SECOND AMENDMENT TO THE JOINT DISPATCH AGREEMENT Between UNION ELECTRIC COMPANY, CENTRAL ILLINOIS PUBLIC SERVICE COMPANY AND AMEREN ENERGY GENERATING COMPANY
Exhibit
10.1
Ameren Operating Companies
First Revised Rate Schedule FERC No. 7
SECOND
AMENDMENT TO THE
JOINT
DISPATCH
AGREEMENT
Between
UNION
ELECTRIC COMPANY,
CENTRAL
ILLINOIS PUBLIC SERVICE COMPANY
AND
AMEREN
ENERGY GENERATING COMPANY
Issued
by: ▇. ▇▇▇▇ ▇▇▇▇▇▇, Senior Vice President
Union
Electric Co. d/b/a AmerenUE
Issued
on: January 9, 2006
Effective:
January 10, 2006
Ameren
Operating Companies
First
Revised Rate Schedule FERC No. 7
Original
Sheet No. 1
SECOND
AMENDMENT TO THE
JOINT
DISPATCH
AGREEMENT
Between
UNION
ELECTRIC COMPANY,
CENTRAL
ILLINOIS PUBLIC SERVICE COMPANY
AND
AMEREN
ENERGY GENERATING COMPANY
THIS
AGREEMENT is made and entered into this 9th day of January, 2006 by and between
UNION ELECTRIC COMPANY ("UE") a Missouri corporation, CENTRAL ILLINOIS PUBLIC
SERVICE COMPANY ("CIPS") an Illinois corporation, and AMEREN ENERGY GENERATING
COMPANY (“GENCO”), an Illinois corporation, referred to collectively as
"Parties" and singularly as "Party," all of whose common stock is wholly owned
by Ameren Corporation, hereinafter called "Parent", a Missouri
corporation.
WITNESSETH:
WHEREAS,
UE and CIPS previously entered into a Joint Dispatch Agreement, dated December
18, 1995; and
WHEREAS,
as of December 18, 1995, UE and CIPS were the owners and operators of electric
generation, transmission and distribution facilities and were engaged in the
business of generating, transmitting, distributing and selling electric energy
to the general public, electric utilities, municipalities and cooperatives;
and
Issued
by: ▇. ▇▇▇▇ ▇▇▇▇▇▇, Senior Vice President
Union
Electric Co. d/b/a AmerenUE
Issued
on: January 9, 2006
Effective:
January 10, 2006
Ameren
Operating Companies
First
Revised Rate Schedule FERC No. 7
Original
Sheet No. 2
WHEREAS,
to maximize efficiency, UE and CIPS operate as an integrated control area,
and
economically commit and dispatch the combined Generating Resources, and
economically utilize power and energy available to the Combined System to
transact with other utilities and wholesale entities in order to operate the
Combined System in a reliable, efficient, and economic manner; and
WHEREAS,
CIPS has transferred all of its generating assets to Genco, and amended the
Joint Dispatch Agreement as of May 1, 2000 to reflect this change;
and
WHEREAS,
UE, CIPS, and Genco now desire to amend the Joint Dispatch Agreement a second
time in order to change the allocation of the profits from Off-System Sales,
as
described in Service Schedule B, from one based on Net Output as previously
defined to one based on Net Output, as that term is re-defined
herein.
NOW,
THEREFORE, in consideration of the covenants and premises herein set forth,
the
Parties mutually agree as follows:
ARTICLE I
DEFINITIONS
For
the
purpose of this agreement, and the Appendices and Service Schedules which are
a
part hereof, the following definitions shall apply:
1.01 After-the-Fact
Resource Allocation
shall
mean a methodology used to assign the Combined System's Generating Resources
and
Off-System Power Purchases to each Party's Load Requirements and to the Combined
System's Off-System Sales. After-the-Fact Resource Allocation shall be run
for
each calendar day after the calendar day has transpired.
Issued
by: ▇. ▇▇▇▇ ▇▇▇▇▇▇, Senior Vice President
Union
Electric Co. d/b/a AmerenUE
Issued
on: January 9, 2006
Effective:
January 10, 2006
Ameren
Operating Companies
First
Revised Rate Schedule FERC No. 7
Original
Sheet No. 3
1.02 Agent
shall
mean the entity designated to perform certain administrative and coordination
functions for the Parties.
1.03 Agreement
shall
mean this Joint Dispatch Agreement together with all Appendices and Service
Schedules applying thereto and any amendments made hereafter.
1.04 Combined
System
shall
mean the combined Generating Resources and transmission facilities of the
Parties.
1.05 Control
Area
shall
mean the electric system of UE and CIPS as bounded by interconnection (tie
line)
metering and telemetry, such that the Generating Resources are controlled
directly to maintain the interchange schedule with other control areas and
to
contribute to frequency regulation of the interconnected system.
1.06 Electric
Utility
shall
mean any entity engaged in the purchase and wholesale sale of electric
energy.
1.07 Generating
Resources
shall
mean all power generating facilities owned by a Party available to meet the
capacity and energy needs of the Parties. A list of the generating facilities
and the owning Party for each facility is included in
Appendix 1.
1.08
Generating
Parties shall mean those Parties owning
Generating Resources.
1.09 Generating
Unit
shall
mean an electric generator, together with all auxiliary and appurtenant devices
and equipment designed to be operated as a unit for the production of electric
power and energy.
1.10 Incremental
Cost
shall
mean any costs incurred by a Generating Party solely by reason of its generation
of an incremental amount of energy, which may include but shall not be
Issued
by: ▇. ▇▇▇▇ ▇▇▇▇▇▇, Senior Vice President
Union
Electric Co. d/b/a AmerenUE
Issued
on: January 9, 2006
Effective:
January 10, 2006
Ameren
Operating Companies
First
Revised Rate Schedule FERC No. 7
Original
Sheet No. 4
limited
to, costs of fuel, labor, operation, maintenance, start-up, fuel handling,
taxes, regulatory commission charges, transmission losses and emissions
allowances.
1.11 Load
Requirements
shall
mean the demand and energy which each Generating Party is obligated to serve
pursuant to service territory commitments and requirements agreements.
1.12 Net
Output
shall
mean each Generating Party's monthly total of the energy delivered to the
transmission system.
1.13 Off-System
Purchases
shall
mean purchases from a third party of energy and/or associated capacity to reduce
costs and/or to provide reliability for the system or as required by
law.
1.14 Off-System
Sales
shall
mean all sales of power and/or energy to third parties other than Load
Requirements.
1.15 Off-System
Sales Margin
shall
mean the difference between the energy revenue collected from Off-System Sales
and the energy cost of providing such sales, as assigned by the After-the Fact
Resource Allocation.
1.16 Operating
Committee
shall
mean the organization created under this Agreement to administer its provisions
and to undertake the responsibilities set forth in Article VII
hereunder.
1.17 Service
Schedules
shall
mean the service schedules attached hereto and those which later may be agreed
to by the Parties and accepted for filing by the Federal Energy Regulatory
Commission ("FERC").
1.18 Surplus
Reserve Ratio
shall
mean the ratio calculated at the beginning of each month of each Generating
Party's surplus reserve to the sum of both Generating Parties' surplus
Issued
by: ▇. ▇▇▇▇ ▇▇▇▇▇▇, Senior Vice President
Union
Electric Co. d/b/a AmerenUE
Issued
on: January 9, 2006
Effective:
January 10, 2006
Ameren
Operating Companies
First
Revised Rate Schedule FERC No. 7
Original
Sheet No. 5
reserve.
Surplus reserve shall be calculated for each Generating Party in megawatts
by
computing the sum of the Generating Party's rated capabilities of its Generating
Resources, plus the Generating Party's own non-firm capacity purchases, less
its
own non-firm capacity sales, less megawatts not available due to scheduled
maintenance and long-term forced outages, less 1.15 times the sum of its
projected peak demand component of the Load Requirements for the month, plus
its
firm capacity sales, less its firm capacity purchases.
1.19 System
Dispatch
shall
mean the centralized, economic commitment and dispatch of the Combined System's
Generating Resources and Off-System Purchases.
1.20 System
Energy Transfer
shall
mean the transfer of electric energy from one Party's Generating Resources
to
the other Generating Party to serve the other Generating Party's Load
Requirements.
ARTICLE II
TERM
OF
AGREEMENT
2.01 This
Agreement shall take effect upon approval by the FERC, and shall continue in
full force and effect until terminated by one or more of the Parties, such
Party(ies) having given at least one year's written notice.
2.02 This
Agreement will be reviewed periodically by the Operating Committee to determine
whether revisions are necessary or appropriate.
Issued
by: ▇. ▇▇▇▇ ▇▇▇▇▇▇, Senior Vice President
Union
Electric Co. d/b/a AmerenUE
Issued
on: January 9, 2006
Effective:
January 10, 2006
Ameren
Operating Companies
First
Revised Rate Schedule FERC No. 7
Original
Sheet No. 6
ARTICLE
III
PURPOSE
The
purpose of this Agreement is to provide the contractual basis for coordinated
operation of the Combined System to achieve economies consistent with the
provision of reliable electric service and an equitable sharing of the benefits
and costs of such coordinated operation among the Parties.
ARTICLE
IV
AGENT
4.01 Responsibility
of the Agent
As
soon as
practicable after this Agreement becomes effective, the Parties shall designate
an Agent for the purpose of:
a) coordinating
the System Dispatch;
b) maintaining
the reliability of the Combined System through monitoring and security
assessments;
c) arranging
and scheduling Off-System Purchases;
d) coordinating
the provision of transmission service;
e) the
development of certain bills and billing related information;
f) operation
and maintenance of a central control center to achieve these purposes;
and
g) other
such activities and duties as may be necessary or as assigned by the Operating
Committee.
4.02 Expenses
Issued
by: ▇. ▇▇▇▇ ▇▇▇▇▇▇, Senior Vice President
Union
Electric Co. d/b/a AmerenUE
Issued
on: January 9, 2006
Effective:
January 10, 2006
Ameren
Operating Companies
First
Revised Rate Schedule FERC No. 7
Original
Sheet No. 7
All
expenses incurred by the Agent in the performance of its responsibilities shall
be settled in accordance with the arrangements made by the Parties for
compensation for services provided between or on behalf of the
Parties.
ARTICLE
V
COORDINATED
OPERATION
5.01 Operation
of the Combined System
The
Agent
shall administer the System Dispatch of the Combined System in order to
economically meet the Generating Parties' combined Load Requirements and
Off-System Sales obligations, through the economic commitment and dispatch
of
the Combined System's Generating Resources and Off-System Purchases, consistent
with reliable operation of the interconnected system as defined in
Article XI and the Generating Parties’ supply obligations. The Agent shall
engage in arranging and scheduling economical Off-System Purchases, as a single
Control Area, utilizing the available transmission resources of the Combined
System.
5.02 Communications
and Other Facilities
The
Parties shall provide communications, metering and other facilities necessary
for the metering and control of the Generating Resources and interconnected
transmission facilities. Each Party shall be responsible for any expenses it
incurs for the installation, operation and maintenance of facilities at its
own
Generating Units and interconnected transmission facilities. Any expenses
incurred due to facilities required at or for the central control center to
operate the Combined System shall be settled in accordance with the arrangements
made by the Parties for compensation for services provided between and on behalf
of the Parties.
Issued
by: ▇. ▇▇▇▇ ▇▇▇▇▇▇, Senior Vice President
Union
Electric Co. d/b/a AmerenUE
Issued
on: January 9, 2006
Effective:
January 10, 2006
Ameren
Operating Companies
First
Revised Rate Schedule FERC No. 7
Original
Sheet No. 8
ARTICLE
VI
ASSIGNMENT
OF COSTS AND BENEFITS
OF
COORDINATED OPERATIONS
6.01 Fixed
Costs of Existing Generating Resources
For
all
purposes relevant to this Agreement, each Generating Party will retain all
costs
not collected pursuant to Section 6.07 of its existing Generating Resources
that are listed in Appendix 1 attached hereto. Generating unit retirements
or permanent derates will be assigned to the Generating Party owning the
Generating Unit.
6.02 Environmental
Costs of Existing Generating Resources
The
cost
of environmental compliance (e.g., compliance with the Clean Air Act Amendments
of 1990) associated with the existing Generating Resources will be borne by
the
Generating Party that owns the unit. The Generating Parties will maintain and
account for each unit's emissions allowance allocation.
6.03 Demand
Charges From Existing Off-System Purchases
Demand
Charges from existing Off-System Purchases agreed to as of the effective date
of
this Amended Agreement, shall remain the responsibility of the Generating Party
contracting for the purchase.
6.04 Demand
Charges From New Off-System Purchases
Demand
Charges Associated With New Off-System Purchases made to enable the Agent to
reliably and economically meet the Generating Parties' combined Load
Requirements shall be assigned to the Generating Parties based on the ratio
of
the demand component (the one
Issued
by: ▇. ▇▇▇▇ ▇▇▇▇▇▇, Senior Vice President
Union
Electric Co. d/b/a AmerenUE
Issued
on: January 9, 2006
Effective:
January 10, 2006
Ameren
Operating Companies
First
Revised Rate Schedule FERC No. 7
Original
Sheet No. 9
hour
integrated peak demand) of the Load Requirements of the Generating Parties
for
the appropriate time period.
Demand
charges associated with new Off-System Purchases made to enable the Agent to
make new Off-System Sales or to supply existing Off-System Sales shall be
deducted from the demand charge revenue collected from the Off-System Sales.
The
net amount shall be allocated to the Parties pursuant to Sections 6.05 and
6.06.
This
section applies only to demand charges associated with new Off-System Purchases
made for System Dispatch and not to purchases made by a Party for purposes
of
maintaining adequate planning reserve margin, which responsibility shall remain
with each Party.
6.05 Demand
Charges From Existing Off-System Sales
Demand
charge revenues collected for existing Off-System Sales, as agreed to as of
the
effective date of this Agreement, shall remain with the Party contracting for
the sale.
| 6.06 |
Demand
Charges From New Off-System
Sales
|
Demand
charge revenues collected for new Off-System Sales shall be reduced by any
demand charges from Off-System Purchases, if any, dedicated to supply the sale,
pursuant to Section 6.04. On a monthly basis, the net amount of revenue shall
be
allocated to the Generating Parties based on the projected monthly Surplus
Reserve Ratio.
6.07 Assignment
of Energy and Costs From System Dispatch
The
Agent
shall use After-the-Fact Resource Allocation to assign the energy resources
used
by the Parties in coordinated operation to each Generating Party and the
Off-System Sales. The After-the-Fact Resource Allocation shall be applied
consistent with the following principles:
Issued
by: ▇. ▇▇▇▇ ▇▇▇▇▇▇, Senior Vice President
Union
Electric Co. d/b/a AmerenUE
Issued
on: January 9, 2006
Effective:
January 10, 2006
Ameren
Operating Companies
First
Revised Rate Schedule FERC No. 7
Original
Sheet No. 10
a) Energy
from the lowest Incremental Cost generation from each Generating Party's own
Generating Resources shall first be assigned to its own Load
Requirements.
b) Energy
available from Off-System Purchases made by one of the Generating Parties,
including existing Off-System Purchases, shall be assigned to the Generating
Party who contracted for the purchase, when it is economical. Any energy from
Off-System Purchases made by one of the Generating Parties, which the
After-the-Fact Resource Allocation does not assign economically to any
Generating Party, shall be assigned to the Generating Party who contracted
for
the purchase. The cost of energy assigned shall be the actual cost of the energy
component of the Off-System Purchase.
c) Energy
from Generating Resources which are not economical to be operated per System
Dispatch but are utilized due to operating constraints shall be allocated to
the
Generating Party owning the generating unit(s), unless the other Generating
Party's Load Requirements or operating conditions are clearly identified as
the
reason for the generation, in which case the energy is assigned to the other
Generating Party as a System Energy Transfer.
d) Energy
from other Off-System Purchases will be assigned to the Generating Parties
based
on the economics of the purchase. Where a new Off-System Purchase would be
economic for both Generating Parties' Load Requirements over the appropriate
time period, or is not assigned economically to any Generating Party, the energy
from the Off-System Purchase shall be shared between the Generating Parties
based on the ratio of the Load Requirements of the Generating Parties. The
cost
of the
Issued
by: ▇. ▇▇▇▇ ▇▇▇▇▇▇, Senior Vice President
Union
Electric Co. d/b/a AmerenUE
Issued
on: January 9, 2006
Effective:
January 10, 2006
Ameren
Operating Companies
First
Revised Rate Schedule FERC No. 7
Original
Sheet No. 11
energy
assigned to each Generating Party shall be the actual cost of the energy
component of the Off-System Purchase.
e) Energy
from one Party's Generating Resources utilized by the other Generating Party
to
serve that Party's Load Requirements shall be called System Energy Transfer.
Where After-the-Fact Resource Allocation identifies a System Energy Transfer
as
the source to supply one Generating Party's Load Requirements, the determination
of cost for the System Energy Transfer and reimbursement shall be made pursuant
to Service Schedule A, System Energy Transfer.
f) Energy
from Off-System Purchases may be assigned by the After-the-Fact Resource
Allocation or designated by the Agent to be used to supply Off-System Sales.
The
actual cost of the Off-System Purchase shall be deducted from the energy revenue
collected from the Off-System Sale. The net amount shall be included in the
calculation of the Off-System Sales Margin.
g) Energy
from the Generating Parties' Generating Resources which is not assigned to
any
Party's Load Requirements shall be assigned to Off-System Sales according to
established priorities. The cost of the energy assigned to Off-System Sales
shall be the Incremental Cost of the Generating Resources used to supply the
sale. This cost shall be deducted from the energy revenue collected from the
Off-System Sale. The net amount shall be included in the calculation of
Off-System Sales Margin.
6.08 Distribution
of the Off-System Sales Margin
The
Off-System Sales Margin shall be distributed to the Parties pursuant to Service
Schedule B, Distribution of Off-System Sales Margin.
Issued
by: ▇. ▇▇▇▇ ▇▇▇▇▇▇, Senior Vice President
Union
Electric Co. d/b/a AmerenUE
Issued
on: January 9, 2006
Effective:
January 10, 2006
Ameren
Operating Companies
First
Revised Rate Schedule FERC No. 7
Original
Sheet No. 12
ARTICLE
VII
ASSIGNMENT
OF TRANSMISSION SERVICE REVENUES
7.01 Revenue
From Existing Firm Transmission Service Agreements
Revenue
from existing firm transmission service agreements, agreed to as of the
effective date of this Agreement, shall remain with the Party contracting for
the service. Should an entity receiving service under an existing firm
transmission service agreement subsequently take service under the Combined
System's Network or Point-to-Point Transmission Service Tariffs, the revenue
collected from that service shall be shared between the Parties pursuant to
Section 7.03.
7.02 Revenue
From Existing Non-Firm Transmission Service Agreements
Revenue
from existing non-firm transmission service agreements, agreed to as of the
effective date of this Agreement, shall be shared between the Parties pursuant
to Section 7.03.
|
7.03
|
Revenue
From the Combined System's Network and Point-to-Point Transmission
Service
Tariffs
|
Revenue
from the Combined System's Network and Point-to-Point Transmission Service
Tariff ("Tariff"), imputed transmission revenues from Third Party Sales (as
that
term is defined in the Tariff) by Ameren and any other applicable transmission
service revenues shall first be assigned to the Parties to reimburse each Party
for the cost of any direct assignment facilities or distribution facilities
included in the transmission service revenues. The transmission service revenues
shall then be used to reimburse either or both of the Parties for any
incremental expenses incurred to provide the transmission
Issued
by: ▇. ▇▇▇▇ ▇▇▇▇▇▇, Senior Vice President
Union
Electric Co. d/b/a AmerenUE
Issued
on: January 9, 2006
Effective:
January 10, 2006
Ameren
Operating Companies
First
Revised Rate Schedule FERC No. 7
Original
Sheet No. 13
service,
which may include, but shall not be limited to, costs of facility additions,
modifications or improvements, uneconomic dispatch costs, losses, and system
study costs. The revenue remaining shall be assigned to the Parties in
proportion to each Party's Transmission Plant investment relative to the total
Transmission Plant investment included in the rate calculation in the
Tariffs.
ARTICLE
VIII
COMPOSITION
AND DUTIES OF THE OPERATING COMMITTEE
8.01 Operating
Committee
An
Operating Committee shall be the administrative organization of this Agreement
and shall consist of six persons, with two members designated by each
Party.
8.02 Officers
of the Operating Committee
The
Operating Committee shall have the following officers with duties as
designated:
a) Chairman
- The
Chairman shall issue calls for and shall preside at meetings of the Operating
Committee. The Chairman shall have responsibility for the general coordination
of the Operating Committee functions among the members.
b) Vice
Chairman
- The
Vice Chairman shall perform the duties of the Chairman in the Chairman's absence
or incapacity.
The
Chairman and Vice Chairman shall be appointed from the members of the Operating
Committee. The initial Chairman shall be from UE and the initial Vice Chairman
from Genco, with these Parties alternating those positions thereafter. A new
Chairman and
Issued
by: ▇. ▇▇▇▇ ▇▇▇▇▇▇, Senior Vice President
Union
Electric Co. d/b/a AmerenUE
Issued
on: January 9, 2006
Effective:
January 10, 2006
Ameren
Operating Companies
First
Revised Rate Schedule FERC No. 7
Original
Sheet No. 14
Vice-Chairman
shall be designated by the Parties at the first meeting held in each
odd-numbered calendar year and shall take office immediately upon being
appointed.
8.03 Meeting
Dates
The
Operating Committee shall hold meetings at such times as is appropriate and
at
any time upon the request of a member of the Operating Committee, but at least
once per calendar year. Minutes of each Operating Committee meeting shall be
prepared and maintained.
8.04 Decisions
All
decisions of the Operating Committee shall be by a majority vote of the members
present or voting by proxy at the meeting at which the vote is
taken.
8.05 Duties
The
Operating Committee shall have the following duties, unless such duties are
otherwise assigned by a vote of the Operating Committee to the Agent, in which
case the Agent shall perform such duties:
a) Be
responsible for the day-to-day administration of this Agreement and the
development of any amendments thereto.
b) Review
and recommend additional duties and responsibilities for the Agent and review
and recommend changes to the procedures for System Dispatch and interchange
coordination.
c) Monitor
the adequacy of reserves for the Parties and the Combined System.
d) Provide
coordination of maintenance schedules for major Generating
Resources.
Issued
by: ▇. ▇▇▇▇ ▇▇▇▇▇▇, Senior Vice President
Union
Electric Co. d/b/a AmerenUE
Issued
on: January 9, 2006
Effective:
January 10, 2006
Ameren
Operating Companies
First
Revised Rate Schedule FERC No. 7
Original
Sheet No. 15
e) Provide
coordination for other matters not specifically provided herein which the
Parties agree are necessary to operate the Combined System
economically.
8.06 Expenses
of Committee
Each
Party shall pay the expenses of its representatives on the Operating
Committee.
ARTICLE
IX
BILLING
PROCEDURES
9.01 Records
The
Agent
shall maintain such records as may be necessary to determine the assignment
of
costs and benefits of coordinated operations pursuant to Article VI of this
Agreement. Such records shall be made available to the Parties upon
request.
9.02 Monthly
Statements
As
promptly as practicable after the end of each calendar month, the Agent shall
prepare a statement setting forth the monthly summary of the costs and revenues
allocated or assigned to the Parties in sufficient detail as may be needed
for
settlements under the provisions of this Agreement.
In
months
where more than one Party has made System Energy Transfers, only the net cost
of
the System Energy Transfers need be reflected in the statement.
9.03 Billings
and Payments
The
Agent
shall handle all billing between the Parties and other entities engaging in
Off-System Purchases with the Parties. In addition to any demand charges or
other charges
Issued
by: ▇. ▇▇▇▇ ▇▇▇▇▇▇, Senior Vice President
Union
Electric Co. d/b/a AmerenUE
Issued
on: January 9, 2006
Effective:
January 10, 2006
Ameren
Operating Companies
First
Revised Rate Schedule FERC No. 7
Original
Sheet No. 16
due
to
one of the Parties from another Party pursuant to agreements other than this
Joint Dispatch Agreement, the Agent shall also net bill the Parties, by debiting
the Parties as appropriate, and pursuant to Article VI, for:
a) Demand
and energy charges for Off-System Purchases, and
b) the
cost
of System Energy Transfers where the Party was the recipient;
and
crediting the Parties, as appropriate, and pursuant to Article VI and VII,
for:
a) the
cost
of System Energy Transfers where the Party was the supplier, and
b) Transmission
service revenues;
and
shall
determine the billing and payment under the System Support
Agreement.
All
bills
will be based on net amounts owed. Payment shall be by making remittance of
the
amount billed or by making appropriate accounting entries on the books of the
Parties.
9.04 Taxes
Should
any federal, state, or local tax, in addition to such taxes as may now exist,
be
levied upon the electric power, energy, or service to be provided in connection
with this Agreement, or upon the provider of service as measured by the power,
energy, or service, or the revenue therefrom, such additional tax shall be
included in the net billing as described in Section 9.03.
Issued
by: ▇. ▇▇▇▇ ▇▇▇▇▇▇, Senior Vice President
Union
Electric Co. d/b/a AmerenUE
Issued
on: January 9, 2006
Effective:
January 10, 2006
Ameren
Operating Companies
First
Revised Rate Schedule FERC No. 7
Original
Sheet No. 17
ARTICLE
X
FORCE
MAJEURE
In
case a
Party should be delayed in or prevented from performing or carrying out any
of
the agreements, covenants, or obligations made by or imposed upon the Parties
by
this Agreement, either in whole or in part, by reason of or through strike,
work
stoppage of labor, failure of contractors or suppliers of materials (including
fuel), failure of equipment, environmental restrictions, riot, fire, flood,
ice,
invasion, civil war, commotion, insurrection, military or usurped power, order
of any Court granted in any bona fide adverse legal proceedings or action,
or of
any civil or military authority either de facto or de jure, explosion, Act
of
God or the public enemies, or any cause reasonably beyond its control and not
attributable to its neglect; then, and in such case or cases, such Party shall
not be liable to the other Party for or on account of any loss, damage, injury,
or expense resulting from or arising out of such delay or prevention; provided,
however, that the Party suffering such delay or prevention shall use due
diligence to attempt to remove the cause or causes thereof; and provided,
further, that no Party shall be required by the foregoing provisions to add
to,
modify, or upgrade any facilities, or to settle a strike or labor dispute except
when, according to its own best judgment, such action seems
advisable.
Issued
by: ▇. ▇▇▇▇ ▇▇▇▇▇▇, Senior Vice President
Union
Electric Co. d/b/a AmerenUE
Issued
on: January 9, 2006
Effective:
January 10, 2006
Ameren
Operating Companies
First
Revised Rate Schedule FERC No. 7
Original
Sheet No. 18
ARTICLE
XI
INDUSTRY
STANDARDS
The
Parties agree to conform to all applicable NERC and regional reliability council
principles, guides, criteria, and standards and industry standard practices
and
conventions of reliable system operations.
ARTICLE
XII
GENERAL
12.01 No
Third Party Beneficiaries
This
Agreement is not intended to and shall not create rights of any character
whatsoever in favor of any person, corporation, association, entity or power
supplier, other than the Parties, and the obligations herein assumed by the
Parties are solely for the use and benefit of said Parties. Nothing herein
contained shall be construed as permitting or vesting, or attempting to permit
or vest, in any person, corporation, association, entity or power supplier,
other than the Parties, any rights hereunder or in any of the electric
facilities owned by said Parties or the use thereof except as may otherwise
be
specified herein.
12.02 Waivers
Any
waiver at any time by a Party of its right 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.
Issued
by: ▇. ▇▇▇▇ ▇▇▇▇▇▇, Senior Vice President
Union
Electric Co. d/b/a AmerenUE
Issued
on: January 9, 2006
Effective:
January 10, 2006
Ameren
Operating Companies
First
Revised Rate Schedule FERC No. 7
Original
Sheet No. 19
12.03 Successors
and Assigns
This
Agreement shall inure to the benefit of and be binding upon the Parties only,
and their respective successors and assigns, and shall not be assignable by
any
Party without the written consent of the other Parties except to a successor
in
the operation of its properties by reason of a merger, consolidation, sale
or
foreclosure where substantially all such properties are acquired by or merged
with such a successor.
12.04 Liability
and Indemnification
Subject
to any applicable state or federal law which may specifically restrict
limitations on liability, each Party shall release, indemnify, and hold harmless
the other Parties, their directors, officers, and employees from and against
any
and all liability for loss, damage, or expense alleged to arise from, or
incidental to injury to persons and/or damage to property in connection with
its
facilities or the production or transmission of electric energy by or through
such facilities, or related to performance or nonperformance of this Agreement,
including any negligence arising hereunder. In no event shall either Party
be
liable to the other Parties for any indirect, special, incidental, or
consequential damages with respect to any claim arising out of this
Agreement.
12.05 Governing
Law
The
validity, interpretation and performance of this Agreement and each of its
provisions shall be governed by the applicable laws of the State of
Missouri.
12.06 Section
Headings
The
descriptive headings of the Articles and sections of this Agreement are used
for
convenience only, and shall not modify or restrict any of the terms and
provisions thereof.
Issued
by: ▇. ▇▇▇▇ ▇▇▇▇▇▇, Senior Vice President
Union
Electric Co. d/b/a AmerenUE
Issued
on: January 9, 2006
Effective:
January 10, 2006
Ameren
Operating Companies
First
Revised Rate Schedule FERC No. 7
Original
Sheet No. 20
12.07 Notice
Any
notice or demand for performance required or permitted under any of the
provisions of this Agreement shall be deemed to have been given on the date
such
notice, in writing, is deposited in the U.S. mail, postage prepaid, certified
or
registered mail, addressed to:
UNION
ELECTRIC COMPANY
Vice
President
P.0.
Box 149, MC 1400
St. Louis,
Missouri 63166
And
to:
CENTRAL
ILLINOIS PUBLIC SERVICE COMPANY
Vice
President
▇▇▇
▇▇▇▇
▇▇▇▇▇ ▇▇▇▇▇▇
Springfield,
Illinois 62739
And
to:
AMEREN
ENERGY GENERATING COMPANY
President
One
Ameren Plaza
▇▇▇▇
▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇
St.
Louis, MO 63103
as
the
case may be; or in such other form or to such other address as either Party
shall stipulate.
ARTICLE
XIII
REGULATORY
APPROVAL
13.01 Regulatory
Authorization
This
Agreement shall be subject to the approval of the regulatory agencies having
jurisdiction. In the event that this Agreement is not accepted in its entirety
by all such agencies, any Party may terminate this Agreement
immediately.
Issued
by: ▇. ▇▇▇▇ ▇▇▇▇▇▇, Senior Vice President
Union
Electric Co. d/b/a AmerenUE
Issued
on: January 9, 2006
Effective:
January 10, 2006
Ameren
Operating Companies
First
Revised Rate Schedule FERC No. 7
Original
Sheet No. 21
13.02 Changes
It
is
contemplated by the Parties that it may be appropriate from time to time to
change, amend, modify or supplement this Agreement or the Schedules which are
attached to this Agreement to reflect changes in operating practices or costs
of
operations or for other reasons. This Agreement may be changed, amended,
modified or supplemented by an instrument in writing executed by the
Parties.
IN
WITNESS WHEREOF, the Parties have caused this Agreement to be executed and
attested by their duly authorized officers on the day and year first above
written.
| UNION ELECTRIC COMPANY | ||
| |
|
|
| By: | /s/ ▇. ▇▇▇▇ ▇▇▇▇▇▇ | |
|
Senior Vice President |
||
ATTEST:
/s/
▇▇▇▇▇▇ ▇. ▇▇▇▇▇
Assistant
Secretary
|
CENTRAL
ILLINOIS PUBLIC
SERVICE
COMPANY
|
||
| |
|
|
| By: | /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ | |
|
Senior Vice President |
||
ATTEST:
/s/
▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Assistant
Secretary
|
AMEREN
ENERGY
GENERATING COMPANY
|
||
| |
|
|
| By: | /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ | |
|
Vice President |
||
ATTEST:
/s/
▇.
▇. ▇▇▇▇▇▇
Assistant
Secretary
Issued
by: ▇. ▇▇▇▇ ▇▇▇▇▇▇, Senior Vice President
Union
Electric Co. d/b/a AmerenUE
Issued
on: January 9, 2006
Effective:
January 10, 2006
Ameren
Operating Companies
First
Revised Rate Schedule FERC No. 7
Original
Sheet No. 22
SERVICE
SCHEDULE A
SYSTEM
ENERGY TRANSFER
Al --
Duration
This
Service Schedule A shall become effective and binding when the Joint
Dispatch Agreement becomes effective, and shall continue in full force and
effect throughout the duration of such Agreement. This Service Schedule A
is a part of the Agreement and, as such, the use of terms in this Service
Schedule A that are defined in the Agreement shall have the same respective
meanings as set forth in the Agreement.
A2 --
Applicability
In
accordance with the terms of Articles V and VI of the Agreement, the
Combined System's Generating Resources shall be centrally dispatched on an
economic dispatch basis which may result in the transfer of electric energy
from
one Party's Generating Resources to another Party to serve such other Party's
Load Requirements, herein called "System Energy Transfers."
A3 --
Compensation
Charges
for System Energy Transfer shall be the Incremental Cost of the Generating
Resources supplying the energy.
| UNION ELECTRIC COMPANY | ||
| |
|
|
| By: | /s/ ▇. ▇▇▇▇ ▇▇▇▇▇▇ | |
|
Senior Vice President |
||
|
CENTRAL
ILLINOIS PUBLIC
SERVICE
COMPANY
|
||
| |
|
|
| By: | /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ | |
|
Senior Vice President |
||
|
AMEREN
ENERGY
GENERATING COMPANY
|
||
| |
|
|
| By: | /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ | |
|
Vice President |
||
Issued
by: ▇. ▇▇▇▇ ▇▇▇▇▇▇, Senior Vice President
Union
Electric Co. d/b/a AmerenUE
Issued
on: January 9, 2006
Effective:
January 10, 2006
Ameren
Operating Companies
First
Revised Rate Schedule FERC No. 7
Original
Sheet No. 23
SERVICE
SCHEDULE B
DISTRIBUTION
OF OFF-SYSTEM SALES MARGIN
Under
Joint Dispatch Agreement
Between
Union Electric Company,
Central
Illinois Public Service Company
and
Ameren
Energy Generating Company
B1
--
Duration This
service Schedule B shall become effective and binding when the Joint Dispatch
Agreement becomes effective, and shall continue in full force and effect,
throughout the duration of such Agreement. This Service Schedule B is a part
of
the Agreement and, as such, the use of terms in this Service Schedule B that
are
defined in the Agreement shall have the same respective meanings as set forth
in
the Agreement.
B2
--
Applicability In
accordance with the terms of Articles V and VI of the Agreement, the Combined
System shall be centrally dispatched on an economic dispatch basis and shall
engage
in economical Off-System Purchases and Off-System Sales as a single Control
Area. The difference between the energy revenue collected from Off-System Sales
and the costs of providing such sales, herein called Off-System Sales Margin,
is
to be distributed between the Generating Parties. This Service Schedule defines
the formula for distribution.
B3
--
Distribution Formula The
monthly distribution ratio for each Party for the Off-System Sales Margin shall
be the Generating Party’s Net Output divided by the sum of the Parties'
Net
Issued
by: ▇. ▇▇▇▇ ▇▇▇▇▇▇, Senior Vice President
Union
Electric Co. d/b/a AmerenUE
Issued
on: January 9, 2006
Effective:
January 10, 2006
Ameren
Operating Companies
First
Revised Rate Schedule FERC No. 7
Original
Sheet No. 24
Output.
The amount of Off-System Sales Margin distributed to each Generating Party
shall
be the Generating Party’s monthly distribution ratio times the Off-System Sale
Margin.
| UNION ELECTRIC COMPANY | ||
| |
|
|
| By: | /s/ ▇. ▇▇▇▇ ▇▇▇▇▇▇ | |
|
Senior Vice President |
||
|
AMEREN
ENERGY
GENERATING COMPANY
|
||
| |
|
|
| By: | /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ | |
|
Vice President |
||
Issued
by: ▇. ▇▇▇▇ ▇▇▇▇▇▇, Senior Vice President
Union
Electric Co. d/b/a AmerenUE
Issued
on: January 9, 2006
Effective:
January 10, 2006
Ameren
Operating Companies
First
Revised Rate Schedule FERC No. 7
Original
Sheet No. 25
SERVICE
SCHEDULE C
RECOVERY
OF INCREMENTAL COSTS RELATING TO
EMISSIONS
ALLOWANCES
Under
Joint Dispatch Agreement
between
Union Electric Company, Ameren Energy Generating Company
and
Central Illinois Public Service Company
C1
-
Duration.
This
Service Schedule C shall become effective and binding when the Joint
Dispatch Agreement becomes effective, and shall continue in full force and
effect throughout the duration of such Agreement. This Service Schedule C
is a part of the Agreement and, as such, the use of terms in this Service
Schedule C that are defined in the Agreement shall have the same respective
meanings as set forth in the Agreement.
C2
-
Applicability.
In
accordance with the terms of Articles V and VI of the Agreement, the
Combined System shall be centrally dispatched on an economic dispatch basis
and
shall engage in economical Off-System Purchases as a single Control Area. The
cost of the energy from the Parties' Generating Resources to supply System
Energy Transfer is the Incremental Cost of the energy which may include
emissions allowance cost. This Service Schedule C defines the methodology
for determining the emissions allowance cost.
C3
--
Emissions Allowance Recovery Mechanism.
The
emissions allowance cost used in the computation of Incremental Cost shall
be
the replacement cost of emissions allowances. The emissions allowance
replacement cost will be the "Monthly Price Index" published by ▇▇▇▇▇▇
▇▇▇▇▇▇▇▇▇▇ Environmental Brokerage Service by the twenty-fifth day of the month
prior to the month the transaction occurs. The Parties will use the Cantor
▇▇▇▇▇▇▇▇▇▇ index unless one or both
Issued
by: ▇. ▇▇▇▇ ▇▇▇▇▇▇, Senior Vice President
Union
Electric Co. d/b/a AmerenUE
Issued
on: January 9, 2006
Effective:
January 10, 2006
Ameren
Operating Companies
First
Revised Rate Schedule FERC No. 7
Original
Sheet No. 26
of
the
Parties is involved in the actual purchase or sale of allowances wherein it
may
choose at its option to use the price of its own transactions, such transactions
to have a minimum allowance quantity of 1,000 allowances. Although the Parties
have designated ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ as the index to be used in establishing
emissions allowance cost, the Parties will continue to evaluate other market
indicators. The Parties may in the future designate another index to serve
as
the incremental price indicator.
The
allowance replacement cost, in $/SO2
ton,
will be used to calculate a Generating Unit's incremental SO2
cost as
described below. The incremental SO2
cost of
operating an affected unit will be calculated using three components -- the
allowance replacement cost, the unit's incremental heat rate and the
SO2
rate of
the fuel used at the unit.
AC
x HR x
SR
EC
= _____________
2
x
106
Where: EC
=
Total Incremental SO2
Cost
($/Mwh)
AC
=
Allowance Replacement Cost ($/SO2
Ton)
HR
=
Incremental Heat Rate (Btu/Kwh)
SR
=
SO2
Rate for
Fuel (Lbs of SO2/MMbtu)
The
incremental emissions cost (EC) will be used to dispatch generating units,
make
Off-System Purchase decisions, and price System Energy Transfers, pursuant
to
this Agreement. The
Issued
by: ▇. ▇▇▇▇ ▇▇▇▇▇▇, Senior Vice President
Union
Electric Co. d/b/a AmerenUE
Issued
on: January 9, 2006
Effective:
January 10, 2006
Ameren
Operating Companies
First
Revised Rate Schedule FERC No. 7
Original
Sheet No. 27
Generating
Unit used to compute the emissions allowance amount will be the same unit that
is used to calculate the Incremental Cost.
Either
Party will have the option to pay the allowance replacement cost or provide
equivalent emissions allowances. Cash payment will be due in accordance with
the
terms and
conditions
of this Agreement. If a Party elects to provide emissions allowances, the
equivalent emissions allowances will be calculated as follows:
TEC
Allowances
Due = _______
AC
Issued
by: ▇. ▇▇▇▇ ▇▇▇▇▇▇, Senior Vice President
Union
Electric Co. d/b/a AmerenUE
Issued
on: January 9, 2006
Effective:
January 10, 2006
Ameren
Operating Companies
First
Revised Rate Schedule FERC No. 7
Original
Sheet No. 28
APPENDIX
1
GENERATING
RESOURCES
Union
Electric Company
▇▇▇▇▇▇▇
Plant - Franklin County, Mo.
Meramec
Plant - St. Louis County, Mo.
Rush
Island Plant - Jefferson County, Mo.
Sioux
Plant - St. ▇▇▇▇▇▇▇ County, Mo.
Venice
Plant - Illinois
Keokuk
Plant - Iowa
Osage
Plant - Lakeside, Mo.
Taum
Sauk
Plant - ▇▇▇▇▇▇▇▇ County, Mo.
Callaway
Nuclear Plant - Callaway County, Mo.
Various
Combustion Turbine Units - Missouri
Ameren
Energy Generating Company
▇▇▇▇▇▇
Plant - Jasper County, Il.
Coffeen
Plant - ▇▇▇▇▇▇▇▇▇▇ County, Il.
Meredosia
Plant - ▇▇▇▇▇▇ County, Il.
Hutsonville
Plant - ▇▇▇▇▇▇▇▇ County, Il.
Grand
Tower Plant - ▇▇▇▇▇▇▇ County, Il.
Combustion
Turbine Units - specific list to be developed.
Issued
by: ▇. ▇▇▇▇ ▇▇▇▇▇▇, Senior Vice President
Union
Electric Co. d/b/a AmerenUE
Issued
on: January 9, 2006
Effective:
January 10, 2006