NEWHALL PHASE I
SCE STANDARD AGREEMENT
FIRM POWER PURCHASE
POWER PURCHASE AGREEMENT
BETWEEN
TENNECO OIL COMPANY
AND
SOUTHERN CALIFORNIA EDISON COMPANY
DECEMBER 10, 1985
DOCUMENT NO. 3098H
EFFECTIVE DATE
FEBRUARY 14, 1983
REVISED: May 4, 1984
NEWHALL PHASE I
TABLE OF CONTENTS
SECTION TITLE PAGE
PART I: GENERAL TERMS AND CONDITIONS
1 PARTIES 1
2 RECITALS 1
3 OPERATING OPTIONS 2
4 DEFINITIONS 5
5 TERM AND TERMINATION 11
6 OWNERSHIP AND CONTROL OF 15
GENERATING FACILITY
7 DESIGN AND CONSTRUCTION 15
OF GENERATING FACILITY
8 OPERATION OF GENERATION 18
FACILITY
9 DISCLAIMER 22
10 METERING 23
11 AVAILABILITY 25
12 BILLING 26
13 PROPERTY AND LAND RIGHTS 27
14 TAXES 28
15 LIABILITY 29
16 INSURANCE 31
17 UNCONTROLLABLE FORCES 33
18 NOTICES 35
19 NONDEDICATION OF FACILITIES 36
20 PREVIOUS COMMUNICATIONS 36
Page i
NEWHALL PHASE I
TABLE OF CONTENTS (Cont'd)
SECTION TITLE PAGE
21 NONWAIVER 37
22 SUCCESSORS & ASSIGNS 37
23 EFFECT OF SECTION HEADINGS 38
24 GOVERNING LAW 38
PART II: INTERCONNECTION FACILITIES
1 INTERCONNECTION FACILITIES DESIGN 39
2 OWNERSHIP AND OPERATION OF 40
INTERCONNECTION FACILITIES
PART III: PURCHASE AND PAYMENT PROVISIONS
1 POWER PURCHASE AND SALE 42
2 PROCEDURE FOR MONTHLY PAYMENT 44
PART IV: AGREEMENT AND SIGNATURE
1 AGREEMENT AND SIGNATURE 46
APPENDICES
APPENDIX A.1 - Interconnection Facilities - Added Facilities Basis
(Added by Amendment No. 2, 6/15/87)
APPENDIX A-3 - Firm Power Purchase (Added 8/25/86 by Amendment No. 1)
APPENDIX B.1 - Energy Purchase Provision
APPENDIX B.2 - Firm Power Purchase Provision
APPENDIX C - Tariff Schedule TOU-8 Rule 21.
APPENDIX D - Qualifying Facility Milestone Procedure
Document No. 3098H
Page ii
NEWHALL PHASE I
1. PARTIES
The Parties to this Agreement are Tenneco Oil Company, a Delaware corporation,
hereinafter referred to as "Seller", and Southern California Edison Company,
a California corporation, hereinafter referred to as 'Edison', individually
'Party' , collectively "Parties".
2. RECITALS
2.1 Seller desires to construct, own, Operate and Control a 21,760 kW
Generating Facility at Seller's Facility located at SW 1/4, Section 31, T4N,
R15W, Los Angeles County, California, and sell 19,600 kw of Contract Capacity
to Edison with an expected Firm Operation date of July 1, 1988, for a
Contract Term of 19 years.
Seller's Generating Facility is a (check one):
(x) Cogeneration Facility
( ) Small Power Production Facility
Seller shall commence construction of the Generating Facility on November
1, 1987.
2.2 (Options II and III pursuant to Section 3 below)
Seller desires to purchase from Edison, under the provisions of this
Agreement and pursuant to Edison's tariffs filed with the Commission, that
portion of the electrical requirements of Seller's Facility which are not
supplied by the Generating
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Facility and which do not exceed the capability of Edison's facilities
installed at Seller's Facility.
2.3 Edison desires to purchase the Contract Capacity and Energy made
available by Seller to Edison from Seller's Generating Facility. Edison
desires that this source of electric power be as reliable as reasonably
possible.
2.4 The Parties desire, by this Agreement, to establish the terms,
conditions, and obligations pursuant to which.they can accomplish
the above desires and needs.
2.5 Seller's Generating Facility is a Qualifying Facility.
3. OPERATING OPTIONS
3.1 Seller elects to Operate its Generating Facility in parallel with
Edison's Electric System in accordance with the following option (check one):
( ) Option I: Dedication of the entire Generator output to Edison with
no electrical service required from Edison.
( ) Option II: Dedication of the entire Generator output to Edison with
electrical service required from Edison.
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(X) Option III: Dedication to Edison of only the portion of the Generating
Facility output in excess of Seller's electrical requirements.
3.2 The Generating Facility will deliver electricity to Edison at a
nominal 66,000 volts.
3.3 (Option III pursuant to this Section 3) Seller plans to use as much of
the electrical energy produced by the Generating Facility to serve the
electrical requirements of Seller's Facility as is practicable. Seller's
expected maximum electrical requirement is approximately 1,000 kW.
3.4 (Small hydro projects only) The Contract Capacity in Section 2.1
shall be based on the average of the five (5) lowest years of stream flow
taken from a study covering a minimum 50 years of continuous data.
(A shorter period may be mutually determined agreed to if data
for a 50-year period is not obtainable.)
3.5 Seller may change its operating option as indicated in Section 3.1,
and its tariff schedule pursuant to Section 12, not more than once
per year upon at least ninety (90) days prior notice to Edison.
3.5.1 If the change of operating option results in a reduction of
Contract Capacity, the provisions in Section 5 shall apply.
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3.5.2 Edison shall process requests for changes of operating option
in the chronological order received.
3.5.3 Edison shall not be required to remove or reserve capacity of
interconnection Facilities made idle by Seller's change of operation option
and may dedicate such idle facilities at any time to serve other customers or
to interconnnect with other electric power sources.
3.5.4 When the Seller wishes to reserve Interconnection Facilities paid for
by the Seller but idled by a change in operation option, Edison shall impose a
special facilities charge related to the operation and maintenance of the
Interconnection Facility. When the Seller no longer needs said facilities for
which it has paid, the Seller shall receive credit for the net salvage value of
the Interconnection Facilities dedicated to Edison's use. If Edison is, able to
make use of these facilities to serve other customers, the Seller shall receive
the fair market value of the facilities determined as of the date the Seller
either decides no longer
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to use said Facilities or fails to pay the required maintenance fee.
4. DEFINITIONS
When used with initial capitalizations, whether in the singular or
plural, shall have the following meanings:
4.1 Adjusted Capacity_Price: The $/kW-yr capacity purchase
price based on the Capacity Payment Schedule for the time period
beginning on the date of Firm Operation and ending on the date of
termination or reduction of Contract Capacity.
4.2 Agreement: This document, including the appendices attached
herein, as amended from time to time.
4.3 Capacity Payment Schedule: Published capacity schedule table
as authorized by the CPUC.
4.4 Cogeneration Facility: The facility and equipment which sequentially
generate thermal and electrical energy as defined in Title 18, Code of Federal
Regulations (CFR), Section 292.202.
4.5 Commission or CPUC: The Public Utilities Commission of the
State of California.
4.6 Contract Capacity: That portion of the Generating Facility electric
power producing capability which is dedicated Edison.
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4.7 Contract Capacity Price: The $kW-yr capacity purchase price
from the Capacity Payment Schedule for the Contract Term and date
of Firm Operation.
4.8 Contract Term: Length of Agreement in years, beginning from
the date of Firm Operation.
4.9 Control: To establish the electrical output of the Generating
Facility through dispatching procedures including shutdown and startup.
4.10 Current Contract Capacity Price: The $/kW-year
capacity price from the Capacity Payment Schedule
in effect at the time the termination notice is received by
Edison for a term equal to the number of years from the date
of termination or reduction of Contract Capacity to the end
of the Contract Term.
4.11 Edison Electric System Integrity: Operation of
Edison's electric system in a manner which
minimizes risks of injury to persons and/or
property and enables Edison to provide adequate and
reliable electric service to its customers.
4.12 Emergency: A condition or situation which in
Edison's sole judgment affects Edison's ability to
maintain safe, adequate, and continuous electrical
service.
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4.13 Energy: Kilowatthours generated by Seller's Generating Facility which
are purchased by Edison at the Point of Interconnection.
4.14 Firm Operation: The date mutually agreed upon between the Parties on
which each generating unit of Seller's Generating Facility is determined to be
a reliable source of generation and on which such unit can be reasonably
expected to operate continuously at its effective rating (expressed in kw).
4.15 Forced Outage: Any outage resulting from a design defect, inadequate
construction, operator error or electrical or mechanical equipment breakdown
that fully or partially curtails the electrical output of the Generating
Facility.
4.16 Generating Facility: All of Seller's generators, together with all
protective and other associated equipment and improvements, necessary
to produce electrical energy at Seller's Facility excluding associated land,
land rights or interests in land.
4.17 Generator: The generators and associated prime mover(s), which
are a part of the Generating Facility.
4.18 Interconnection Facilities: Those protection, metering, electric
line(s), and other facilities
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required in the opinion of Edison, to permit an electrical interface
between Edison and Seller.
4.19 Interconnection Facilities Contract: That document which is attached
hereto in Part II, Appendix A.2 and by this reference is incorporated herein
and made a part hereof.
4.20 KVAR: Reactive kilovolt-ampere, a unit of measure of reactive power.
4.21 Operate. To provide the engineering, purchasing, repair, supervision,
training, inspection, testing, protection, operation, use, management,
replacement, retirement, reconstruction,.and maintenance of and for the
Generating Facility in accordance with applicable utility standards and
good engineering practices.
4.22 Operating Representatives: Individual(s) appointed by each Party for
the purpose of securing effective, cooperation and interchange of information
between the Parties in connection with administration and technical matters
related to this Agreement.
4.23 Peak Months:. Those months which the Edison annual system peak
demand could occur. Currently, but, subject to change with notice, the peak
months for the Edison system are June, July, August, and September.
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4.24 Point of-Interconnection: The point where the transfer of electrical
energy between Edison and Seller takes place.
4.25 Project: The Generating Facility, Interconnection Facilities
and metering equipment required to permit operation of Seller's
Generator in parallel with Edison's electric system.
4.26 Protective Apparatus: That equipment and apparatus installed by Seller
and/or Edison pursuant to Section 7.4, Part 1, and Section 1.1, Part II.
4.27 Qualifying Facility: Cogeneration or Small Power Production Facility
which meets the criteria as defined in Title 18, Code of Federal Regulations
(CFR), Section 292.201 through 292.207.
4.28 Seller's Facility: The premises and equipment of Seller located as
specified in Section 2.1.
4.29 Small Power Production Facility: The facilities and equipment
which use biomass, waste or renewable resources, including wind,
solar and water to produce electrical energy as defined in Title 18,
Code of Federal Regulations (CFR), Section 292.201 through 292.207.
4.30 Standby Demand: Seller's electrical load requirement that
Edison is expected to serve when Seller's Generating Facilitv
is not available.
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4.31 Summer Period: Defined in Edison's Tariff Schedule No. TOU-8
as now in effect or as may hereafter be authorized by the Commission
to be revised.
4.32 Tariff Schedule No. TOU-8: Edison's time-of-use energy tariff
for electric service exceeding 500 kW, as now in effect or as may
hereafter be authorized by the Commission to be revised.
4.33 Uncontrollable Forces: Any occurrence beyond the control
of a Party which causes that Party to be unable to perform its obligations
hereunder and which a Party has been unable to overcome by the exercise
of due diligence, including but not limited to flood, drought, earthquake,
storm, fire, pestilence, lightning and other natural catastrophes, epidemic,
war, riot, civil disturbance or disobedience, strike, labor dispute,
action or inaction of legislative, judicial or regulatory agencies,
or other proper authority, which may conflict with the terms of this
Agreement, or failure, threat of failure or sabotage of facilities which
have been maintained in accordance with good engineering and operating
practices in California.
4.34 Winter Period: Defined in Edison's Tariff Schedule
No. TOU-8 as now in effect or as may hereafter be authorized by
the Commission to be revised.
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5. TERMS AND TERMINATION
5.1 This Agreement shall be binding upon execution and remain in effect
for the Contract Term provided that it shall terminate if Firm operation
does not occur within 5 years of the date specified in Section 1.2, Part IV.
5.2 This Agreement may remain in effect beyond the expiration of the
Contract Term; except that, beyond the expiration of the Contract
Term, either Party may terminate this Agreement, with or without
cause, at any time, upon 90 days prior written notice.
5.3 General Provisions - Termination
5.3.1 This section shall apply if there is a contract termination
or reduction in Contract Capacity. The parties agree that the amount
which Edison pays Seller for the Contract Capacity which Seller makes
available to Edison is based on the agreed value of Seller's performance of
his obligations to provide capacity during the full Contract Term.
5.3.2 The Parties agree that the refund and payments provided in Sections
5.4 and 5.5 represent a fair compensation for the reasonable losses that
would result from
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such termination or reduction of Contract Capacity.
5.3.3 In the event of a reduction in Contract Capacity the quantity,
in kW, by which the Contract Capacity is reduced shall be used to
calculate the refunds and payments due Edison in accordance with
Sections 5.4 and 5.5, as applicable.
5.3.4 Edison shall provide invoices to Seller for all refunds and
payments due Edison under this section which shall be due
within 60 days.
5.3.5 If Seller does not make payments as required in
Section 5.3.4, Edison shall have the right to offset any amounts due
it against any present or future payments due Seller.
5.3.6 Notices of Termination shall be made in accordance with
Section 18, Part I of the contract.
5.4 Termination with Prescribed Notice
5.4.1 Seller may terminate this entire Agreement or reduce the
Contract Capacity, provided that Seller gives Edison prior written
notice for a period determined by the
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amount of Contract Capacity terminated or reduced:
AMOUNT OF CONTRACT
CAPACITY TERMINATED LENGTH OF
OR REDUCED NOTICE REQUIRED
25,000 kW or under 12 months
25,001 - 50,000 kW 36 months
50,001 - 100,000 kW 48 months
over 100,000 kW 60 months
5.4.2 Upon termination or reduction in Contract Capacity, Seller shall
refund to Edison with interest at the current published Federal Reserve
Board three (3) months prime commercial paper rate an amount
equal to the difference between (a) the accumulated capacity payments
already paid by Edison up to the time the termination notice is
received and based on the original Contract Term and; b) the total
capacity payments which Edison would have paid based on the
period of Seller's actual performance using the Adjusted
Capacity Price.
5.4.3 From the date the termination notice is received to the date
of actual termination Edison shall make capacity payments based
on the Adjusted Capacity Price for the
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amount of Contract Capacity being terminated.
5.4.4 Edison shall continue to pay for the amount of Contract
Capacity not being terminated, if any, at the original
Contract, Capacity Price.
5.5 Termination Without Prescribed Notice
5.5.1 If Seller terminates this Agreement or reduces the
Contract Capacity thereof, without the notice prescribed, the
provisions in Section 5.4 will all apply.
Additionally,
5.5.2 Seller shall pay Edison an amount equal to:
(1) the amount of Contract Capacity being terminated, times
(2) the difference between the Current Contract Capacity
Price and the Contract Capacity Price, times (3) the number
of years and fractions thereof (not less than 1 year)
by which the Seller has been deficient in giving prescribed notice.
In the event that the Current Capacity Price is less than the
Contract Capacity Price no payment under this Section 5.5.2 shall be
due either Party.
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5.6 Examples of Termination
5.6.1 Examples of Termination calculations are given in Appendix B.2.
6. OWNERSHIP AND CONTROL OF GENERATING FACILITY
6.1 The Generating Facility shall be owned by Seller.
6.2 Seller shall Control the Generating Facility;
except that Seller shall, at any time, if requestd
by Edison to facilitate maintenance of Edison
facilities, during periods of Emergency or to
maintain Edison Electric System Integrity:
(i) Disconnect the Generator from the Edison
electric system, or (ii) reduce the electrical output
of the Generator to the level of the
Seller's total electrical requirement (applicable
only to Sellers electing Operating Options I or III
under Section 3.1). Each party shall endeavor to
correct, within a reasonable period, the conditions
on its system which necessitate the disconnect
obligation or reduction of output. The disconnect
obligation or reduction of electrical output shall
be limited to the period of time such a condition
exists.
DESIGN AND CONSTRUCTION OF GENERATING FACILITY
Seller, at no cost to Edison, shall acquire all permits and
approvals, and complete or have completed all environmental
impact studies
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necessary for the construction, and maintenance of the Project.
7.2 Edison shall have the right to review the electrical drawings
pertaining to the design of the Generating Facility and Seller's
Interconnection Facilities. Such review may include, but not be
limited to, the Generator governor, excitation system,
synchronizing equipment, protective relays and neutral grounding.
The Seller shall be notified in writing of the outcome of the Edison
review within 30 days of the receipt of all specifications for
both the Generating Facility and the Interconnection Facilities.
Any flaws perceived by Edison in the design shall be described
in Edison's written notice.
7.3 Edison shall have the right to require modifications to the design
as it deems necessary for proper and safe operation of the Project when
in parallel with the Edison electric system.
7.4 Seller shall furnish, install, operate and maintain
in good order and repair and without cost to
Edison, the relays, meters power circuit
breakers synchronizer and other control and Seller
Protective Apparatus as shall be agreed to by the Parties
pursuant to Section 7.2 and 7.3 as being
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necessary for proper and safe operation of the
Project in parallel with Edison's electric system.
7.5 Future changes on the Edison electric system and/or
Seller's system may require modification of the
design of Seller's Generating Facility or the
Interconnection Facilities. Any such modification,
whether proposed by Edison or Seller shall be
subject to the provisions of this Section 7.
7.6 (If applicable) Seller shall provide power factor
correction capacitors for each induction generating
unit of the Generating Facility. Such capacitors
shall be switched off and on simultaneously with
said unit. The KVAR rating of such capacitors
shall be the highest standard value which will not
exceed said unit's no-load KVAR requirement.
7.7 (Applicable to Wind Parks Only) Seller shall not
locate any part of a wind-driven generating unit of
the Generating Facility within three (3) rotor
blade diameters of any planned or existing electric
utility 33 kV, 66 kV, 220 kV or 500 kV transmission
line right of way or of any such line right of way for
which application has been made to a regulatory authority.
7.8 Edison shall have the right to monitor the
construction, start-up, operation, and maintenance
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of the Project and have the right to consult with and make
recommendations to Seller.
7.9 Edison shall have the right to review the construction
schedule. Seller shall notify Edison, at least one year in advance
of Firm Operation, of changes in this schedule which affect the
Firm Operation, whenever possible.
8. OPERATION OF GENERATING FACILITY
Seller shall Operate the Generating Facility, subject to
the following provisions:
8.1 The Generating Facility and Seller Protective Apparatus
shall be Operated and maintained in accordance with applicable
utility industry standards and good engineering practices with
respect to synchronizing, voltage and reactive power control.
8.2 The Generating Facility shall be operated with all
of Seller's Protective Apparatus in service whenever the
Generator is connected to or is operated in parallel with the
Edison electric system. Any deviation for brief periods of
emergency or maintenance shall only be by mutual agreement.
8.3 Seller shall operate and maintain the Project in a
prudent manner which will produce maximum Energy to
the extent that conditions permit.
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8.4 Each Party shall keep the other Party's Operating
Representative informed as to the operating schedule
of their respective facilities affecting each other's
operation hereunder, including any reduction in Contract
Capacity availability related to this Agreement.
In addition, Seller shall provide Edison with reasonable
advance notice regarding its scheduled outages including any
reduction in Contract Capacity availability.
Reasonable advance notice is as follows:
SCHEDULED OUTAGE ADVANCE NOTICE
EXPECTED DURATION TO EDISON
Less than one day 24 Hours
One day or more 1 Week
(except major overhaul)
Major overhaul 6 Months
8.5 Notification by each Party's Operating Representative of
outage date and duration should be directed to the other Party's
Operating Representative by telephone.
8.6 Seller shall not schedule major overhauls during Peak Months.
8.7 Seller shall Make reasonable efforts to schedule routine
maintenance outside the Peak Months but in no event shall
outages for scheduled maintenance exceed 30 peak
hours during the Peak Months.
8.8 Seller shall maintain an operating log at Seller's
Facility with records of: real and reactive power
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production, changes in operating status, outages,
Protective Apparatus operation's and any unusual
conditions found during inspections. For Generators
which are 'block-loaded' to a specific kW capacity,
changes in this setting shall also be logged. In addition,
Seller shall maintain records applicable to the Generating
Facility, including the electrical characteristics of the
Generator and settings or adjustments of the Generator control
equipment and protective devices. Such information
shall be available to Edison upon request and copies of such
operating log and records shall be provided, if requested, to
Edison within thirty (30) days of Edison's request.
8.9 If, at any time, Edison has reason to doubt the
integrity of any of Seller's Protective Apparatus
and suspect's that such loss of integrity would be
hazardous to the Edison Electric System Integrity,
Seller shall demonstrate, to Edison's satisfaction,
the correct calibration and operation of the
equipment in question.
8.10 Seller shall test all protective devices specified
in Section 7.4 with qualified personnel at intervals not
to exceed four (4) years.
8.11 Seller shall notify Edison at least fourteen (14)
calendar days prior to: (1) the initial parallel
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operation of each of Seller's Generators; (2) the
initial testing of Seller's Protective Apparatus. Edison
shall have the right to have a representative present
at such times.
8.12 Seller shall, to the extent possible provide reactive
power for its own requirements and where applicable the
reactive power losses of interfacing transformers.
reactive power to Edison unless otherwise agreed
upon between the Parties.
8.13 The Seller warrants that the Generating Facility
meets the requirements of a Qualifying Facility as
Seller shall not deliver excess of the effective date
of this Agreement and continuing through the
Contract Term.
8.14 The Seller warrants that the Generating Facility
shall at all times conform to all applicable laws
and regulations. Seller shall obtain and maintain any
governmental authorizations and permits for the
continued operation of the Generating Facility. If
at any ▇▇▇▇ ▇▇▇▇▇▇ does not hold such authorization
and permits, Seller agrees to reimburse Edison for
any loss which Edison incurs as a result of the
Seller's failure to maintain governmental
authorization and permits.
8.15 At Edison's request Seller shall make all
reasonable effort to deliver power at an average
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rate of delivery at least equal to the Contract Capacity during
periods of Emergency. In the event that the Seller has
previously scheduled an outage coincident with an
Emergency, Seller shall make all reasonable efforts to
reschedule the outage. The notification periods listed
in Section 8.4 shall be waived by Edison if Seller
reschedules the outage.
DISCLAIMER
Any review by Edison of the design, construction,
operation, or maintenance of the Project is solely for
the information of Edison. By making such review, Edison
makes no representation as to the economic and technical
feasibility, operational capability, or reliability of the Project.
Seller shall in no way represent to any third party that any such
review by Edison of the Project, including but not limited to,
any review of the design, construction, operation, or maintenance
of the Project by Edison is a representation by Edison as to the
economic and technical feasibility, operational capability, or
reliability of said facilities. Seller is solely responsible for
economic and technical feasibility, operational capability,
or reliability thereof. Edison shall not be liable to Seller for, and
Seller shall defend and indemnify Edison from, any claim,
cost, loss, damage, or liability arising from any contrary
representation concerning the effect of Edison's
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review of the design, construction, operation, or
maintenance of the Project.
10. METERING
10.1 Edison shall provide, own and maintain at the Seller's
expense all necessary meters and associated equipment to
be utilized for the measurement of Energy and Contract
Capacity for determining Edison's payments to Seller
pursuant to this Agreement.
10.2 The metering equipment used for metering the Energy
sold to Edison shall at Seller's option be located
(Check one):
( ) a. on Edison's side of the Interconnection Facilities, or
(x) b. on the Seller's side of the Interconnection
Facilities. A loss compensation factor agreed to by the
Seller and Edison shall be applied. At the written request of the
Seller, and at Seller's sole expense, Edison shall measure actual
transformer losses. If the actual measured value differs
from the agreed-upon loss compensation factor,
the actual value shall be applied prospectively.
10.3 If meters are placed on Edison's side of the
Interconnection Facilities, service shall be
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provided at the available transformer high-side voltage.
10.4 (Options II and III pursuant to Section 3)
Edison shall provide, own and maintain at its expense all
necessary meters and associated equipment to be utilized
for billing Seller if Edison provides electric service to Seller.
10.5 For purposes of monitoring the Generator operation
and the determination of standby charges, Edison shall have
the right to require at Seller's expense installation of
generation metering. Edison may also require the
installation of telemetering equipment at Seller's
expense for Generating Facilities equal to or greater
than 10 MW. Edison may require the installation
of telemetering equipment at Edison's expense for
Generating Facilities less than 10 MW.
10.6 Seller shall provide, at no expense to Edison,
a suitable location for all meters and associated
equipment referred to in this Section 10.
10.7 Edison shall install a ratchet device on (i) the
meter(s) recording energy provided by Edison (if applicable),
(ii) the meter(s) recording reactive demand imposed
on the Edison electric system, and (iii) the meter(s)
recording Energy sold to Edison, to prevent their
reverse operation.
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10.8 Edison's meters shall be sealed and the seals shall
be broken only when the meters are to be inspected,
tested, or adjusted by Edison. Seller shall be given
reasonable notice of testing and have the right to
have its representative present on such occasions.
10.9 Edison's meters installed pursuant to this
Agreement shall be tested by Edison, at Edison's
expense, at least once each year and at any
reasonable time upon request by either Party, at
the requesting Party's expense. If Seller makes
such request, Seller shall reimburse said expense
to Edison within thirty (30) days after presentation
of a ▇▇▇▇ therefore.
10.10 Metering equipment found to be inaccurate shall be
repaired, adjusted, or replaced by Edison such that the
metering accuracy of said equipment shall be within two
percent (2%). If metering equipment inaccuracy exceeds two
percent (2%), the correct amount of Energy delivered during
the period of said inaccuracy shall be estimated by Edison and
agreed upon by the Parties.
AVAILABILITY
11.1 Outages: Seller shall make all reasonable efforts
to limit the outages of the Generating Facility:
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11.2 Periodic Demonstration:
11.2.1 Edison shall have the right to require
the availability of the Generating Facility at least
once per year.
11.2.2 The demonstration shall be conducted at a
time and under procedures mutually agreed upon by
the Parties. Demonstration shall be at Seller's expense.
11.2.3 Seller shall demonstrate the ability of
the Generating Facility to produce Contract
Capacity for a mutually agreed period of time.
12.1 (Option III pursuant to Section 3.1, Part I)
Standby electric service shall be provided pursuant
to a separate Agreement under terms and conditions
of Edison's tariff schedule as now in effect or as
may hereafter be authorized by the Commission to be
revised.
12.2 (Options II and III pursuant to Section 3.1, Part I)
Electric service shall be provided pursuant
to separate Agreement under terms, conditions and
rates of Edison's tariff schedule as now in effect or
as may hereafter be authorized by the Commission
to be revised.
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12.3 Monthly charges associated with Interconnection Facilities
shall be billed pursuant to the Interconnection Facilities Contract.
12.4 Edison shall commence billing Seller for electric service
rendered pursuant to the applicable schedule referred to in this
Section on the date that the Point of Interconnection is energized.
13. PROPERTY AND LAND RIGHTS
13.1 Edison shall, as it deems necessary or desirable,
build electric lines, facilities and other
equipment, both overhead and underground, on and
off Seller's Facility, for the purpose of effecting
the arrangements contemplated in this Agreement
after satisfaction of the requirements of Sections
13.2 and 13.3. The physical location of such
electrical line, facilities and other equipment on
Seller's Facility shall be determined by agreement
of the Parties.
13.2 Seller shall reimburse Edison for the cost of
acquiring any property rights off Seller's Facility
which are required by Edison to meet its
obligations to Seller under this Agreement.
13.3 Seller shall grant to Edison, without cost to
Edison, and by a mutually acceptable instrument of
conveyance, the following:
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13.3.1 Rights of way, easements and other property
interests necessary to construct, reconstruct, use,
maintain, alter, add to, enlarge, repair, replace,
inspect and remove at any time, the electric
lines, facilities or other equipment, both
overhead and underground, which is
required by Edison to effect the
arrangements contemplated in this Agreement
13.3.2 The rights of ingress and egress at all
reasonable times necessary for Edison to
perform any one or more of the activities
contemplated in this Agreement.
13.4 The electric lines, facilities, or other equipment
referred to in this Section 13 installed by Edison
on or off Seller's Facility shall be and remain the
property of Edison.
13.5 Edison shall have no obligation to Seller for any
delay or cancellation due to inability to acquire a
satisfactory right of way.
14. TAXES
14.1 Ad valorem taxes and other taxes properly
attributed to the Seller's Facility shall be paid by Seller.
If such taxes are assessed or levied against Edison,
Seller shall pay Edison the amount
Page 28 of 46
of such assessment or levy within thirty (30) days
of presentation of documentation thereof.
14.2 The Parties shall provide information concerning
the Project to any requesting taxing authority.
15. LIABILITY
15.1 Each Party (First Party) releases the other Party
(Second Party), its directors, officers, employees
and agents from any loss, damage, claim, cost,
charge, or expense of any kind or nature (including
any direct, indirect or consequential loss, damage
claim, cost, charge, or expense) including
attorney's fees and other cost of litigation
incurred by the First Party in connection with
damage to property of the First Party caused by or
arising out of the Second Party's construction,
engineering, repair, supervision, inspection,
testing, protection, operation, maintenance,
replacement, reconstruction, use or ownership of
its facilities, to the extent that such loss, damage,
claim, cost, charge, or expense is caused
by the negligence of Second Party, its directors,
officers, employees, agents, or any person or
entity whose negligence would be imputed to
Second Party.
15.2 Each Party shall indemnify and hold harmless,
the, other Party, its directors, officers, and employees
Page 29 of 46
or Agents from and against any loss, damage, claim,
cost, charge, (including direct, indirect or
consequential loss, damage, claim, cost, charge, or
expense), including attorney's fees and other costs
of litigation incurred by the other Party in
connection with the injury to or death of any
person or damage to property of a third party
arising out of the indemnifying Party's
construction, engineering, repair, supervision,
inspection, testing, protection, operation,
maintenance, replacement, reconstruction,
use, or ownership of its facilities, to the extent that
such loss, damage, claim, cost, charge, or expense
is caused by the negligence of the indemnifying
Party, its directors, officers, employees, agents,
or any person or entity whose negligence would be
imputed to the indemnifying Party; provided,
however, that each Party shall be solely responsible
for and shall bear all cost of claims brought by its
contractors or its own employees and shall
indemnify and hold harmless the other Party
for any such costs including costs arising out of
any workers compensation law.
15.3 The provisions of this Section 15 shall not be
construed so as to relieve any insurer of its
obligations to pay any insurance claims in
Page 30 of 46
accordance with the provisions of any valid
insurance policy.
15.4 Neither Party shall be indemnified under this
Section 15 for its liability or loss resulting from
sole negligence or willful misconduct.
16. INSURANCE
16.1 During the term of this Agreement, Seller shall
obtain and maintain in force as hereinafter
provided comprehensive general liability insurance,
including contractual liability coverage, with a
combined single limit of not less than
$1,000,000 each occurrence for Generating
Facilities 100 kW or greater; (ii) not less than
$500,000 for each occurrence for Generating
Facilities between 20 kW and 100 kw; and (iii) not
less than $100,000 for each occurrence for
Generating Facilities less than 20 kW. The
insurance carrier or carriers and form of policy
shall be subject to review and approval by Edison.
16.2 Prior to the date Seller's Generating Facility is
first operated in parallel with Edison's electric
system, Seller shall (i) furnish certificate of
insurance to Edison, which certificate shall
provide that such insurance shall not be terminated
nor expire except on thirty (30) days prior written
notice to Edison, (ii) maintain such insurance in
Page 31 of 46
effect for so long as Seller's Generating Facility
is operated in parallel with Edison's electric system, and
(iii) furnish to Edison an additional insured endorsement
with respect to such insurance in substantially the
following form:
"In consideration of the premium charged, Southern California
Edison Company ('Edison") is named as additional insured with
respect to all liabilities arising out of Seller's use and ownership
of Seller's Generating Facility."
"The inclusion of more than one insured under this policy shall
not operate to impair the rights of one insured against another
insured and the coverages afforded by this policy will apply as
though separate policies had been issued to each insured. The
inclusion of more than one insured will not, however, operate
to increase the limit of the carrier's liability. Edison will not,
by reason of its inclusion under this policy, incur liability to
the insurance carrier for payment of premium for this policy."
"Any other insurance carried by Edison which may be
applicable shall be deemed excess insurance and Seller's
insurance primary for all purposes despite any conflicting
provisions in Seller's policy to the contrary."
If the requirement of Section 16.2 (iii) prevents
Seller from obtaining the insurance required in
Section 16.1, then upon written notification by
Seller to Edison, Section 16.2 (iii) shall be waived.
16.3 The requirements of this Section 16.1 shall not
apply to a Seller who is a self-insured.
Page 32 of 46
governmental agency with an established self-insurance.
16.4 If Seller fails to comply with the provisions of this
Section 16, Seller shall, at its own cost, defend, indemnify,
and hold harmless Edison, its directors, officers, employees,
agents, assigns, and successors in interest from and against
any and all loss, damage, claim, cost, charge, or expense
of any kind of nature (including direct, indirect or consequential
loss, damage, claim, cost, charge, or expense, including
attorney's fees and other costs of litigation) resulting
from the death or injury to any person or damage to
any property, including the personnel and property of
Edison, to the extent that Edison would have been protected
had Seller complied with all of the provisions of
this Section 18.
17. UNCONTROLLABLE FORCES
17.1 Neither Party shall be considered to be in default in
the performance of any of the provisions contained
in this Agreement, except for obligations to pay money,
when and to the extent failure of performance shall be
caused by an Uncontrollable Force.
17.2 If either Party because of an Uncontrollable Force
is rendered wholly or partly unable to perform its
Page 33 of 46
obligations under this Agreement, the Party shall
be excused from whatever performance is affected
by the Uncontrollable Force to the extent so affected
provided that:
(1) the nonperforming Party, within two weeks
after the occurrence of the Uncontrollable Force,
gives the other Party written notice describing
the particulars of the occurrence,
(2) the suspension of performance is of no
greater scope and of no longer duration than is
required by-the Uncontrollable Force,
(3) the nonperforming Party uses its best efforts
to remedy its inability to perform (this subsection
shall not require the settlement of any strike,
walkout, lockout or other labor dispute on
terms which, in the sole judgment of the Party
involved in the dispute, are contrary to its interest.
It is understood and agreed that the settlement of
strikes, walkouts, lockouts or other labor disputes
shall be at the sole discretion of the Party having,
the difficulty),
Page 34 of 46
(4) when the nonperforming Party is able to resume
performance of its obligations under this Agreement,
that Party shall give the other Party written notice to
that effect, and
(5) capacity payments during such periods of
Uncontrollable Force on Seller's part shall be
governed by Appendix B.2, Section 8.3.
17.3 In the event that either Party's ability to perform
cannot be corrected when the Uncontrollable Force
is caused by the actions or inactions of legislative,
judicial or regulatory agencies, or other proper
authority, this Agreement may be amended to
comply with the legal or regulatory change
which caused the nonperformance.
If a loss of Qualifying Facility status occurs due
to an Uncontrollable Force and Seller fails to make
the changes necessary to maintain its Qualifying
Facility status, the Seller shall compensate Edison
for any economic detriment incurred by Edison as a
result of such failure.
18. NOTICES
Except as otherwise specifically provided herein, any
notice from one Party to the other, shall be given in,
writing and shall be deemed to be given as of the date
Page 35 of 46
the same is enclosed in a sealed envelope, addressed to
the other by certified first class mail, postage prepaid,
and deposited in the United States Mail. For the purposes
of this Section 18, such notices shall be mailed to the
following respective addresses or to such others as may
be hereafter designated by either Party:
Southern California Edison Company
▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇ ▇▇▇
▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇
Attention: Secretary
Tenneco Oil Company
▇.▇. ▇▇▇ ▇▇▇▇
▇▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
Attention: Division Production Engineer
19. NONDEDICATION OF FACILITIES
Neither Party, by this Agreement, dedicates any part of
its facilities involved in this Project to the public or
to the service provided under this Agreement, and such
service shall cease upon termination of this Agreement.
20. PREVIOUS COMMUNICATIONS
This Agreement contains the entire agreement and
understanding between the Parties, their agents and
employees as to the subject matter of this Agreement, and
merges and supersedes all prior agreements, commitments,
representations and discussions between the Parties. No Party
shall be bound to any other obligations, conditions, or
representations with respect to the subject matter of this Agreement.
Page 36 of 46
21. Nonwaiver
None of the provisions of this Agreement shall be considered
waived by either Party except when such waiver
is given in writing. The failure of either Party to
insist in any one or more instances upon strict
performance of any of the provisions of this Agreement or
to take advantage of any of its rights hereunder shall
not be construed as a waiver of any such provisions or
the relinquishment of any such rights for the future, but
the same shall continue and remain in full force and effect.
22. SUCCESSORS & ASSIGNS
Neither Party shall voluntarily assign its rights nor
delegate its duties under this Agreement, or any part of
such rights or duties, without the written consent of the
other Party, except in connection with the sale or merger
of a substantial portion of its properties. Any such
assignment or delegation made without such written
consent shall be null and void. Consent for assignment
shall not be withheld unreasonably. Such assignment
shall include, unless otherwise specified therein, all of
Seller's rights to any refunds which might become due
under this Agreement.
Page 37 of 46
23. EFFECT OF SECTION HEADINGS
Section headings appearing in this Agreement are intended
for convenience only, and shall not be construed as
interpretations of text.
24. GOVERNING LAW
This agreement shall be interpreted, governed and
construed under the laws of the State of California or
the United States as applicable as if executed and to
be performed wholly within the State of California.
Page 38 of 46
PART II: INTERCONNECTION FACILITIES
1. INTERCONNECTION FACILITIES DESIGN
1.1 The Interconnection Facilities shall be designed,
installed, operated and maintained at Seller's expense
pursuant to the appendix indicated in Section 2, Part II.
The design, installation, operation and maintenance of the
Interconnection Facilities shall be in accordance with the
terms and conditions of the elected appendix and Edison's
Tariff Rule No. 21.
1.2 The cost for the Interconnection Facilities set
forth in the appendices specified in Section 2.3,
Part II are estimates only for Seller's information
and will be adjusted to reflect recorded costs after
installation is complete; except thatl upon Seller's
written request to Edison, Edison shall provide a
binding estimate which shall be the basis for the
Interconnection Facilities cost in the Interconnection
Facilities Agreement executed by the Parties.
1.3 Seller, at no cost to Edison, shall acquire all
permits and approvals, and complete or have
completed all environmental impact studies
necessary for the construction, operation, and
maintenance of the Interconnection Facilities.
Page 39 of 46
2. OWNERSHIP AND OPERATION OF INTERCONNECTION FACILITIES
2.1 Seller shall not commence parallel operation of the Generating Facility
until written approval for operation of the Interconnection Facility has been
given by Edison. The Seller shall notify Edison at least forty-five days prior
to the initial energizing of the Point of Interconnection. Edison shall have
the right to inspect the Interconnection Facilities within 30 days of receipt
of such notice. If the facilities do not pass Edison's inspection, Edison
shall provide in writing the reasons for this failure within five days of
the inspection.
2.2 Edison shall own, operate and maintain the Interconnection
Facility as provided below.
2.3 Seller elects (check appropriate Appendix):
( ) Appendix A.1 - Interconnection Facilities -
Added Facilities Basis (Edison designs, purchases,
constructs, owns, operates and maintains Interconnection
Facilities. The Interconnection Facilities costs will
then be charged to Seller on an added facilities
Page 40 of 46
basis pursuant to Tariff Rule No. 2.H.)
(x) Appendix A.2 - Interconnection Facilities -
Capital Contribution Basis (Seller provides capital prior
to construction. Edison designs, purchases and constructs
the Interconnection Facilities. Seller pays maintenance and
operation Fees to Edison.)
( ) Appendix A.3 - Interconnection Facilities -
Seller Owned and Operated Facility (Seller designs,
purchases, constructs, owns, operates and maintains
Interconnection Facilities and assumes additional
and full responsibility therefore.)
2.4 The nature of the Interconnection Facilities and
the Point of Interconnection shall be set forth
either by equipment lists or appropriate one-line
diagrams and shall be attached to the appropriate
appendix specified in Section 2.3, Part II.
Page 41 of 46
PART III: PURCHASE AND PAYMENT PROVISIONS
1. POWER PURCHASE AND SALE
1.1 Seller hereby agrees to sell to Edison and Edison
hereby agrees to Purchase from Seller at the Point of
Interconnection, the Energy delivered by Seller to Edison
hereunder.
1.1.1 Seller shall begin delivery of Energy on or
before the expected date of Firm Operation. Such
Energy shall be paid for by Edison pursuant to the
terms and conditions of this Agreement and its
Appendices.
1.1.2 If at any time Energy can be physically
delivered to Edison and Seller is contesting the
claimed jurisdiction of any entity which has not
issued a license or other approval for the Project,
Seller at its sole discretion and risk shall have
the right to deliver said Energy to Edison and
shall receive payment from Edison for said Energy
only, pursuant to payment provisions in this Part III.
However, unless and until all required licenses an
approvals have been obtained, Seller may discontinue
deliveries at any time.
Page 42 of 46
1.2 Seller shall sell to Edison and Edison shall
purchase from Seller an amount of Contract Capacity
as specified under Section 2.1, Part I or such Contract
Capacity as adjusted pursuant to Section 1.2.2 below.
1.2.1 Such Contract Capacity shall be paid for by
Edison pursuant to the terms and conditions of this
Agreement and its Appendices.
1.2.2 Seller shall demonstrate the ability to provide
Edison the specified Contract Capacity within 30 days
of the date of Firm Operation in a manner pursuant to
Sections 11.2.2 and 11.2.3, Part I. If Seller fails to provide
the Contract Capacity, the Contract Capacity shall be
reduced pursuant to a written agreement of the Parties.
1.3 Adjustment to Contract Capacity
1.3.1 Seller may increase the Contract Capacity
with the approval of Edison and receive
payment for the additional capacity thereafter
in accordance with the Contract Capacity Price
for the remaining Contract Term.
Page 43 of 46
1.3.2 Seller may reduce the Contract Capacity at any
time by giving notice thereof to Edison. Edison may
reduce the Contract Capacity as a result of appropriate
tests, studies, or prior performance. The amount by which
the Contract Capacity is reduced shall be deemed a
reduction in Contract Capacity under Section 5, Part 1.
1.3.3. Either partly may request, the other party to
agree in writing to a new Contract Capacity whenever
it appears that it has changed for any reason.
2. PROCEDURE FOR MONTHLY PAYMENT
2.1 Edison shall mail to Seller not later than 30 days
after the end of each monthly billing period (1) a
statement showing the Energy and Contract Capacity
delivered to Edison during the on-peak, mid-peak, and
off-peak periods, as those periods are specified in
Edison's Tariff Schedule No. TOU-8 for that monthly
billing period, (2) Edison's computation of the amount
due Seller, and (3) Edison's check in payment of said amount.
2.2 If the monthly payment period involves portions
of two different published Energy payment schedule
periods the monthly Energy payment shall be
Page 44 of 46
prorated on the basis of the percentage of days at each price.
2.3 If within 30 days of receipt of the statement Seller does
not make a report in writing to Edison of an error, Seller shall be
deemed to have waived any error in Edison's statement
computation, and payment, and they shall be considered correct and
complete.
Page 45 of 46
PART IV: GENERAL AGREEMENT
1. AGREEMENT AND SIGNATURE
1.1 The Parties agree to the provisions provided in this
Agreement and corresponding Appendices referenced herein.
1.2 This Agreement is executed in two counterparts,
each of which shall be deemed an original. The
signatories hereto represent that they have been
appropriately authorized to enter into this
Agreement on behalf of the Party for whom they
sign. This Agreement is hereby executed as of
this 20th day of December, 1985.
SOUTHERN CALIFORNIA EDISON COMPANY
By s/s ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇.
▇▇▇▇▇▇ ▇. ▇▇▇▇▇, ▇▇. Vice President
TENNECO OIL CO
By s/s ▇▇▇▇▇▇ ▇. ▇▇▇▇▇
Name ▇▇▇▇▇▇ ▇. ▇▇▇▇▇
Title Vice Pres. & Div. Gen'l Manager
Page 46 of 46
TENNECO OIL COMPANY - PHASE I
SCE STANDARD FIRM POWER PURCHASE AGREEMENT
APPENDIX A.1
INTERCONNECTION FACILITIES - ADDED FACILIITES BASIS
A.1.1 Seller acknowledges that Seller has read Edison's Tariff
Rule No. 21 and the QFMP and understands Seller's obligations
and the consequences, as set forth in the QFMP and Part 1,
Section 6 of the Power Purchase Agreement, for failure to
satisfy any of the milestones in the QFMP.
A.1.2 In the event Seller loses its priority for existing
available Edison line capacity, Seller shall, pursuant to
Edison's Tariff Rule No. 21, be obligated to pay any additional
cost for upgrades or additions necessary to accommodate Seller's
deliveries. In such event, Edison and Seller shall amend this
Agreement to reflect the conditions resulting from the change in
priority.
A.1.3 Edison shall design, purchase, construct, own, operate
and maintain all Interconnection Facilities at Seller's expense.
The cost of the removable facilities portion of the
Interconnection Facilities and the operation and maintenance
thereof shall be paid by Seller on an added facilities basis
pursuant to the attached Application and Contract for
Interconnection Facilities.
Page A.1 1 of 2
A.1.4 Seller shall pay to Edison the total estimated cost for
the nonremovable facilities portion of the Interconnection
Facilities prior to the start of construction of the
Interconnection Facilities. The costs of operation and
maintenance shall be paid by Seller pursuant to the attached
Application and Contract for Interconnection Facilities.
A.1.5 To the extent that ▇▇▇▇▇▇ ▇▇▇▇▇ it necessary to effect
the arrangements contemplated by this Agreement, Edison may,
from time to time, design, install, operate, maintain, modify,
replace, repair or remove any or all of the Interconnection
Facilities. Any additions, modifications or replacement of
equipment shall be treated as Interconnection Facilities. The
cost of any addition, modification or replacement shall be added
to the Interconnection Facilities contract by amendment.
Equipment and/or Protective Apparatus which, in the opinion of
Edison, is no longer required, shall be deleted from the
Interconnection Facilities Contract.
Page A.1 2 of 2
Attachment to Appendix A.1
TENNECO OIL COMPANY - PHASE I
SCE STANDARD FIRM POWER PURCHASE AGREEMENT
APPLICATION AND CONTRACT FOR INTERCONNECTION FACILITIES
PLUS OPERATION AND MAINTENANCE
The undersigned Seller hereby requests the Southern
California Edison Company (Edison) to provide the facilities
described on the last page hereof which are by this reference
incorporated herein and are hereinafter called "Interconnection
Facilities." Interconnection Facilities as defined and used
herein are a group of Added Facilities (see Rule No. 2.H). which
have been designated as Interconnection Facilities, to
accommodate negotiation and preparation of contracts for
parallel generation projects. Furthermore, for purposes of the
cost allocations as provided in this agreement, such
Interconnection Facilities shall be classified as either
"Removable Facilities" or "Non-Removable Facilities" as
described on the last page of this agreement. Interconnection
Facilities, as are Added Facilities, shall be provided in
accordance with the applicable Tariff Schedules of Edison. Such
Interconnection Facilities shall be owned, operated and
maintained by Edison.
In consideration of Edison's acceptance of this
application, Seller hereby agrees to the following:
1. Seller shall pay a monthly charge for the removable
facilities portion of the Interconnection Facilities in the
amount of 1.7% of the added investment as determined by Edison
and as entered by Edison on the last page hereof. The monthly
charge shall be adjusted
Page 1 of 9
periodically in accordance with the
prorata operation and maintenance charges for added facilities
pursuant to Rule No. 2.H.2.C. The monthly charge may be based
upon estimated costs of the removable facilities portion of the
Interconnection Facilities and when the recorded book cost of
the removable facilities portion of the Interconnection
Facilities has been determined by Edison, the charges shall be
adjusted retroactively to the date when service is first
rendered by means of such Interconnection Facilities.
Additional charges resulting from such adjustment shall, unless
otherwise mutually agreed, be payable within thirty (30) days
from the date of presentation of a ▇▇▇▇ therefor. Any credits
resulting from such adjustment shall, unless otherwise mutually
agreed, be refunded within thirty (30) days following demand of
Seller.
2. Seller shall pay to Edison, prior to the start of
construction of the Interconnection Facilities, the total
estimated costs for the nonremovable facilities portion of the
Interconnection Facility as determined by Edison. The estimated
costs for the Interconnection Facilities, as entered on the last
page hereof, shall be determined by Edison. In the event Seller
abandons its plans for installation of such Interconnection
Facility, for any reason whatsoever, including failure to obtain
any required permits, Seller shall reimburse Edison upon
Page 2 of 9
receipt of supporting documentation for any and all expenses
incurred by Edison pursuant to this agreement within thirty
(30) days after presentation of a ▇▇▇▇.
3. Seller shall pay a monthly operation and maintenance
charge for the nonremovable facilities portion of the
Interconnection Facilities' operation and maintenance in the
amount of 0.9% of the added investment as determined by Edison
and as entered by Edison on the last page hereof. The monthly
charge shall be adjusted periodically in accordance with the
pro-rata operation and maintenance charges for added facilities
pursuant to Rule No. 2.H.2.b. The monthly charge may be based
upon estimated costs of the nonremovable facilities portion of
the Interconnection Facilities and when the recorded book cost
of the nonremovable facilities portion of the Interconnection
Facilities has been determined by Edison, the charges shall be
adjusted retroactively to the date when such Interconnection
Facilities are available for use. Additional charges resulting
from such adjustment shall, unless other terms are mutually
agreed upon, be payable within thirty (30) days from the date of
presentation of a ▇▇▇▇ therefor. Any credits resulting from
such adjustment shall, unless otherwise mutually agreed, be
refunded within thirty (30) days following demand of Seller.
Page 3 of 9
4. Whenever a change is made in the removable facilities
portion of the Interconnection Facilities which results in
changes in the added investment, the monthly charge shall be
adjusted on the basis of the revised added investment. The
description of the Interconnection Facilities shall be amended
by Edison to reflect any changes in equipment, installation and
removal cost, amount of added investment, and monthly charge
resulting from any such change in the removable facilities
portion of the Interconnection Facilities or adjustment as
aforesaid.
5. Whenever a change is made in the nonremovable facilities
portion of the Interconnection Facilities which results in
changes in the added equipment investment, the cost of such
change shall be payable by Seller within sixty (60) days from
the date of presentation of a ▇▇▇▇ therefore. The description
of the Interconnection Facilities shall be amended by Edison to
reflect any changes in equipment, installation and removal cost,
and amount of added investment. If required, the monthly charge
resulting from any such change in the nonremovable facilities
portion of the Interconnection Facilities shall be adjusted on
the basis of the revised added investment.
6. All monthly charges payable hereunder shall commence upon
the date when said Interconnection Facilities are available for
use and shall first be payable fifteen (15) days after Edison
submits the first ▇▇▇▇ therefore and
Page 4 of 9
shall continue until the abandonment of such Interconnection
Facilities by Seller, subject to the provisions of
Paragraphs 2. And 7. hereof.
7. If the interconnection Facilities are abandoned by
termination of service or otherwise, prior to five (5) years
from the date Seller's Generating Facility is operational,
Seller shall pay to Edison estimated cost of equipment and
installation plus the cost of removing the removable facilities
portion of the Interconnection Facilities less the estimated
salvage value, within thirty (30) days after presentation of a
▇▇▇▇ therefor. Alternatively, Seller may pay to Edison, as a
single payment, the sum of the monthly charges from paragraphs
1, 3, 4 and 5 hereof for the period beginning on the date on
which said facilities are to be removed and ending on a date
five (5) years from the date on which monthly charges commenced
pursuant to provisions of paragraphs 4 and 5 hereof. Such
alternative payment shall be made not later than thirty (30)
days prior to the date on which Edison is to remove the
Interconnection Facilities. If the Interconnection Facilities
have been only partially constructed prior to such abandonment,
Seller agrees to pay to Edison the amount expended by Edison
(not exceeding the estimated installation and removal cost) for
installing and removing the partially constructed
Interconnection Facilities within thirty (30) days after
Page 5 of 9
presentation of a ▇▇▇▇ therefor. If the Interconnection
Facilities are abandoned solely by Edison at any time prior to
or within the five (5) year term of this agreement, as of the
date of abandonment, Seller's obligation to pay Interconnection
Facilities charges, pursuant to paragraph 1, shall terminate and
Seller shall not have any obligation to pay the charges
described in this paragraph 7.
8. Seller shall provide evidence, to Edison's satisfaction,
of Seller's ability to perform its obligations pursuant to
Paragraph 7 above, within ninety (90) days after Edison has
provided Seller with Edison's cost for the Interconnection
Facilities and the estimated removal costs of Interconnection
Facilities. Seller shall provide to Edison said evidence by
means of a performance bond or other evidence as agreed to by
both Parties.
9. Seller agrees to utilize said Interconnection Facilities
in accordance with good operating practice and to reimburse
Edison for damage to said Facilities occasioned or caused by the
Seller or any of his agents, employees or licensees. Failure so
to exercise due diligence in the utilization of said
Interconnection Facilities shall give Edison the right to
terminate this contract, to remove said facilities and to demand
immediate reimbursement for the equipment installation and
removal costs, less the
Page 6 of 9
estimated salvage value if the facilities are removed within
five (5) years from the date of this contract.
10. Edison's performance under this Contract is subject to
the availability of materials required to provide the
Interconnection Facilities provided for herein and to all
applicable Tariff Schedules of Edison.
11. The parties also understand and agree that due to
equipment acquisition lead time and construction time
requirements, Edison requires a minimum of 6 months from the
time of authorization to construct the aforementioned
Interconnection Facility and place it in operation. Edison
shall have no obligation to Seller with regard to any target
date established by Seller which is less than eighteen (18)
months from the date this application is executed. However,
Edison shall exercise its best effort to meet Seller's projected
operational date.
12. (If applicable) This Contract for Interconnection
Facilities supplements the appropriate application and
contract(s) for electric service presently in effect between
Seller and Edison.
Page 7 of 9
13. This Contract shall to the extent provided by law at all
times be subject to such changes or modifications by the Public
Utilities Commission of the State of California as said
Commission may, from time to time, direct in the exercise of its
jurisdiction.
SELLER: Tenneco Oil Company
WITNESS: _______________ BY: _______________________
▇▇▇▇▇▇ ▇. ▇▇▇▇▇
Vice President and
Division General Manager
Approved and Accepted for
SOUTHERN CALIFORNIA EDISON COMPANY
By _______________________
▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
Vice President
DATED: May 22, 1987
Page 8 of 9
TENNECO OIL COMPANY - PHASE I
SCE STANDARD FIRM POWER PURCHASE AGREEMENT
SERVICE
ADDRESS: ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇
DATE APPLICANT DESIRES INTERCONNECTION FACILITIES
AVAILABLE: November, 1988
DATE APPLICANT WILL BEGIN CONSTRUCTION OF THE GENERATING
FACILITY: October, 1989 (Last possible date for start of
Construction)
DESCRIPTION OF INTERCONNECTION FACILITIES:
5.6 miles of new 66 kV line on wood poles
66/12 kV substation for 41.6 MW of Cogeneration**
Telecommunications
Metering and telemetering equipment
Modifications of Saugus and Newhall Substations
REMOVABLE FACILITIES PORTION OF THE INTERCONNECTION FACILITIES
TOTAL COST OF INTERCONNECTION Estimated $2,421,600
FACILITIES
ADDED INVESTMENT*: Estimated $2,402,600
INSTALLATION AND REMOVAL COST*: Estimated $1,924,400
ONE-TIME CHARGE: Estimated $ 12,400
NON-REMOVABLE FACILITIES PORTION OF THE INTERCONNECTION
FACILITIES
Seller shall provide all non-removable facilities
* Cost estimates are for information purposes only and are
not binding unless provided in writing by Edison pursuant
to a written request by Seller.
** The 41.6 MW Cogeneration project will consist of Phase I and
Phase II, approximately 20.8 MW each.
Page 9 of 9
SCE STANDARD AGREEMENT
FIRM POWER PURCHASE
APPENDIX A.3
INTERCONNECTION FACILITIES - SELLER OWNED AND OPERATED FACILITY
A.3.1 Seller acknowledges that Seller has read Edison's Tariff
Rule No. 21 and the QFMP and understands Seller's obligation and
the consequences, as set forth in the QFMP and Part 1, Section
25 herein, for failure to satisfy any of the milestones in the
QFMP.
A.3.2 In the event Seller loses its priority under Section 25.4
for existing available Edison line capacity, Seller shall,
pursuant to Edison's Tariff Rule No. 21, be obligated to pay any
additional cost for upgrades or additions necessary to
accommodate Seller's deliveries. In such event, Edison and
Seller shall amend this Agreement to reflect the conditions
resulting from the change in priority.
A.3.3 Seller shall design, purchase, construct, operate and
maintain Seller owned Interconnection Facilities at its sole
expense. Edison shall have the right to review the design as to
the adequacy of the Protective Apparatus provided. Any
additions or modifications required by Edison shall be
incorporated by Seller.
A.3.4 Notwithstanding the provisions of Section 16, Seller,
having elected to own, operate, and maintain the Interconnection
Facilities, shall accept all liability and release Edison from
and indemnify Edison against any liability for faults or damage
to Seller's
Page A.3-1
Interconnection Facility, the Edison electric system
and the public as a result of the operation of Seller's project.
A.3.5 Edison shall have the right to observe the construction
of the Interconnection Facilities, and inspect said facilities
after construction is completed at the Seller's expense.
A.3.6 Facilities which are deemed necessary by Edison for the
proper and safe operation of the Interconnection Facilities and
which Seller desires Edison to own and operate at Seller's
expense shall be provided as appendant facilities. Edison shall
own, operate and maintain any necessary appendant facilities
which may be installed in connection with the Interconnection
Facilities at Seller's expense. Edison may, as it deems
necessary, modify the aforementioned facilities at Seller's
expense.
A.3.7 For the appendant facilities, Seller elects (check on):
__X___ Option I: Edison shall install, own, operate and
maintain the appendant facilities and Seller shall pay to Edison
the total estimated cost for the appendant facilities prior to
the start of construction of the appendant facilities.
______ Option II: Seller shall install at Seller's expense its
portion of the appendant facilities in accordance with Rule 21.
Within 30 days after
Page A.3-2
installation is complete, Seller shall transfer ownership of the
appendant facilities to Edison in a manner acceptable to Edison.
A.3.8 Maintenance of facilities referred to in Section A.3.6
shall be paid by Seller pursuant to the attached Application and
Contract for Interconnection Facilities Plus Operation and
Maintenance ("Contract").
A.3.9 To the extent that ▇▇▇▇▇▇ ▇▇▇▇▇ it necessary to effect
the arrangements contemplated by this Agreement, Edison may,
from time to time, request the Seller to design, install,
operate, maintain, modify, replace, repair or remove any or all
of the Interconnection Facility. Such equipment and/or
Protective Apparatus shall be treated as Interconnection
Facilities and added to the Interconnection Facilities Contract
by amendment pursuant to Section A.3.6.
A.3.10 Edison shall have the right to review any changes in the
design of the Interconnection Facilities and recommend
modification(s) to the design as it deems necessary for proper
and safe operation of the Project when in parallel with the
Edison electric system. The Seller shall be notified of the
results of such review by Edison, in writing, within 30 days of
the receipt of all specifications related to the proposed design
changes. Any flaws perceived by Edison in the proposed design
changes, shall be described in the written notice.
Page A.3-3
Attachment to Appendix A.3
APPLICATION AND CONTRACT FOR INTERCONNECTION FACILITIES
PLUS OPERATION AND MAINTENANCE
The undersigned Seller hereby requests the Southern California
Edison Company (Edison) to provide the appendant facilities
described on the last page hereof and by this reference herein
incorporated, hereinafter called "Interconnection Facilities."
Interconnection Facilities as defined and used herein are a
group of Added Facilities which have been designated as
Interconnection Facilities, to accommodate negotiation and
preparation of contracts for parallel generation projects.
Interconnection Facilities, as are Added Facilities, shall be
provided in accordance with the Applicable Tariff Schedules of
Edison. Such Interconnection Facilities are to be owned,
operated and maintained by Edison.
In consideration of Edison's acceptance of this Contract, Seller
hereby agrees to the following:
1. If Seller elects Option I in Section A.3.7, Seller shall pay
to Edison, prior to the start of construction of the
Interconnection Facilities, the total estimated costs for the
Interconnection Facility as determined by Edison and entered on
the last page hereof. In the event Seller abandons its plans
for installation of such Interconnection Facility, for any
reason whatsoever, including failure to obtain any required
permits, Seller shall reimburse Edison upon receipt of
supporting documentation for any and all
Page 1 of 6
expenses incurred by Edison pursuant to this Contract within
thirty (30) days after presentation of a ▇▇▇▇. In the event
Seller has prepaid the total estimated costs for the
Interconnection Facility as provided herein, prior to
abandonment, Edison will account to Seller for monies expended
to the date of the abandonment of the plans for installation
within 30 days after Notice of Abandonment has been served on
Edison.
2. If Seller elects Option II in Section A.3.7, Edison shall
have the right to observe the construction of the
Interconnection Facilities and inspect and test said facilities
after construction is completed at the Seller's expense.
3. The parties also understand and agree that due to equipment
acquisition lead time and construction time requirements, Edison
requires a minimum of twenty-four (24) months from the time of
authorization to construct the aforementioned Interconnection
Facility and place it in operation. Edison shall have no
obligation to Seller with regard to any target date established
by Seller which is less than twenty-four (24) months from the
date this Contract is executed. However, Edison shall exercise
its best efforts to meet Seller's projected operational date.
4. Seller shall pay a monthly charge for the Interconnection
Facilities' operation and maintenance in the amount of 0.9% of
the added equipment investment as determined by
Page 2 of 6
Edison and as entered by Edison on the last page hereof. The
monthly charge shall be adjusted periodically in accordance
with the pro-rata operation and maintenance charges for added
facilities pursuant to Rule No. 2.H. The monthly charge may
be based upon estimated costs of the Interconnection Facilities
and when the recorded book cost of the Interconnection Facilities
has been determined by Edison, the charges shall be adjusted
retroactively to the date when service is first rendered by means
of such Interconnection Facilities. Upon request by Seller, Edison will
supply documentation of any periodic adjustments to the monthly
charge. Additional charges resulting from such adjustment
shall, unless other terms are mutually agreed upon, be payable
within thirty (30) days from the date of presentation of a ▇▇▇▇
therefor. Any credits resulting from such adjustment will,
unless other terms are mutually agreed upon, be refunded upon
demand of Seller.
5. Whenever a change is made in the Interconnection Facilities
which results in changes in the added equipment investment, the
monthly charge will be adjusted on the basis of the revised
added equipment investment. The cost of such change shall be
payable by Seller within sixty (60) days from the date of
presentation of a ▇▇▇▇ thereof. The description of the
Interconnection Facilities will be amended by Edison and
initialed by
Page 3 of 6
Seller on the last page hereof to reflect any changes in
equipment, installation and removal cost, amount of
added equipment investment, and monthly charge resulting from
any such change in the Interconnection Facilities or adjustment
as aforesaid. However, the charge for the change in the
Interconnection Facilities shall be payable by Seller not
withstanding Seller's failure to initial the Amendment as
provided herein.
6. The monthly charges payable hereunder shall commence upon
the date when said Interconnection Facilities are available for
use but not before service is first established and rendered
through Edison's normal facilities and shall first be payable
within 30 days when Edison shall submit the first energy ▇▇▇▇
after such date and shall continue until the abandonment of such
Interconnection Facilities by Seller, subject to the provisions
of Paragraphs 5. and 6. hereof.
7. Seller agrees to utilize said Interconnection Facilities in
accordance with good operating practice and to reimburse Edison
for damage to said Facilities occasioned or caused by the Seller
or any of his agents, employees or licensees. Failure so to
exercise due diligence in the utilization of said
Interconnection Facilities upon written notice of same to
Seller, will give Edison the right to terminate this Contract.
Page 4 of 6
8. Edison's performance under this Contract is subject to the
availability of materials required to provide the
Interconnection Facilities provided for herein and to all
applicable Tariff Schedules of Edison.
9. This Application and contract for Interconnection Facilities
supplements the appropriate application and contract(s) for
electric service presently in effect between Seller and Edison.
10. This Contract shall at all times be subject to such changes
or modifications by the Public Utilities Commission of the State
of California as said Commission may, from time to time, direct
in the exercise of its jurisdiction.
DATED: 8/25/1986 SELLER: TENNECO OIL COMPANY
WITNESS: By: ▇▇▇▇▇▇ ▇. ▇▇▇▇▇
Mail (Address)
Approved and Accepted for
SOUTHERN CALIFORNIA EDISON COMPANY
By: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
Vice President
Page 5 of 6
SELLER: Tenneco Oil Company
SERVICE ADDRESS: ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇
DATE APPLICANT DESIRES INTERCONNECTION FACILITIES
AVAILABLE: July 1, 1988 (Phase I)
DATE APPLICANT WILL BEGIN CONSTRUCTION OF THE GENERATING
FACILITY: July 1, 1986 (Phase I)
DESCRIPTION OF INTERCONNECTION FACILITIES: (Phase I and II)
(See attached single line electrical schematic)
5.6 miles of new 66 kv line on wood poles
66/12 kv Substation for 41.6 MW cogeneration**
Telecommunication
Metering and telemetering equipment
Modifications of Saugus and Newhall Substations
SELLER SHALL FURNISH:
All non-removable facilities
2-22.4 MVA Transformers
1-Low-Side circuit breaker
Payment shall be made according to the following schedule:
15% When Interconnect is signed
35% First quarter 1987
50% First quarter 1988
TOTAL COST OF INTERCONNECTION FACILITIES*: ESTIMATED $2,421,600
ADDED INVESTMENT*: ESTIMATED $2,402,600
ADDED INVESTMENT: RECORDED BOOK COST $----
ESTIMATED INSTALLATION AND REMOVAL COST*: $1,924,400
ONE-TIME CHARGE: $19,000
DATE SERVICE FIRST RENDERED BY MEANS OF THE INTERCONNECTION
FACILITIES:
** Such 41.6 MW cogeneration project will be in Phases - Phase I
and Phase II, approximately 20.8 MW facility each.
* Cost estimates are for information purposes only and are not
binding unless provided in writing by Edison pursuant to a
written request by Seller.
Page 6 of 6 Attachment to Appendix A.3
NEWHALL PHASE I
APPENDIX B.1
ENERGY PURCHASE PROVISION
1. Seller shall receive a monthly payment for Energy purchased
by Edison based on Edison's full avoided operating costs approved
by the Commission throughout the Contract Term and updated
periodically with Commission approval. Data used to derive Edison's
full avoided costs will be made available to the Seller to the extent
specified by Seller upon request.
Seller's monthly Energy payment shall be the sum of payments for Energy
purchased during the on-peak, mid-peak and off-peak periods as those
periods are defined in Edison Tariff Schedule No. TOU-8.
Payment shall be calculated as follows:
MONTHLY ENERGY PAYMENT = On-Peak Period Energy Payment
? Mid-Peak Period Energy Payment + Off-Peak Period Energy Payment
Where:
PERIOD ENERGY PAYMENT = (Avoided Operating Cost per kwh by Period)
x (Period kwh Delivered by Seller and
Purchased by Edison)
x (Energy Loss Adjustment Factor).
2. Edison shall not be obligated to accept or pay for and may
request Seller whose Generating Facility is 1 MW or greater to
discontinue or reduce delivery of Energy during periods when
purchases under this Agreement would result in costs greater
than those which Edison would incur if it did not purchase
Energy from Seller but instead generated from another source an
equivalent amount of energy. When possible, Edison shall make a
reasonable effort to sell excess energy before requesting Seller
to discontinue or reduce Energy delivery. Also when possible,
Edison shall give Seller reasonable notice of the possibility
that Seller may be requested to discontinue or reduce Energy
delivery pursuant to this Section.
3. When the Edison Electric System demand would require that
hydro-energy be spilled to reduce generation, Seller will be
paid a hydro savings payment for Energy delivered. When Edison
anticipates such periods, Edison shall notify Seller that a
hydro savings payment period is possible. The payment will be
calculated when a hydro spill condition occurs, and shall be
determined as follows:
HYDRO SAVINGS PAYMENTS =
(Projected kwh from Qualifying) _ (Required Hydro kwh Spill to)
(Facilities per Period ) (Reduce Generation per Period)
(Projected kwh from Qualifying Facilities per Period)
x (Period Energy Payment).
Note: If the result of the Hydro Savings Payment calculation is less than
or equal to zero, no Hydro Savings Payment shall be made to Seller.
NEWHALL PHASE I
APPENDIX B.2
FIRM POWER PURCHASE PROVISION
CAPACITY PAYMENTS FOR FIRM POWER PURCHASES
1. The power purchase provisions in this Appendix shall become
effective on the date of Firm Operation specified in this
Agreement.
2. Seller shall be paid for Contract Capacity delivered to
Edison on a monthly basis. Payments will be based on the
Standard Offer No. 2 Capacity Payment Schedule (Seller to select
one of the following)
_X__ in effect at the time of execution of this Agreement or
____ in effect on the date of Firm Operation of the first
generating unit.
Capacity payment schedule will be based on Edison's full avoided
operating costs as approved by the Commission, throughout the
life of this Agreement. Data used to derive Edison's full
avoided costs will be made available to the Seller, to the
extent specified by Seller, upon request.
3. The Contract Capacity Price of $153/kw-yr shall be used to
determine payment in this Agreement.
4. PAYMENT OPTION
4.1 Seller has two options for calculation of Contract
Capacity payments. Such options, herein referred to as Option
No. 1 and No. 2, are described below in this Section. Seller
hereby elects:
_____ Option ▇▇. ▇, ▇▇▇▇▇▇▇ ▇
__X__ Option No. 2, Section 6.
4.2 Seller may change the option for Contract Capacity payment
only with Edison's consent.
5. PAYMENT OPTION 1 - PERFORMANCE BASED ON
AVAILABILITY/DISPATCHABILITY
5.1 Minimum Performance Requirement in Option 1 to receive full
capacity payments.
5.1.1 The Generating Facility must be dispatchable to Edison
upon request, and meet the following conditions:
i) The Generating Facility must be available during all on-
peak hours of each Peak Month except during hours of allowable
Forced Outage (Section 5.1.4).
ii) The Generating Facility must be available for all other
hours of the year except during hours of allowable maintenance
(Section 7) and during hours of allowable Forced Outage (Section
5.1.4).
iii) The Generating Facility must maintain an adequate fuel
supply.
5.1.2 Telemetering or other suitable means of communication
between the Generating Facility
Page B.2-2
and the Edison dispatch center shall be provided at Seller's expense.
5.1.3 The measure of availability shall be the performance during
the hours that the Generating Facility is dispatched, ignoring energy
produced over the rated capacity of the Generating Facility.
Dispatching requests can only increase power production, and only up
to the Contract Capacity.
5.1.4 The Seller is allowed a 20% Forced Outage rate for the on-peak
hours of each Pak Month, a 20% Forced Outage rate for the mid- and
off-peak hours of each Peak Month, and a 20% Forced Outage rate for the
hours of each non-Peak Month. Except during the Peak Months, Seller may
accumulate and apply the 20 percent allowance for Forced Outage for any
consecutive three month period.
5.2 Payment Provision in Option 1
5.2.1 When the requirements of Section 5.1 are met, the payment is:
MONTHLY CAPACITY PAYMENT = (Contract Capacity Price)
x (1/12)
x (Contract Capacity)
5.2.2 When the requirements of Section 5.1 are not met, the monthly payment
is:
Page B.2-3
MONTHLY CAPACITY PAYMENT = (Contract Capacity Price)
x (Contract Capacity)
x (1/12)
x (Availability/.8).
(cannot be greater than 1)
5.3 Payments in excess of 100% of Contract Capacity Price.
5.3.1 Bonus During Peak Months
For a Peak Month, the Seller will receive a bonus if
1) The performance requirements of Section 5.1 have been met; and,
2) The on-peak availability exceeds 85%.
5.3.2 Bonus During Non-Peak Months
In a non-Peak Month, the Seller will receive a bonus if
1) The performance requirements of Section 5.1 have been met;
2) The on-peak availability for each of the year's Peak Months was at least
85%; and
3) The on-peak availability exceeds 85%.
5.3.3 Bonus Payment
For any eligible month, the bonus payment will be calculated according
to the following formula.
MONTHLY BONUS PAYMENT = (1.2 x on-peak availability - 1.02)
X (1/12) Contract Capacity Price
X Contract Capacity
Page B.2-4
5.3.4 Total monthly capacity payment when a bonus is earned shall be the
sum of the monthly capacity payment (Section 5.2.1) and the monthly bonus
payment (Section 5.3.3).
6. PAYMENT OPTION 2 - PERFORMANCE BASED ON CAPACITY FACTOR
Minimum performance Requirement in Option 2 to receive full capacity payments.
6.1.1 The Contract Capacity shall be delivered for all of the on-peak hours
as defined in Tariff Schedule No. TOU-8 in each of the Peak Months subject
to a 20% allowance for Forced Outages for each month.
6.1.2 There is no minimum performance requirement for the rest of the year.
6.2 Payment Provision in Option 2
The monthly capacity payment shall be calculated as the sum of the on-peak,
mid-peak, and off-peak capacity payments. Each capacity period payment is
calculated as follows:
Page B.2-5
MONTHLY CAPACITY PERIOD = (Contract Capacity Price)
PAYMENT x (Conversion to Monthly Payment)
x (Contract Capacity)
X (Period Performance Factor)
Where:
PERIOD PERFORMANCE FACTOR =
Period kwh Purchased by Edison*
0.8 x (Contract Capacity) x (Period Hrs. - Allowable Maintenance
Hrs.)
(The Period Performance Factor cannot exceed 1).
Conversion to Monthly Payments: The following factors convert
Contract Capacity Price to monthly payments by time period of
delivery. These conversion factors will be subject to periodic
change as approved by the Commission.
SUMMER PERIOD WINTER PERIOD
On-peak .13125 .02094
Mid-peak .00267 .01054
Off-peak .00000 .00127
6.3 Payments in excess of 100% of Contract Capacity Price
6.3.1 Bonus During Peak Months
For a Peak Month, the Seller will receive a bonus if
1) The Performance Requirements of Section 6.1 have been met;
and
2) The on-peak capacity factor exceeds 85%.
* Only by mutual consent can the kilowatthours used in this Period Performance
Factor calculation be delivered to Edison at a rate of delivery greater than
the Contract Capacity.
Page B.2-6
6.3.2 Bonus During Non-Peak Months
1) The performance requirements of Section 6.1 have been met;
2) The on-peak capacity factor for each of the year's Peak Months was
at least 85%; and
3) The on-peak capacity factor exceeds 85%.
6.3.3 Bonus Payment
For any eligible month, the bonus payment is the following:
BONUS PAYMENT = (1.2 x on-peak capacity factor - 1.02)
X Contract Capacity Price
X (1/12)
X Contract Capacity
Where:
ON-PEAK CAPACITY FACTOR =
On-Peak kwh Purchased by Edison/
(Contract Capacity) x (Period Hrs. - Allowable Maintenance Hrs.)
6.3.4 The monthly capacity payment when a bonus is earned shall be the sum of
the monthly capacity payment (Section 6.2) and the monthly bonus payment
Section 6.3.3).
7. SCHEDULED MAINTENANCE ALLOWANCES
The allowance for scheduled maintenance is as follows:
7.1 Outage periods for scheduled maintenance shall not exceed
840 hours (35 days) in any 12-month period. This allowance may
be used in increments of an hour or longer on a consecutive or
nonconsecutive basis.
Page B.2-7
7.2 Seller may accumulate unused maintenance hours on a year-
to-year basis up to a maximum of 1,080 hours (45 days). This
accrued time must be used consecutively and only for major
overhauls.
8. FAILURE TO MEET MINIMUM PERFORMANCE REQUIREMENTS
8.1 Except when caused by Uncontrollable Forces, if Seller
fails to meet the minimum performance requirements as set forth
in Sections 5.1 and 6.1. The following shall apply:
8.1.1 Seller may be placed on probation for a period not to
exceed 15 months or as otherwise agreed to by the Parties.
During this period, the monthly capacity payment will be based
on the level of capacity actually delivered.
8.1.2 If Seller meets or demonstrates to Edison pursuant to
Section 11, Part I that it can meet its minimum requirement
during the probationary period, Edison shall reinstate regular
capacity payments.
8.1.3 If Seller fails to meet its minimum requirements during
the probationary period, Edison may derate the Contract Capacity
to the greater of the capacity actually delivered when the
minimum requirements were not met, or the capacity at which
Seller is reasonably likely to meet the minimum requirements.
Page B.2-8
In either case, the quantity by which the Contract Capacity is
reduced shall be considered terminated without prescribed notice
as provided in Section 5.5, Part I.
8.2 If Seller is prevented from meeting the minimum performance
requirement because of a Forced Outage on the Edison system or a
request to cease or curtail delivery under Section ▇, ▇▇▇▇▇▇▇▇ ▇.▇,
▇▇▇▇▇▇ shall continue capacity payments. Under Option 2,
capacity payments will be calculated in the same manner used for
scheduled maintenance outages.
8.3 If deliveries are interrupted or reduced because of
Uncontrollable Forces, Edison shall continue capacity payments
for 90 days form the occurrence of the Uncontrolled Force event.
If Seller has chosen Option 2 as a method for capacity payments,
payments due during a period of interruption or reduction by
reason of an Uncontrolled Force, shall be calculated in the same
manner used for scheduled maintenance outages.
8.4 Adjustment for Hydroelectric Facility Hydroelectric
facilities which have their Contract Capacity based on the five
dry-year average, shall not have their Contract Capacity
terminated or derated when their failure to meet minimum
performance requirements is due solely to the occurrence of a
dry year which is
Page B.2-9
drier than the five dry-year average. During drier-year
conditions, the Seller shall be paid for the amount of capacity,
if any, actually delivered. Capacity payments shall resume at
the Contract Capacity Price when hydro conditions once again
reach the level used to determine the capacity ratings.
9. EXAMPLES OF TERMINATION CALCULATIONS
9.1 Example 1
Termination with Prescribed Notice
Assumptions:
1) Power delivery starts in January 1985 on a 20-year Contract
Term for a Contract Capacity of 50 MW. Contract Capacity Price
is $132/kW-yr.
2) In January 1987, Seller notifies Edison that the Contract
Capacity will be reduced to 20 MW in January 1990. The Adjusted
Capacity Price for the capacity being terminated (30 MW) is
$93/kW-yr.
3) Federal Reserve Board three months prime commercial paper
rate is 1% per month.
4) Seller is under Option 1 for capacity payment.
5) Prescribed notice required is 36 months.
Resulting Action:
Capacity Payment Adjustment (Section 5.4.3, Part I)
For a period from January 1987 to January 1990, the capacity
price for the 50 MW will be $109/kW-yr, the
Page B.2-10
weighted average of $132 and $93 calculated as follows:
(20/50) x $132 + (30/50) x $93 = $109/kW-yr
Starting January 1990 the Contract Capacity Price will return to
$132/kW-yr but for only 20 MW.
Capacity Overpayment Refund (Section 5.4.2,Part I)
The Seller must also repay to Edison the overpayments made in
1985 and 1986 on the 30 MW portion of the contract which is
being terminated, at the rate of $39/kW-yr ($132 - $93).
Since under Option 1, (1/12) of the capacity is paid each month,
the overpayment consists of 24 monthly payments made between
January 1985 and December 1986, each amounting to:
$39/kW-yr x (1/12) x 30,000 kW = $97,500/month
This annuity of 24 payments has a present value in January 1985
of
$97,500 x 1 = $97,500 x 1
Capital Recovery Factor 0.01
1
1 - (1.01) 24
= $2,071,230
The value of this annuity (including interest) in January 1987, the amount
payable to Edison becomes $2,071,230 x Compound Amount Factor = $2,071,230
x (1.01)24= $2,629,913
Page B.2-11
9.2 Example 2
Termination Without Prescribed Notice
Assumptions:
(1) Power delivery starts in January 1985 on a 20-year Contract Term for
a Contract Capacity of 50 MW. Contract Capacity Price is $132/kW-yr.
(2) In January 1987, Seller notified Edison that the Contract Capacity
will be reduced to 20 MW in January 1988. The Adjusted Capacity Price
for the capacity being terminated (30 MW) is $88/kW-yr.
(3) Federal Reserve Bond three months prime commercial paper rate is 1%
per month.
(4) Seller is under Option 1 for capacity payment.
(5) The capacity price for a Contract Term of seventeen (17) years with
a delivery date of 1988 will come from the capacity table in effect at the
time of the termination notice. Assume this value is $158/kW-yr.
(6) Prescribed notice required is 36 months.
Resulting Action:
Capacity Payment Adjustment (Section 5.4.3, Part I)
For period from January 1987 to January 1988, the capacity price for
the 50 MW will be $106/kW-yr, the weighted average of $132 and $88
calculated as follows:
Page B.2-12
(20/50) x $132 + (30/50) x $88 = $106/kW-yr
Starting January 1988, the capacity price will return to $132/kW-yr,
but for only 20 MW.
Capacity Overpayment Refund (Section 5.4.3, Part I)
The amount of capacity overpayment refund to be made to Edison by Seller
is $2,967,082. (For calculation of this payment amount see Capacity
Overpayment Refund section of the termination with prescribed notice
example, Section 9.1).
Capacity Replacement Cost (Section 5.5.2, Part I)
The Seller must also pay Edison a one time capacity replacement cost of
$1,560,000 calculated as follows:
(30,000 kW) ($158 - $132) (2 years) = $1,560,000
Total Repayment to Edison
The total repayment from Seller to Edison will be $4,527,082, which is the
sum of the capacity overpayment refund and the capacity replacement cost.
Page B.2-13
Revised Cal. P.U.C. Sheet No. 8524-E
Cancelling Revised Cal. P.U.C. Sheet No. 8399-E
SOUTHERN CALIFORNIA EDISON COMPANY
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Schedule No. TOU-8
GENERAL SERVICE - LARGE
APPLICABILITY
Applicable to general service, including lighting and power.
This schedule is mandatory for all customers whose monthly
maximum demand exceeds 500 kw for any three months during the
preceding 12 months, except that customers with demands in
excess of 5,000 kw, who otherwise qualify, may elect service
under Schedule No. 1-5. Any customer whose monthly maximum
demand has fallen below 450 kw for 12 consecutive months may
elect to take service on any other applicable schedule.
TERRITORY
Within the entire territory served.
RATES
Per Meter
Per Month
Customer Charge: $560.00
Demand Charge (to be added to Customer Charge):
All kw of on-peak billing demand, per kw $5.05
Plus all kw of mid-peak billing demand, per kw 0.65
Plus all kw of off-peak billing demand, per kw No charge
(Subject to Minimum Demand Charge.
See Special Condition No. 6.)
Energy Charge (to be added to Demand Charge):
All on-peak kwh, per kwh 8.426 cents
Plus all mid-peak kwh, per kwh 7.026 cents
Plus all off-peak kwh, per kwh 5.856 cents
The above rates are subject to the Steel Surcharge Adjustment
as set forth in Special Condition No. 13.
Charges for energy are calculated for customer billing using the
components shown below.
Advice Letter No. 694-E Date Filed August 19, 1985
Decision No. Effective November 13, 1985
Resolution No. E-2062
▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
Senior Vice President
Revised Cal. P.U.C. Sheet No. 8458-E
Cancelling Revised Cal. P.U.C. Sheet No. 8447-E
SOUTHERN CALIFORNIA EDISON COMPANY
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Schedule No. TOU-8
GENERAL SERVICE - LARGE
(Continued)
ENERGY CHARGE COMPONENTS
Per kwh
On-Peak Mid-Peak Off-Peak
(in cents) (in cents) (in cents)
Base Rate:
All kwh 2.356 2.356 2.356
Adjustment Rates:
Energy Cost Adjustment
Billing Factor 4.871 3.471 2.301
Annual Energy Rate 0.070 0.070 0.070
Conservation Load Management
Billing Factor 0.030 0.030 0.030
Electric Revenue Adjustment
▇▇▇▇▇▇▇ ▇▇▇▇▇▇ -▇.▇▇▇ -▇.▇▇▇ -▇.▇▇▇
▇▇▇▇▇ Additions Adjustment
Billing Factor 1.270 1.270 1.270
Annual Major Additions Rate 0.000 0.000 0.000
PUC Reimbursement Fee 0.012 0.012 0.012
Total Adjustment Rates 6.070 4.670 3.500
The PUC Reimbursement Fee is described in Schedule No. RF-E.
The Adjustment Rates are described in Parts C, I, J, and L of
the Preliminary Statement.
SPECIAL CONDITIONS
1. Time periods are defined as follows:
On-Peak: 12:00 p.m. to 6:00 p.m.
summer weekdays except holidays
5:00 p.m. to 9:00 p.m.
winter weekdays except holidays
Mid-Peak: 8:00 a.m. to 12:00 p.m. and 6:00 p.m. to 11:00 p.m.
Summer weekdays except holidays
8:00 a.m. to 5:00 p.m.
winter weekdays except holidays
Off-Peak: All other hours.
Off-peak holidays are New Year's Day, Washington's Birthday,
Memorial Day, Independence Day, Labor Day, Veterans Day,
Thanksgiving Day, and Christmas.
When any holiday listed above falls on Sunday, the following
Monday will be recognized as an off-peak period. No change in
off-peak will be made for holidays falling on Saturday.
The summer session shall commence at 12:01 a.m. on the first
Sunday in June and continue until 12:01 a.m. of the first Sunday
in October of each year. The winter season shall commence at
12:01 a.m. on the first Sunday in October of each year and
continue until 12:01 a.m. of the first Sunday in June of the
following year.
2. Voltage: Service will be supplied at one standard voltage.
Advice Letter No. 680-E Date Filed May 8, 1985
Decision Nos. ▇▇-▇▇-▇▇▇ Effective June 2, 1985
▇▇-▇▇-▇▇▇ Resolution No.
▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
Senior Vice President
Revised Cal. P.U.C. Sheet No. 8189-E
Cancelling Revised Cal. P.U.C. Sheet No. 7119-E
SOUTHERN CALIFORNIA EDISON COMPANY
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Schedule No. TOU-8
GENERAL SERVICE - LARGE
SPECIAL CONDITIONS (Continued)
3. Maximum Demand: Maximum demands shall be established for
the on-peak, mid-peak and off-peak periods. The maximum demand
for each period shall be the measured maximum average kilowatt
input indicated or recorded by instrument to be supplied by the
Company, during any 150minute metered interval, but (except for
new customers or existing customers electing Contract Demand as
defined in these Special Conditions) not less than the
diversified resistance welder load computed in accordance with
the section designated Welder Service in Rule No. 2. Where the
demand is intermittent or subject to violent fluctuations, a 5-
minute interval may be used.
4. Billing Demand: Separate billing demands for the on-peak,
mid-peak, and off-peak time periods shall be established for
each monthly billing period The billing demand for each time
period shall be the maximum demand for that time period
occurring during the respective monthly billing period. The
billing demand shall be determined to the nearest kw.
5. Contract Demand: A contract demand will be established by
the Company, based on applicant's demand requirements for any
customer newly requesting service on this schedule and for any
customer of record on this schedule who requests an increase or
decrease in transformer capacity in accordance with Rule No.
12D. A contract demand arrangement is available upon request
for all customers of record on this schedule. The contract
demand will be used only for purposes of establishing the
minimum demand charge for facilities required to provide service
under the rate and will not be otherwise used for billing
purposes. Contract demand is based upon the nominal kilovolt-
ampere rating of the Company's serving transformer(s) or the
standard transformer size determined by the Company as required
to serve the customer's stated measurable kilowatt demand,
whichever is less and is expressed in kilowatts.
6. Minimum Demand Charge: Where a contract demand is
established, the monthly minimum demand charge shall be $1.00
per kilowatt of contract demand.
7. Excess Transformer Capacity: The transformer capacity in
excess of a customer's contract demand which is either required
by the Company because of the nature of the customer's load or
requested by the customer. Excess transformer capacity shall be
billed at $1.00 per kva per month.
8. Voltage Discount: The charges before adjustments will be
reduced by 6% for service delivered and metered at voltages of
from 2 kv through 50 kv and by 15% for service delivered and
metered at voltages over 50 kv.
Advice Letter No. 669-E Date Filed December 31, 1984
Decision No. ▇▇-▇▇-▇▇▇ Effective January 1, 1985
Resolution No.
▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
Vice President
Revised Cal. P.U.C. Sheet No. 7120-E, 5755-E and
Cancelling Revised Cal. P.U.C. Sheet No. 5862-E
SOUTHERN CALIFORNIA EDISON COMPANY
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Schedule No. TOU-8
GENERAL SERVICE - LARGE
SPECIAL CONDITIONS (Continued)
9. Power Factor Adjustment:
a. Service Delivered and Metered at 4 kv or greater:
The charges will be adjusted each month for reactive demand.
The charges will be increased by 20 cents per kilovar of maximum
reactive demand imposed on the Company in excess of 20% of the
maximum number of kilowatts.
the maximum reactive demand shall be the highest measured
maximum average kilovar demand indicated or recorded by metering
to be supplied by the Company during any 15-minute metered
interval in the month. The kilovars shall be determined to the
nearest unit. A device will be installed on each kilovar meter
to prevent reverse operation of the meter.
b. Service delivered and metered at less than 4 kv:
The charges will be adjusted each month for the power factor as
follows: The charges will be decreased by 20 cents per kilowatt
of measured maximum demand and will be increased by 20 cents per
kilovar of reactive demand. However, in no case shall the
kilovars used for the adjustment be less than one-fifth the
number of kilowatts.
The kilovars of reactive demand shall be calculated by
multiplying the kilowatts of measured maximum demand by the
ratio of the kilovar-hours to the kilowatt hours. Demands in
kilowatts and kilovars shall be determined to the nearest unit.
A ratchet device will be installed on the kilovar-hour meter to
prevent its reverse operation on leading power factors.
10. Temporary Discontinuance of Service: Where the use of
energy is seasonal or intermittent, no adjustments will be made
for a temporary discontinuance of service. Any customer prior
to resuming service within twelve months after such service was
discontinued will be required to pay all charges which would
have been billed if service had not been discontinued.
Advice Letter No. 604-E Date Filed December 30, 1982
Decision No. ▇▇-▇▇-▇▇▇ Effective January 1, 1983
▇▇-▇▇-▇▇▇ Resolution No. AR-92454
▇▇▇▇▇▇ ▇. ▇▇▇▇▇, ▇▇.
Vice President
Revised Cal. P.U.C. Sheet No. 8263-E
Cancelling Revised Cal. P.U.C. Sheet No. 8190-E
SOUTHERN CALIFORNIA EDISON COMPANY
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Schedule No. TOU-8
GENERAL SERVICE - LARGE
SPECIAL CONDITIONS (Continued)
11. Supplemental Visual Demand Meter: Subject to availability,
and upon written application by the customer, the Company will,
within 180 days, supply and install a Company-owned supplemental
visual demand meter. The customer shall provide the required
space and associated wiring beyond the point of interconnection
for such installation. Said supplemental visual demand meter
shall be in parallel with the standard billing meter delineated
in Special Condition 3 above. The readings measured or recorded
by the supplemental visual demand meter are for customer
information purposes only and shall not be used for billing
purposes in lieu of meter readings established by the standard
billing meter. If a meter having visual display capability is
installed by Edison as the standard billing meter, no additional
metering will be installed pursuant to this Special Condition.
One of the following types of supplemental visual demand meters
will be provided in accordance with provisions above at no
additional cost to the customer: Dial Wattmeter, Recording
Wattmeter, or Paper-Tape Printing Demand Meter.
If the customer desires a supplemental visual demand meter
having features no available in any of the above listed meters,
such as an electronic microprocessor-based meter, the Company
will provide such a supplemental visual demand meter subject to
a monthly charge, if the meter and its associated equipment have
been approved for use by the Company. Upon receipt from the
customer of a written application the Company will design the
installation and will thereafter supply, install, and maintain
the supplemental visual demand meter subject to all conditions
stated in the first and last paragraph of this Special
Condition. For purposes of computing the monthly charge, any
such supplemental visual demand meter and associated equipment
shall be treated as Added Facilities in accordance with Rule ▇▇.
▇, ▇▇▇▇▇▇▇▇▇ ▇, ▇▇▇▇▇▇▇ ▇ and 2 of the tariff rules. Added
investment for computing the monthly charge shall be reduced by
the Company's estimated total installed cost at the customer
location of the Paper Tape Printing Demand Meter offered
otherwise herein at no additional cost.
The Company shall have sole access for purposes of maintenance
and repair to any supplemental visual demand meter installed
pursuant to this Special Condition and shall provide all
required maintenance and repair. Periodic routine maintenance
shall be provided at no additional cost to the customer. Such
routine maintenance includes changing charts, inking pens,
making periodic adjustments, lubricating moving parts and making
minor repairs. Non-routine maintenance and major repairs or
replacement shall be performed on an actual costs basis with the
customer reimbursing the Company for such cost.
12. Contracts: An initial three-year facilities contract may
be required where applicant requires new or added serving
capacity exceeding 2,000 kva.
13. Steel Surcharge Adjustment: The rates above are subject to
adjustment as provided in Park K of the Preliminary Statement,
at a billing factor of 0.026 cents per kwh.
Advice Letter No. 674-E Date Filed April 4, 1985
Decision No. ▇▇-▇▇-▇▇▇ Effective May 1, 1985
Resolution No. AR-92454
▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
Senior Vice President
Revised Cal. P.U.C. Sheet No. 7816-E
Cancelling Revised Cal. P.U.C. Sheet No. 6047-E
SOUTHERN CALIFORNIA EDISON COMPANY
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Rule No. 21
COGENERATION AND SMALL POWER PRODUCTION
INTERCONNECTION STANDARDS
General. This rule sets forth requirements and conditions for
interconnected non Company-owned generation where such
generation may be connected for (1) parallel operation with the
service of the Company or (2) isolated operation with standby or
breakdown service provided by the Company. For purposes of this
rule, the interconnecting entity shall be designated the
Producer.
B. Conditions.
1. An agreement executed by the Company and the Producer
shall be required for interconnected service. Terms for the
purchase of power by the Company if applicable, shall be
included therein.
2. Interconnection with the Company's system may not be
made until and unless the Company has determined that the
interconnection complies with the design and operating
requirements set forth herein.
3. Where interconnection protective equipment is owned,
operated and maintained by the Producer, the Producer shall be
responsible for damages to the Company or to others arising out
of the misoperation or malfunction of the Producer-owned
equipment.
4. The Producer is solely responsible for providing
adequate protection for the Producer's facilities interconnected
with the Company's system.
C. Design and Operating Requirements. Each generation facility
which is or can be connected to the Company's electric system
shall be designed and operated so as to prevent or protect
against the following adverse conditions on the Company's
system. These conditions can cause electric service
degradation, equipment damage, or harm to persons:
1. Inadvertent and unwanted re-energization of a utility dead
line or bus.
2. Interconnection while out of synchronization.
3. Overcurrent.
4. Utility system load imbalance.
5. Ground faults.
6. Generated alternating current frequency outside permitted
safe limits.
7. Voltage generated outside permitted limits.
8. Poor power factor.
9. Harmful wave forms.
The necessary protective equipment (relays, switchgear,
transformers, etc.) can be provided by the Producer or by the
Company.
Explanatory information, operating rules and guidelines for
meeting the above requirements for small (below 100kw), medium
(100-1000 kw), and large (above 1000 kw) facilities are
contained in the Company's guidelines for cogenerators and small
power producers. Copies of said guidelines are available from
the Company.
D. Interconnection Facilities.
1. Interconnection facilities include all required means, and
apparatus installed, to interconnect the Producer's generation
with the Company's system. Where the Producer desires to sell
power to the Company, interconnection facilities include also
all required means, and apparatus installed, to enable the
Company to receive power deliveries from the Producer.
Interconnection facilities may include, but are not limited to:
Advice Letter No. 640-E Date Filed January 13, 1984
Decision No. ▇▇-▇▇-▇▇▇ Effective February 12, 1984
Resolution No. AR-92454
▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
Senior Vice President
Revised Cal. P.U.C. Sheet No. 7817-E
Cancelling Revised Cal. P.U.C. Sheet No. 7209-E
SOUTHERN CALIFORNIA EDISON COMPANY
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Rule No. 21
COGENERATION AND SMALL POWER PRODUCTION
INTERCONNECTION STANDARDS
(Continued)
D. Interconnection Facilities. (Continued)
a. Connection, transformation, switching, communications,
control, protective and safety equipment; and
b. Any necessary reinforcements and additions to the
Company's system by the Company.
2. Where interconnection facilities are to be installed for the
Producer's use as added facilities, the Producer shall advance
to the Company the installed cost of the added facilities. At
the Producer's option, and where such Producer's generation is a
qualifying facility and the Producer has established credit
worthiness to the Company's satisfaction, the Company shall
finance those added facilities it deems to be removable and
reusable equipment. Such equipment shall include, but not be
limited to, transformation, disconnection, and metering
equipment. Added facilities provided under either of the
foregoing arrangements are subject to the monthly charge as set
forth in Section H of the Company's Rule No. 2 Description of
Service, on file with and authorized by the Commission.
3. When a Producer wishes to reserve facilities paid for by the
Producer, but idled by an energy sale conversion, the Company
shall impose a special facilities charge reimbursing the Company
for costs related to its operation and maintenance of the
facility. When a Producer no longer needs facilities for which
it has paid, the Producer shall, at a minimum, receive from the
Company credit for the net salvage value of the facilities
dedicated to Company use. If the Company is able to make use of
these facilities to serve other customers, the Producer shall
receive the fair market value of the facilities determined as of
the date the Producer either decides no longer to use the
facilities or fails to pay the required maintenance fee.
4. The Producer shall be responsible for the costs of exploring
the feasibility of a project or its interconnection with the
Company system, including reasonable advance charges imposed by
the Company for feasibility studies.
5. An interconnection line study for any Producer shall take no
more than one year to complete.
6. The Producer shall be responsible for the costs of
telemetering and safety checks except to the extent that, under
the Company's effective tariffs, a comparable customer would not
be similarly charged.
7. The Company shall, upon request, give the Producer a binding
estimate for line extension and interconnection costs; however,
such estimates shall be in effect for a period not to exceed one
year from the date provided. A reasonable breakdown of cost
estimates shall also be provided in a form sufficiently detailed
and understandable by the Producer.
8. The Company shall have the right to inspect the Producer's
interconnection facilities prior to the commencement of parallel
operations and require modifications as necessary.
9. The site of interconnection facilities shall be accessible
to Company personnel.
E. Interconnection Reinforcement and/or Additions. The
Company's effective tariffs governing interconnection costs and
added or special facilities agreements shall be applied to line
and system reinforcement and/or additions. In addition, the
following shall apply:
1. A Producer shall pay for new or additional line capacity if
necessary for the Company to receive the Producer's power.
2. The costs of any line reinforcement and/or addition
undertaken at the option of the Company to serve additional
future customers or Producers shall be borne by the Company.
Advice Letter No. 640-E Date Filed January 13, 1984
Decision No. ▇▇-▇▇-▇▇▇ Effective February 12, 1984
Resolution No. AR-92454
▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
Senior Vice President
Revised Cal. P.U.C. Sheet No. 7818-E
Cancelling Revised Cal. P.U.C. Sheet No. 6049-E
SOUTHERN CALIFORNIA EDISON COMPANY
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Rule No. 21
COGENERATION AND SMALL POWER PRODUCTION
INTERCONNECTION STANDARDS
(Continued)
E. Interconnection Reinforcement and/or Additions. (Continued)
3. For two or more Producers seeking to use an existing
line, a first come, first served approach shall be used. This
approach shall require that the first Producer to request an
interconnection shall, pursuant to written agreement, have the
right to use the existing line and shall incur no obligation for
costs associated with future line capacity needed to accommodate
other Producers or customers. The Company's Standard Offer
and/or power purchase agreements for cogeneration and small
power production facilities shall specify the date by which the
Producer must begin construction. If that date passes and
construction has not commenced, the Producer shall be given 30
days to correct the deficiency after receiving a reminder from
the Company that the construction start-up date has passed. If
construction has not commenced after the 30-day corrective
period, the Company shall have the right to withdraw its
commitment to the first Producer and offer the right to
interconnect on the existing line to the next Producer in order.
If two Producers establish the right of first-in-time
simultaneously, the two Producers shall share the costs of any
additional line capacity necessary to facilitate their
cumulative capacity requirements. Costs shall be shares based
on the relative proportion of capacity each Producer will add to
the line.
4. The applicable Company tariff provisions shall be applied to
a Producer who pays for interconnection reinforcement and/or
additions that later accommodate a second Producer as those
provisions which would be applied to a comparable Company
customer.
5. The Producer shall be responsible for the costs of only
those future system alterations which are necessary to maintain
the California Public Utilities Commission's adopted
interconnection standards for the Producer's particular
interconnection facilities. The relevant interconnection
standards shall be those in effect at the time the contract is
signed. Should much alterations not be directly required by, or
beneficial to the Producer, the Producer shall be treated like
any other customer on the Company's system.
F. Watering.
1. If the Producer desires to sell electric power to the
Company, the Company shall provide, own and maintain at the
Producer's expense all necessary meters and associated equipment
to be utilized for the measurement of energy and capacity for
determining the Company's payment to the Producer pursuant to an
applicable agreement.
2. For purposes of monitoring generator operation an
determination of standby charges, the Company shall have the
right to install generation metering at the Producer's expense,
where the Producer's generation is 10 mw or greater,
telemetering equipment may also be required at the Producer's
expense.
3. The Producer shall provide, at no expense to the Company, a
suitable location for all meters and associated equipment in
accordance with Rule No. 16.
4. Where necessary the Company and the Producer shall agree on
an appropriate compensation method for transformer losses as
specified in the agreement.
5. The Company shall install a ratchet device so as to prevent
reverse operation on the meter(s) recording power provided by
the Company, and where appropriate in each of the following
cases on, (i) the meter(s) recording reactive demand imposed on
the Company's electric system, and (ii) the meter(s) recording
power purchased by the Company.
6. Provision for meter tests and adjustments of bills or
payments to the Producer for meter error shall be consistent
with Rule ▇▇. ▇▇.
▇▇▇ ▇▇ ▇▇▇▇▇▇▇▇ ▇ - ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ No. TOU-8 Rule 21
APPENDIX D
Not attached. Please refer to the "Fifth Interim Opinion,
Qualifying Facility Milestone Procedure, the Fourth Edition".
Decision 86-04-053 April 16, 1986, I. ▇▇-▇▇-▇▇▇ (filed April 18,
1984) before the Public Utilities Commission of the State of
California.)
AMENDMENT NO. 1
TENNECO OIL COMPANY POWER PURCHASE AGREEMENT
(NEWHALL PHASE I)
AMENDMENT NO. 1
TO THE
POWER PURCHASE CONTRACT
(NEWHALL PHASE I)
BETWEEN
SOUTHERN CALIFORNIA EDISON COMPANY
AND
TENNECO OIL COMPANY
1. PARTIES
The parties to this Amendment No. 1 ("Amendment") to the Power
Purchase Contract are Tenneco Oil Company, hereinafter referred
to as "Tenneco," a Delaware corporation, and Southern California
Edison Company, a California corporation, hereinafter referred
to as "Edison," individually "Party," collectively "Parties."
RECITALS
2.1 On December 20, 1985, Tenneco and Edison executed an
agreement entitled Power Purchase Contract/(Newhall Phase I)
between Tenneco Oil Company and Southern California Edison
Company (referred to in this Amendment as "original Contract").
2.2 The Parties desire to amend the Original Contract to
incorporate the executed Interconnection Facilities Agreement.
3. AGREEMENT
In consideration of the terms and conditions contained in this
amendment, the Parties agree as follows:
3.1 Effective Date
This Amendment No. 1 shall become effective on the date
of execution by the parties.
3.2 Changes to the Original Contract Provisions
The following changes shall be made in the Original
Contract:
3.2.1 On Page 9 of the Original Contract, insert a new
section following Section 4.27 and renumber subsequent sections
as follows: "Section 4.28".
4.28 Qualifying Facility Milestone Procedure ("QFMP")
A statewide procedure adopted by the Commission in Decision No.
▇▇-▇▇-▇▇▇ on January 16, 1985, as modified by Decision No. 85-
06-163, Decision No. ▇▇-▇▇-▇▇▇ and Decision No. ▇▇-▇▇-▇▇▇, and
as may be modified by future Commission decisions following from
QFMP quarterly reviews as ordered in Commission Decision No. 85-
12-075, attached hereto as Appendix D and incorporated herein by
reference. The QFMP contains milestones used to (1) establish
an on-going statewide interconnection priority procedure for
Qualify Facilities ("QF") projects wishing to interconnect with
an electric utility's electrical system; (2) determine the
current status of QF development in the state; and (3) establish
an on-going tracking of QF development to aid in transmission
and resource planning.
3.2.2 On Page 38 of the Original Contract, add the
following new section number 25;
25. OBLIGATIONS OF THE PARTIES UNDER THE QUALIFYING FACILITY
MILESTONE PROCEDURE
25.1 To accommodate power deliveries from Seller's
Generating Facility under this Agreement, Edison shall
interconnect Seller's Generating Facility to the Edison electric
system in accordance with the terms of this Agreement, Edison's
Tariff Rule No. 21, and the QFMP.
25.2 Seller acknowledges that it has read Edison's Tariff
Rule No. 21 and the QFMP and Seller understands its obligations
and the consequences to Seller for failure to meet any of the
QFMP milestones. Failure to meet any of the milestones may
result in the termination of this Agreement and forfeiture of
Seller's Project Fee for the reasons set for in the QFMP.
25.3 Within ten (10) working days after compliance with a
WFMP milestone or the date scheduled for Seller's compliance
with a QFMP milestone, whichever occurs first, Seller shall
submit written notification to Edison that a particular QFMP
milestone either has or has not been met. Pursuant to the QFMP,
Edison shall notify Seller, in writing, within fifteen (15)
working days, after Seller'' notification or after the date
scheduled for Seller's compliance with a particular QFMP
milestone, whichever comes first, whether Seller is or is not in
compliance with that particular QFMP milestone.
25.3.1 If Seller's performance is not in compliance with a
schedule QFMP milestone, Edison shall enumerate the reasons for
such non-compliance in said written notification to Seller.
25.3.2 Seller shall have fifteen (15) working days from the
date it receives Edison's written notification of noncompliance
to cure any deficiency to effectuate compliance with a QFMP
milestone.
25.3.3 If Seller fails to cure said deficiency within the
fifteen (15) working day cure period, Edison shall, within ten
(10) working days thereafter notify Seller that it has missed
that particular QFMP milestone.
25.4 If Seller misses a QFMP milestone pursuant to Section
25.3.3 herein, Seller shall lose its priority for transmission
capacity.
25.4.1 Seller shall have forty-five (45) calendar days,
commencing with the date of receipt of written notification from
Edison of the missed QFMP milestone to establish a new priority
for transmission capacity. To establish said priority, Seller
must provide Edison with information indicating the continued
viability of Seller's project. Such information, pursuant to
the QFMP, shall include:
(i) An updated project definition; and
(ii) An updated final project development schedule or
preliminary development schedule, whichever is appropriate; and
(iii) A written request for a new interconnection study; if
both Seller and Edison agree that tone is necessary, Seller
shall pay the cost of such study as appropriate.
If Seller fails to provide the information required pursuant to
Section 25.4.1 herein, Seller's project shall be deemed no
longer viable; the Project Fee shall be forfeited and this
Agreement shall terminate.
3.2.3 Incorporate Appendix A.3, Pages A.3-1 to A.3-3 and
attachment to Appendix 3, Pages 1-6.
3.2.4 On Page ii of the Original Contract under Appendices
Section, add the following:
Appendix D - Qualifying Facility Milestone Procedure
and add this attachment, Appendix D to the appendix section.
4. OTHER CONTRACT TERMS AND CONDITIONS
Except as expressly amended hereby, all other terms and
conditions of the original contract shall remain in force and
effect.
5. DUPLICATE ORIGINAL
This Amendment No. 1 is executed in two originals. The
signatories hereto represent that they have been appropriately
authorized to enter into this Amendment on behalf of the Party
for whom they sign. This Amendment is hereby executed as of
this 25th day of August 1986.
TENNECO OIL COMPANY
By: ▇▇▇▇▇▇ ▇. ▇▇▇▇▇
SOUTHERN CALIFORNIA EDISON COMPANY
By: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
Vice President
AMENDMENT NO. 2
TO THE
POWER PURCHASE AGREEMENT
BETWEEN
TENNECO OIL COMPANY
AND
SOUTHERN CALIFORNIA EDISON COMPANY
AMENDMENT NO. 2 TO THE
POWER PURCHASE AGREEMENT BETWEEN
TENNECO OIL COMPANY AND
SOUTHERN CALIFORNIA EDISON COMPANY
1. PARTIES. This Amendment No. 2 to the Power Purchase
Agreement between Tenneco Oil Company and Southern California
Edison Company ("Agreement") is entered into between Tenneco Oil
Company ("Seller") and Southern California Edison Company
("Edison"); individually "Party" and collectively "Parties".
2. RECITALS. This Amendment No. 2 to the Agreement is made
with reference to the following facts, among others:
2.1 The Parties executed the Agreement on August 25, 1986.
2.2 The Contract specified "Seller Owned and Operated
Basis" as the Interconnection Facilities Agreement option for
providing the project's interconnection facilities as set forth
in Appendix A of the Agreement.
2.3 Seller wishes to change the Interconnection Facilities
Agreement option to the "Added Facilities Basis" option.
2.4 The Parties desire to amend the Agreement to change the
Interconnection Facilities Agreement to the "Added Facilities
Basis" option.
3. AGREEMENT: The Parties hereby agree to amend the Agreement
as follows:
3.1 Page ii of the Table of Contents shall be amended to
eliminate the reference to Appendix A.2 - Capital Contribution
Basis, and it shall be replaced with a reference to Appendix A.1
- Interconnection Facilities - Added Facilities Basis.
3.2 Page 8 of the Agreement shall delete the reference to
Appendix A.2 on Line 4, and shall replace it with Appendix A.1.
3.3 Part II, Page 40 and 41 of the Agreement shall be
amended to indicate that Seller elects the Added Faciliites
Basis. Therefore, the "x" on page 41 will be eliminated, and a
"x" will be added on Page 40 next to Appendix A.1.
3.4 Appendix A of the Agreement is deleted and replaced by
the attached Appendix A.
OTHER CONTRACT TERMS AND CONDITIONS: Except as expressly
amended, the terms and conditions of the original Agreement
shall remain in full force and effect.
5. SIGNATURE CLAUSE: The signatories hereto represent that
they have been appropriately authorized to enter into this
Amendment No. 2 to the Agreement on behalf of the Party for whom
they sign.
6. EFFECTIVE DATE: This Amendment No. 2 to the Agreement shall
become effective on the latter of the two signature dates below.
SOUTHERN CALIFORNIA EDISON
By: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
Vice President
Date: June 19, 1987
TENNECO OIL COMPANY
By: ▇▇▇▇▇▇ ▇. ▇▇▇▇▇
Vice President and
Division General Manager
Date: June 15, 1987