's monthly demand rate per
kilowatt for each kilowatt of reduction but not more than the
rate agreed upon for each kilowatt per month.
3.12 THIRD PARTY MONTHLY LIMITED TERM POWER (FIRM) -- For any
month that Monthly Limited Term Power (Firm) is reserved from
a Third Party by the supplying party for and at the request
of the receiving party, such Monthly Limited Term Power
(Firm) shall be supplied at the rate of up to $1.28 per
kilowatt reserved per month plus the demand charge paid
therefore by the supplying party to the Third Party. In the
event the amount of Monthly Limited Term Power (Firm)
reserved from a Third Party is reduced upon the request of
the Third Party, the demand charge for each day during which
such reduction is in effect shall be reduced by the amount by
which the demand charge payable by the supplying party is
reduced under its Agreement with such Third Party plus,
one-thirtieth (1/30) of the rate per kilowatt agreed upon
under this paragraph for each kilowatt of reduction per day,
but not more than the rate agreed upon for each kilowatt per
month.
3.2 The reserving party shall pay the supplying party for all Monthly
Limited Term Energy (Firm) delivered at the following rates:
3.21 For each kilowatthour that is generated by the supplying
party's system, 100 percent of the out-of-pocket costs for
supplying Limited Term Energy (Firm) called for during such
period, plus 10 percent of such costs.
3.22 For each kilowatthour purchased by the supplying party from a
Third Party in order to supply the Limited Term Energy (Firm)
called for during such period, 100 percent of the amount of
the Energy charge paid therefore by the supplying party plus
1 mill per kilowatthour plus any transmission losses.
EXHIBIT VI
SERVICE SCHEDULE F
DIVERSITY POWER
SECTION 1 - DURATION
1.1 This Service Schedule, being a part of an agreement dated as of
December 1, 1981, between Indianapolis Power & Light Company ("IPL") and
Hoosier Energy Rural Electric Cooperative, Inc. ("Hoosier") (the
"Agreement") shall become effective on the Interconnection Date as
defined in Article 9 of the Agreement and shall continue in effect until
termination of the Agreement.
SECTION 2 - DIVERSITY POWER
2.1 From time to time, because of differences in load patterns one of
the parties hereto may have excess capacity during one seasonal load
period at the same time the other party is experiencing its peak load
season. At such time it may be to the parties' mutual advantage to
schedule exchange of certain portions of any such excess capacity. Such
capacity shall be termed and is herein called "Diversity Power".
2.2 At any time Diversity Power transactions are agreed upon between
the parties, the party which purchases Diversity Power during one
seasonal load period shall be obligated to have available a like amount
of Diversity Power for the other party during the other seasonal load
period. Seasonal load period shall mean for the Summer seasonal load
Period, the months of April thru September and for the Winter seasonal
load period, the months of October thru March.
2.3 The party supplying Diversity Power shall provide reserve capacity
for the committed amount, equivalent to that provided for its own
customers, exclusive of customers with interruptible service contracts.
2.4 Energy associated with the reservation of Diversity Power shall be
scheduled by the purchasing party no less than 18 hours in advance of
receiving such energy. Energy receipts for a Monday shall be scheduled
no later than noon of the preceding Friday.
SECTION 3 - COMPENSATION
3.1 Demand Charges - There shall be no demand charge for Diversity Power.
3.2 Energy Charges - Energy shall be billed at out-of-pocket cost plus
ten percent of such cost. In the event that any part of the
out-of-pocket costs includes energy purchased by the supplying Party,
only the energy portion of such purchase cost shall be included. Any
associated charges for demand, transmission, or other burden shall be
excluded.
EXHIBIT VII
SERVICE SCHEDULE G
TEMPORARY TRANSMISSION USE
SECTION 1 - DURATION AND TERMINATION
1.1 This Service Schedule G, being part of Modification No. 3 to the
Agreement dated December 1, 1981 between Indianapolis Power & Light
Company ("IPL") and Hoosier Energy Rural Electric Cooperative, Inc.
("Hoosier") as amended by Modification No. 1 dated June 1, 1982 and
Modification No. 2 dated October 1, 1983 (the "1981 Agreement"), shall
become effective on January 1, 1991 and shall continue in effect unless
it is otherwise terminated in accordance with this Service Schedule G or
Modification No. 3.
1.2 Hoosier may elect to terminate Service Schedule G at any time
during its term. If such election is made prior to December 31, 1995,
Hoosier shall notify IPL at least 30 days in advance of the desired
termination date. If such election is made after December 31, 1995,
Hoosier shall notify IPL at least 1 year in advance of the desired
termination date.
SECTION 2 - SERVICES TO BE RENDERED
2.1 IPL hereby represents that it has, and currently projects that it
will have, sufficient capacity in its transmission system to provide
Hoosier with the transmission service contemplated by this Service
Schedule G. IPL hereby reserves and agrees to make available to Hoosier,
except as otherwise provided in Section 2.5 below, sufficient capacity in
said transmission system to provide for such transmission service
subject, however, to the capacity of such transmission system required to
serve the actual load of IPL's customers now and in the future.
2.2 IPL agrees to provide temporary transmission services to Hoosier
for the purpose of delivering up to 15 MW of power (demand) and energy
from any of the interconnection points between IPL and Hoosier to the tap
point described and referred to in Modification No. 2 as the Honey Creek
Tap Point. This temporary transmission service shall be available at all
times during the term of this Service Schedule G except as stated in
Section 2.5 of this Service Schedule.
2.3 Any power (demand) and energy delivered by IPL to the Honey Creek
Tap Point shall be simultaneously supplied to IPL from Hoosier at any
other interconnection point or points provided for in the 1981 Agreement.
The power and energy shall be adjusted to compensate IPL for electrical
losses incurred in the delivery of such power. Any difference in power
and energy delivered to Hoosier through said tap point and that supplied
by Hoosier to IPL shall be settled for in accordance with Section 3.03 of
the 1981 Agreement.
2.4 The parties shall plan, maintain and operate their respective
systems in accordance with sound engineering and operating practice, so
as to minimize the likelihood of disturbance(s) originating in either
party's system which might cause impairment of the transmission service
provided hereunder.
2.5 The Parties shall plan for continuous unrestricted operation to the
tap point at all times; provided, that either party may interrupt or
restrict service for necessary maintenance, system emergency, or if
either determines that its facilities may be damaged due to excessive
loadings caused by the transmission service provided hereunder. Should
such interruptions or restrictions occur, the parties shall cooperate to
restore such service to normal as soon as practicable. Excessive loads
are current flows exceeding the normal facility ratings with all
facilities in service, or current flows exceeding emergency facility
ratings under contingency conditions. Neither party shall be responsible
to the other party for damage or loss of revenue caused by such
restrictions or interruptions. Excessive loadings shall be verified by
either metering records or mutually agreed upon load flows. Maintenance
outages shall be coordinated between the parties whenever possible.
2.6 IPL shall periodically conduct studies of its future system, and if
such studies indicate problems due to IPL's load growth which may arise
in the future due to the transmission service provided hereunder, shall
as soon as practicable, develop plans and estimates of cost for the
installation of any additional equipment or facilities necessary to
effect a long term solution to such problem so that transmission services
hereunder may be reliably continued, and shall notify Hoosier of such
studies and plans. IPL shall use its best efforts to provide Hoosier
with a three year advance notice of any impending problems.
Upon approval of long term remedial plans by Hoosier, IPL shall proceed
to install required facilities, and upon completion thereof, Hoosier
shall commence reimbursement to IPL of Hoosier's proportionate share of
costs involved in designing and installing such facilities which shall be
calculated as a function of variables such as:
a) Share of existing facilities utilized by each party, and;
b) Timing of required capacity with and without Hoosier's 15 MW power
transfer; and
c) Useful life of new facilities, and;
d) Remaining term of Service Schedule, and;
e) Other consequential variables determined at the time when excessive
loadings are observed or mutually projected.
In the event Hoosier does not elect to participate in the remedial plans
prescribed above Hoosier may elect to continue service on a restricted
basis when necessary and on an unrestricted basis at all other times.
SECTION 3 - COMPENSATION
3.1 Electric power measured in kilowatts delivered at the Honey Creek
Tap Point under this Service Schedule shall be billed at $0.92 per
kilowatt month. This demand charge for use of IPL's transmission
facilities shall be on the maximum hourly demand in kilowatts, measured
in the calendar month of billing, and shall be adjusted to compensate IPL
for losses in the IPL system and in the transformer bank used at the
Honey Creek Tap Point.
EXHIBIT VIII
SERVICE SCHEDULE H
SPECIFIC TRANSMISSION SERVICE
SECTION 1 - DURATION AND TERMINATION
1.1 This Service Schedule H, being part of Modification No. 3 to the
Agreement dated December 1, 1981 between Indianapolis Power & Light
Company ("IPL") and Hoosier Energy Rural Electric Cooperative, Inc.
("Hoosier") as amended by Modification No. 1 dated June 1, 1982 and
Modification No. 2 dated October 1, 1983 (the "1981 Agreement"), shall
become effective on January 1, 1991 and shall continue in effect through
December 31, 2010, unless terminated in accordance with this Service
Schedule H or Modification No. 3.
1.2 IPL may elect to terminate Service Schedule H at any time during
its term. If such election is made prior to December 31, 1995, IPL shall
notify Hoosier at least 30 days in advance of the desired termination
date. If such election is made after December 31, 1995, IPL shall notify
Hoosier at least 1 year in advance of the desired termination date.
SECTION 2 - SPECIFIC TRANSMISSION SERVICES TO BE RENDERED AND CONDITIONS
THEREOF
2.1 Hoosier shall provide Transmission Service to IPL for an amount up
to 50 MW from January 1, 1991 through December 31, 1992 and 100 MW
thereafter through December 31, 2010 for power and associated energy over
Hoosier's electrical transmission facilities from its interconnection
with Big Rivers (i.e., the 161 kV interconnection located in Hancock
County, Kentucky at the border with Spencer County, Indiana) to Hoosier's
interconnection with IPL (i.e., the 138 kV interconnection at IPL's
Petersburg Plant in Pike County, Indiana). Such transmission service
shall be available at all times during the term of this Service Schedule
H except as stated in Section 2.4 of this Service Schedule.
2.2 Hoosier hereby represents that it has, and currently projects that
it will have, sufficient capacity in its transmission system to provide
IPL with the transmission service contemplated by this Service Schedule
H. Hoosier hereby reserves and agrees to make available to IPL, except
as otherwise provided in Section 2.4 below, sufficient capacity in said
transmission system to provide for such transmission service subject,
however, to the capacity of such transmission system required to serve
the actual load of Hoosier's members now and in the future and to serve
Wabash Power Association, Inc. and Virginia Power Company under contracts
existing prior to the date of this Service Schedule H.
2.3 The parties shall plan, maintain and operate their respective
systems in accordance with sound engineering and operating practice, so
as to minimize the likelihood of disturbance(s) originating in either
party's system which might cause impairment of the transmission service
provided hereunder.
2.4 The parties shall plan for the continuous, unrestricted operation
of their Interconnection at all times; provided, that either party may
interrupt or restrict service for necessary maintenance, for system
emergencies or if either party determines that its facilities may be
damaged due to excessive loads caused by the transmission service
provided hereunder. Should such interruptions or restrictions occur, the
parties shall cooperate to restore such service to normal as soon as
practicable. Excessive loads are current flows exceeding the normal
facility ratings with all facilities in service, or current flows
exceeding emergency facility ratings under contingency conditions.
Neither party shall be responsible to the other party for damage or loss
of revenue caused by such restrictions or interruptions. Excessive
loadings shall be verified by either metering records or mutually agreed
upon load flows. Maintenance outages shall be coordinated between the
parties whenever possible.
2.5 Hoosier shall periodically conduct studies of its future system.
If such studies indicate problems due to the load growth of Hoosier's
members combined with sales to Wabash Power Association, Inc. and
Virginia Power Company under Contracts existing prior to the effective
date of this Service Schedule H which may arise in the future as the
result of the transmission service provided hereunder, Hoosier shall, as
soon as practicable, develop plans and estimates of cost for the
installation of any additional equipment or facilities necessary to
effect a long-term solution to such problem so that transmission services
hereunder may be reliably continued and shall notify IPL of such studies
and plans. Hoosier shall use its best efforts to provide IPL with a
3-year advance notice of any such impending problems.
Upon approval of long-term remedial plans by IPL, Hoosier shall proceed
to install required facilities, and upon completion thereof, IPL shall
commence reimbursement to Hoosier of IPL's proportionate mutually agreed
upon share of costs involved in designing and installing said facilities
which shall be calculated as a function of the following variables:
a) Share of existing facilities utilized by each party; and
b) Timing of required capacity with and without IPL's 100 MW power
transfer; and
c) Useful life of new facilities; and
d) Remaining term of Service Schedule; and
e) Other consequential variables determined as of when excessive loads
are observed or mutually projected.
In the event IPL does not elect to participate in the remedial plans
prescribed above, IPL may continue service on a restricted basis when
necessary and on an unrestricted basis all other times.
SECTION 3 - COMPENSATION AND BILLING
3.1 Throughout the term of this Service Schedule H the following firm
rates shall apply:
3.11 Demand Charge of $50,000/month for 50 MW transmission
capacity from January 1, 1991 through December 31, 1992 and a
demand charge of $100,000/month for 100 MW of transmission
capacity from January 1, 1993 through December 31, 2010.
3.12 Energy Charge of 1 mill/kWhr used up to a usage rate of 50 MW
per hour from January 1, 1991 through December 31, 1992 and a
usage rate of 100 MW per hour from January 1, 1993 through
December 31, 2010.
3.13 In the event the transmission capacity currently in effect is
reduced upon notice from Hoosier, the demand charge for each
day during which any such reduction is in effect (excluding
Saturdays and Sundays) shall be reduced by one-twentieth
(1/20) of Hoosier's monthly demand rate currently in effect
per kilowatt of reduction, but not more than the demand
charge for that month.
MODIFICATION NO. 4
TO THE
INTERCONNECTION AGREEMENT
BETWEEN
INDIANAPOLIS POWER & LIGHT COMPANY
AND
HOOSIER ENERGY RURAL ELECTRIC COOPERATIVE, INC.
THIS AMENDMENT made and entered into as of the 1st day of January, 1995
by Indianapolis Power & Light Company ("IPL"), being an Amendment to the
Interconnection Agreement between Hoosier Energy Rural Electric
Cooperative, Inc. ("Buyer") and IPL dated December 1, 1981 (the "Agreement").
WITNESSETH:
WHEREAS, IPL and Hoosier Energy Rural Electric Cooperative, Inc., entered
into the Agreement on December 1, 1981, which Agreement has been amended
from time to time;
WHEREAS, the Agreement provides for the sale of power and energy by IPL
under Service Schedules described as:
Service Schedule A Emergency Service
Service Schedule C Interchange Power
Service Schedule D Short Term Power
Service Schedule E Limited Term Power (Firm)
Service Schedule F Diversity Power
WHEREAS, the Agreement provides for the recovery of incremental costs or
"out-of-pocket" costs occasioned by the sale by IPL of electric energy;
WHEREAS, IPL has implemented its Emissions Constrained Dispatch Plan,
attached hereto;
WHEREAS, the rates for Emergency Service, Interchange Power, Short Term
Power, Limited Term Power (Firm), and Diversity Power, do not expressly
include the cost of replacing sulfur dioxide ("SO2") emission allowances
expended in order to provide such energy in compliance with Federal laws
governing SO2 emission;
WHEREAS, IPL desires to amend the Agreement to clarify recovery of out-
of-pocket costs occasioned by the sale of said energy as including the
recovery of the incremental cost of SO2 emission allowances;
NOW, THEREFORE, in consideration of the premises and the terms and
conditions set forth herein; IPL desires to amend the Agreement as
follows:
Section 1. Compensation for SO2 Emission Allowances.
The Buyer shall compensate IPL for the consumption of Sulfur Dioxide
Emissions Allowances ("SO2 Allowances") directly attributed to electric
energy sales by IPL to Buyer under the Service Schedules. Such
compensation shall, at Buyer's option, be made by either supplying IPL
with the number of SO2 Allowances directly attributed to such energy
sales, or by reimbursing IPL for the incremental cost of such number of
SO2 Allowances, rounded to the nearest whole SO2 Allowance.
If Buyer opts to reimburse IPL in cash for SO2 Allowances associated with
Buyer's energy purchases for the month, the cash amount due at billing
will be determined by multiplying the number of SO2 Allowances attributed
to the sale by the incremental cost of the SO2 Allowances, as determined
in Section 2.2, at the time of the sale.
If Buyer opts to reimburse IPL in SO2 Allowances, Buyer will record or
transfer to IPL's account, the number of SO2 Allowances calculated below,
at the time cash settlement for the energy is due. In all cases, Buyer
will transfer to IPL's account the number of SO2 Allowances due IPL for
calendar year no later than January 15 of the following year. "Transfer
to IPL's account" shall mean, for purposes of the Amendment, the transfer
by the USEPA of the requisite number of SO2 Allowances to IPL's Allowance
Tracking System account and the receipt by IPL of the Allowance Transfer
Confirmation.
Section 2. Determination of SO2 Emission Allowances Due IPL.
Section 2.1. Number of SO2 Allowances
The number of SO2 Allowances directly attributed to an energy sale
made by IPL shall be determined for each hour, by determining the
contribution from each of the unit(s) from which the energy sale is
being made for that hour. For each unit, the emission rate in
pounds of SO2 per million Btu will be determined each month, from
fuel sulfur content, control equipment performance, and continuous
emissions monitoring data. The emission rate and the unit heat
rate will be used to determine the SO2 Allowances used per
megawatt-hour ("MWH"). The energy from each unit attributable to
the sale, and the SO2 Allowances per MWH for each unit, will be
used to determine the number of SO2 Allowances attributable to the
sale.
Section 2.2 . Cost of SO2 Allowances
The incremental SO2 Allowance cost used to determine economic
dispatch of IPL's generating units in any month, will also be the
basis used to determine compensation for IPL's energy sales. The
incremental SO2 Allowances cost, in dollars per ton of SO2, shall
be determined each month and will be based on the Cantor Fitzgerald
offer price for SO2 Allowances, or if such is not available, the
another nationally recognized SO2 Allowance trading market price or
market price index, at the beginning of the month. The SO2
Allowance value may be changed at any time during the month to
reflect the more current incremental cost, or market price, for SO2
Allowances. Buyer will be notified of the new SO2 Allowance value
prior to dispatch of IPL energy to Buyer.
Section 3. Effective Date.
This Amendment to the Agreement shall be made effective as of January 1,
1995.
IN WITNESS WHEREOF, IPL has caused the foregoing Amendment to be signed
by its duly authorized officer, effective as of the date set forth above.
INDIANAPOLIS POWER & LIGHT COMPANY
By: /s/ John C. Berlier, Jr.
John C. Berlier, Jr.
Vice President
Resource Planning and Rates
EMISSIONS CONSTRAINED DISPATCH PLAN
Effective January 1, 1995
Economic Dispatch is loading each generating unit so the lowest cost
generation is called upon first to generate the power needed, thereby
minimizing total electric energy generation cost. Emissions Constrained
Dispatch is simply Economic Dispatch where the estimated value of the
SO2 allowances being consumed by a unit is included as a part of the
unit's cost of generation. A lower emitting unit will reflect a
relatively lower emissions cost because it requires fewer sulfur dioxide
(SO2) allowances.
IPL's plan to implement Emissions Constrained Dispatch is to incorporate
SO2 allowance values into the existing Energy Management System (load
dispatching system), which economically dispatches IPL's generation. As
the generation required (load) increases, the available unit with the
lowest incremental cost is dispatched to meet the increase. As the
generation demanded decreases, the unit with the highest incremental cost
is dispatched to reduce its generation, thereby minimizing cost.<F1>
Currently, the Energy Management System uses incremental heat rates, along
with fuel and variable operation costs to determine the incremental cost of
generation on each unit in service. Effective January 1, 1995, SO2
emissions related costs will be included in each unit's incremental cost
prior to the incremental costs being compared to make the unit dispatch.
The incremental SO2 value will be in units of dollars per million British
Thermal Units ($/MMBTU) and computed by the following guidelines:
IPL plans to use EPA (Environmental Protection Agency)
certifiable data for SO2 emission rates in conjunction with
the incremental value of emission allowances to form the
emissions dispatch cost in units of $/MMBTU. Each
generating unit affected by the Clean Air Act will have its
own specific SO2 emissions data input into the Energy
Management System at the beginning of each month. That data
will remain for the month unless projected coal deliveries
for the month have an SO2 value that will change the current
dispatch. The Fuel Supply Organization will notify the System
Operation Office of the projected coal delivery SO2 emission
rate in #SO2/MMBTU, so that a correct So2 emission rate can
be input into the Energy Management System.
<F1> Optimization of unit loadings in the Energy Management
System is constrained by equipment physical limitations such as maximum rate
of load pickup or maximum load reduction rate on a unit as well as
contrained by the maximum and minimum capability of the units.
IPL's Treasury Organization will not less often than the 10th day
of each month supply the IPL System Operation Office the incremental
value of an emission allowance in units of dollars per ton of SO2
based upon the Cantor Fitzgerald asking price for allowances, or
other nationally recognized allowance trading market price, for use
in IPL's emission constrained dispatch on a forward going basis.
Beginning January 1, 1995, the allowance price that will be used
for purposes of IPL's emissions constrained dispatch will be the
asking price for allowances obtained from Cantor Fitzgerald on
December 30, 1994. The Treasury Organization will track the
emission allowance market and if a significant change in
allowance prices occurs within a given month, the Treasury
Organization may provide an updated allowance price value to the
IPL System Operation Office. The updated allowance price will
be entered into the Energy Management System and the economic
dispatch algorithm will be updated accordingly.
The emissions cost will be added with the fuel and variable operating cost
to produce a total dispatch cost. The total dispatch cost will be combined
with the incremental unit heat rate data to produce the total incremental
dispatch cost as calculated by the following formula:
INCREMENTAL COST = (Fuel Cost + Emissions Value Divided By
Variable Operating Cost) X Incremental
Heat Rate
The dimensions for each of the variables is as follows:
Emissions Value, $/MMBTU; Fuel Cost, $/MMBTU; Variable Operating
Cost $/MMBTU; Incremental Heat Rate, MMBTU/MWH; Allowance Value,
$/Allowance; Incremental Cost, $/MWH
The dispatch made using the total incremental cost, including SO2 emissions
related costs, will constitute IPL's Emissions Constrained Dispatch.
Modification No. 5
To
INTERCONNECTION AGREEMENT
Between
INDIANAPOLIS POWER & LIGHT COMPANY
And
HOOSIER ENERGY RURAL ELECTRIC COOPERATIVE, INC.
Dated as of March 31, 1999
MODIFICATION NO. 5
To
INTERCONNECTION AGREEMENT
Between
INDIANAPOLIS POWER & LIGHT COMPANY
And
HOOSIER ENERGY RURAL ELECTRIC COOPERATIVE, INC.
THIS MODIFICATION NO. 5, dated as of this 31st day of March, 1999,
between INDIANAPOLIS POWER & LIGHT COMPANY (hereinafter called
"IPL"), an Indiana corporation, and HOOSIER ENERGY RURAL ELECTRIC
COOPERATIVE, INC. (hereinafter called "Hoosier"), an Indiana
corporation,
WITNESSETH:
0.01 WHEREAS, there is now in force and effect between IPL and
Hoosier an interconnection agreement dated as of December 1, 1981,
as amended by a Modification No. 1 dated June 1, 1982,
Modification No. 2 dated October 1, 1983, Modification No. 3 dated
September 1, 1989, and Modification No. 4 dated January 1, 1995
(such agreement as so amended being hereinafter referred to as the
"1981 Agreement"); and
0.02 WHEREAS, Hoosier desires to reconfigure service to its
customer, Johnson County REMC, at its Honey Creek Substation
served currently by IPL to provide additional reliability and in
anticipation of customer load growth, by adding an electric
substation near the intersection of Smith Valley Road and Mullinix
Road in Johnson County, Indiana (hereinafter referred to as the
"Mullinix Substation"); and
0.03 WHEREAS, IPL agrees to establish an additional tap point
from which to serve Hoosier's customer, Johnson County REMC, at
the Mullinix Substation (hereinafter referred to as the "Mullinix
Tap Point");
0.04 NOW, THEREFORE, in consideration of the premises and of the
mutual covenants set forth herein, the parties agree as follows:
ARTICLE 1
1.01 The 1981 Interconnection Agreement shall be, and the same
hereby is, amended as follows:
A. Article 1 thereof is hereby amended by modifying subsection
1.015 thereof to read as follows:
"1.015 At its Honey Creek and Mullinix Substations, 138,000 volt
three-phase interrupting device; three motor operated supervisory
controlled 138,000 volt switches under IPL's control and
maintenance authority; a transformer of size limited to 20 MVA
unless otherwise agreed; 12,470 volt metering equipment;
supervisory and communication equipment including bank
differential indication to IPL's control center; relaying,
switching, and appurtenant equipment; all of which equipment shall
be subject to the approval of IPL."
By modifying subsection 1.026 thereof to read as follows:
"1.026 At Honey Creek and Mullinix Tap Points, IPL agrees to
make such modifications to its transmission facilities as are
necessary to effect a connection at such Tap Points."
By inserting immediately following the present subsection 1.052
thereof, a new subsection, designated "1.053" to read as follows:
"1.053 The Mullinix Tap Point - that point at which the
facilities provided therefor by Hoosier shall be connected to
modified facilities of IPL.
By modifying subsection 1.08A to read as follows:
"1.08A The parties hereto mutually agree that their respective
systems will not be operated in parallel through the Honey Creek
and Mullinix Tap Points. Electric energy supplied by IPL to
Hoosier at these Tap Points will be used only to temporarily
supply the ultimate customers of Johnson County REMC. Any power
(demand) or energy supplied through the Tap Points shall be
accounted and settled for as if supplied through any of the
interconnection points which exist between the two companies.
This accounting shall include any power (demand) and energy losses
occurring on the IPL system due to the transfer of the energy to
the Honey Creek and Mullinix Tap Points."
B. Article 2 thereof is hereby amended by modifying Section
2.01, subsection G, to read as follows:
"G. the temporary use of IPL transmission facilities to provide
service to Hoosier's Honey Creek and Mullinix Substations which
are not directly connected to its transmission system, in
accordance with Service Schedule G annexed hereto."
C. Article 4 thereof is hereby amended by modifying Section
4.022 to read as follows:
"4.022 At the Honey Creek and Mullinix Tap Points specified in
Section 1.05 above, by 12,470 volt metering equipment to be
installed and maintained by Hoosier ('Honey Creek Metering Point'
and 'Mullinix Metering Point)"
And by modifying Section 4.03 to read as follows:
"4.03 Suitable metering equipment at the metering point provided
in Section 4.02 above shall include electric meters, potential and
current transformers, and such other appurtenances as shall be
necessary to give for each direction of flow the following
quantities:
A. a continuous automatic graphic record of both kilowatts and kilovars,
B. an automatic record of the kilowatthours for each clock hour, and
C. a continuous integrating record of the kilowatthours.
Meter readings taken at the Honey Creek and Mullinix Substations
shall be adjusted by adding such amount as may be necessary to
fully compensate IPL for losses in their respective transformers
and on IPL's system."
D. Article 6 thereof is hereby amended by modifying Section 6.01
to read as follows:
"All bills for amounts owed by one party hereto to the other shall
be due and payable on the fifteenth day of the month next
following the month in which the service was provided, or on the
tenth day following receipt of a bill therefor, which is later.
Interest on unpaid amounts shall accrue at 1/2 percent over the
per annum rate of interest equal to the prime lending rate as may
from time to time be published in The Wall Street Journal under
"Money Rates" and is chargeable from the due date of the bill to
the date of payment. The term 'month' shall mean a calendar month
for the purpose of settlements under this agreement."
E. Article 8 thereof is hereby amended by modifying Section 8.02
to read as follows:
"8.02 With respect to the Honey Creek and Mullinix Tap Points,
Hoosier hereby agrees that IPL shall not be responsible for
disruption of service or loss of continuity in providing service
to the Honey Creek and Mullinix Substations and Hoosier hereby
indemnifies and saves harmless IPL against any claim for injury to
persons and damage to property in any way resulting from or
growing out of any such service disruption or loss of continuity."
F. Service Schedule G is hereby revised and restated as provided
in Exhibit A to this Modification No. 5.
ARTICLE 2
2.01 Except as otherwise specifically provided by this
Modification No. 5 or subsequent modifications, the terms
"Interconnection Point", "Metering Point", and "Delivery Point",
shall include all points at which the parties thereto are
interconnected.
ARTICLE 3
3.01 Except as hereinabove specifically amended, all other terms
and conditions of the 1981 Agreement shall remain in full force
and effect.
IN WITNESS WHEREOF, the parties hereto have caused this
Modification No. 5 to be executed by their respective duly
authorized officers as of the day, month and year first written
above.
HOOSIER ENERGY RURAL ELECTRIC COOPERATIVE, INC.
By /s/ J. Steven Smith
J. Steven Smith
President and Chief Executive Officer
INDIANAPOLIS POWER & LIGHT COMPANY
By /s/ Ramon L. Humke
Ramon L. Humke
President and Chief Operating Officer
EXHIBIT VII
(to the 1981 Agreement)
SERVICE SCHEDULE G
TEMPORARY TRANSMISSION USE
SECTION 1 - DURATION AND TERMINATION
1.1 This Service Schedule G, being part of Modification No. 3 to
the Agreement dated December 1, 1981 between Indianapolis Power &
Light Company ("IPL") and Hoosier Energy Rural Electric
Cooperative, Inc. ("Hoosier") as amended by Modification No. 1
dated June 1, 1982 and Modification No. 2 dated October 1, 1983
(the "1981 Agreement"), shall become effective on January 1, 1991
and shall continue in effect unless it is otherwise terminated in
accordance with this Service Schedule G or Modification No. 3.
1.2 Hoosier may elect to terminate Service Schedule G at any
time during its term. If such election is made prior to December
31, 1995, Hoosier shall notify IPL at least 30 days in advance of
the desired termination date. If such election is made after
December 31, 1995, Hoosier shall notify IPL at least 1 year in
advance of the desired termination date.
SECTION 2 - SERVICES TO BE RENDERED
2.1 IPL hereby represents that it has, and currently projects
that it will have, sufficient capacity in its transmission system
to provide Hoosier with the transmission service contemplated by
this Service Schedule G. IPL hereby reserves and agrees to make
available to Hoosier, except as otherwise provided in Section 2.5
below, sufficient capacity in said transmission system to provide
for such transmission service subject, however, to the capacity of
such transmission system required to serve the actual load of
IPL's customers now and in the future.
2.2 IPL agrees to provide temporary transmission services to
Hoosier for the purpose of delivering up to 20 MW of power
(demand) and energy from any of the interconnection points between
IPL and Hoosier for each of the tap points described and referred
to in the 1981 Agreement as the Honey Creek and Mullinix Tap
Points ("Tap Points"). This temporary transmission service shall
be available at all times during the term of this Service Schedule
G except as stated in Section 2.5 of this Service Schedule.
2.3 Any power (demand) and energy delivered by IPL to the Tap
Points shall be simultaneously supplied to IPL from Hoosier at any
other interconnection point or points provided for in the 1981
Agreement. The power and energy shall be adjusted to compensate
IPL for electrical losses incurred in the delivery of such power.
Any difference in power and energy delivered to Hoosier through
said Tap Points and that supplied by Hoosier to IPL shall be
settled for in accordance with Section 3.03 of the 1981 Agreement.
2.4 The parties shall plan, maintain and operate their
respective systems in accordance with sound engineering and
operating practice, so as to minimize the likelihood of
disturbance(s) originating in either party's system which might
cause impairment of the transmission service provided hereunder.
2.5 The Parties shall plan for continuous unrestricted operation
to the Tap Points at all times; provided, that either party may
interrupt or restrict service for necessary maintenance, system
emergency, or if either determines that its facilities may be
damaged due to excessive loadings caused by the transmission
service provided hereunder. Should such interruptions or
restrictions occur, the parties shall cooperate to restore such
service to normal as soon as practicable. Excessive loads are
current flows exceeding the normal facility ratings with all
facilities in service, or current flows exceeding emergency
facility ratings under contingency conditions. Neither party
shall be responsible to the other party for damage or loss of
revenue caused by such restrictions or interruptions. Excessive
loadings shall be verified by either metering records or mutually
agreed upon load flows. Maintenance outages shall be coordinated
between the parties whenever possible.
2.6 IPL shall periodically conduct studies of its future system,
and if such studies indicate problems due to IPL's load growth
which may arise in the future due to the transmission service
provided hereunder, shall as soon as practicable, develop plans
and estimates of cost for the installation of any additional
equipment or facilities necessary to effect a long term solution
to such problem so that transmission services hereunder may be
reliably continued, and shall notify Hoosier of such studies and
plans. IPL shall use its best efforts to provide Hoosier with a
three year advance notice of any impending problems.
Upon approval of long term remedial plans by Hoosier, IPL shall
proceed to install required facilities, and upon completion
thereof, Hoosier shall commence reimbursement to IPL of Hoosier's
proportionate share of costs involved in designing and installing
such facilities which shall be calculated as a function of
variables such as:
a) Share of existing facilities utilized by each party, and;
b) Timing of required capacity with and without Hoosier's power
transfers; and
c) Useful life of new facilities, and;
d) Remaining term of Service Schedule, and;
e) Other consequential variables determined at the time when
excessive loadings are observed or mutually projected.
In the event Hoosier does not elect to participate in the remedial
plans prescribed above Hoosier may elect to continue service on a
restricted basis when necessary and on an unrestricted basis at
all other times.
SECTION 3 - COMPENSATION
3.1 Electric power measured in kilowatts delivered at the Tap
Points under this Service Schedule shall be billed at $0.92 per
kilowatt month. This demand charge for use of IPL's transmission
facilities shall be on the maximum hourly demand in kilowatts,
measured in the calendar month of billing, and shall be adjusted
to compensate IPL for losses in the IPL system and in the
transformer banks used at the Tap Points.
MODIFICATION NO. 6
TO THE
INTERCONNECTION AGREEMENT
BETWEEN
INDIANAPOLIS POWER & LIGHT COMPANY
AND
HOOSIER ENERGY RURAL ELECTRIC COOPERATIVE, INC.
Effective as of
MODIFICATION NO. 6
TO THE
INTERCONNECTION AGREEMENT
BETWEEN
INDIANAPOLIS POWER & LIGHT COMPANY
AND
HOOSIER ENERGY RURAL ELECTRIC COOPERATIVE, INC.
Pursuant to Order No. 888, Indianapolis Power & Light
Company (IPL) restates the rates for service provided by IPL
under the Interconnection Agreement as the following:
1) The Interconnection Agreement provides for IPL sales of
capacity and energy under service schedules described as:
Service Schedule A - Emergency Service
Service Schedule C - Interchange Power
Service Schedule D - Short Term Power
Service Schedule E - Limited Term Power (Firm)
Service Schedule F - Diversity Power
2) The wholesale generation component of the rate applicable to
service under these Service Schedules shall be the bundled rate
minus the transmission and ancillary service rates provided in
Section 3 of this Modification.
Where the Service Schedules provide for compensation to IPL
in the form of equivalent energy, such return of equivalent
energy shall be made of the generation component, with the
transmission and ancillary services related to such return of
equivalent energy arranged pursuant to and assessed as provided
in Section 3 of this Modification.
Service Schedule C provides for compensation to IPL
regarding third party sale and resale transactions of Non-
Displacement Energy in the form of a stated transmission charge
plus "one mill per kilowatt-hour for difficult to quantify energy
related costs." Service Schedule C is hereby be revised to
remove the term "one mill per kilowatt-hour for difficult to
quantify energy related costs."
3) Transmission and ancillary services necessary to effectuate
sales under the Interconnection Agreement shall be arranged by
IPL under and subject to the rates, terms, and conditions of
IPL's Open Access Transmission Tariff. The rates for point-to-
point transmission service and the two ancillary services
necessary to effectuate such sales are provided below. IPL will
provide either Short-Term Firm Point-to-Point or Non-Firm Point-
to-Point transmission service and ancillary services for
Scheduling, System Control and Dispatch (Scheduling Service), and
Reactive Supply and Voltage Control from Generation Sources
(Reactive Supply Service). IPL will not provide Regulation and
Frequency Response Service, Energy Imbalance Service, Operating
Reserve-Spinning Reserve Service, or Operating Reserve-
Supplemental Reserve Service in connection with sales under the
Interconnection Agreement, and there will be no charge for such
services in connection with the sales under the Interconnection
Agreement.
The rates for both Short-Term Firm and Non-Firm Point-to-
Point Service are: $ 930.00/MW of reserved capacity for monthly
service, $215.00/MW of reserved capacity for weekly service,
$43.00/MW of reserved capacity for on-peak daily service, and
$30.70/MW of reserved capacity for off-peak daily service, with
the daily service capacity charges capped at the weekly rates.
Non-Firm Point-to-Point service is available on an hourly basis
at $2.69/MW for on-peak hours and $1.28/MWH for off-peak hours
with the maximum hourly charges capped at the daily rates.
For Scheduling Service, the monthly rate is $10.00/MW of
reservation, the weekly rate is $3.00/MW, the daily rate is
$0.60/MW, and the hourly rate is $0.04/MWH. The sum of the
hourly charges is capped at the daily rate, the sum of the daily
charges is capped at the weekly rate, and the sum of the weekly
charges is capped at the monthly rate.
For Reactive Supply Service, the monthly rate is $110.00/MW
of reservation, the weekly rate is $25.00/MW, the daily rate is
$5.00/MW, and the hourly rate is $0.31/MWH. The sum of the
hourly charges is capped at the daily rate, the sum of the daily
charges is capped at the weekly rate, and the sum of the weekly
charges is capped at the monthly rate.
If transmission and ancillary services are obtained by
Hoosier Energy Rural Electric Cooperative, Inc. under
Indianapolis Power & Light Company's Open Access Transmission
Tariff, there will be no charge related to transmission and
ancillary service assessed under the Interconnection Agreement.
A service agreement under Indianapolis Power & Light Company's
Open Access Transmission Tariff is on file as of the effective
date of this Modification No. 6 to govern service to Hoosier
Energy Rural Electric Cooperative, Inc. for this power sale, and
charges for transmission and ancillary services for this power
sale will be assessed to Hoosier Energy Rural Electric
Cooperative, Inc. under the Open Access Transmission Tariff.
EXHIBIT 10.5
INTERCONNECTION AGREEMENT
BETWEEN
INDIANAPOLIS POWER & LIGHT COMPANY
AND
WABASH VALLEY POWER ASSOCIATION, INC.
FOR
INTERCHANGE WHOLESALE SALES AND PURCHASES UNDER
EMERGENCY SERVICE, ENERGY TRANSFER,
INTERCHANGE POWER, SHORT-TERM POWER,
LIMITED TERM POWER (FIRM) AND
DIVERSITY POWER SCHEDULES
0.01 This Agreement, dated as of the 7th day of October,
1987, between Indianapolis Power & Light Company ("IPL" or a
"Party"), and Wabash Valley Power Association, Inc. ("Wabash
Valley" or a "Party"), both Indiana corporations (the
"Parties"):
WITNESSETH:
0.02 WHEREAS, IPL is a public utility engaged in the
generation, transmission, distribution and sale of electric
power and energy in Indiana; and
0.03 WHEREAS, IPL is interconnected with the Joint
Transmission System (hereinafter defined) that is jointly
owned by Wabash Valley, Public Service Company of Indiana,
Inc. ("PSI") and the Indiana Municipal Power Agency ("IMPA");
and
0.04 WHEREAS, Wabash Valley is a Not-For-Profit Corporation
which jointly owns the Joint Transmission System in the State
of Indiana and is engaged, among other things, in the
generation, transmission and sale of electric power and
energy to Rural Electric Membership Corporations serving
customers in northern Indiana and southern Michigan; and
0.05 WHEREAS, the Parties believe mutual benefits can be
realized from conducting coordinated interconnected
operation, such as the interchange, sale and purchase of
electric power and energy; and
0.06 WHEREAS, the Parties desire to fix the terms and
conditions upon which such interconnected operations may be
conducted and upon which the furnishing of interconnection
services shall be effected;
0.07 NOW, THEREFORE, in consideration of the premises and of
the mutual covenants herein set forth, the Parties agree as
follows:
ARTICLE 1
DEFINITIONS
1.01 Joint Transmission System. The Joint Transmission
System shall be the transmission facilities jointly owned by
PSI, Wabash Valley, and IMPA consisting of PSI facilities
functionally serving as transmission facilities and
facilities of Wabash Valley and IMPA connected to the
transmission facilities of PSI, all having an operating
voltage of 69 KV or higher, as defined in the Uniform System
of Accounts prescribed by the Federal Energy Regulatory
Commission ("FERC").
1.02 Out-of-Pocket Cost. Out-of-Pocket Cost shall mean those
costs of generating electric energy in the generating
stations of the system of either Party which are incurred by
the supplying system directly by reason of its generating of
such energy and which, otherwise, would not have been
incurred by such system. Out-of-Pocket Cost of electric
energy purchased from a source outside of the system of the
supplying Party will be the total amount paid therefor by the
supplying Party which, otherwise, would not have been paid by
such Party.
ARTICLE 2
PROVISIONS REGARDING CONTINUITY OR
INTERRUPTION OF INTERCONNECTION OPERATIONS
2.01 Representations as to Facilities and Equipment. IPL
hereby represents that it owns and controls all the
transmission, substation and metering facilities and
equipment necessary to implement and carry out fully all the
provisions, terms and conditions of this Agreement. Wabash
Valley hereby represents that it jointly owns the
transmission, substation and metering facilities and
equipment necessary to this Agreement and has obtained all
right, power and authority from PSI and/or IMPA that is
necessary and proper for the implementation and carrying out
of all transactions of the Parties contemplated by this
Agreement. Wabash Valley hereby agrees that, notwithstanding
anything in this Agreement to the contrary, its
implementation of and compliance with the provisions, terms
and conditions of this Agreement and its resultant
obligations and responsibilities hereunder shall not be
excused because of the nature or extent of Wabash Valley's
ownership and control over the transmission, substation and
metering facilities and equipment it jointly owns with PSI
and IMPA.
2.02 Synchronous Operation. At the Points of Interconnection
(hereinafter defined) throughout the duration of this
Agreement, subject to the provisions of this Paragraph 2.02
and of Paragraph 2.03 below, IPL and Wabash Valley systems
shall be operated in continuous synchronism. If synchronous
operation of the systems at the Points of Interconnection
becomes interrupted either manually or automatically due to
reasons beyond the control of either Party or due to
scheduled maintenance that has been agreed to by both
Parties, the Parties shall cooperate to remove the cause of
such interruption as soon as practicable and restore the
Points of Interconnection to normal operating conditions.
Neither Party shall be responsible to the other for any
damage or loss of revenue caused by such interruption.
2.03 Interruption of Operation. The Parties agree that
either of them may interrupt synchronous operation through
the Points of Interconnection if either determines that its
facilities may be damaged due to excessive loadings, and such
loadings may be reduced or alleviated by such interruption.
If such interruption occurs, the Parties shall cooperate to
remove the cause of such loadings as soon as practicable and
restore the Points of Interconnection to normal operating
condition. Neither Party shall be responsible to the other
for damage or loss of revenue caused by such interruption.
The Parties further agree to study and negotiate the
installation, ownership, and cost of any additional equipment
necessary to effect a long-term solution to any such
excessive loading herein described in the event either Party
determines that this interconnection contributes to the
excessive loading and requests such negotiation.
2.04 Maintenance of Equipment. The Parties shall each keep
the lines, together with all associated equipment and
appurtenances that are located on their respective sides of
the Points of Interconnection, in a suitable condition of
repair at all times, each at its own expense, in order that
said lines will operate in a reliable and satisfactory manner
and in order that reduction in the capacity of said lines
will be avoided to the extent practicable.
2.05 New Interconnections. The Parties understand that each
of their transmission systems is interconnected with the
electric transmission systems of other electric utility
companies and each has contracted for other such
interconnections and may hereafter during the term of this
Agreement desire to make additional interconnections with
such companies or with other electric utility companies.
Each such additional interconnection with another electric
utility system shall be discussed between the Parties and if,
in the opinion of either Party, the establishment of such
interconnection will cause unreasonable transfers of real
power or reactive power through either system during normal
parallel operations as a result of the proposed additional
interconnection, before such additional interconnection is
made, joint load studies shall be conducted to determine the
effect such interconnection will have on the transmission
systems of the Parties. If, as the result of such studies it
is the reasonable opinion of a Party that the proposed
additional interconnection would cause unreasonable transfers
of real power or reactive power through the electric
transmission system of such Party or otherwise impair the
ability of such Party to carry out its own obligations, then
the Party proposing such additional interconnection shall,
before such proposed interconnection is placed in service:
2.051 agree to compensate the other Party for the use
of that portion of its facilities determined to be
dedicated to the proposed additional interconnection;
and/or
2.052 install and/or remove such equipment as
reasonably may be necessary to avoid such unreasonable
transfers of power or reactive power; or
2.053 abandon the establishment of such additional
interconnection.
ARTICLE 3
SERVICES TO BE RENDERED
3.01 Interconnection Service Schedules. It is the purpose of
the Parties to realize on an equitable basis, all benefits
practicable to be effected through coordination in the
operation and development of their respective systems. It is
understood by the Parties that such benefits may be realized
under the stated terms and conditions of the following
interconnection services:
3.011 Emergency Service. The furnishing of mutual
emergency and standby assistance, in accordance with
Service Schedule A annexed hereto.
3.012 Energy Transfer. The transfer of electric energy
through the transmission system of one Party for the
benefit of the other, in accordance with Service
Schedule B annexed hereto.
3.013 Interchange Power. The interchange, sale, and
purchase of energy to effect operating economies, in
accordance with Service Schedule C annexed hereto.
3.014 Short-Term Power. The sale and purchase of short-
term electric power and energy available on the system
of one Party and desired by the other Party, in
accordance with Service Schedule D annexed hereto.
3.015 Limited Term Power (Firm). The sale and purchase
of limited term power and energy available on the system
of one Party and desired by the other Party, in
accordance with Service Schedule E annexed hereto;
3.016 Diversity Power. The sale and purchase of
diversity power and energy, in accordance with Service
Schedule F annexed hereto.
3.02 Inasmuch as the specific services to be rendered in
furtherance of such purpose will vary, and the terms and
conditions applicable to such services may require
modification from time to time while this Agreement is in
effect, it is intended that, except as provided in Paragraph
3.05 below, such specific services and the terms and
conditions applicable thereto be set forth in service
schedules mutually agreed upon from time to time between the
Parties. Such service schedules, until and unless changed by
such mutual agreement, shall be those provided by Paragraph
3.03 below, each of which, while in effect, shall be deemed
to be a part of this Agreement.
3.03 The respective service schedules shall be designated as
follows:
I. Service Schedule A - Emergency Service
II. Service Schedule B - Energy Transfer
III. Service Schedule C - Interchange Power
IV. Service Schedule D - Short-Term Power
V. Service Schedule E - Limited Term Power (Firm)
VI. Service Schedule F - Diversity Power
Such service schedules as agreed upon between the Parties are
attached hereto, made a part hereof, and marked Exhibits I,
II, III, IV, V, and VI, respectively.
3.04 Price Protection. Except as provided in Section 4.2 of
Service Schedule F, nothing in this Agreement shall require
either Party to purchase power or energy from a third party
and resell it to the other Party at a price less than the
total cost of supplying such purchased power or energy.
3.05 Specific Short-Term Power Purchase. Wabash Valley
hereby agrees to purchase from IPL and IPL agrees to provide
to Wabash Valley, 100 megawatts of short-term power and
energy beginning January 1, 1988 through December 31, 1988 at
a demand rate of $.47/KW/week and an energy rate of IPL's Out-
of-Pocket Costs plus 10%. In all other respects, such
purchase and sale shall be in accordance with and subject to
the terms and conditions of this Agreement and of Service
Schedule D hereof.
3.06 Energy Scheduling. As a general practice, the receiving
Party shall schedule energy deliveries on an hourly basis
with the supplying Party by 12:00 o'clock Noon, E.S.T., of
the day before such energy is to be delivered; thereafter,
the supplying Party shall not be obligated to schedule energy
deliveries until the next day; provided, however, that the
Parties may schedule energy at such other times and upon such
other conditions and/or make such changes in existing energy
schedules as both Parties may agree upon in writing.
ARTICLE 4
SERVICE CONDITIONS
4.01 Control of System Disturbance. Each Party shall
maintain and operate its system in accordance with sound
operating practice so as to minimize the likelihood of
disturbance originating in one system which might cause
impairment to the service of the other system or of any
system interconnected with the other system.
4.02 Control of Kilovar Exchange. It is intended that
neither Party shall be obligated to deliver kilovars for the
benefit of the other Party; also that neither Party shall be
obligated to receive kilovars when to do so may introduce
objectionable operating conditions on their respective
systems. The Operating Committee shall be responsible for
the establishment from time to time of operating procedures
and schedules, in respect of carrying kilovar loads by one
system for the other in order to secure adequate service and
economical use of the facilities of both systems and in
respect of proper charges, if any, for the use of facilities
carrying kilovar loads. In discharging such duties the
Operating Committee shall recognize that in the transmission
and delivery of power and energy hereunder the carrying of
kilovar loads by either Party, in harmony with sound
engineering principles of transmission operation with
interconnected systems, is subject to numerous variables
contingent upon loading and operating conditions that my
exist simultaneously on both systems. The operating
procedures and schedules so set up by the Operating Committee
shall be in accord with such principles and shall require
each Party to carry kilovar loads at such times and in such
amounts as will be equitable to both Parties.
4.03 Control of Unscheduled Power and Energy Deliveries.
The Paries shall exercise reasonable foresight in carrying
out all matters related to the providing and operating of
their respective electric power resources so as to minimize,
to the extent practicable, deviations between actual and
scheduled deliveries of electric power and energy between
their systems. The Parties shall provide and install on
their respective systems such communication and telemetering
facilities as are essential to so minimize such deviations
and, to avoid, to the extent practicable, deviations from
scheduled deliveries, shall fully cooperate with each other
and with third parties whose systems are directly or
indirectly interconnected with the systems of the Parties and
who of necessity, together with the Parties, must unify their
efforts cooperatively to achieve effective and efficient
interconnected operation. The Parties recognize, however,
that, despite their best efforts to prevent it, unscheduled
deliveries of electric energy from one Party to the other may
occur. In such events, electric energy delivered hereunder
shall be settled for either by the return of equivalent
energy or by payment of the Out-of-Pocket Cost (such cost
being at the Point or Points of Interconnection set forth in
Paragraph 5.01 below, taking into account electrical losses
incurred from the source or sources of such energy to said
Point or Points) of electric energy delivered hereunder to
the supplying Party plus ten percent of such cost. If
equivalent energy is returned, it shall be returned at times
when the load conditions of the Party receiving it are
substantially equivalent to the load conditions of such party
at the time the energy for which it is returned was delivered
or, if such Party elects to have equivalent energy returned
under different conditions, it shall be returned in such
amounts, to be agreed upon by the Operating Committee, as
will compensate such Party for the difference in conditions.
ARTICLE 5
DELIVERY POINTS, METERING POINTS, AND METERING
5.01 Points of Interconnection.
5.011 All electric energy delivered under this
Agreement shall be of the character commonly known as
three-phase sixty hertz energy and, except as otherwise
provided in Paragraph 5.012 below, shall be delivered at
the IPL established points of interconnection listed
below ("Points of Interconnection"):
Petersburg substation of IPL near Petersburg,
Indiana
Sunnyside substation of IPL near Oaklandon, Indiana
Five Points substation of PSI in Five Points,
Indiana
Whitestown substation of PSI in Whitestown, Indiana
5.012 In addition to the Points of Interconnection, IPL
has interconnections with Indiana & Michigan Electric
Company, Southern Indiana Gas and Electric Company and
Hoosier Energy Rural Electric Cooperative, Inc. (each
such utility being hereinafter referred to as a "Third
Party"). If Wabash Valley requests IPL to deliver
energy under this Agreement to a Third Party, Wabash
Valley shall be responsible for obtaining transmission
agreements with such Third Party for the transmission
and delivery of energy to a designated Third Party
interconnection point for and on behalf of Wabash
Valley; provided, that IPL shall not be responsible to
Wabash Valley or such Third Party for such energy beyond
such Third Party interconnection point. Wabash Valley
shall provide in advance to IPL an information copy of
each such transmission agreement and a copy of each PSI,
IMPA and Third Party letters concurring with each of
such transactions. In addition, Wabash Valley shall
obtain IPL's consent in writing to such Third Party
transaction, which consent shall not be unreasonably
withheld.
5.02 Metering Points. Electric power and energy supplied
under this Agreement shall be measured by suitable metering
equipment, at the voltages and metering points specified
below ("Metering Points") and at such other points, voltages,
and ownership as may be agreed upon by the parties in a
written amendment hereto:
345 KV meters owned by IPL at the Petersburg
substation of IPL.
138 KV meters owned by IPL at the Petersburg
substation of IPL.
345 KV meters owned by IPL at the Sunnyside
substation of IPL.
138 KV meters owned by IPL at the Five Points
substation of PSI.
345 KV meters owned by IPL at the Whitestown
substation of PSI.
5.03 Metering Equipment. Suitable metering equipment at the
metering points provided in Paragraph 5.01 above shall
include electric meters, potential and current transformers,
and such other appurtenances as shall be necessary to give
for each direction of flow the following quantities: a
continuous automatic graphic record of both kilowatts and
kilovars; an automatic record of the kilowatthours for each
clock hour; and a continuous integrating record of the
kilowatthours.
5.04 Measurement of Electric Energy. Measurement of electric
energy under this Agreement shall be made by standard types
of electric meters installed and maintained at the Metering
Points. The timing devices of meters shall be synchronized
as closely as practical. All meters shall be sealed, and the
seals shall be broken only when the meters are to be tested
or adjusted.
5.05 Access to Meters and Records. Authorized
Representatives (hereinafter defined) of both Parties shall
have reasonable access to the premises where the meters are
located and to the records made by the meters.
5.06 Meter Testing. Each Party shall routinely test or have
tested the above-referenced meters and shall maintain records
of meter accuracy all in accordance with prudent utility
practices. Each Party shall have the right, at its expense,
to require that the other Party conduct a special test of its
meters as soon as practicable; provided, that if such test
shows the meter to be more than two percent (2%) inaccurate,
the Party owning the meter shall bear the cost of such test.
Representatives of both Parties shall be notified and
afforded the opportunity to be present at all routine or
special tests and whenever any readings are taken from meters
not providing an automatic record. Both Parties shall be
provided with a schedule of routine testing dates for
metering equipment which measures transactions entered into
pursuant to this Agreement.
5.07 Adjustments Due to Inaccuracies. If any metering
equipment test discloses an inaccuracy exceeding two percent
(2%), the energy account between the Parties shall be
adjusted to correct for the inaccuracy disclosed over the
shortest of the following periods; (i) for the six (6) month
period immediately preceding the day of the test, or (ii) for
the period that such inaccuracy may be determined to have
existed, or (iii) if the last test took place within the
immediately preceding six month period and the period of
inaccuracy cannot be determined, for the period since the
last test. Should the metering equipment fail to register,
the amount of electric power and energy delivered shall be
determined from the best available data.
5.08 Communication, Telemetering And Load Control Facilities.
Each Party shall provide such communication, telemetering and
load control facilities as are now or may hereafter be
determined and agreed upon by the Parties as necessary for
the proper and efficient interconnection operation of the
Parties' systems.
ARTICLE 6
RECORDS AND STATEMENTS
6.01 Records. In addition to records of the metering
provided for in Article 5 hereof, the Parties shall keep
complete records as may be needed to substantiate a clear
history of the various deliveries of electric energy made,
and of the clock-hour integrated demands in kilowatthours
delivered, by one Party to the other. In maintaining such
records, the Parties shall effect such segregations and
allocations of demands and electric energy delivered into
classes representing the various services and conditions as
may be needed to effect settlements under this Agreement.
All such records shall be retained by the Party keeping the
records. A Party's records shall be available at all
reasonable times for inspection by the other Party's
Representative and may be copied at such other Party's
expense.
6.02 Statements. As promptly as practicable after the end of
each calendar month, the Parties shall cause to be prepared a
statement setting forth the electric power and energy
transactions between the Parties during such month in such
detail and with such segregations as may be needed for
operating records or for settlements under this Agreement.
ARTICLE 7
BILLINGS, PAYMENTS AND BILLING DISPUTES
7.01 All bills for amounts owed by one Party to the other
shall be due and payable on the fifteenth (15th) day of the
month next following the month in which the service was
provided, or on the tenth (10th) day after receipt of a bill
therefor, whichever is later. Interest on unpaid amounts
shall accrue at the annual rate of five percent (5%) above
the prime commercial lending rate established from time to
time by Merchants National Bank and Trust Company of
Indianapolis, Indiana (the "Prime Lending Rate") and is
payable from the date the bill is due to the date of payment.
The term "month" shall mean a calendar month for the purpose
of settlements under this Agreement.
7.02 Billing Disputes. If either Party disputes the
correctness of a bill, it will, nevertheless, pay the
undisputed portion of such bill plus a minimum of one-half
(1/2) of the disputed amount and shall submit to the other
Party a written statement detailing the items disputed. If
the Parties are unable to agree upon the disputed items, such
items shall be submitted to the Operating Committee for
decision. Should the Operating Committee be unable to reach
a decision, the matter shall be submitted to the President of
IPL and the General Manager of Wabash Valley for decision.
Any refund or additional payment ordered by the Operating
Committee or by the President of IPL and General Manager of
Wabash Valley shall be subject to interest computed at the
Prime Lending Rate existing at the time of the refund or
additional payment plus five percent (5%), said interest to
be calculated, in the case of a refund, from the date the
amount to be refunded was paid to the date of the refund and,
in the case of an additional amount ordered to be paid, from
the original due date to the payment date.
ARTICLE 8
OPERATING COMMITTEE
8.01 Operating Committee Organization And Duties. To
coordinate the operation of their respective generation,
transmission and substation facilities in order that the
advantages to be derived under this Agreement may be realized
by the Parties hereto to the fullest extent practicable, the
Parties shall establish a committee of authorized
representatives to be known as the Operating Committee. Each
Party shall designate in a writing delivered to the other
Party, the person who is to act as its representative on the
Operating Committee and each person who may serve as
alternates whenever such representative is unable to act
("Representatives"). Each of such Representatives shall be
persons familiar with the generation, transmission, and
substation facilities of the system of the Party he or she
represents, and each shall be fully authorized (i) to
cooperate with the other Representatives and (ii) to
determine and agree from time to time, in accordance with
this Agreement and with any other relevant agreements then in
effect between the Parties, upon the following:
8.011 All matters pertaining to the coordination of the
maintenance of generation and transmission facilities of
the Parties.
8.012 All matters pertaining to the control of time,
frequency, energy flow, kilovar exchange, power factor,
voltage, and other similar matters bearing upon the
satisfactory synchronous operation of the systems of the
Parties.
8.013 Such other matters not specified herein in
respect of which cooperation, coordination, and
agreement as to quantity, time, method, terms and
conditions are necessary to the efficient operation of
the respective systems of the Parties, to the end that
the intent and purpose of this Agreement shall be
realized by the Parties to the fullest extent
practicable.
8.02 Operating Committee Access. For the purpose of
inspection and reading of meters, checking of pertinent
records and related matters, the Representatives shall have
the right of access at any reasonable time to all facilities
and equipment of the Parties used or to be used in the
performance of this Agreement.
8.03 Operating Committee Expenses. Each Party shall be
responsible for the expenses of its members; provided that
any expense jointly incurred by the Operating Committee in
performing its duties shall be shared equally by the Parties.
8.04 Operating Committee Meetings. The Operating Committee
shall meet at least annually at a time and place mutually
agreed to by the Representatives. On request of any
Representative, a special meeting shall be arranged not more
than five working days after the request unless the Party
requesting the meeting agrees to a later date. Attendance at
the meetings shall not be limited to Representatives;
however, the Parties recognize the practical necessity of
limiting attendance of non-Representatives to those who are
expected to take an active part on the agenda for a given
meeting.
8.05 Agreement Not To Be Modified By Committee. The
Operating Committee shall not have authority to modify any of
the terms or conditions of this Agreement.
8.06 Change of Representatives. Each Party shall give prompt
written notice to the other Party of any change in
designation of its primary or alternate Representative on the
Operating Committee.
8.07 Unresolved Disputes. If the Operating Committee shall
be unable to take action on any matter to be acted upon by it
under this Agreement because of a dispute between the
Representatives as to such matter, then the matter shall be
referred to the President of IPL and the General Manager of
Wabash Valley.
ARTICLE 9
CONTINUITY AND SUSPENSION OF SERVICE,
RELATIVE RESPONSIBILITIES
9.01 Continuity and Suspension of Service. Each Party shall
exercise reasonable care and foresight to maintain continuity
of service as provided in this Agreement, but neither Party
shall be considered in Default (hereinafter defined) in
respect of any obligation hereunder if prevented from
fulfilling such obligation by reason of Force Majeure as
defined in Article 11 below. In no event shall either Party
be liable to the other Party for loss or damage arising from
failure, interruption or suspension of service. Each Party
reserves the right to suspend service without liability at
such times and for such periods and in such manner as it
deems advisable, including, without limitation, suspensions
for the purpose of making necessary adjustments to, changes
in, or repairs on, its facilities, and suspensions in cases
where, in its sole opinion, the continuance of service to the
other Party would endanger persons or property. Both Parties
shall use their best efforts to provide each other with
reasonable notice in the event of suspension of service.
9.02 Relative Responsibilities. Each Party assumes all
responsibility for receipt and delivery of electricity on its
system to and from its Points of Interconnection. Neither
Party assumes any responsibility with respect to the
construction, installation, maintenance or operation of the
system of the other Party or of the systems of third parties,
in whole or in part. Neither Party shall, in any event, be
liable for damage or injury to any persons or property,
whatsoever, arising, accruing or resulting from, in any
manner, the receiving, transmission, control, use,
application or distribution by the other Party of said
electricity. Each Party shall use reasonable diligence to
maintain its facilities in proper and serviceable condition,
and shall take reasonable steps and precautions for
maintaining the services agreed to be provided and received
under this Agreement.
ARTICLE 10
TERM OF AGREEMENT
10.01 Effective Date. The effective date of this
Agreement (the "Effective Date") shall be the date as of
which all conditions precedent set forth in Paragraph 13.01
below have been satisfied. Such Effective Date shall be
specified in a writing executed by both Parties. The Parties
agree to use their best efforts to support and cooperate with
each other to satisfy said conditions precedent.
10.02 Term. The term of this Agreement and of the
annexed Service Schedules shall begin on the Effective Date
and continue through December 31, 1997 (the "Initial Term");
thereafter, the Agreement and Service Schedules shall
continue for successive terms of three (3) years each until
terminated pursuant to notice given by either Party to the
other or otherwise terminated under Paragraphs 18.01 or 19.03
below. Any notice of termination given hereunder shall be
given in writing, at least two (2) years prior to the end of
the Initial Term or any successive term, and may be delivered
at any time after the Effective Date of this Agreement;
provided, that this Agreement shall not be deemed to have
terminated until all prior commitments for sales or purchases
of power and energy under this Agreement have been fulfilled
and all payments therefor have been made.
ARTICLE 11
FORCE MAJEURE
11.01 Force Majeure. The term "Force Majeure" shall mean
any cause beyond the control of the Party invoking the Force
Majeure, including, but not limited to, failure or threat of
failure of facilities, equipment or fuel supply, ice, act of
God, flood, earthquake, storm, fire, lightning, explosion,
epidemic, war, civil war, invasion, insurrection, military or
usurped power, act of the public enemy, riot, civil
disturbance or disobedience, strike, lockout, work stoppage,
other industrial disturbance or dispute, labor or material
shortage, national emergency, sabotage, failure of
contractors or suppliers of materials, inability to obtain or
ship materials or equipment because of the effect of similar
causes on suppliers or carriers, restraining by court order
or other public authority or governmental agency, or action
or non-action by, or failure to obtain the necessary
authorizations or approvals from, or obtaining of the
necessary authorizations or approvals only subject to
unreasonable restrictions from, any governmental agency or
authority, which by the exercise of due diligence such Party
could not reasonably have been expected to avoid. Nothing
contained herein shall be construed to require a Party to
settle any strike, lockout, work stoppage or other industrial
disturbance or dispute in which it may be involved or to take
an appeal from any judicial, regulatory or administrative
action. Any Party rendered unable to fulfill any of its
obligations under this Agreement by reason of Force Majeure
shall exercise due diligence to remove such inability with
all reasonable dispatch. In the event either Party is
unable, in whole or in part, to perform any of its
obligations by reason of Force Majeure the obligations of the
Party relying thereon, insofar as such obligations are
affected by such Force Majeure, shall be suspended during the
continuance thereof but no longer. The Party invoking the
Force Majeure shall specifically state the full particulars
of the Force Majeure and the time and date when the Force
Majeure occurred. Notices given by telephone under the
provisions of this Article shall be confirmed in writing as
soon as reasonably possible. When the Force Majeure ceases,
the Party relying thereon shall give immediate notice thereof
to the other Party. This agreement shall not be terminated
by reason of Force Majeure but shall remain in full force and
effect.
ARTICLE 12
DEFAULT
12.01 Default Defined. As used herein, "Default" shall
mean the failure of a Party to make any payment or perform
any obligation at the time and in the manner required by this
Agreement, except where such failure to discharge obligations
(other than the payment of money) is the result of Force
Majeure. Failure to make any payment in the time and manner
required by this Agreement shall not be excused as a Default
by payment of late charges except with respect to a Default
cured in accordance with the provisions in Paragraph 12.02
below.
12.02 Remedies for Default. Upon failure of a Party to
make a payment or perform an obligation required hereunder,
the other Party shall give written notice of Default to the
Defaulting Party. The Defaulting Party shall have thirty
(30) days within which to cure the Default. If a Default is
not cured within such period, the Party not in Default, at
its option, may, in addition to all other rights and remedies
available at law, in equity or under any other provision of
this Agreement: (i) give notice to the Defaulting Party of
its intention to cure the Default and to take such steps as
such Party deems necessary to cure the Default, or (ii)
suspend this Agreement for a period of 6 months, after which
this Agreement shall automatically terminate. The Defaulting
Party shall, in any event, pay to the other Party the total
of all additional costs reasonably incurred by the Party as a
result of such Default and/or the curing of such Default,
including reasonable attorneys' fees, money reasonably paid
to others, the reasonable equivalent in money for services or
property obtained, and any other costs reasonably incurred by
such non-Defaulting Party in attempting to remedy such
Default, together with interest on the total of such costs at
the per annum rate of five (5) percent above the Prime
Lending Rate. This provision is not intended as a liquidated
damages provision or to limit liability in any way, and the
Party not in Default may also maintain such other actions for
damages as may be provided by law, in equity or under this
Agreement.
ARTICLE 13
CONDITIONS PRECEDENT TO EFFECTIVENESS
OF AGREEMENT AND AMENDMENTS
13.01 Conditions Precedent. The Effective Date of this
Agreement is conditional upon the approval by the United
States Bankruptcy Court having jurisdiction over the property
and operations of Wabash Valley and the approval or
acceptance of this Agreement by FERC and any other regulatory
authority or other governmental agency having jurisdiction.
If any of the terms and conditions of this Agreement are
altered or made impossible of performance by order, rule, or
regulation of said Court or of any such regulatory agency
and, as a result, the Parties hereto are unable to agree upon
a modification of such terms and conditions that will satisfy
such order, rule or regulation, then neither Party shall be
liable to the other for failure thereafter to comply with
such terms and conditions; provided, that if either Party
deems that the impossibility of such performance results in a
substantial loss of the benefits to be derived from this
Agreement, this Agreement may be terminated forthwith upon
notice.
13.02 Cooperation With FERC Filing. Both Parties
recognize and agree that this Agreement must be filed with
the FERC, and both Parties agree to jointly request
acceptance for filing of this Agreement without suspension by
the FERC. In this connection, both Parties agree that each
of them will execute any and all documents, duly authorize
all officers or agents as necessary, and do all other things
necessary and appropriate to secure acceptance for filing of
this Agreement, including the terms and conditions and the
initial rates and charges hereof, by the FERC without
suspension, or change or modification in the terms hereof.
13.03 Amendments. Except as otherwise provided in
Paragraph 19.02 below or in the provisions of the Service
Schedules, this Agreement may be amended only by mutual
agreement of the Parties, which amendment shall be in writing
and shall become effective upon satisfaction of the above
Conditions Precedent applicable thereto.
ARTICLE 14
INDEMNIFICATION AND LIMITATION OF LIABILITY
14.01 Limitation of Liability. In no event shall one
Party be liable to the other Party for any indirect, special,
incidental or consequential damages with respect to any claim
arising out of this Agreement.
14.02 Indemnification Clause. Each Party shall
indemnify, defend and hold harmless the other Party from and
against any liability, loss, cost, damage and expense because
of injury or damage to persons or property resulting from, or
arising out of the use of its own facilities or the
production or flow of electric energy by and through its own
facilities, except when such injury or damage is due to the
sole negligence of the other Party. In addition, each Party
shall hold the other Party harmless for any taxes, licenses,
permits, fees, penalties, or fines assessed against one Party
upon any of the property of such Party located on the
premises of the other Party.
14.03 Each Party shall be responsible for its own
compliance with all applicable environmental regulations, and
each Party shall hold the other Party harmless from any
liability, loss, cost or expense arising out of, and shall
bear all costs arising from, its failure to comply with such
environmental regulations.
ARTICLE 15
TAXES
15.01 If at any time during the term of this Agreement
there should be levied or assessed against either of the
Parties any direct taxes by any taxing authority on the power
and/or energy generated, purchased, sold, transmitted,
interchanged, or exchanged under this Agreement, which taxes
are in addition to or different from the forms of direct
taxes being levied or assessed on the date of this Agreement
and such direct taxes results in increasing the cost to
either or both Parties of carrying out the provisions of this
Agreement, then the rates and charges for such power and/or
energy furnished hereunder shall be increased automatically
to the extent necessary to make adequate and equitable
allowance for such taxes.
ARTICLE 16
WAIVERS
16.01 Any waiver by either Party of its rights under this
Agreement, shall not be deemed a waiver with respect to any
rights that subsequently accrue. Any delay, less than the
statutory period of limitations, in asserting or enforcing
any rights under this Agreement, shall not be deemed a waiver
of such rights.
ARTICLE 17
INSURANCE
17.01 Insurance. Each Party shall be responsible for the
procurement and maintenance of its own property, casualty and
third-party liability insurance to adequately protect its
personnel and property and to cover its liabilities and
responsibilities under this Agreement.
ARTICLE 18
ASSIGNMENT
18.01 Assignment of Agreement. This Agreement shall
inure to the benefit of, and be binding upon, the respective
successors and assigns of the Parties and, insofar as
permitted by law, on any trustee appointed for a Party under
the United States Bankruptcy Code; and this Agreement may not
be assigned by either Party, without the written consent of
the other Party. In the event either Party is liquidated or
dissolved as a corporation or otherwise terminates its
business operations, this Agreement shall become null and
void and all obligations under this Agreement and the Service
Schedules, except financial obligations incurred prior to
such event shall cease upon the date of such event.
ARTICLE 19
MISCELLANEOUS
19.01 Prudent Utility Practices. The Parties shall
discharge all obligations under this Agreement in accordance
with prudent utility practices.
19.02 Change in Rates. Nothing herein shall be construed
as affecting in any way the right of Wabash Valley to
unilaterally make a change in rates or charges applicable to
the furnishing of service by Wabash Valley under this
Agreement provided such change is approved by appropriate
state and/or federal regulatory authority. Nothing contained
herein shall be construed as affecting in any way the right
of IPL in furnishing service under these rate schedules to
unilaterally make application to the FERC for a change in
rates under Section 205 of the Federal Power Act and pursuant
to the FERC's Rules and Regulations promulgated thereunder.
19.03 No Partnerships; Tax Matters. Notwithstanding any
provision of this Agreement to the contrary, the Parties do
not intend to create hereby any joint venture, partnership,
association taxable as a corporation, or other entity for the
conduct of any business for profit, and any construction of
this Agreement to the contrary which has an adverse tax
effect on either Party shall render this Agreement null and
void from its inception.
19.04 Survivorship Of Certain Obligations.
Notwithstanding Paragraph 19.03 above, the voidance of this
Agreement shall not discharge any Party from any obligation
it owes to the other Party under this Agreement by reason of
any transaction, loss, cost, damage, expense or liability
which shall have occurred or arisen after the Effective Date
of this Agreement, but prior to such voidance. It is the
intent of the Parties that should this Agreement be voided
under Paragraph 19.03 above, the satisfaction of any such
obligation and the provisions for indemnification and limited
liability of Article 14 above shall constitute a separate
agreement between the Parties that is severable from this
Agreement and, as such, shall remain in full force and effect
for actions that occurred prior to the voidance of this
Agreement.
19.05 Computation of Time. In computing any period of
time prescribed or allowed by this Agreement, the day of the
act, event, or default from which the designated period of
time begins to run shall be excluded but the last day of such
period shall be included, unless it is a Saturday, Sunday, or
legal holiday, in which event the period shall run until the
end of the next business day which is not a Saturday, Sunday,
or legal holiday.
19.06 Section Headings Not To Affect Meaning. The
descriptive headings of the Articles and paragraphs of this
Agreement have been inserted for convenience only and shall
not modify or restrict any of the terms and provisions
thereof.
ARTICLE 20
NOTICES
20.01 Notices Relating to Provisions of this Agreement.
Any notice, demand or request made by a Party to the other
Party pursuant to any provision of this Agreement shall be
made in writing and shall be delivered in person, by prepaid
telegram or by registered or certified mail to the named
officer of the Party at the address listed below; provided,
that either Party may, from time to time, change such
designated officer or the address thereof by giving written
notice of such change to the other Party.
TO IPL:
President
Indianapolis Power & Light Company
P. O. Box 1595B
Indianapolis, IN 46206
TO Wabash Valley:
General Manager
Wabash Valley Power Association, Inc.
722 North High School Road
P. O. Box 24700
Indianapolis, IN 46224
20.02 Notices Of An Operating Nature. Any notice,
request or demand pertaining to matters of an operating
nature may be served in person or by United States mail,
messenger, telephone, or telegraph, as circumstances dictate,
to a Representative; provided, that should the same not be
written, confirmation thereof shall be made in writing as
soon as practicable thereafter, upon request of the Party
being served.
ARTICLE 21
GOVERNING LAW AND CONSTRUCTION OF AGREEMENT
21.01 This Agreement shall be governed by and construed
according to the laws of the State of Indiana.
ARTICLE 22
ENTIRE AGREEMENT CONTAINED HEREIN
22.01 This is the entire agreement between the Parties
and no oral or other written representations shall have the
affect of amending or modifying this Agreement.
IN WITNESS WHEREOF, the Parties have caused this Agreement to
be executed by their respective duly authorized officers and
their respective corporate seals to be hereunto affixed as of
the date first above written.
INDIANAPOLIS POWER & LIGHT
COMPANY
By /s/ Robert W. Hill
Robert W. Hill, President
and
Chief Operating Officer
ATTEST:
By /s/ Marcus E. Woods
Marcus E. Woods, Vice President,
Secretary and General Counsel
WABASH VALLEY POWER
ASSOCIATION,
INC.
By /s/ Edwin G. Beucler
Edwin G. Beucler, President
ATTEST:
By: /s/ Joe R. Clem
Joe R. Clem, Secretary
EXHIBIT I
SERVICE SCHEDULE A
EMERGENCY SERVICE
Under Interconnection Agreement dated October 7, 1987 between
Indianapolis Power & Light Company and
Wabash Valley Power Association, Inc. (the "Agreement")
SECTION 1 - DEFINITIONS
1.1 The meaning of the terms used herein shall be the same
as those used in the Agreement.
SECTION 2 - DURATION
2.1 This Service Schedule shall become effective as of the
Effective Date of the Agreement and shall continue in effect
throughout the duration of the Agreement.
SECTION 3 - SERVICES TO BE RENDERED
3.1 In the event of a breakdown or other emergency in or on
the system of either Party involving either sources of power
or transmission facilities, or both, which impair or
jeopardize the ability of a Party suffering the emergency to
meet the loads of its system, the other Party shall deliver
the electric energy ("Emergency Energy") that such Party
requests; provided, however, that a Party shall not be
obligated to deliver such energy which it, in its sole
judgment, cannot deliver without interposing a hazard to or
economic burden upon its operations or without impairing or
jeopardizing the other load requirements of its system; and
provided further, that neither Party shall be obligated to
deliver electric energy to the other Party: (a) for a period
in excess of forty-eight consecutive hours during any single
emergency, or (b) when it is delivering electric energy under
another (other) mutual emergency interchange agreement(s), or
(c) at any time that delivery of emergency energy will impair
its own system's ability to meet its load.
SECTION 4 - COMPENSATION
4.1 Emergency Energy delivered under Section 3 above that is
generated by the supplying Party shall be settled for either
by the return of equivalent Energy or, at the option of the
Party that supplied such Energy, by payment of the greater of
110 percent of the Out-of-Pocket Costs of supplying such
Energy or 30 mills per kilowatthour thereof.
4.2 Emergency Energy delivered under Section 3 above that is
purchased by the supplying party from another interconnected
system which is not a signatory to this Agreement ("Third
Party") at the request of the receiving party shall be
settled for as follows:
4.21 When IPL is the supplying party, a payment of 100
percent of the amount paid to such Third Party plus up
to 3.46 mills per kilowatthour (consisting of up to 2.46
mills per kilowatthour for a transmission charge and 1
mill per kilowatthour for difficult to quantify energy
related costs) plus any transmission losses.
4.22 When Wabash Valley is the supplying party, a
payment of 100 percent of the amount paid to such third
party plus 2.0 mills per kilowatthour plus any
transmission losses.
4.3 If the supplying Party opts to receive equivalent energy
for Emergency Energy delivered, such equivalent energy shall
be returned at times when the load conditions of the Party
originally supplying Emergency Energy are substantially
equivalent to the load conditions of such Party existing at
the time the Emergency Energy was delivered or, if such Party
elects to have equivalent energy returned under different
conditions, it shall be returned in such amounts and at such
times as the Operating Committee agrees will compensate the
original supplying Party for the difference in conditions.
EXHIBIT II
SERVICE SCHEDULE B
ENERGY TRANSFER
Under Interconnection Agreement dated October 7, 1987 between
Indianapolis Power & Light Company and
Wabash Valley Power Association, Inc. (the "Agreement")
SECTION 1 - DEFINITIONS
1.1 The meaning of the terms used herein shall be the same
as those used in the Agreement.
SECTION 2 - DURATION
2.1 This Service Schedule shall become effective as of the
Effective Date of the Agreement and shall continue in effect
throughout the duration of the Agreement.
SECTION 3 - TRANSFER ARRANGEMENT
3.1 In carrying out the interconnected operation of their
respective systems as provided for under the Agreement,
energy being received by a portion of one Party's system from
another portion of its system or from the system of another
interconnected company, or energy being delivered by a
portion of one Party's system to another portion of its
system or to the system of another interconnected company,
may flow over the transmission facilities of the other Party
as a natural result of the physical and electrical
characteristics of the interconnected network of transmission
lines to which the Parties are connected. Such flow of
energy may occur during periods of emergency caused by the
failure of either sources of power or transmission
facilities, or both. In respect to such flow of energy
(hereinafter called "Energy Transfer") the Parties agree as
follows:
3.11 Such Energy Transfer over their respective
transmission facilities shall be permitted whenever such
transfer occurs; provided, that such Energy Transfer
shall not be of such magnitude or duration as to affect
adversely, or jeopardize the ability of, the Party over
whose system such Energy Transfers occur, to render
proper service to its customers, and to render or accept
service to or from companies with which it now has, or
at any time hereafter may have, contractual arrangements
for the interchange of power or energy.
3.12 The Parties recognize that in carrying out the
provisions of this Service Schedule, the Energy Transfer
either during periods when conditions of system
operation are normal or during periods of emergency, or
both, may eventually require the installation of
additional transmission facilities in order that such
Energy Transfer may be properly controlled to the end
that the ability of the Party over whose system such
Energy Transfer occurs to
meet its own requirements, as described under 3.11
above, is not affected adversely or jeopardized. In the
event the need for such additional transmission
facilities becomes apparent to either of the Parties
during the duration of this Service Schedule, upon
written notice given by either Party to the other Party
and as soon as practicable following such notice, the
Parties shall jointly reexamine conditions relating to
Energy Transfer. In such reexamination, if called for,
the Parties shall agree upon such additional
transmission facilities as may be required to be
installed, if any, and upon an equitable basis for
bearing the cost of installing, maintaining and
operating such facilities, if installed.
SECTION 4 - POWER AND ENERGY ACCOUNTING
4.1 The Parties recognize that Energy Transfer as described
under Section 3 above, except for such amounts of electrical
losses as may be incurred because of such Energy Transfer, is
the simultaneous acceptance and delivery of like amounts of
power and energy by and from the system of the Party over
whose system such transfer occurs. Power and energy
associated with Energy Transfer, including electrical losses
associated therewith, shall be accounted for each clock-hour
as provided for under Article 6 of the Agreement. Proper
consideration to such electrical losses will be in accordance
with the manner agreed upon by the Operating Committee. It
is understood by the Parties, however, that such electrical
losses resulting from Energy Transfer, to be taken as losses
over and above the losses prevailing under basic conditions
agreed upon by the Parties, shall be supplied simultaneously
by the Party for whom the Energy Transfer is being made. The
Parties agree that initially such basic conditions will be
established as those that exist when the scheduled net
delivery between the systems of the Parties and between their
respective systems and the systems of other interconnected
companies, is zero kilowatts. It is further understood that,
from time to time, conditions may require the establishment
of different basic conditions for such purpose. Either Party
by written notice given to the other Party may call for a
prompt reexamination and reconsideration of matters pertinent
to the establishment of said basic conditions, whenever such
reexamination appears to be warranted, and the Parties will
thereupon agree to effect such changes in the basic
conditions, if any, that will equitably compensate the
Parties for such losses. Should such reexamination be
required, a statement will be prepared by the Parties which
shall include in detail the amounts of energy delivered and
received by the Parties that are associated with Energy
Transfer and the amounts of electrical losses associated
therewith.
EXHIBIT III
SERVICE SCHEDULE C
INTERCHANGE POWER
Under Interconnection Agreement dated October 7, 1987 between
Indianapolis Power & Light Company and
Wabash Valley Power Association, Inc. (the "Agreement")
SECTION 1 - DEFINITIONS
1.1 The meaning of the terms used herein shall be the same
as those used in the Agreement.
SECTION 2 - DURATION
2.1 This Service Schedule shall become effective as of the
Effective Date of the Agreement and shall continue in effect
throughout the duration of the Agreement.
SECTION 3 - SERVICES TO BE RENDERED
3.1 Economy Energy. Either Party may arrange to purchase
from the other Party electrical energy ("Economy Energy")
when it is possible to effect a saving thereby and, when, in
the sole judgment of the supplying Party, such energy is
available. Prior to each Economy Energy transaction, the
amount of energy, the time of its delivery, and the
compensation therefore shall be determined by the Parties.
Compensation so determined by the Parties shall not be
subject to later review or adjustment. In the event
conditions arise during such scheduled period which cause the
delivery of Economy Energy to become burdensome to the
supplying Party, said Party has the right to request the
receiving Party to reduce the amount of such energy to any
quantity specified. Receipt or delivery of Economy Energy
may also be arranged with other interconnected systems not
Parties to this Agreement.
3.2 Non-Displacement Energy. It is recognized that
occasions will arise when transactions under subsection 3.1
above will be impracticable although a Party may have
electric energy (herein called "Non-Displacement Energy")
which it is willing to make available from surplus capacity
from its own system or from outside sources, or both and
which can be utilized advantageously for short intervals by
the other Party. In such event, the Party desiring such
receipt of energy shall notify the other Party of the extent
to which it desires to obtain Non-Displacement Energy, and if
the other Party, in its sole judgment, determines that Non-
Displacement Energy is available, schedules providing the
periods and extent of use shall be mutually agreed upon.
Neither Party shall be obligated to make any Non-Displacement
Energy available to the other.
SECTION 4 - COMPENSATION
ECONOMY ENERGY
4.1 The charge for Economy Energy purchased by either Party
from the other Party shall be based on the principle that the
Party purchasing it shall pay the Out-of-Pocket Cost of the
Party supplying such Energy and that the resulting savings to
the receiving Party shall be equally shared by the supplying
and receiving Parties.
4.2 When Economy Energy is obtained from or delivered to a
system interconnected with either of the Parties which is not
a signatory to the Agreement ("Third Party"), payments among
the participants in such a transaction shall be based on the
Out-of-Pocket Costs of the supplying Party or Third Party
providing the Energy and an allocation of the gross savings,
which are defined as the difference between (1) what the Out-
of-Pocket Costs of the receiving Party or Third Party would
have been to generate such Energy, and (2) the Out-of-Pocket
Costs of the supplying Party or Third Party providing the
Energy. Such allocation shall be made as provided in
Subsections 4.21 and 4.22 herein below.
4.21 The transmitting party shall be paid (A) its cost
of purchasing the Energy supplied, plus (B) its costs of
additional transmission losses plus (C) the following:
(1) When IPL is such transmitting party:
The greater of (i) fifteen percent of the
gross savings remaining after deducting all
such payments for transmission losses or (ii)
an amount not to exceed 3.46 mills per
kilowatthour of Energy received for
transmission.
(2) When Wabash Valley is such transmitting party:
The greater of (i) fifteen percent of the
gross savings remaining after deducting all
such payments for transmission losses or (ii)
an amount not to exceed 2.0 mills per
kilowatthour of Energy received for
transmission.
4.22 The supplying Party or Third Party shall be paid
its Out-of-Pocket Costs of providing the Energy, plus
one-half of the gross savings remaining after deducting
all payments made under Subsection 4.21 (B) and (C).
The receiving Party or Third Party shall pay an amount
which will provide it with the other one-half of the
gross savings remaining after deducting all payments
made under Subsection 4.21 (B) and (C).
NON-DISPLACEMENT ENERGY
4.3 Non-Displacement Energy delivered hereunder that is
generated by the supplying Party's system shall be settled
for either by the return of equivalent Energy or, at the
option of the supplying Party, by payment of the Out-of-
Pocket Costs of the supplying Party in generating such Energy
plus ten percent of such cost. If equivalent Energy is
returned, it shall be returned at times when the load
conditions of the Party receiving it are equivalent to the
load conditions of such Party at the time the energy in
exchange for which it is returned was delivered or, if such
Party elects to have equivalent Energy returned under
different conditions, it shall be returned in such amounts,
to be agreed upon by the Operating Committee, as will
compensate for the difference in conditions.
4.4 Non-Displacement Energy delivered under Subsection 3.2
above that is purchased by the supplying party from another
interconnected system which is not a signatory to this
Agreement ("Third Party") at the request of the receiving
party shall be settled for as follows:
4.41 When IPL is the supplying party, a payment of 100
percent of the amount paid to such Third Party, plus up
to 3.46 mills per kilowatthour (consisting of up to 2.46
mills per kilowatthour for a transmission charge and 1
mill per kilowatthour for difficult to quantify energy
related costs) plus any transmission losses.
4.42 When Wabash Valley is the supplying party, a
payment of 100 percent of the amount paid to such Third
Party plus 2.0 mills per kilowatthour plus any
transmission losses.
EXHIBIT IV
SERVICE SCHEDULE D
SHORT TERM POWER
Under Interconnection Agreement dated October 7, 1987 between
Indianapolis Power & Light Company and
Wabash Valley Power Association, Inc. (the "Agreement")
SECTION 1 - DEFINITIONS
1.1 The meaning of the terms used herein shall be the same
as those used in the Agreement.
SECTION 2 - DURATION
2.1 This Service Schedule shall become effective as of the
Effective Date of the Agreement and shall continue in effect
until termination of the Agreement.
SECTION 3 - SERVICES TO BE RENDERED
3.1 Either Party, by giving the other Party sufficient
notice, may reserve for periods of one or more days or weeks,
such electric power (herein called "Short Term Power") as the
supplying Party at that time may have and is willing to
supply as Short Term Power. The Party asked to supply Short
Term Power shall be the sole judge as to the amounts and
periods that it has electric power available that may be
reserved by the other Party as Short Term Power. As used
herein, the term "week" shall mean any seven consecutive
days.
3.2 The Party desiring to reserve Short Term Power shall
specify in a notice to the other Party the number of
kilowatts and the period for which it desires to reserve such
power and the desired delivery schedule for such power. The
supplying Party shall promptly acknowledge receipt of such
notice and, shall signify the extent of its ability and
willingness to supply power in accordance with the provisions
of such notice. Any such notice or acknowledgement thereof
initially may be given orally; however if requested by either
Party, it shall be confirmed in writing and such confirmation
shall be forwarded not later than the third day following the
day such oral notice is given, excluding Saturdays, Sundays
and holidays.
3.3 During the period that Short Term Power has been
reserved as provided in Section 3.2 above, the supplying
Party shall deliver upon call electric energy (herein called
"Short Term Energy") to the other Party at the Point or
Points of Interconnection set forth in Section 5.01 of the
Agreement in the amounts not to exceed the number of
kilowatts reserved. However, in the event conditions arise
during such period which could not have been reasonably
foreseen and such conditions would cause the delivery of said
power to be burdensome to the supplying Party, such Party
shall have the right to request the other Party to reduce for
any portion of such period the amount of Short Term Energy
being taken to that amount specified by the supplying Party.
The purchasing Party shall promptly comply with such
requirements of the supplying Party.
SECTION 4 - COMPENSATION
4.1 The Party reserving Weekly or Daily Short Term Power
shall pay the supplying Party the following demand charges:
4.11 WEEKLY SHORT TERM POWER
(a) When IPL is the supplying Party, Wabash Valley
shall pay IPL for Weekly Short Term Power at the rate of
up to $1.05 per kilowatt reserved per week.
(b) When Wabash Valley is the supplying Party, IPL
shall pay Wabash Valley for Weekly Short Term Power at
the rate of up to $1.05 per kilowatt reserved per week.
(c) In the event the amount of Weekly Short Term Power
reserved is reduced upon notice from the supplying
Party, the demand charge for each day during which any
such reduction is in effect shall be reduced by one-
sixth (1/6) of the supplying Party's weekly demand rate
per kilowatt for each kilowatt of reduction but not more
than the rate agreed upon for each kilowatt per week.
4.12 DAILY SHORT TERM POWER
(a) When IPL is the supplying Party, Wabash Valley
shall pay IPL for Daily Short Term Power at the rate of
up to $.21 per kilowatt reserved per day.
(b) When Wabash Valley is the supplying Party, IPL
shall pay Wabash Valley for Daily Short Term Power at
the rate of up to $.21 per kilowatt reserved per day.
(c) In the event the amount of Daily Short Term Power
reserved is reduced upon notice from the supplying
Party, the demand charge per kilowatt for each day
during which any such reduction is in effect shall be
waived for each kilowatt of reduction.
4.13 THIRD PARTY WEEKLY SHORT TERM POWER
(a) For any week that Weekly Short Term Power is
reserved by IPL for and at the request of Wabash Valley
from a Third Party, such Short Term Power shall be
supplied at the rate of up to $.295 per kilowatt
reserved per week plus the demand charge paid therefor
by IPL to the Third Party.
(b) For any week that Weekly Short Term Power is
reserved by Wabash Valley for and at the request of IPL
from a Third Party, such Short Term Power shall be
supplied at the rate of $.12 per kilowatt reserved per
week plus the demand charge paid therefor by Wabash
Valley to the Third Party.
(c) In the event the amount of Weekly Short Term Power
reserved from a Third Party is reduced upon the request
of the Third Party, the demand charge for each day
during which such reduction is in effect shall be
reduced by the amount by which the demand charge payable
by the supplying Party is reduced under its Agreement
with such Third Party plus, in the case of Power
reserved by IPL, one-sixth of the rate per kilowatt
agreed to under Paragraph (a) of this Section 4.13 for
each kilowatt of reduction each day; but not more than
the rate agreed upon for each kilowatt per week; and, in
the case of Power reserved by Wabash Valley, one-sixth
of the rate per kilowatt stated in Paragraph (b) of this
Section 4.13 for each kilowatt of reduction each day;
but not more than the rate agreed upon for each kilowatt
per week.
4.14 THIRD PARTY DAILY SHORT TERM POWER
(a) For any day that Short Term Power is reserved by
IPL for and at the request of Wabash Valley from a Third
Party, such Short Term Power shall be supplied at the
rate of up to $.059 per kilowatt reserved per day plus
the demand charge paid therefor by IPL to the Third
Party.
(b) For any day that Short Term Power is reserved by
Wabash Valley for and at the request of IPL from a Third
Party, such Short Term Power shall be supplied at the
rate of $.02 per kilowatt reserved per day plus the
demand charge paid therefor by Wabash Valley to the
Third Party.
(c) In the event that the amount of Daily Short Term
Power reserved from a Third Party is reduced upon the
request of the Third Party, the demand charge for such
Power shall be reduced by the amount by which the demand
charge payable by the supplying Party is reduced by the
Third Party.
4.2 The reserving Party shall pay the supplying Party for
all Weekly or Daily Short Term Energy delivered at the
following rates:
(a) For each kilowatthour that is generated by the
supplying Party's system, 100 percent of the Out-of-
Pocket Costs of supplying Short Term Energy called for
during such period, plus 10 percent of such costs.
(b) For each kilowatthour purchased by IPL from a Third
Party in order to supply the Short Term Energy called
for during such period, 100 percent of the amount of the
Energy charge paid therefor by IPL plus 1 mill per
kilowatthour plus any transmission losses.
(c) For each kilowatthour purchased by Wabash Valley
from a Third Party in order to supply the Short Term
Energy called for during such period, 100 percent of the
amount of Energy charge paid therefor by Wabash Valley
plus 1 mill per kilowatthour plus any transmission
losses.
EXHIBIT V
SERVICE SCHEDULE E
LIMITED TERM POWER (FIRM)
Under Interconnection Agreement dated October 7, 1987 between
Indianapolis Power & Light Company and
Wabash Valley Power Association, Inc. (the "Agreement")
SECTION 1 - DEFINITIONS
1.1 The meaning of the terms used herein shall be the same
as those used in the Agreement.
SECTION 2 - DURATION
2.1 This Service Schedule shall become effective as of the
Effective Date of the Agreement and shall continue in effect
until termination of the Agreement.
SECTION 3 - SERVICES TO BE RENDERED
3.1 Either Party, by giving the other Party notice, may
reserve for periods of not less than one (1) nor more than
twelve (12) months, such electric power [herein called
"Limited Term Power (Firm)"] as the other Party may be
willing to make available as Limited Term Power (Firm). The
Party asked to supply Limited Term Power (Firm) shall be the
sole judge as to the amounts and periods that it has electric
power available that may be reserved by the other Party as
Limited Term Power (Firm).
3.11 To reserve Limited Term Power (Firm) the Party
desiring such power shall specify in its notice to the
supplying Party the number of kilowatts and the period
for which it desires to so reserve such power. The
supplying Party shall signify the extent of its ability
and willingness to comply with the provisions of such
notice. Any notice or any acknowledgement of such
notice that initially may be given orally shall be
confirmed thereafter in writing.
3.12 During each period that Limited Term Power (Firm)
has been reserved as provided, the supplying Party shall
deliver upon call electric energy [herein called Limited
Term Energy (Firm)] to the other Party at the Point or
Points of Interconnection set forth in Section 5.01 of
Article 5 of the Agreement in any amount up to and
including the number of kilowatts reserved. However, in
the event conditions arise during such period which
could not have been reasonably foreseen at the time said
power was reserved and such conditions would cause the
delivery of Limited Term Energy (Firm) to be burdensome
to the supplying Party, the supplying Party may, upon
notice to the reserving Party, reduce or interrupt the
delivery of such energy to preserve the integrity of, or
to prevent or limit any instability on, its system.
3.13 The Limited Term Power (Firm) billing demand for
any period shall be taken as equal to the number of
kilowatts reserved as Limited Term Power (Firm) for such
period.
SECTION 4 - COMPENSATION
4.1 The Party reserving Limited Term Power (Firm) shall pay
the supplying Party the following demand charges:
4.11 MONTHLY LIMITED TERM POWER (FIRM)
(a) When IPL is the supplying Party, Wabash Valley
shall pay IPL for Monthly Limited Term Power (Firm) at
the rate of up to $5.50 per kilowatt reserved per month.
(b) When Wabash Valley is the supplying Party, IPL
shall pay Wabash Valley for Monthly Limited Term Power
(Firm) at the rate of up to $9.43 per kilowatt reserved
per month.
(c) In the event the amount of Monthly Limited Term
Power (Firm) taken is reduced upon notice from the
supplying Party, the demand charge for each day during
which any such reduction is in effect shall be reduced
by one-twentieth (1/20) of the supplying Party's monthly
demand rate per kilowatt for each kilowatt of reduction
but not more than the rate agreed upon for each kilowatt
per month.
4.12 THIRD PARTY LIMITED TERM POWER (FIRM)
(a) For any month that Monthly Limited Term Power
(Firm) is reserved by IPL for and at the request of
Wabash Valley from a Third Party, such Monthly Limited
Term Power (Firm) shall be supplied at the rate of up to
$1.28 per kilowatt reserved per month plus the demand
charge paid therefor by IPL to the Third Party.
(b) For any month that Monthly Limited Term Power
(Firm) is reserved by Wabash Valley for and at the
request of IPL from a Third Party, such Monthly Limited
Term Power (Firm) shall be supplied at the rate of up to
$1.20 per kilowatt reserved per month plus the demand
charge paid therefor by Wabash Valley to the Third
Party.
(c) In the event the amount of Monthly Limited Term
Power (Firm) reserved from a Third Party is reduced upon
the request of the Third Party, the demand charge for
each day during which reduction is in effect shall be
reduced by the amount by which the demand charge payable
by the supplying Party is reduced under its Agreement
with such Third Party plus, in the case of Power
reserved by IPL one-thirtieth (1/30) of the rate per
kilowatt agreed to under Paragraph (a) of this Section
4.12 for each kilowatt of reduction each day; but not
more than the rate agreed upon for each kilowatt per
month; and, in the case of Power reserved by Wabash
Valley, one-thirtieth (1/30) of the rate per kilowatt
agreed to under Paragraph (b) of this Section 4.12 for
each kilowatt of reduction each day; but not more than
the rate agreed upon for each kilowatt per week.
4.2 The reserving Party shall pay the supplying Party for
all Limited Term Energy (Firm) delivered at the following
rates:
(a) For each kilowatthour that is generated by the
supplying Party's system, 100 percent of the Out-of-
Pocket Costs of supplying Limited Term Energy (Firm)
called for during such period, plus 10 percent of such
costs.
(b) For each kilowatthour purchased by IPL from a third
Party in order to supply the Limited Term Energy called
for during such period, 100 percent of the amount of the
Energy charge paid therefor by IPL plus 1 mill per
kilowatthour plus any transmission losses.
(c) For each kilowatthour purchased by Wabash Valley
from a Third Party in order to supply the Limited Term
Energy (Firm) called for during such period, 100 percent
of the amount of the Energy charge paid therefor by
Wabash Valley plus 1 mill per kilowatthour plus any
transmission losses.
EXHIBIT VI
SERVICE SCHEDULE F
DIVERSITY POWER
Under Interconnection Agreement dated October 7, 1987 between
Indianapolis Power & Light Company and
Wabash Valley Power Association, Inc. (the "Agreement")
SECTION 1 - DEFINITIONS
1.1 The meaning of the terms used herein shall be the same
as those used in the Agreement.
SECTION 2 - DURATION
2.1 This Service Schedule shall become effective as of the
Effective Date of the Agreement and shall continue in effect
until termination of the Agreement.
SECTION 3 - DIVERSITY POWER
3.1 From time to time, because of differences in load
patterns a Party may have excess capacity during one Seasonal
Load Period at the same time the other Party is experiencing
its peak load season. At such time it may be to the Parties'
mutual advantage to schedule an exchange of certain portions
of any such excess capacity. Such capacity shall be termed
and is herein called "Diversity Power".
3.11 Seasonal Load Period shall mean for the Summer
Seasonal Load Period, the months of April thru September
and for the Winter Seasonal Load Period, the months of
October thru March.
3.2 At any time Diversity Power transactions are agreed upon
between the Parties, the Party which purchases Diversity
Power during one Seasonal Load Period shall be obligated to
have available a like amount of Diversity Power for the other
Party during the other Seasonal Load Period.
3.3 The Party supplying Diversity Power shall provide
reserve capacity for the committed amount, equivalent to that
provided for its own customers, exclusive of customers with
interruptible service contracts.
SECTION 4 - COMPENSATION
4.1 Demand Charges - There shall be no demand charge for
Diversity Power.
4.2 Energy Charges - Energy shall be billed at Out-of-Pocket
Cost of the supplying Party plus ten percent of such cost.
In the event that any part of the Out-of-Pocket Cost includes
energy purchased by the supplying Party, only the energy
related portion of such purchase cost shall be included. Any
associated charges for demand related costs shall be
excluded.
MODIFICATION NO. 1
TO THE
INTERCONNECTION AGREEMENT
BETWEEN
INDIANAPOLIS POWER & LIGHT COMPANY
AND
WABASH VALLEY POWER ASSOCIATION, INC.
THIS AMENDMENT made and entered into as of the 1st day of
January, 1995 by Indianapolis Power & Light Company ("IPL"),
being an Amendment to the Interconnection Agreement between
Wabash Valley Power Association, Inc. ("Buyer") and IPL dated
October 7, 1987 (the "Agreement").
WITNESSETH:
WHEREAS, IPL and Wabash Valley Power Association, Inc.,
entered into the Agreement on October 7, 1987, which
Agreement has been amended from time to time;
WHEREAS, the Agreement provides for the sale of power and
energy by IPL under Service Schedules described as:
Service Schedule A Emergency Service
Service Schedule C Interchange Power
Service Schedule D Short-Term Power
Service Schedule E Limited-Term Power
Service Schedule F Diversity Power
WHEREAS, the Agreement provides for the recovery of
incremental costs or "out-of-pocket" costs occasioned by the
sale by IPL of electric energy;
WHEREAS, IPL has implemented its Emissions Constrained
Dispatch Plan, attached hereto;
WHEREAS, the rates for Emergency Service, Interchange Power,
Short-Term Power, Limited-Term Power, and Diversity Power, do
not expressly include the cost of replacing sulfur dioxide
("SO2") emission allowances expended in order to provide such
energy in compliance with Federal laws governing SO2
emission;
WHEREAS, IPL desires to amend the Agreement to clarify
recovery of out-of-pocket costs occasioned by the sale of
said energy as including the recovery of the incremental cost
of SO2 emission allowances;
NOW, THEREFORE, in consideration of the premises and the
terms and conditions set forth herein; IPL desires to amend
the Agreement as follows:
Section 1. Compensation for SO2 Emission Allowances.
The Buyer shall compensate IPL for the consumption of Sulfur
Dioxide Emissions Allowances ("SO2 Allowances") directly
attributed to electric energy sales by IPL to Buyer under the
Service Schedules. Such compensation shall, at Buyer's
option, be made by either supplying IPL with the number of
SO2 Allowances directly attributed to such energy sales, or
by reimbursing IPL for the incremental cost of such number of
SO2 Allowances, rounded to the nearest whole SO2 Allowance.
If Buyer opts to reimburse IPL in cash for SO2 Allowances
associated with Buyer's energy purchases for the month, the
cash amount due at billing will be determined by multiplying
the number of SO2 Allowances attributed to the sale by the
incremental cost of the SO2 Allowances, as determined in
Section 2.2, at the time of the sale.
If Buyer opts to reimburse IPL in SO2 Allowances, Buyer will
record or transfer to IPL's account, the number of SO2
Allowances calculated below, at the time cash settlement for
the energy is due. In all cases, Buyer will transfer to
IPL's account the number of SO2 Allowances due IPL for
calendar year no later than January 15 of the following year.
"Transfer to IPL's account" shall mean, for purposes of the
Amendment, the transfer by the USEPA of the requisite number
of SO2 Allowances to IPL's Allowance Tracking System account
and the receipt by IPL of the Allowance Transfer
Confirmation.
Section 2. Determination of SO2 Emission Allowances Due IPL.
Section 2.1. Number of SO2 Allowances
The number of SO2 Allowances directly attributed to an
energy sale made by IPL shall be determined for each
hour, by determining the contribution from each of the
unit(s) from which the energy sale is being made for
that hour. For each unit, the emission rate in pounds
of SO2 per million Btu will be determined each month,
from fuel sulfur content, control equipment performance,
and continuous emissions monitoring data. The emission
rate and the unit heat rate will be used to determine
the SO2 Allowances used per megawatt-hour ("MWH"). The
energy from each unit attributable to the sale, and the
SO2 Allowances per MWH for each unit, will be used to
determine the number of SO2 Allowances attributable to
the sale.
Section 2.2 . Cost of SO2 Allowances
The incremental SO2 Allowance cost used to determine
economic dispatch of IPL's generating units in any
month, will also be the basis used to determine
compensation for IPL's energy sales. The incremental
SO2 Allowances cost, in dollars per ton of SO2, shall be
determined each month and will be based on the Cantor
Fitzgerald offer price for SO2 Allowances, or if such
is not available, then another nationally recognized SO2
Allowance trading market price or market price index, at
the beginning of the month. The SO2 Allowance value may
be changed at any time during the month to reflect the
more current incremental cost, or market price, for SO2
Allowances. Buyer will be notified of the new SO2
Allowance value prior to dispatch of IPL energy to
Buyer.
Section 3. Effective Date.
This Amendment to the Agreement shall be made effective as of
January 1, 1995.
IN WITNESS WHEREOF, IPL has caused the foregoing Amendment to
be signed by its duly authorized officer, effective as of the
date set forth above.
INDIANAPOLIS POWER & LIGHT COMPANY
By: /s/ John C. Berlier, Jr.
John C. Berlier, Jr.
Vice President
Resource Planning and Rates
MODIFICATION NO. 2
TO THE
INTERCONNECTION AGREEMENT
BETWEEN
INDIANAPOLIS POWER & LIGHT COMPANY
AND
WABASH VALLEY POWER ASSOCIATION, INC.
Effective as of
MODIFICATION NO. 2
TO THE
INTERCONNECTION AGREEMENT
BETWEEN
INDIANAPOLIS POWER & LIGHT COMPANY
AND
WABASH VALLEY POWER ASSOCIATION, INC.
Pursuant to Order No. 888, Indianapolis Power & Light
Company (IPL) restates the rates for service provided by IPL
under the Interconnection Agreement as the following:
1) The Interconnection Agreement provides for IPL sales of
capacity and energy under service schedules described as:
Service Schedule A - Emergency Service
Service Schedule C - Interchange Power
Service Schedule D - Short-Term Power
Service Schedule E - Limited Term Power (Firm)
Service Schedule F - Diversity Power
2) The wholesale generation component of the rate applicable to
service under these Service Schedules shall be the bundled rate
minus the transmission and ancillary service rates provided in
Section 3 of this Modification.
Where the Service Schedules provide for compensation to IPL
in the form of equivalent energy, such return of equivalent
energy shall be made of the generation component, with the
transmission and ancillary services related to such return of
equivalent energy arranged pursuant to and assessed as provided
in Section 3 of this Modification.
Service Schedule C provides for compensation to IPL
regarding third party sale and resale transactions of Non-
Displacement Energy in the form of a stated transmission charge
plus "one mill per kilowatt-hour for difficult to quantify energy
related costs." Service Schedule C is hereby revised to remove
the term "one mill per kilowatt-hour for difficult to quantify
energy related costs."
3) Transmission and ancillary services necessary to effectuate
sales under the Interconnection Agreement shall be arranged by
IPL under and subject to the rates, terms, and conditions of
IPL's Open Access Transmission Tariff. The rates for point-to-
point transmission service and the two ancillary services
necessary to effectuate sales under the Interconnection Agreement
are provided below. IPL will provide either Short-Term Firm
Point-to-Point or Non-Firm Point-to-Point transmission service
and ancillary services for Scheduling, System Control and
Dispatch Service (Scheduling Service), and Reactive Supply and
Voltage Control from Generation Sources Service (Reactive Supply
Service). IPL will not provide Regulation and Frequency Response
Service, Energy Imbalance Service, Operating Reserve-Spinning
Reserve Service, or Operating Reserve-Supplemental Reserve
Service in connection with the sales under the Interconnection
Agreement, and there will be no charge for such services in
connection with the sales under the Interconnection Agreement.
The rates for both Short-Term Firm and Non-Firm Point-to-
Point Service are: $ 930.00/MW of reserved capacity for monthly
service, $215.00/MW of reserved capacity for weekly service,
$43.00/MW of reserved capacity for on-peak daily, and $30.70/MW
of reserved capacity for off-peak daily service with the daily
service capacity charges capped at the weekly rates. Non-Firm
Point-to-Point service is available on an hourly basis at
$2.69/MW for on-peak hours and $1.28/MWH for off-peak hours with
the maximum hourly charges capped at the daily rates.
For Scheduling Service, the monthly charges are $10.00/MW of
reservation, the weekly rate is $3.00/MW, the daily rate is
$0.60/MW, and the hourly rate is $0.04/MWH. The sum of the
hourly charges is capped at the daily rates, the sum of the daily
charges is capped at the weekly rate, and the sum of the weekly
charges is capped at the monthly rate.
For Reactive Supply Service, the monthly charges are
$110.00/MW of reservation, the weekly rate is $25.00/MW, the
daily rate is $5.00/MW, and the hourly rate is $0.31/MWH. The
sum of the hourly charges is capped at the daily rates, the sum
of the daily charges is capped at the weekly rate, and the sum of
the weekly charges is capped at the monthly rate.
If transmission and ancillary services are obtained by
Wabash Valley Power Association, Inc. under Indianapolis Power &
Light Company's Open Access Transmission Tariff, there will be no
charge related to transmission and ancillary service assessed
under the Interconnection Agreement. A service agreement under
Indianapolis Power & Light Company's Open Access Transmission
Tariff is on file as of the effective date of this Modification
No. 2 to govern service to Wabash Valley Power Association, Inc.
for this power sale, and charges for transmission and ancillary
services for this power sale will be assessed to Wabash Valley
Power Association, Inc. under the Open Access Transmission
Tariff.
EXHIBIT 10.6
INTERCONNECTION AGREEMENT
BETWEEN
INDIANAPOLIS POWER & LIGHT COMPANY
AND
INDIANA MUNICIPAL POWER AGENCY
0.01 This Agreement, dated as of the 19 day of August,
1994 (the "Agreement"), between Indianapolis Power &
Light Company ("IPL" or a "Party) an Indiana corporation,
and Indiana Municipal Power Agency ("IMPA" or a "Party")
a political subdivision of the State of Indiana,
collectively (the "Parties"):
WITNESSETH:
0.02 WHEREAS, IPL is a public utility engaged in the
generation, transmission, distribution and sale of
electric power and energy in central Indiana; and
0.03 WHEREAS, IMPA is a body corporate and politic and a
political subdivision of the State of Indiana which owns
in common tenancy and jointly operates the Joint
Transmission System and is engaged among other things, in
the generation, transmission and sale of electric power
and energy in Indiana; and,
0.04 WHEREAS, the Parties believe mutual benefits can be
realized from coordinated interconnected operation, such
as the interchange, sale, and purchase of electric power
and energy; and,
0.05 WHEREAS, IMPA is an owner and operator of
transmission facilities in Indiana, jointly operated by
PSI Energy Inc., IMPA and Wabash Valley Power
Association, all having an operating voltage of 69,000
volts or higher; and,
0.06 WHEREAS, IPL owns and operates 138,000 and 345,000
volt transmission facilities in central and southern
Indiana.
0.07 NOW, THEREFORE, in consideration of the premises
and of the mutual covenants herein set forth, the Parties
agree as follows:
ARTICLE 1
DEFINITIONS
1.01 Out-of-Pocket Cost. Out-of-Pocket Cost shall mean
those costs of generating electric energy in the
generating stations of the system of either Party which
are incurred by the supplying system directly by reason
of its generating of such energy and which, otherwise,
would not have been incurred by such system. Out-of-
Pocket Cost of electric energy purchased from a source
outside of the system of the supplying Party will be the
total amount paid therefor by the supplying Party which,
otherwise, would not have been paid by such Party.
1.02 Joint Transmission System. The Joint Transmission
System shall be the transmission facilities owned in
common tenancy and jointly operated by PSI Energy, Inc.,
IMPA, and Wabash Valley Power Association functionally
serving as transmission facilities and having an
operating voltage of 69 kV or higher.
1.03 Joint Transmission System Agreement. The Joint
Transmission System Agreement is the Transmission And
Local Facilities Ownership, Operation And Maintenance
Agreement between Public Service Company Of Indiana, Inc.
and Wabash Valley Power Association, Inc. and Indiana
Municipal Power Agency dated as of November 5, 1985 as
amended.
ARTICLE 2
PROVISIONS REGARDING CONTINUITY AND
INTERRUPTION OF INTERCONNECTION OPERATIONS
2.01 Representations as to Facilities and Equipment.
2.01.1 IPL Representation. IPL hereby
represents that it owns and controls all the
transmission, substation and metering facilities and
equipment necessary to implement and carry out fully
all the provisions, terms and conditions of this
Agreement.
2.01.2 IMPA Representation. IMPA hereby
represents that it owns or has the right to use the
transmission, substation and metering facilities and
equipment necessary to implement and carry out fully
all the provisions, terms and conditions of this
Agreement.
2.02 Synchronous Operation. At the Point(s) of
Interconnection (hereinafter defined) throughout the
duration of this Agreement, subject to the provisions of
this Paragraph 2.02 and of Paragraph 2.03 hereinbelow,
IPL and IMPA systems shall be operated in continuous
synchronism. If synchronous operation of the systems at
the Point(s) of Interconnection becomes interrupted
either manually or automatically due to reasons beyond
the control of either Party or due to scheduled
maintenance that has been agreed to by both Parties, the
Parties shall cooperate to remove the cause of such
interruption as soon as practicable and restore the
Point(s) of Interconnection to normal operating
conditions. Neither Party shall be responsible to the
other for any damage or loss of revenue caused by such
interruption.
2.03 Interruption of Operation. The Parties agree that
either of them may interrupt synchronous operation
through the Point(s) of Interconnection if either Party
determines that its facilities may be damaged due to
excessive loading, and such excess loading may be reduced
or alleviated by such interruption. If such interruption
occurs, the Parties shall cooperate to remove the cause
of such excess loading as soon as practicable and restore
the Point(s) of Interconnection to normal operating
condition. Neither Party shall be responsible to the
other for damage or loss of revenue caused by such
interruption.
The Parties further agree to study and negotiate the
installation, ownership, and cost of any additional
equipment necessary to effect a long-term solution to any
such excessive loading herein described in the event
either Party determines that this interconnection
contributes to excessive loading and requests such
negotiation.
2.04 Maintenance of Equipment. The Parties (In
accordance with Paragraphs 2.01 and 19.07) shall each
keep the lines, together with all associated equipment
and appurtenances that are located on their respective
sides of the Points of Interconnection (as delineated in
Article 5 hereinbelow), in a suitable condition of repair
at all times, each at its own expense, in order that said
lines will operate in a reliable and satisfactory manner
and in order that reduction in the capacity of said lines
will be avoided to the extent practicable.
2.05 New Interconnections. The Parties understand that
each of their transmission systems is interconnected with
the electric transmission systems of other electric
utility companies and each has contracted for other such
interconnections and may hereafter during the term of
this Agreement desire to make additional physical
interconnections with such companies or with other
electric utility companies. Each such additional
physical interconnection with another electric utility
system will be discussed between the Parties and if, in
the opinion of either Party, the establishment of such
interconnection will cause unreasonable transfers of real
power or reactive power through either system during
normal parallel operations as a result of the proposed
additional interconnection, before such additional
interconnection is made, joint load studies shall be
conducted to determine the effect such interconnection
will have on the transmission systems of the Parties. If
the study results in a determination that the proposed
additional interconnection would cause unreasonable
transfers of real power or reactive power through the
electric transmission system of such Party or otherwise
impair the ability of such Party to carry out its own
obligations, then the Party proposing such additional
interconnection shall, before such proposed
interconnection is placed in service:
2.05.1 Compensation for Use. Compensate the
other Party for the use of that portion of its
facilities determined to be dedicated to the
proposed additional interconnection; and/or
2.05.2 Remedies. Install and/or remove such
equipment as reasonably may be necessary to avoid
such unreasonable transfers of power or reactive
power; or
2.05.3 Abandonment. Abandon the
establishment of such additional interconnection.
2.06 Anderson and Richmond Interconnection Points. The
Parties agree that, upon completion of construction by
IMPA of facilities at its Anderson and Richmond
combustion turbines, such points shall become new
interconnections with Third Parties without the need for
such further studies as provided in Paragraph 2.05.
ARTICLE 3
SERVICES TO BE RENDERED
3.01 Interconnection Service Schedules. It is the
purpose of the Parties to realize on an equitable basis,
all benefits practicable to be effected through
coordination in the operation and development of their
respective systems. It is understood by the Parties that
such benefits may be realized under the stated terms and
conditions of the interconnection service schedules
below:
3.01.1 Emergency Service. The furnishing of
mutual emergency and standby assistance, in
accordance with Service Schedule A annexed hereto.
3.01.2 Interchange Energy. The interchange,
sale, and purchase of energy to effect operating
economies, in accordance with Service Schedule B
annexed hereto.
3.01.3 Short Term Power. The sale and
purchase of short-term electric power and energy
available on the system of one Party and desired by
the other Party, in accordance with Service Schedule
C annexed hereto.
3.01.4 Limited Term Power. The sale and
purchase of limited term power and energy available
on the system of one Party and desired by the other
Party, in accordance with Service Schedule D annexed
hereto;
3.02 Services Provided in Service Schedules. Inasmuch as
the specific services to be rendered in furtherance of
such purpose will vary, and the terms and conditions
applicable to such services may require modification from
time to time while this Agreement is in effect, it is
intended that, except as provided in Paragraph 3.05
below, such specific services and the terms and
conditions applicable thereto be set forth in service
schedules mutually agreed upon from time to time between
the Parties. Such services schedules, until and unless
changed by such mutual agreement, shall be those provided
by Paragraph 3.03 below, each of which, while in effect,
shall be deemed to be a part of this Agreement.
3.03 Service Schedule Designations. The respective
service schedules shall be designated as follows:
I. Service Schedule A - Emergency Service
II. Service Schedule B - Interchange Energy
III. Service Schedule C - Short Term Power
IV. Service Schedule D - Limited Term Power
Such service schedules as agreed upon between the the
Parties are attached hereto, made a part hereof, and
marked Exhibits I, II, III, and IV respectively.
3.04 Price Protection. Nothing in this Agreement shall
require either Party to purchase power or energy from a
Third Party and resell it to the other Party at a price
less than the total cost of supplying such purchased
power or energy.
3.05 Energy Scheduling. The receiving Party shall
schedule energy deliveries on an hourly basis with the
supplying Party by 12:00 o'clock Noon, E.S.T., of the day
before such energy is to be delivered; thereafter, the
supplying Party shall not be obligated to schedule energy
deliveries until the next day; provided, however, that
the Parties may schedule energy at such other times and
upon such other conditions and/or make such changes in
existing energy schedules as both Parties may agree upon.
3.06 Emissions Allowances. The Federal Clean Air Act, as
amended, 42 U.S.C. 7401 et seq. (hereinafter referred to
as "Clean Air Act"), establishes certain annual maximum
sulfur dioxide levels for flue gases emitted by electric
generating units, including units operated by IPL, IMPA
and other electric utilities who may supply electric
energy for transactions under this Agreement. The Clean
Air Act also created an emissions allowance system to
permit emissions of regulated pollutants. The obligation
of obtaining and the cost of supplying and/or replacing
consumed sulfur dioxide and other atmospheric emission
allowances, if any, when allowance programs become
effective shall be the responsibility of the Party
purchasing the power and energy unless as otherwise
mutually agreed by the Parties. The Parties shall
establish, by mutual agreement, appropriate procedures to
carry out the provisions of this Paragraph 3.06. Such
procedures shall be amended as necessary to remain in
compliance with all Federal Energy Regulatory Commission
("FERC") and Indiana Utility Regulatory Commission
("IURC") rules and regulations.
ARTICLE 4
SERVICE CONDITIONS
4.01 Control of System Disturbance. Each Party shall
maintain and operate its system in accordance with sound
operating practice so as to minimize the likelihood of
disturbance originating in one system which might cause
impairment to the service of the other system or of any
system interconnected with the other system.
4.02 Control of Reactive Power Exchange. It is intended
that neither Party shall be obligated to deliver reactive
power for the benefit of the other Party; also that
neither Party shall be obligated to receive reactive
power when to do so may introduce objectionable operating
conditions on their respective systems. The Operating
Committee shall be responsible for the establishment from
time to time of operating procedures and schedules, in
respect of carrying reactive power loads by one system
for the other in order to secure adequate service and
economical use of the facilities of both systems and in
respect of proper charges, if any, for the use of
facilities carrying reactive power loads. In discharging
such duties the Operating Committee shall recognize that
in the transmission and delivery of power and energy
hereunder the carrying of reactive power loads by either
Party, in harmony with sound engineering principles of
transmission operation with interconnected systems, is
subject to numerous variables contingent upon loading and
operating conditions that may exist simultaneously on
both systems. The operating procedures and schedules so
set up by the Operating Committee shall be in accord with
such principles and shall require each Party to carry
reactive power loads at such times and in such amounts as
will be equitable to both Parties.
4.03 Control of Unscheduled Power and Energy Deliveries.
The Parties shall exercise reasonable foresight in
carrying out all matters related to the providing and
operating of their respective electric power resources so
as to minimize, to the extent practicable, deviations
between actual and scheduled deliveries of electric power
and energy between their systems. The Parties shall
provide and install on their respective systems such
communication and telemetering facilities as are
essential to so minimize such deviations and, in
developing and executing operating procedures that will
enable the Parties to avoid, to the extent practicable,
deviations from scheduled deliveries, shall fully
cooperate with each other and with third parties whose
sytems are directly or indirectly interconnected with the
systems of the Parties and who of necessity, together
with the Parties, must unify their efforts cooperatively
to achieve effective and efficient interconnected
operation. The Parties recognize, however, that, despite
their best efforts to prevent it, unscheduled deliveries
of electric energy from one Party to the other may occur.
In such events, electric energy delivered hereunder shall
be settled for either by the return of equivalent energy
or by payment of the Out-of-Pocket Cost (such cost being
at the Point or Points of Interconnection set forth in
Paragraph 5.01 below, taking into account electrical
losses incurred from the source or sources of such energy
to said Point or Points) of electric energy delivered
hereunder to the supplying Party plus ten percent of such
cost. If equivalent energy is returned, it shall be
returned at times when the load conditions of the Party
receiving it are substantially equivalent to the load
conditions of such Party at the time the energy for which
it is returned was delivered or, if such Party elects to
have equivalent energy returned under different
conditions, it shall be returned in such amounts, to be
agreed upon by the Operating Committee, as will
compensate such Party for the difference in conditions.
ARTICLE 5
DELIVERY POINTS, METERING POINTS, AND METERING
5.01 Points of Interconnection.
5.01.1 Delivery Points. All electric energy
delivered under this Agreement shall be of the
character commonly known as three-phase sixty hertz
energy and shall be delivered at the established
point(s) of interconnection listed below ("Points of
Interconnection"):
The Petersburg Substation of IPL, the Sunnyside
Substation of IPL, the Five Points Substation of PSI
Energy Inc., the Centerton Substation of PSI Energy
Inc., and the Whitestown Substation of PSI Energy
Inc. .
5.01.2 Third Party Delivery Points. In addition
to the Point(s) of Interconnection, IPL and IMPA
have interconnections with several utilities, each
such utility being hereinafter referred to as a
"Third Party". The Parties shall provide in advance
to one another an information copy of each Third
Party transmission agreement(s)
5.02 Billing Based on Scheduled Transactions. As IPL and
IMPA systems are interconnected with other systems
forming a network, it is recognized that, because of the
physical and electrical characteristics of facilities
involved, a part or all the energy being transferred from
one Party to the other may flow through the Point or
Points of Interconnection between the systems of the
Parties. A part or all of the energy being transferred
between other systems in the network may flow through the
point or points of connection between the systems of the
Parties, and as a result be included in the demand and
energy meter readings at the Point or Points of
Interconnection. Therefore, all billings shall be based
on scheduled transactions or upon methods determined by
the Operating Committee which may result from development
of arrangements with other interconnected systems and
which provide a basis for accounting for the power and
energy transfers actually contracted for between the
Parties.
5.03 Metering Points. Electric power and energy supplied
under this Agreement shall be measured by suitable
metering equipment, at the voltages and metering points
specified below ("Metering Points") and at such other
points, voltages, and ownership as may be agreed upon by
the Parties in a written amendment hereto:
5.03.1 Petersburg 345kV Meters. 345 kV meters
owned by IPL at the Petersburg Substation of IPL.
5.03.2 Petersburg 138 kV Meters. 138 kV meters
owned by IPL at the Petersburg Substation of IPL.
5.03.3 Whitestown 345 kV Meters. 345 kV meters
owned by IPL at the Whitestown Substation of PSI.
Energy Inc. .
5.03.4 Five Points 138 kV Meters. 138 kV meters
owned by PSI at the Five Points Substation of PSI
Energy Inc. .
5.03.5 Centerton 138 kV Meters. 138 kV meters
owned by PSI at the Centerton Substation of PSI
Energy Inc. .
5.03.6 Sunnyside 345 kV Meters. 345 kV meters
owned by IPL at the Sunnyside Substation of IPL.
5.04 Metering Equipment. Suitable metering equipment at
the metering points provided in Paragraph 5.03 above
shall include electric meters, potential and current
transformers, and such other appurtenances as shall be
necessary to give for each direction of flow the
following quantities: a continuous automatic graphic
record of both kilowatts and kilovars; an automatic
record of the kilowatthours for each clock hour; and a
continuous integrating record of the kilowatthours.
5.05 Measurement of Electric Energy. Measurement of
electric energy under this Agreement shall be made by
standard types of electric meters installed and
maintained by the owner of the devices at the Metering
Points. The timing devices of meters shall be
synchronized as closely as practical. All meters shall
be sealed, and the seals shall be broken only when the
meters are to be tested or adjusted.
5.06 Access to Meters and Records. Authorized
Representatives (hereinafter defined) of both Parties
shall have reasonable access to the premises where their
meters are located and to the records made by the meters.
5.07 Meter Testing. The owner of the respective metering
facilities shall routinely test or have tested the above-
referenced meters and shall maintain records of meter
accuracy all in accordance with prudent utility
practices. Each Party shall have the right, at its
expense, to require that the other Party conduct a
special test of its meters as soon as practicable;
provided, that if such test shows the meter to be more
than two percent (2%) inaccurate, the Party owning the
meter shall bear the cost of such test. Representatives
of both Parties shall be notified and afforded the
opportunity to be present at all routine or special tests
and whenever any readings are taken from meters not
providing an automatic record. Both Parties shall be
provided with a schedule of routine testing dates for
metering equipment which measures transactions entered
into pursuant to this Agreement.
5.08 Adjustments Due to Inaccuracies. If any metering
equipment test discloses an inaccuracy exceeding two
percent (2%), the energy account between the Parties
shall be adjusted to correct for the inaccuracy disclosed
over the shortest of the following periods; (i) for the
six (6) month period immediately preceding the day of the
test, or (ii) for the period that such inaccuracy may be
determined to have existed, or (iii) if the last test
took place within the immediately preceding six month
period and the period of inaccuracy cannot be determined,
for the period since the last test. Should the metering
equipment fail to register, the amount of electric power
and energy delivered shall be determined from the best
available data.
5.09 Metering Limitations. Notwithstanding the metering
terms and conditions as provided in Article 5 the
Parties' rights are no greater than those terms and
conditions as provided in the various Third Party
agreements which provided those facilities not provided
by this Agreement.
ARTICLE 6
RECORDS AND STATEMENTS
6.01 Records. In addition to records of the metering
provided for in Article 5 hereof, the Parties shall keep
complete records as may be needed to substantiate a clear
history of the various deliveries of electric energy
made, and of the clock-hour integrated demands in
kilowatthours delivered, by one Party to the other. In
maintaining such records, the Parties shall effect such
segregation and allocation of demands and electric energy
delivered into classes representing the various services
and conditions as may be needed to effect settlements
under this Agreement. All such records shall be retained
by the Party keeping the records. A Party's records
shall be available at all reasonable times for inspection
by the other Party's Representative and may be copieds at
such other Party's expense.
6.02 Statements. As promptly as practicable after the
end of each calendar month, the Parties shall cause to be
prepared a statement setting forth the electric power and
energy transactions between the Parties during such month
in such detail and with such segregation as may be needed
for operating records or for settlements under this
Agreement.
ARTICLE 7
BILLINGS, PAYMENTS AND BILLING DISPUTES
7.01 Billing Period. Unless otherwise agreed upon by
the Parties, the calendar month shall be the standard
billing period for all settlements under this Agreement.
7.02 Billing Scheduled Transactions. All billing shall
be based on scheduled transactions unless otherwise
determined as provided in Paragraph 5.02 hereof.
7.03 Billing Payments. All bills for amounts owed by one
Party to the other shall be due and payable on the
fifteenth (15th) day of the month next following the
month in which the service was provided, or on the tenth
(10th) day after receipt of a bill therefor, whichever is
later. Interest on unpaid amounts shall accrue at the
annual rate of two percent (2%) above the prime
commercial lending rate established from time to time by
The Chase Manhattan Bank, N.A., New York, New York (the
"Prime Lending Rate") and is payable from the date the
bill is due to the date of payment. The term "month"
shall mean a calendar month for the purpose of
settlements under this Agreement.
7.04 Estimated Billing Factors. In order that bills may
be rendered promptly after the end of each month , it may
be necessary, from time to time, to estimate certain
factors involved in calculating the monthly billing.
Adjustments for errors in such estimates shall be
included in the bill for the month following the time
when information becomes available to make such
corrections or adjustments in the billing for the
preceding month or months.
7.05 Billing Disputes. If either Party disputes the
correctness of a bill, it will, nevertheless, pay the
undisputed portion of such bill plus a minimum of one-
half (1/2) of the disputed amount and shall submit to the
other Party a written statement detailing the items
disputed. If the Parties are unable to agree upon the
disputed items, such items shall be submitted to the
Operating Committee for decision. Should the Operating
Committee be unable to reach a decision, the matter shall
be submitted to the President of IPL and the President of
IMPA for decision. Any refund or additional payment
ordered by the Operating Committee or by the President of
IPL and the President of IMPA shall be subject to
interest computed at the Prime Lending Rate existing at
the time of the refund or additional payment plus two
percent (2%), said interest to be calculated, in the case
of a refund, from the date the amount to be refunded was
paid to the date of the refund and, in the case of an
additional amount ordered to be paid, from the original
due date to the payment date. Unresolved billing
disputes shall be resolved in accordance with Paragraph
8.07 herein.
ARTICLE 8
OPERATING COMMITTEE
8.01 Operating Committee Organization And Duties. To
coordinate the operation of the Parties' respective
generation, transmission and substation facilities in
order that the advantages to be derived under this
Agreement may be realized by the Parties hereto to the
fullest extent practicable, the Parties shall establish a
committee of authorized representatives to be known as
the Operating Committee. Each Party shall designate in
writing delivered to the other Party, the person who is
to act as its representative on the Operating Committee
and each person who may serve as alternates whenever such
representative is unable to act ("Representatives").
Each of such Representatives shall be persons familiar
with the generation, transmission and substation
facilities of the system of the Party represented, and
each shall be fully authorized (i) to cooperate with the
other Representatives and (ii) to determine and agree
from time to time, in accordance with this Agreement and
with any other relevant agreements then in effect between
the Parties, upon the following:
8.01.1 Coordination of Maintenance. All
matters pertaining to the coordination of the
maintenance of generation and transmission
facilities of the Parties.
8.01.2 Control of Operations. All matters
pertaining to the control of time, frequency, energy
flow, reactive power exchange, power factor,
voltage, and other similar matters bearing upon the
satisfactory synchronous operation of the systems of
the Parties.
8.01.3 Other Matters. Such other matters
not specified herein, with respect to which
cooperation, coordination, and agreement as to
quantity, time, method, terms and conditions are
necessary to the efficient operation of the
respective systems of the Parties, to the end that
the intent and purpose of this Agreement shall be
realized by the Parties to the fullest extent
practicable.
8.02 Operating Committee Access. For the purpose of
inspection and reading of meters, checking of pertinent
records and related matters (Subject to Paragraphs 2.01
and 19.07), the Representatives shall have the right of
access at any reasonable time to all facilities and
equipment of the Parties used or to be used in the
performance of this Agreement.
8.03 Operating Committee Expenses. Each Party shall be
responsible for the expenses of its members; provided
that any expense jointly incurred by the Operating
Committee in performing its duties shall be shared
equally by the Parties.
8.04 Operating Committee Meetings. The Operating
Committee shall meet at a time and place mutually agreed
upon by the Representatives. On request of any
Representative, a meeting shall be arranged not more than
five working days after the request unless the Party
requesting the meeting agrees to a later date.
Attendance at the meetings shall not be limited to
Representatives; however, the Parties agree to limit
attendance of non-Representatives to those who are
expected to take an active part on the agenda for a given
meeting.
8.05 Agreement Not To Be Modified by Committee. The
Operating Committee shall not have authority to modify
any of the terms or conditions of this Agreement.
8.06 Change of Representatives. Each Party shall give
prompt written notice to the other Party of any change in
designation of its primary or alternate Representative on
the Operating Committee.
8.07 Unresolved Disputes. If the Operating Committee is
unable to take action on any matter to be acted upon by
it under this Agreement because of a dispute between the
Representatives as to such matter, then the matter shall
be resolved by the following Procedure:
8.07.1 Consultation. In accordance with the
provisions of Article 8 hereinabove, the members of
the Operating Committee are authorized to consult
in connection with respect to any matter arising
under this Agreement.
8.07.2 Disagreement. If a disagreement arises
under this Agreement, pertaining to this Agreement,
such matters shall be discussed by the Operating
Committee and timely mutual agreement sought in
regard thereto. If all members of the Operating
Committee agree to the resolution of any matter,
such agreement shall be reported in writing and,
within the scope of its power set forth in Article 8
hereinabove, shall be binding upon the Parties. In
the event that all members of the Operating
Committee are unable to reach agreement within a
reasonable time on any matter being considered, the
Presidents of either of the Parties may, by written
notice to the members of the Operating Committee,
withdraw such matter from further consideration by
the Operating Committee and submit the same to the
Chief Executive Officers of the Parties for
resolution. If the Chief Executive Officers of the
Parties agree to a resolution of the matter, such
agreement shall be reported in writing to, and shall
be binding upon, the Parties; but if the Chief
Executive Officers of the Parties fail to resolve
the matter within forty five (45) days after being
submitted to them, then the matter shall proceed to
arbitration as provided in this Article 8; provided
that other dispute resolution procedures may be
utilized by the Parties before arbitration, upon
agreement of the Parties.
8.07.3 Arbitration. Disagreements which are not
resolved by the Operating Committee or the Chief
Executive Officers of the Parties as provided in
Article 8.07.02 may be settled by an Arbitration
Board, (or by such other form of dispute resolution
as agreed upon by the Parties) consisting of three
arbitrators as hereinafter provided, in accordance
with the provision of this Article 8.07.03. A Party
desiring arbitration, shall serve written notice
upon the other Party setting forth in detail the
disagreement with respect to which arbitration is
desired. Such disagreement shall be settled by
arbitration if, after receipt of such written
notice, each of the Parties shall agree in writing
that such disagreement shall be so settled. Within
a period of fifteen (15) days from the date of such
agreement to settle such disagreement by
arbitration, each Party shall select one arbitrator
and the chosen arbitrators shall pick the third
arbitrator.
The arbitration proceedings shall be conducted in
Indianapolis, Indiana unless otherwise mutually
agreed. The Arbitration Board shall afford adequate
opportunity to each of the Parties to present
information with respect to the disagreement
submitted to arbitration and may request further
information from the Parties. Except as provided in
the preceding sentence, the Parties may, by mutual
agreement, specify the rules which are to govern any
proceeding before the Arbitration Board and limit
the matters to be considered by the Arbitration
Board, in which event the Arbitration Board shall be
governed by the terms and conditions of such
agreement. In the absence of any such agreement
respecting the rules which are to govern any
proceeding, the then current rules of the American
Arbitration Association for the conduct of
commercial arbitration shall govern the proceedings
unless in conflict with Indiana Law, which shall
control.
Procedural matters pertaining to the conduct of the
arbitration and the award of the Arbitration Board
shall be made upon a determination of a majority of
the arbitrators. The Parties shall, however, be
entitled to all discovery provided for by the
Indiana Rules of Civil Procedure. The findings and
award of the Arbitration Board, so made upon a
determination of a majority of the arbitrators,
shall be final and conclusive with respect to the
disagreement submitted for arbitration and shall be
binding upon the Parties, except as otherwise
provided by law. Each Party shall pay the fee and
expenses of the arbitrator selected by it, together
with the costs and expenses incurred by it in the
preparation of its case to the arbitrators and the
Parties shall split the costs of the third
arbitrator equally. Judgment upon the award may be
entered in any court having jurisdiction. In the
event the Parties do not agree to arbitrate, each
shall have the right to take appropriate judicial
action.
8.08 Unanimous Action. All actions taken by said
Operating Committee must be by unanimous vote or consent
of all Operating Committee Representatives.
ARTICLE 9
CONTINUITY AND SUSPENSION OF SERVICE,
RELATIVE RESPONSIBILITIES
9.01 Continuity and Suspension of Service. Each Party
shall exercise reasonable care and foresight to maintain
continuity of service as provided in this Agreement, but
neither Party shall be considered in Default (hereinafter
defined) in respect of any obligation hereunder if
prevented from fulfilling such obligation by reason of
Force Majeure as defined in Article 11 below. In no
event shall either Party be liable to the other Party for
loss or damage arising from failure, interruption or
suspension of service. Each Party reserves the right to
suspend service without liability at such times and for
such periods and in such manner as it deems advisable,
including, without limitation, suspensions for the
purpose of making necessary adjustments to, changes in,
or repairs on, its facilities, and suspensions in cases
where, in its sole opinion, the continuance of service to
the other Party would endanger person or property. Both
Parties shall use their best efforts to provide each
other with reasonable notice in the event of suspension
of service.
9.02 Relative Responsibilities. Each Party assumes all
responsibility for receipt and delivery of electricity on
its system to and from its Points of Interconnection.
Neither Party assumes any responsibility with respect to
the construction, installation, maintenance or operation
of the system of the other Party or of the systems of
Third Parties, in whole or in part. Neither Party shall,
in any event, be liable for damage or injury to any
person or property, whatsoever, arising, accruing or
resulting from, in any manner, the receiving,
transmission, control, use, application or distribution
by the other Party of said electricity. Each Party shall
use reasonable diligence to maintain its facilities in
proper and serviceable condition, and shall take
reasonable steps and precautions for maintaining the
services agreed to be provided and received under this
Agreement.
ARTICLE 10
TERM OF AGREEMENT
10.01 Effective Date. The effective date of this
Agreement (the "Effective Date") shall be the date as of
which all conditions precedent set forth in Article 13
hereinbelow have been satisfied. Such Effective Date
shall be specified in a writing executed by both Parties.
The Parties agree to use their best efforts to support
and cooperate with each other to satisfy said conditions
precedent.
10.02 Term. The term of this Agreement and of the
annexed Service Schedules shall begin on the Effective
Date and continue through December 31, 2010 ("Initial
Term"). The Agreement and Service Schedules shall
continue in effect for successive terms of three(3) years
each until terminated pursuant to notice given by either
Party to the other or otherwise terminated under
Paragraphs 12.02, 13.01, 18.01 or 19.03 hereof. Any
notice of termination given hereunder shall be given in
writing, at least two (2) years prior to the end of the
Initial Term or any successive term, and may be delivered
at any time after the Effective Date of this Agreement;
provided, that this Agreement shall not be deemed to have
terminated until all prior commitments for sales or
purchases of power and energy under this Agreement have
been fullfilled and all payments therefor have been made.
ARTICLE 11
FORCE MAJEURE
11.01 Force Majeure. The term "Force Majeure" shall
mean any cause beyond the control of the Party invoking
the Force Majeure which by the exercise of ordinary care
could not have been prevented by that Party, including,
but not limited to, failure or threat of failure of
facilities, equipment or fuel supply, ice, act of God,
flood, earthquake, storm, fire, lightning, explosion,
epidemic, war, civil war, invasion, insurrection,
military or usurped power, act of the public enemy, riot,
civil disturbance or disobedience, strike, lockout, work
stoppage, other industrial disturbance or dispute, labor
or material shortage, national emergency, sabotage,
failure of contractors or suppliers of materials,
inability to obtain or ship materials or equipment
because of the effect of similar causes on suppliers or
carriers, restraint by court order or other public
authority or governmental agency, or action or non-action
by, or failure to obtain the necessary authorizations or
approvals from, or obtaining of the necessary
authorizations or approvals only subject to unreasonable
restrictions from, any governmental agency or authority,
which by the exercise of due diligence such Party could
not reasonably have been expected to avoid. Nothing
contained herein shall be construed to require a Party to
settle any strike, lockout, work stoppage or other
industrial disturbance or dispute in which it may be
involved or to take an appeal from any judicial,
regulatory or administrative action. Any Party rendered
unable to fulfill any of its obligations under this
Agreement by reasons of Force Majeure shall exercise due
diligence to remove such inability with all reasonable
dispatch. In the event either Party is unable, in whole
or in part, to perform any of its obligations by reasons
of Force Majeure, obligations of the Party relying
thereon, insofar as such obligations are affected by such
Force Majeure, shall be suspended during the continuance
thereof but no longer. The Party invoking the Force
Majeure shall specifically state the full particulars of
the Force Majeure and the time and date when the Force
Majeure occurred. Notices given by telephone under the
provisions of this Article shall be confirmed in writing
as soon as reasonably possible. When the Force Majeure
ceases, the Party relying thereon shall give immediate
notice thereof to the other Party. This Agreement shall
not be terminated by reason of Force Majeure but shall
remain in full force and effect.
ARTICLE 12
DEFAULT
12.01 Default Defined. As used herein, "Default"
shall mean the failure of a Party to make any payment or
perform any obligation at the time and in the manner
required by this Agreement, except where such failure to
discharge obligations (other than the payment of money)
is the result of Force Majeure. Failure to make any
payment in the time and manner required by this Agreement
shall not be excused as a Default by payment of late
charges except with respect to a Default cured in
accordance with the provisions in Paragraph 12.02 below.
It shall not be a default for a Party to make a partial
payment pursuant to invoking the billing dispute
procedures in Paragraph 7.05.
12.02. Remedies for Default. Upon failure of a Party
to make a payment or perform an obligation required
hereunder, the other Party shall give written notice of
Default to the Defaulting Party. The Defaulting Party
shall have thirty (30) days within which to cure the
Default. If a Default is not cured within such period,
the Party not in Default, at its option, may, in addition
to all other rights and remedies available at law, in
equity or under any other provision of this Agreement:
(i) give notice to the Defaulting Party of its intention
to cure the Default and to take such steps as such Party
deems necessary to cure the Default, or (ii) provide
written notice of termination. The Defaulting Party
shall, in any event, pay to the other Party the total of
all additional costs reasonably incurred by the Party as
a result of such Default and/or the curing of such
Default, including reasonable attorneys' fees, money
reasonably paid to others, the reasonable equivalent in
money for services or property obtained, and any other
costs reasonably incurred by such non-Defaulting Party in
attempting to remedy such Default, together with interest
on the total of such costs at the per annum rate of two
(2) percent above the Prime Lending Rate. This provision
is not intended as a liquidated damages provision or to
limit liability in any way, and the Party not in Default
may also maintain such other actions for damages as may
be provided by law, in equity or under this Agreement.
ARTICLE 13
CONDITIONS PRECEDENT TO EFFECTIVENESS
OF AGREEMENT AND AMENDMENTS
13.01 Conditions Precedent. The effective Date of
this Agreement is conditional upon the approval or
acceptance of this Agreement by the FERC and any other
regulatory authority or other governmental agency having
jurisdiction. If any of the terms and conditions of this
Agreement are altered or made impossible of performance
by order, rule, or regulation of any such regulatory
agency and , as a result, the Parties are unable to agree
upon a modification of such terms and conditions that
will satisfy such order, rule, or regulation, then
neither Party shall be liable to the other Party for
failure thereafter to comply with such terms and
conditions; provided, that if either Party deems that the
loss of benefits to be derived from this Agreement are
unduly burdensome, then this Agreement may be terminated
forthwith upon 30 days advance notice.
13.02 Cooperation with the FERC (Federal Energy
Regulatory Commission) Filing. Both Parties recognize
and agree that this Agreement must be filed with the FERC
by IPL, and both Parties agree to cooperate with IPL's
request for acceptance for filing of this Agreement
without suspension by the FERC. In this connection, both
Parties agree that each of them will execute any and all
documents, duly authorize all officers or agents as
necessary, and do all other things necessary and
appropriate to secure acceptance for filing of this
Agreement, including the terms and conditions and the
initial rates and charges hereof, by the FERC without
suspension, or change or modification in the terms
hereof.
13.03 Cooperation with IURC (Indiana Utility
Regulatory Commission) Filing. Both Parties recognize
and agree that this Agreement must be filed with the IURC
by IMPA, and both Parties agree to cooperate with IMPA's
request for acceptance for filing of this Agreement
without suspension by the IURC. In this connection, both
Parties agree that each of them will execute any and all
documents, duly authorize all officers or agents as
necessary, and do all other things necessary and
appropriate to secure acceptance for filing of this
Agreement, including the terms and conditions and the
initial rates and charges hereof, by the IURC without
suspension, or change or modification in the terms
hereof.
13.04 Amendments. Except as otherwise provided in
Article 19.02 below or in the provisions of the Service
Schedules, this Agreement may be amended only by mutual
agreement of the Parties, which amendment shall be in
writing and shall become effective upon satisfaction of
the Conditions Precedent in Article 13 applicable
thereto.
ARTICLE 14
INDEMNIFICATION AND LIMITATION OF LIABILITY
14.01 Limitation of Liability. In no event shall one
Party be liable to the other Party for any indirect,
special, incidental or consequential damages with respect
to any claim arising out of this Agreement.
14.02 Indemnification Clause. Each Party shall
indemnify, defend and hold harmless the other Party from
and against any liability, loss, cost, damage and expense
because of injury or damage to persons or property
resulting from, or arising out of the use of its own
facilities (including the Joint Transmission System) or
the production or flow of electric energy by and through
its own facilities (including the Joint Transmission
System), except when such injury or damage is due to the
sole negligence of the other Party. In addition, each
Party shall hold the other Party harmless for any taxes,
licenses, permits, fees, penalties, or fines assessed
against one Party upon any of the property of such Party
(including the Joint Transmission System) located on the
premises of the other Party.
14.03 Environmental Compliance. Each Party shall be
responsible for its own compliance with all applicable
environmental regulations, and each Party shall hold the
other Party harmless from any liability, loss, cost or
expense arising out of, and shall bear all costs arising
from, its failure to comply with such environmental
regulations.
ARTICLE 15
TAXES
15.01 Compensation For Taxes. If at any time during
the term of this Agreement there should be levied or
assessed against either of the Parties any direct taxes
by any taxing authority on the power and/or energy
generated, purchased, sold, transmitted, interchanged, or
exchanged under this Agreement, which taxes are in
addition to or different from the forms of direct taxes
being levied or assessed on the date of this Agreement
and such direct taxes results in increasing the cost to
either or both Parties of carrying out the provisions of
this Agreement, then the rates and charges for such power
and/or energy furnished hereunder shall be increased
automatically to the extent necessary to make adequate
and equitable allowance for such taxes.
ARTICLE 16
WAIVERS
16.01 Waiver Rights. Any waiver by either Party of
its rights under this Agreement, shall not be deemed a
waiver with respect to any rights that subsequently
accrue. Any delay, less than the statutory period of
limitations, in asserting or enforcing any rights under
this Agreement, shall not be deemed a waiver of such
rights.
ARTICLE 17
INSURANCE
17.01 Insurance Responsibilities. Each Party shall
be responsible for the procurement and maintenance of its
own property, casualty and third-party liability
insurance to adequately protect its personnel and
property and to cover its liabilities and
responsibilities under this Agreement.
ARTICLE 18
ASSIGNMENT
18.01 Assignment of Agreement. This Agreement shall
inure to the benefit of, and be binding upon, the
respective successors and assigns of the Parties and,
insofar as permitted by law, on any trustee appointed for
a Party under the United States Bankruptcy Code; and this
Agreement may not be assigned by either Party, without
the written consent of the other Party, which consent
shall not be unreasonably withheld. In the event either
Party is liquidated or dissolved as a corporation or
otherwise terminates its business operations, this
Agreement shall become null and void and all obligations
under this Agreement and the Service Schedules, except
financial obligations incurred prior to the receipt of
notice of such event, shall cease upon the date of such
notice.
ARTICLE 19
MISCELLANEOUS
19.01 Prudent Utility Practices. The Parties shall
discharge all obligations under this Agreement in
accordance with prudent utility practices.
19.02 Change in Rates. Nothing herein shall be
construed as affecting, in any way, the right of IMPA or
IPL to unilaterally make a change in its rates or charges
applicable to the furnishing of service by IMPA or IPL
under this Agreement, under Section 205 of the Federal
Power Act and pursuant to the FERC's Rules and
Regulations promulgated thereunder, or under Indiana Code
8-1-2.2-1 et seq. pursuant to the IURC's Rules and
Regulations as respectively applicable to the Parties;
provided, that either Party may intervene and fully
participate in any such proceeding instituted by the
other Party pursuant to this paragraph in the manner and
to the extent permitted by the FERC or the IURC, as
respectively applicable.
19.03 No Partnerships; Tax Matters. Notwithstanding
any provision of this Agreement to the contrary, the
Parties do not intend to create hereby any joint venture,
partnership, association taxable as a corporation, or
other entity for the conduct of any business for profit,
and any construction of this Agreement to the contrary
which has an adverse tax effect on either Party shall
render this Agreement null and void from its inception.
19.04 Survivorship Of Certain Obligations.
Notwithstanding Paragraph 19.03 above, the termination or
voidance of this Agreement shall not discharge any Party
from any obligation it owes to the other Party under this
Agreement by reason of any transaction, loss, cost,
damage, expense or liability which shall have occurred or
arisen after the Effective Date of this Agreement, but
prior to such termination or voidance. It is the intent
of the Parties that should this Agreement be terminated
or voided under Paragraph 19.03 above or any other
paragraph hereof , the satisfaction of any such
obligation and the provisions for indemnification and
limited liability of Article 14 above shall constitute a
separate agreement between the Parties that is severable
from this Agreement and, as such, shall remain in full
force and effect for actions that occurred prior to the
notice of termination or voidance of this Agreement.
19.05 Computation of Time. In computing any period
of time prescribed or allowed by this Agreement, the day
of the act, event, or default from which the designated
period of time begins to run shall be excluded but the
last day of such period shall be included, unless it is a
Saturday, Sunday, or legal holiday, in which event the
period shall run until the end of the next business day
which is not a Saturday, Sunday, or legal holiday.
19.06 Paragraph Headings Not to Affect Meaning. The
descriptive headings of the Articles and paragraphs of
this Agreement have been inserted for convenience only
and shall not modify or restrict any of the terms and
provisions thereof.
19.07 IMPA's Rights under the Joint Transmission
System Agreement. IMPA through its rights in the Joint
Transmission System, shall be responsible for taking all
steps to pursue in good faith, its rights under the Joint
Transmission System Agreement, to satisfy IMPA's
responsibilities under this Agreement.
ARTICLE 20
NOTICES
20.01 Notices Relating to Provisions of this
Agreement. Any notice, demand or request made by a Party
to the other Party pursuant to any provision of this
Agreement shall be made in writing and shall be delivered
in person, by registered or certified mail to the named
officer of the Party at the address listed below;
provided, that either Party may, from time to time,
change such designated officer or the address thereof by
giving written notice of such change to the other Party.
TO IPL:
President
Indianapolis Power & Light Company
P. O. Box 1595
Indianapolis, Indiana 46206-1595
TO IMPA:
President
Indiana Municipal Power Agency
11610 North College Avenue
Carmel, Indiana 46032
20.02 Notices Of An Operating Nature. Any notice,
request or demand pertaining to matters of an operating
nature may be served in person or by United States mail,
messenger, telephone, or FAX as circumstances dictate, to
a Representative; provided, that should the same not be
written, confirmation thereof shall be made in writing as
soon as practicable thereafter, upon request of the Party
being served.
ARTICLE 21
GOVERNING LAW AND CONSTRUCTION OF AGREEMENT
21.01 This Agreement shall be governed by and
construed according to the laws of the State of Indiana.
ARTICLE 22
ENTIRE AGREEMENT CONTAINED HEREIN
22.01 This is the entire agreement between the
Parties and no oral or other written representations
shall have the affect of amending or modifying this
Agreement.
IN WITNESS WHEREOF, the Parties have caused this
Agreement to be executed by their respective duly
authorized officers and their respective corporate seals
to be hereunto affixed as of the date first above
written.
INDIANAPOLIS POWER & LIGHT COMPANY
By /s/ Ramon L. Humke
Ramon L. Humke
President and Chief Operating Officer
ATTEST:
By /s/Marcus E. Woods
Marcus E. Woods, Vice President,
Secretary and General Counsel
INDIANA MUNICIPAL POWER AGENCY
By /s/ Raj G. Rao
President
ATTEST:
By /s/ Robert J. Clifford
Robert J. Clifford
Vice President and Assistant Secretary
SERVICE SCHEDULE A
EMERGENCY SERVICE
Under Interconnection Agreement dated August 19, 1994
between Indianapolis Power & Light Company and Indiana
Municipal Power Agency (the "Agreement").
SECTION 1 - DEFINITIONS
1.1 The meaning of the terms used herein shall be the
same as those used in this Agreement.
SECTION 2 - DURATION
2.1 This Service Schedule shall become effective as of
the Effective Date of this Agreement and shall continue
in effect throughout the duration of this Agreement.
SECTION 3 - SERVICES TO BE RENDERED
3.1 Conditional Service. Subject to the provisions of
Subsection 3.2 of this Section 3, in the event of a
breakdown or other emergency in or on the system of
either Party involving either sources of power or
transmission facilities, or both, impairing or
jeopardizing the ability of the Party suffering the
emergency to meet the loads of its system, the other
Party shall deliver to such Party electric energy that it
is requested to deliver; provided, however, that neither
Party shall be obligated to deliver such energy which, in
its sole judgment, it cannot deliver without interposing
a hazard to or economic burden upon its operations or
without impairing or jeopardizing the other load
requirements of its system and provided further, that
neither Party shall be obligated to deliver electric
energy to the other for a period in excess of forty-eight
(48) consecutive hours during any single emergency.
3.2 Non-performance. The Parties recognize that the
delivery of electric energy as provided in Subsection 3.1
of this Section 3 is subject to two conditions which may
preclude the delivery of such energy as so provided: (a)
the Party requested to deliver electric energy may be
suffering an emergency in or on its own system as
described in said Subsection 3.1, or (b) the system of a
Party may be delivering electric energy, under a mutual
emergency interchange agreement, to the system of another
interconnected company which is suffering an emergency in
or on its system. Under conditions as cited under (a)
above, neither Party shall be considered to be in default
hereunder if it is unable to comply with the provisions
of said Subsection 3.1. Under conditions as cited under
(b) above, neither Party shall be considered to be in
default hereunder if it is unable to comply with the
provisions of said Subsection 3.1; provided, however,
that such Party shall make every effort consistent with
the terms of its contract with said other interconnected
company to make the electric energy as provided in
Subsection 3.1 available to the other Party hereto as
soon as possible.
3.3 Reserve Generating Capacity Review. If at any time the
record over a reasonable prior period shows clearly that either
of the Parties has failed to deliver energy in accordance with
and subject to the provisions of Subsection 3.1, either Party by
written notice given to the other Party, may call for a joint
study by the Parties of the reserve generating capacity in and
provided for their respective systems and of their respective
transmission facilities affecting the supply and delivery of
power and energy under this Agreement. It shall be the purpose
of such study to determine the adequacy or inadequacy of reserve
generating capacity and transmission facilities being provided to
meet the requirements of the Parties' respective systems,
reflecting obligations under this Agreement, and, if inadequate,
the extent of the burden that one Party may be placing upon the
other Party. If it should be found that one Party is placing an
unreasonable burden upon the other, the Party causing such burden
shall take such measures as are necessary to remove the burden
from the other Party, or the Parties shall enter into such
arrangements as shall provide for equitable compensation to the
Party being burdened.
SECTION 4 - COMPENSATION
4.1 When IPL is the Supplying Party:
4.11 Emergency Energy delivered that is generated by IPL
shall be settled for, at the option of IPL, either by the
return of equivalent energy at a mutually acceptable time
upon request of IPL or by payment of the greater of (a) 110%
of the Out-Of-Pocket Cost (such cost being as of the
delivery point or points, as referred to in Article 5.0 of
this Agreement, taking into account electrical losses
incurred from the source or sources of such energy to the
delivery point or points) of supplying such energy, or (b)
$0.10 per kilowatt-hour.
4.12 Emergency Energy delivered that is purchased by IPL
from a third party shall be settled for by payment of an
energy charge of 100% of the Out-Of-Pocket Cost paid
therefor by IPL, plus an amount to be agreed upon by the
Parties at the time of the transactions of up to 4.6 mills
per kilowatt-hour (consisting of up to 3.6 mills per
kilowatt-hour for bulk transmission charge plus 1 mill per
kilowatt-hour for difficult to quantify energy-related
costs), plus any transmission losses resulting on IPL's
system on account of the transaction, and plus any taxes
incurred by IPL on account of the transaction.
4.2 When IMPA is the Supplying Party:
4.21 Emergency Energy delivered that is generated by IMPA
shall be settled for, at the option of IMPA, either by the
return of equivalent energy at a mutually acceptable time
upon request of IMPA or by payment of the great of (a) 110%
of the Out-Of-Pocket Cost (such cost being as of the
delivery point or points, as referred to in Article 5.0 of
this Agreement, taking into account electrical losses
incurred from the source or sources of such energy to the
delivery point or points) of supplying such energy, or (b)
$0.10 per kilowatt-hour.
4.22 Emergency Energy delivered that is purchased by IMPA
from a third party shall be settled for by payment of an
energy charge of 100% of the Out-Of-Pocket Cost paid
therefor by IMPA, plus an amount to be agreed upon by the
Parties at the time of the transactions of up to 4.5 mills
per kilowatt-hour (consisting of up to 3.5 mills per
kilowatt-hour for bulk transmission charge plus 1 mill per
kilowatt-hour for difficult to quantify energy-related
costs), plus any transmission losses resulting on IMPA's
system on account of the transaction, and plus any taxes
incurred by IMPA on account of the transaction.
4.3 If the option of returning electric energy under Subsection
4.11 or 4.21 is exercised, then it shall be returned at times
when the load conditions of the Party receiving it are equivalent
to the load conditions of such Party at the time the energy for
which it is returned was delivered or, if such Party elects to
have equivalent energy returned under different conditions, it
shall be returned in such amounts, to be agreed upon by the
Operating Committee under this Agreement, as will compensate
either Party for the difference in conditions.
MODIFICATION NO. 1
TO THE
INTERCONNECTION AGREEMENT
BETWEEN
INDIANAPOLIS POWER & LIGHT COMPANY
AND
INDIANA MUNICIPAL POWER AGENCY
THIS AMENDMENT made and entered into as of the 1st day of
January, 1995 by Indianapolis Power & Light Company ("IPL"),
being an Amendment to the Interconnection Agreement between
Indiana Municipal Power Agency ("Buyer") and IPL dated August 19,
1994 (the "Agreement").
WITNESSETH:
WHEREAS, IPL and Indiana Municipal Power Agency entered into the
Agreement on August 19, 1994;
WHEREAS, the Agreement provides for the sale of power and energy
by IPL under Service Schedules described as:
Service Schedule A Emergency Service
Service Schedule C Interchange Energy
Service Schedule D Short Term Power
Service Schedule E Limited Term Power
WHEREAS, the Agreement provides for the recovery of
incremental costs or "out-of-pocket" costs occasioned by
the sale by IPL of electric energy;
WHEREAS, IPL has implemented its Emissions Constrained
Dispatch Plan, attached hereto;
WHEREAS, the rates for Emergency Service, Interchange
Energy, Short Term Power and Energy, and Limited Term
Power, do not expressly include the cost of replacing
sulfur dioxide ("SO2") emission allowances expended in
order to provide such energy in compliance with Federal
laws governing SO2 emission;
WHEREAS, IPL desires to amend the Agreement to clarify
recovery of out-of-pocket costs occasioned by the sale of
said energy as including the recovery of the incremental
cost of SO2 emission allowances;
NOW, THEREFORE, in consideration of the premises and the
terms and conditions set forth herein; IPL desires to
amend the Agreement as follows:
Section 1. Compensation for SO2 Emission Allowances.
The Buyer shall compensate IPL for the consumption of
Sulfur Dioxide Emissions Allowances ("SO2 Allowances")
directly attributed to electric energy sales by IPL to
Buyer under the Service Schedules. Such compensation
shall, at Buyer's option, be made by either supplying IPL
with the number of SO2 Allowances directly attributed to
such energy sales, or by reimbursing IPL for the
incremental cost of such number of SO2 Allowances,
rounded to the nearest whole SO2 Allowance.
If Buyer opts to reimburse IPL in cash for SO2 Allowances
associated with Buyer's energy purchases for the month,
the cash amount due at billing will be determined by
multiplying the number of SO2 Allowances attributed to
the sale by the incremental cost of the SO2 Allowances,
as determined in Section 2.2, at the time of the sale.
If Buyer opts to reimburse IPL in SO2 Allowances, Buyer
will record or transfer to IPL's account, the number of
SO2 Allowances calculated below, at the time cash
settlement for the energy is due. In all cases, Buyer
will transfer to IPL's account the number of SO2
Allowances due IPL for calendar year no later than
January 15 of the following year. "Transfer to IPL's
account" shall mean, for purposes of the Amendment, the
transfer by the USEPA of the requisite number of SO2
Allowances to IPL's Allowance Tracking System account and
the receipt by IPL of the Allowance Transfer
Confirmation.
Section 2. Determination of SO2 Emission Allowances
Due IPL.
Section 2.1. Number of SO2 Allowances
The number of SO2 Allowances directly attributed to
an energy sale made by IPL shall be determined for
each hour, by determining the contribution from each
of the unit(s) from which the energy sale is being
made for that hour. For each unit, the emission
rate in pounds of SO2 per million Btu will be
determined each month, from fuel sulfur content,
control equipment performance, and continuous
emissions monitoring data. The emission rate and
the unit heat rate will be used to determine the SO2
Allowances used per megawatt-hour ("MWH"). The
energy from each unit attributable to the sale, and
the SO2 Allowances per MWH for each unit, will be
used to determine the number of SO2 Allowances
attributable to the sale.
Section 2.2 . Cost of SO2 Allowances
The incremental SO2 Allowance cost used to determine
economic dispatch of IPL's generating units in any
month, will also be the basis used to determine
compensation for IPL's energy sales. The
incremental SO2 Allowances cost, in dollars per ton
of SO2, shall be determined each month and will be
based on the Cantor Fitzgerald offer price for SO2
Allowances, or if such is not available, then
another nationally recognized SO2 Allowance trading
market price or market price index, at the beginning
of the month. The SO2 Allowance value may be
changed at any time during the month to reflect the
more current incremental cost, or market price, for
SO2 Allowances. Buyer will be notified of the new
SO2 Allowance value prior to dispatch of IPL energy
to Buyer.
Section 3. Effective Date.
This Amendment to the Agreement shall be made effective
as of January 1, 1995.
IN WITNESS WHEREOF, IPL has caused the foregoing
Amendment to be signed by its duly authorized officer,
effective as of the date set forth above.
INDIANAPOLIS POWER & LIGHT COMPANY
By: /s/ John C. Berlier, Jr.
John C. Berlier, Jr.
Vice President
Resource Planning and Rates
MODIFICATION NO. 2
TO THE
INTERCONNECTION AGREEMENT
BETWEEN
INDIANAPOLIS POWER & LIGHT COMPANY
AND
INDIANA MUNICIPAL POWER AGENCY
Effective as of
MODIFICATION NO. 2
TO THE
INTERCONNECTION AGREEMENT
BETWEEN
INDIANAPOLIS POWER & LIGHT COMPANY
AND
INDIANA MUNICIPAL POWER AGENCY
Pursuant to Order No. 888, Indianapolis Power &
Light Company (IPL) restates the rates for service
provided by IPL under the Interconnection Agreement as
the following:
1) The Interconnection Agreement provides for IPL sales
of capacity and energy under service schedules described
as:
Service Schedule A - Emergency Service
Service Schedule B - Interchange Energy
Service Schedule C - Short Term Power
Service Schedule D - Limited Term Power
2) The wholesale generation component of the rate
applicable to service under these Service Schedules shall
be the bundled rate minus the transmission and ancillary
service rates provided in Section 3 of this Modification.
Where the Service Schedules provide for compensation
to IPL in the form of equivalent energy, such return of
equivalent energy shall be made of the generation
component, with the transmission and ancillary services
related to such return of equivalent energy arranged
pursuant to and assessed as provided in Section 3 of this
Modification.
3) Transmission and ancillary services necessary to
effectuate sales under the Interconnection Agreement
shall be arranged by IPL under and subject to the rates,
terms, and conditions of IPL's Open Access Transmission
Tariff. The rates for point-to-point transmission
service and the two ancillary services necessary to
effectuate sales under the Interconnection Agreement are
provided below. IPL will provide either Short-Term Firm
Point-to-Point or Non-Firm Point-to-Point transmission
service and ancillary services for Scheduling, System
Control and Dispatch Service (Scheduling Service), and
Reactive Supply and Voltage Control from Generation
Sources Service (Reactive Supply Service). IPL will not
provide Regulation and Frequency Response Service, Energy
Imbalance Service, Operating Reserve-Spinning Reserve
Service, or Operating Reserve-Supplemental Reserve
Service in connection with the sales under the
Interconnection Agreement, and there will be no charge
for such services in connection with the sales under the
Interconnection Agreement.
The rates for both Short-Term Firm and Non-Firm
Point-to-Point Service are: $ 930.00/MW of reserved
capacity for monthly service, $215.00/MW of reserved
capacity for weekly service, $43.00/MW of reserved
capacity for on-peak daily service, and $30.70/MW of
reserved capacity for off-peak daily service, with the
daily service capacity charges capped at the weekly
rates. Non-Firm Point-to-Point service is available on
an hourly basis at $2.69/MW for on-peak hours and
$1.28/MWH for off-peak hours with the maximum hourly
charges capped at the daily rates.
For Scheduling Service, the monthly rate is
$10.00/MW of reservation, the weekly rate is $3.00/MW,
the daily rate is $0.60/MW, and the hourly rate is
$0.04/MWH. The sum of the hourly charges is capped at
the daily rate, the sum of the daily charges is capped at
the weekly rate, and the sum of the weekly charges is
capped at the monthly rate.
For Reactive Supply Service, the monthly rate is
$110.00/MW of reservation, the weekly rate is $25.00/MW,
the daily rate is $5.00/MW, and the hourly rate is
$0.31/MWH. The sum of the hourly charges is capped at
the daily rate, the sum of the daily charges is capped at
the weekly rate, and the sum of the weekly charges is
capped at the monthly rate.
If transmission and ancillary services are obtained
by Indiana Municipal Power Agency under Indianapolis
Power & Light Company's Open Access Transmission Tariff,
there will be no charge related to transmission and
ancillary service assessed under the Interconnection
Agreement. A service agreement under Indianapolis Power
& Light Company's Open Access Transmission Tariff is on
file as of the effective date of this Modification No. 2
to govern transmission service to Indiana Municipal Power
Agency for power sales, and charges for transmission and
ancillary services for any power sale will be assessed to
Indiana Municipal Power Agency under the Open Access
Transmission Tariff.
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