[Customer]Customers or offset against the cost of any future
Interconnection Studies associated with the applicable
[Interconnection Request]Cluster prior to beginning of any such
future Interconnection Studies. Any invoices for Interconnection
Studies shall include a detailed and itemized accounting of the cost
of each Interconnection Study. Interconnection [Customer]Customers
shall pay any such undisputed costs within thirty (30) Calendar Days
of receipt of an invoice therefor. If an Interconnection Customer
fails to pay such undisputed costs within the time allotted, its
Interconnection Request shall be deemed withdrawn from the Cluster
Study Process and will be subject to Withdrawal Penalties pursuant
to Section 3.7 of this LGIP. [Transmission Provider shall not be
obligated to perform or continue to perform any studies unless
Interconnection Customer has paid all undisputed amounts in
compliance herewith.]

13.4 Third Parties Conducting Studies

    If (i) at the time of the signing of an Interconnection Study
Agreement there is disagreement as to the estimated time to complete
an Interconnection Study, (ii) Interconnection Customer receives
notice pursuant to Sections 6.3, 7.4 or 8.3 that Transmission
Provider will not complete an Interconnection Study within the
applicable timeframe for such Interconnection Study, or (iii)
Interconnection Customer receives neither the Interconnection Study
nor a notice under Sections 6.3, 7.4 or 8.3 within the applicable
timeframe for such Interconnection Study, then Interconnection
Customer may require Transmission Provider to utilize a third party
consultant reasonably acceptable to Interconnection Customer and
Transmission Provider to perform such Interconnection Study under
the direction of Transmission Provider. At other times, Transmission
Provider may also utilize a third party consultant to perform such
Interconnection Study, either in response to a general request of
Interconnection Customer, or on its own volition.
    In all cases, use of a third party consultant shall be in accord
with Article 26 of the LGIA (Subcontractors) and limited to
situations where Transmission Provider determines that doing so will
help maintain or accelerate the study process for Interconnection
Customer's pending Interconnection Request and not interfere with
Transmission Provider's progress on Interconnection Studies for
other pending Interconnection Requests. In cases where
Interconnection Customer requests use of a third party consultant to
perform such Interconnection Study, Interconnection Customer and
Transmission Provider shall negotiate all of the pertinent terms and
conditions, including reimbursement arrangements and the estimated
study completion date and study review deadline. Transmission
Provider shall convey all workpapers, data bases, study results and
all other supporting documentation prepared to date with respect to
the Interconnection Request as soon as soon as practicable upon
Interconnection Customer's request subject to the confidentiality
provision in Section 13.1. In any case, such third party contract
may be entered into with either Interconnection Customer or
Transmission Provider at Transmission Provider's discretion. In the
case of (iii) Interconnection Customer maintains its right to submit
a claim to Dispute Resolution to recover the costs of such third
party study. Such third party consultant shall be required to comply
with this LGIP, Article 26 of the LGIA (Subcontractors), and the
relevant Tariff procedures and protocols as would apply if
Transmission Provider were to conduct the Interconnection Study and
shall use the information provided to it solely for purposes of
performing such services and for no other purposes. Transmission
Provider shall cooperate with such third party consultant and
Interconnection Customer to complete and issue the Interconnection
Study in the shortest reasonable time.

13.5 Disputes

13.5.1 Submission

    In the event either Party has a dispute, or asserts a claim,
that arises out of or in connection with the LGIA, the LGIP, or
their performance, such Party (the ``disputing Party'') shall
provide the other Party with written notice of the dispute or claim
(``Notice of Dispute''). Such dispute or claim shall be referred to
a designated senior representative of each Party for resolution on
an informal basis as promptly as practicable after receipt of the
Notice of Dispute by the other Party. In the event the designated
representatives are unable to resolve the claim or dispute through
unassisted or assisted negotiations within thirty (30) Calendar Days
of the other Party's receipt of the Notice of Dispute, such claim or
dispute may, upon mutual agreement of the Parties, be submitted to
arbitration and resolved in accordance with the arbitration
procedures set forth below. In the event the Parties do not agree to
submit such claim or dispute to arbitration, each Party may exercise
whatever rights and remedies it may have in equity or at law
consistent with the terms of this LGIA.

13.5.2 External Arbitration Procedures

    Any arbitration initiated under these procedures shall be
conducted before a single neutral arbitrator appointed by the
Parties. If the Parties fail to agree upon a single arbitrator
within ten (10) Calendar Days of the submission of the dispute to
arbitration, each Party shall choose one arbitrator who shall sit on
a three-member arbitration panel. The two arbitrators so chosen
shall within twenty (20) Calendar Days select a third arbitrator to
chair the arbitration panel. In either case, the arbitrators shall
be knowledgeable in electric utility matters, including electric
transmission and bulk power issues, and shall not have any current
or past substantial business or financial relationships with any
party to the arbitration (except prior arbitration). The
arbitrator(s) shall provide each of the Parties an opportunity to be
heard and, except as otherwise provided herein, shall conduct the
arbitration in accordance with the Commercial Arbitration Rules of
the American Arbitration Association (``Arbitration Rules'') and any
applicable FERC regulations or RTO rules; provided, however, in the
event of a conflict between the Arbitration Rules and the terms of
this Section 13, the terms of this Section 13 shall prevail.

13.5.3 Arbitration Decisions

    Unless otherwise agreed by the Parties, the arbitrator(s) shall
render a decision within ninety (90) Calendar Days of appointment
and shall notify the Parties in writing of such decision and the
reasons therefor. The arbitrator(s) shall be authorized only to
interpret and apply the provisions of the LGIA and LGIP and shall
have no power to modify or change any provision of the LGIA and LGIP
in any manner. The decision of the arbitrator(s) shall be final and
binding upon the Parties, and judgment on the award may be entered
in any court having jurisdiction. The decision of the arbitrator(s)
may be appealed solely on the grounds that the conduct of the
arbitrator(s), or the decision itself, violated the standards set
forth in the Federal Arbitration Act or the Administrative Dispute
Resolution Act. The final decision of the arbitrator must also be
filed with FERC if it affects jurisdictional rates, terms and
conditions of service, Interconnection Facilities, or Network
Upgrades.

13.5.4 Costs

    Each Party shall be responsible for its own costs incurred
during the arbitration process and for the following costs, if
applicable: (1) the cost of the arbitrator chosen by the Party to
sit on the three member panel and one half of the cost of the third
arbitrator chosen; or (2) one half the cost of the single arbitrator
jointly chosen by the Parties.

13.5.5 Non-Binding Dispute Resolution Procedures

    If a Party has submitted a Notice of Dispute pursuant to
S[s]ection 13.5.1, and the Parties are unable to resolve the claim
or dispute through unassisted or assisted negotiations within the
thirty (30) Calendar Days provided in that section, and the Parties
cannot reach mutual agreement to pursue the S[s]ection 13.5
arbitration process, a Party may request that Transmission Provider
engage in Non-binding Dispute Resolution pursuant to this section by
providing written notice to Transmission Provider (``Request for
Non-binding Dispute Resolution''). Conversely, either Party may file
a Request for Non-binding Dispute Resolution pursuant to this
section without first seeking mutual agreement to pursue the
S[s]ection 13.5 arbitration process. The process in S[s]ection
13.5.5 shall serve as an alternative to, and not a replacement of,
the section 13.5 arbitration process. Pursuant to this process, a
Transmission Provider must within 30 days of receipt of the Request
for Non-binding Dispute Resolution appoint a neutral decision-maker
that is an independent subcontractor that shall not have any current
or past substantial business or financial relationships with either
Party. Unless otherwise agreed by the Parties, the decision-maker
shall render a decision within sixty (60) Calendar Days of
appointment and shall notify the Parties in writing of such decision
and reasons therefore. This decision-maker shall be authorized only
to interpret and apply the provisions of the LGIP and LGIA and shall
have no power to modify or change any provision of the LGIP and LGIA
in any manner. The result reached in this process is not binding,
but, unless otherwise agreed, the Parties may cite the record and
decision in the non-binding dispute resolution process in future
dispute resolution processes, including in a S[s]ection 13.5
arbitration, or in a Federal Power Act section 206 complaint. Each
Party shall be responsible for its own costs incurred during the
process and the cost of the decision-maker shall be divided equally
among each Party to the dispute.

13.6 Local Furnishing Bonds

13.6.1 Transmission Providers That Own Facilities Financed by Local
Furnishing Bonds

    This provision is applicable only to a Transmission Provider
that has financed facilities for the local furnishing of electric
energy with tax-exempt bonds, as described in Section 142(f) of the
Internal Revenue Code (``local furnishing bonds''). Notwithstanding
any other provision of this LGIA and LGIP, Transmission Provider
shall not be required to provide Interconnection Service to
Interconnection Customer pursuant to this LGIA and LGIP if the
provision of such Transmission Service would jeopardize the tax-
exempt status of any local furnishing bond(s) used to finance
Transmission Provider's facilities that would be used in providing
such Interconnection Service.

13.6.2 Alternative Procedures for Requesting Interconnection Service

    If Transmission Provider determines that the provision of
Interconnection Service requested by Interconnection Customer would
jeopardize the tax-exempt status of any local furnishing bond(s)
used to finance its facilities that would be used in providing such
Interconnection Service, it shall advise the Interconnection
Customer within thirty (30) Calendar Days of receipt of the
Interconnection Request.
    Interconnection Customer thereafter may renew its request for
interconnection using the process specified in Article 5.2(ii) of
the Transmission Provider's Tariff.

Section [9]13.7 Engineering & Procurement (`E&P') Agreement

    Prior to executing an LGIA, an Interconnection Customer may, in
order to advance the implementation of its interconnection, request
and Transmission Provider shall offer Interconnection Customer, an
E&P Agreement that authorizes Transmission Provider to begin
engineering and procurement of long lead-time items necessary for
the establishment of the interconnection. However, Transmission
Provider shall not be obligated to offer an E&P Agreement if
Interconnection Customer is in Dispute Resolution as a result of an
allegation that Interconnection Customer has failed to meet any
milestones or comply with any prerequisites specified in other parts
of the LGIP. The E&P Agreement is an optional procedure and it will
not alter Interconnection Customer's Queue Position or In-Service
Date. The E&P Agreement shall provide for Interconnection Customer
to pay the cost of all activities authorized by Interconnection
Customer and to make advance payments or provide other satisfactory
security for such costs.
    Interconnection Customer shall pay the cost of such authorized
activities and any cancellation costs for equipment that is already
ordered for its interconnection, which cannot be mitigated as
hereafter described, whether or not such items or equipment later
become unnecessary. If Interconnection Customer withdraws its
Interconnection Request or either Party terminates the E&P
Agreement, to the extent the equipment ordered can be canceled under
reasonable terms, Interconnection Customer shall be obligated to pay
the associated cancellation costs. To the extent that the equipment
cannot be reasonably canceled, Transmission Provider may elect: (i)
to take title to the equipment, in which event Transmission Provider
shall refund Interconnection Customer any amounts paid by
Interconnection Customer for such equipment and shall pay the cost
of delivery of such equipment, or (ii) to transfer title to and
deliver such equipment to Interconnection Customer, in which event
Interconnection Customer shall pay any unpaid balance and cost of
delivery of such equipment.

Appendix 1 to LGIP

INTERCONNECTION REQUEST FOR A LARGE GENERATING FACILITY

1. The undersigned Interconnection Customer submits this request to
interconnect its Large Generating Facility with Transmission
Provider's Transmission System pursuant to a Tariff.
    2.
2. This Interconnection Request is for (check one):

    3. __ A proposed new Large Generating Facility.
    4. __ An increase in the generating capacity or a Material
Modification of an existing Generating Facility.

3. The type of interconnection service requested (check one):

    5. __ Energy Resource Interconnection Service
    6. __ Network Resource Interconnection Service

4. __ Check here only if Interconnection Customer requesting Network
Resource Interconnection Service also seeks to have its Generating
Facility studied for Energy Resource Interconnection Service
    7.
5. Interconnection Customer provides the following information:
    a. Address or location or the proposed new Large Generating
Facility site (to the extent known) or, in the case of an existing
Generating Facility, the name and specific location of the existing
Generating Facility;
    b. Maximum summer at __ degrees C and winter at __ degrees C
megawatt electrical output of the proposed new Large Generating
Facility or the amount of megawatt increase in the generating
capacity of an existing Generating Facility;
    c. General description of the equipment configuration;
    d. Commercial Operation Date (Day, Month, and Year);
    e. Name, address, telephone number, and email address of
Interconnection Customer's contact person;
    f. Approximate location of the proposed Point of Interconnection
(optional);
    g. Interconnection Customer Data (set forth in Attachment A);
    h. Primary frequency response operating range for electric
storage resources;
    i. Requested capacity (in MW) of Interconnection Service (if
lower than the Generating Facility Capacity)[.];
    j. If applicable, (1) the requested operating assumptions (i.e.,
whether the interconnecting Generating Facility will or will not
charge at peak load) to be used by Transmission Provider that
reflect the proposed charging behavior of a Generating Facility that
includes at least one electric storage resource, and (2) a
description of any control technologies (software and/or hardware)
that will limit the operation of the Generating Facility to its
intended operation.
6. Applicable deposit amount as specified in the LGIP.
    8.
7. Evidence of Site Control as specified in the LGIP (check one)
    9.

10. __ Is attached to this Interconnection Request
11. __ Will be provided at a later date in accordance with this LGIP

8. This Interconnection Request shall be submitted to the
representative indicated below:
    12. {To be completed by Transmission Provider{time}
9. Representative of Interconnection Customer to contact:
    13. [To be completed by Interconnection Customer]
10. This Interconnection Request is submitted by:
    14.

15. Name of Interconnection Customer:

By (signature):--------------------------------------------------------
Name (type or print):--------------------------------------------------
Title:-----------------------------------------------------------------
Date:------------------------------------------------------------------

Attachment A to Appendix 1 Interconnection Request

Large Generating Facility Data Unit Ratings

kVA __ [deg]F __ Voltage __
Power Factor __
Speed (RPM) __ Connection (e.g. Wye) __
Short Circuit Ratio __ Frequency, Hertz __
Stator Amperes at Rated kVA __ Field Volts __
Max Turbine __ MW [deg]F __

    Primary frequency response operating range for electric storage
resources:

Minimum State of Charge:-----------------------------------------------
Maximum State of Charge:-----------------------------------------------

Combined Turbine-Generator-Exciter Inertia Data

Inertia Constant, H = __ kW sec/kVA
Moment-of-Inertia, WR\2\ = __ lb. ft.\2\

Reactance Data (per Unit-Rated KVA)

------------------------------------------------------------------------
                                      Direct axis       Quadrature axis
------------------------------------------------------------------------
Synchronous--saturated..........  Xdv ___             Xqv ___
Synchronous--unsaturated........  Xdi ___             Xqi ___
Transient--saturated............  X'dv ___            X'qv ___
Transient--unsaturated..........  X'di ___            X'qi ___
Subtransient--saturated.........  X''dv ___           X''qv ___
Subtransient--unsaturated.......  X''di ___           X''qi ___
Negative Sequence--saturated....  X2v ___
Negative Sequence--unsaturated..  X2i ___
Zero Sequence--saturated........  X0v ___
Zero Sequence--unsaturated......  X0i ___
Leakage Reactance...............  Xlm ___
------------------------------------------------------------------------

Field Time Constant Data (SEC)

Open Circuit................  T'do ___              T'qo ___
Three-Phase Short Circuit     T'd3 ___              T'q ___
 Transient.
Line to Line Short Circuit    T'd2 ___
 Transient.
Line to Neutral Short         T'd1 ___
 Circuit Transient.
Short Circuit Subtransient..  T''d ___              T''q ___
Open Circuit Subtransient...  T''do ___             T''qo ___

Armature Time Constant Data (SEC)

    Three Phase Short Circuit--Ta3 ___
    Line to Line Short Circuit--Ta2 ___
    Line to Neutral Short Circuit--Ta1 ___

    Note: If requested information is not applicable, indicate by
marking ``N/A.''

MW Capability and Plant Configuration Large Generating Facility Data

Armature Winding Resistance Data (per Unit)

    Positive--R1 ___
    Negative--R2 ___
    Zero--R0 ___
    Rotor Short Time Thermal Capacity I2\2\t = ___
    Field Current at Rated kVA, Armature Voltage and PF = ___ amps
    Field Current at Rated kVA and Armature Voltage, 0 PF = ___ amps
    Three Phase Armature Winding Capacitance = ___ microfarad
    Field Winding Resistance = ___ ohms ___ [deg]C
    Armature Winding Resistance (Per Phase) = ___ ohms ___[deg]C

Curves

    Provide Saturation, Vee, Reactive Capability, Capacity
Temperature Correction curves. Designate normal and emergency
Hydrogen Pressure operating range for multiple curves.

Generator Step-Up Transformer Data Ratings

Capacity Self-cooled/Maximum Nameplate
___/___ kVA
Voltage Ratio(Generator Side/System side/Tertiary)
___/___/___kV
Winding Connections (Low V/High V/Tertiary V (Delta or Wye))
___/___/___
Fixed Taps Available---------------------------------------------------
Present Tap Setting----------------------------------------------------

Impedance

    Positive Z1 (on self-cooled kVA rating) ___ % ___ X/R
    Zero Z0 (on self-cooled kVA rating) ___ % ___ X/R

Excitation System Data

    Identify appropriate IEEE model block diagram of excitation
system and power system stabilizer (PSS) for computer representation
in power system stability simulations and the corresponding
excitation system and PSS constants for use in the model.

Governor System Data

    Identify appropriate IEEE model block diagram of governor system
for computer representation in power system stability simulations
and the corresponding governor system constants for use in the
model.

Wind Generators

    Number of generators to be interconnected pursuant to this
Interconnection Request: ___
Elevation:-------------------------------------------------------------
____ Single Phase
____ Three Phase
    Inverter manufacturer, model name, number, and version:
-----------------------------------------------------------------------
    List of adjustable setpoints for the protective equipment or
software:
-----------------------------------------------------------------------

    Note:  A completed General Electric Company Power Systems Load
Flow (PSLF) data sheet or other compatible formats, such as IEEE and
PTI power flow models, must be supplied with the Interconnection
Request. If other data sheets are more appropriate to the proposed
device, then they shall be provided and discussed at Scoping
Meeting.

Induction Generators

(*) Field Volts:-------------------------------------------------------
(*) Field Amperes:-----------------------------------------------------
(*) Motoring Power (kW):-----------------------------------------------
(*) Neutral Grounding Resistor (If Applicable):------------------------
(*) I2\2\t or K (Heating Time Constant):--------------------
(*) Rotor Resistance:--------------------------------------------------

(*) Stator Resistance:-------------------------------------------------
(*) Stator Reactance:--------------------------------------------------
(*) Rotor Reactance:---------------------------------------------------
(*) Magnetizing Reactance:---------------------------------------------
(*) Short Circuit Reactance:-------------------------------------------
(*) Exciting Current:--------------------------------------------------
(*) Temperature Rise:--------------------------------------------------
(*) Frame Size:--------------------------------------------------------
(*) Design Letter:-----------------------------------------------------
(*) Reactive Power Required In Vars (No Load):-------------------------
(*) Reactive Power Required In Vars (Full Load):-----------------------
(*) Total Rotating Inertia, H:___ Per Unit on KVA Base

    Note:  Please consult Transmission Provider prior to submitting
the Interconnection Request to determine if the information
designated by (*) is required.

Models for Non-Synchronous Generators

    For a non-synchronous Large Generating Facility, Interconnection
Customer shall provide (1) a validated user-defined root mean
squared (RMS) positive sequence dynamics model; (2) an appropriately
parameterized generic library RMS positive sequence dynamics model,
including model block diagram of the inverter control and plant
control systems, as defined by the selection in Table 1 or a model
otherwise approved by the Western Electricity Coordinating Council,
that corresponds to Interconnection Customer's Large Generating
Facility; and (3) if applicable, a validated electromagnetic
transient model if Transmission Provider performs an electromagnetic
transient study as part of the interconnection study process. A
user-defined model is a set of programming code created by equipment
manufacturers or developers that captures the latest features of
controllers that are mainly software based and represents the
entities' control strategies but does not necessarily correspond to
any generic library model. Interconnection Customer must also
demonstrate that the model is validated by providing evidence that
the equipment behavior is consistent with the model behavior (e.g.,
an attestation from Interconnection Customer that the model
accurately represents the entire Large Generating Facility;
attestations from each equipment manufacturer that the user defined
model accurately represents the component of the Large Generating
Facility; or test data).

                    Table 1--Acceptable Generic Library RMS Positive Sequence Dynamics Models
----------------------------------------------------------------------------------------------------------------
         GE PSLF               Siemens PSS/E*       PowerWorld Simulator                Description
----------------------------------------------------------------------------------------------------------------
pvd1....................  .......................  PVD1..................  Distributed PV system model.
der_a...................  DERAU1.................  DER_A.................  Distributed energy resource model.
regc_a..................  REGCAU1, REGCA1........  REGC_A................  Generator/converter model.
regc_b..................  REGCBU1................  REGC_B................  Generator/converter model.
wt1g....................  WT1G1..................  WT1G and WT1G1........  Wind turbine model for Type-1 wind
                                                                            turbines (conventional directly
                                                                            connected induction generator).
wt2g....................  WT2G1..................  WT2G and WT2G1........  Generator model for generic Type-2
                                                                            wind turbines.
wt2e....................  WT2E1..................  WT2E and WT2E1........  Rotor resistance control model for
                                                                            wound-rotor induction wind-turbine
                                                                            generator wt2g.
reec_a..................  REECAU1, REECA1........  REEC_A................  Renewable energy electrical control
                                                                            model.
reec_c..................  REECCU1................  REEC_C................  Electrical control model for battery
                                                                            energy storage system.
reec_d..................  REECDU1................  REEC_D................  Renewable energy electrical control
                                                                            model.
wt1t....................  WT12T1.................  WT1T and WT12T1.......  Wind turbine model for Type-1 wind
                                                                            turbines (conventional directly
                                                                            connected induction generator).
wt1p_b..................  wt1p_b.................  WT12A1U_B.............  Generic wind turbine pitch controller
                                                                            for WTGs of Types 1 and 2.
wt2t....................  WT12T1.................  WT2T..................  Wind turbine model for Type-2 wind
                                                                            turbines (directly connected
                                                                            induction generator wind turbines
                                                                            with an external rotor resistance).
wtgt_a..................  WTDTAU1, WTDTA1........  WTGT_A................  Wind turbine drive train model.
wtga_a..................  WTARAU1, WTARA1........  WTGA_A................  Simple aerodynamic model.
wtgp_a..................  WTPTAU1, WTPTA1........  WTGPT_A...............  Wind Turbine Generator Pitch
                                                                            controller.
wtgq_a..................  WTTQAU1, WTTQA1........  WTGTRQ_A..............  Wind Turbine Generator Torque
                                                                            controller.
wtgwgo_a................  WTGWGOAU...............  WTGWGO_A..............  Supplementary control model for Weak
                                                                            Grids.
wtgibffr_a..............  WTGIBFFRA..............  WTGIBFFR_A............  Inertial-base fast frequency response
                                                                            control.
wtgp_b..................  WTPTBU1................  WTGPT_B...............  Wind Turbine Generator Pitch
                                                                            controller.
wtgt_b..................  WTDTBU1................  WTGT_B................  Drive train model.
repc_a..................  Type 4: REPCAU1 (v33),   REPC_A................  Power Plant Controller.
                           REPCA1 (v34).
                          Type 3: REPCTAU1 (v33),
                           REPCTA1 (v34).
repc_b..................  PLNTBU1................  REPC_B................  Power Plant Level Controller for
                                                                            controlling several plants/devices.
                                                                           In regard to Siemens PSS/E*:Names of
                                                                            other models for interface with
                                                                            other devices:
                                                                           REA3XBU1, REAX4BU1--for interface
                                                                            with Type 3 and 4 renewable
                                                                            machines.
                                                                           SWSAXBU1--for interface with SVC
                                                                            (modeled as switched shunt in
                                                                            powerflow).
                                                                           SYNAXBU1--for interface with
                                                                            synchronous condenser.
                                                                           FCTAXBU1--for interface with FACTS
                                                                            device.
repc_c..................  REPCCU.................  REPC_C................  Power plant controller.
----------------------------------------------------------------------------------------------------------------

Appendix 2 to LGIP

[Interconnection Feasibility Study Agreement]

    [This agreement is made and entered into this _ day of ___, 20 _
by and between_____, a _____ organized and existing under the laws
of _____ the State of (``Interconnection Customer''), and _____, a
_____ existing under the laws of the State of _____(``Transmission
Provider''). Interconnection Customer and Transmission Provider each
may be referred to as a ``Party,'' or collectively as the
``Parties.'']

[Recitals]

    [Whereas, Interconnection Customer is proposing to develop a
Large Generating Facility or generating capacity addition to an
existing Generating Facility consistent with the Interconnection
Request submitted by Interconnection customer dated ___; and]
    [Whereas, Interconnection Customer desires to interconnect the
Large Generating Facility with the Transmission System; and]
    [Whereas, Interconnection Customer has requested Transmission
Provider to perform an Interconnection Feasibility Study to assess
the feasibility of interconnecting the

proposed Large Generating Facility to the Transmission System, and
of any Affected Systems;]
    [Now, therefore, in consideration of and subject to the mutual
covenants contained herein the Parties agree as follows:]
    [1.0 When used in this Agreement, with initial capitalization,
the terms specified shall have the meanings indicated in
Transmission Provider's FERC-approved LGIP]
    [2.0 Interconnection Customer elects and Transmission Provider
shall cause to be performed an Interconnection Feasibility Study
consistent with Section 6.0 of this LGIP in accordance with the
Tariff].
    [3.0 The scope of the Interconnection Feasibility Study shall be
subject to the assumptions set forth in Attachment A to this
Agreement.]
    [4.0 The Interconnection Feasibility Study shall be based on the
technical information provided by Interconnection Customer in the
Interconnection Request, as may be modified as the result of the
Scoping Meeting. Transmission Provider reserves the right to request
additional technical information from Interconnection Customer as
may reasonably become necessary consistent with Good Utility
Practice during the course of the Interconnection Feasibility Study
and as designated in accordance with Section 3.4.4 of the LGIP. If,
after the designation of the Point of Interconnection pursuant to
Section 3.4.4 of the LGIP, Interconnection Customer modifies its
Interconnection Request pursuant to Section 4.4, the time to
complete the Interconnection Feasibility Study may be extended.]
    [5.0 The Interconnection Feasibility Study report shall provide
the following information:]

--[preliminary identification of any circuit breaker short circuit
capability limits exceeded as a result of the interconnection;]
--[preliminary identification of any thermal overload or voltage
limit violations resulting from the interconnection; and]
--[preliminary description and non-bonding estimated cost of
facilities required to interconnect the Large Generating Facility to
the Transmission System and to address the identified short circuit
and power flow issues.]

    [6.0 Interconnection Customer shall provide a deposit of $10,000
for the performance of the Interconnection Feasibility Study.]
    [Upon receipt of the Interconnection Feasibility Study,
Transmission Provider shall charge and Interconnection Customer
shall pay the actual costs of the Interconnection Feasibility
Study.]
    [Any difference between the deposit and the actual cost of the
study shall be paid by or refunded to Interconnection Customer, as
appropriate.]
    [7.0 Miscellaneous. The Interconnection Feasibility Study
Agreement shall include standard miscellaneous terms including, but
not limited to, indemnities, representations, disclaimers,
warranties, governing law, amendment, execution, waiver,
enforceability and assignment, that reflect best practices in the
electric industry, and that are consistent with regional practices,
Applicable Laws and Regulations, and the organizational nature of
each Party. All of these provisions, to the extent practicable,
shall be consistent with the provisions of this LGIP and the LGIA.]
    [In witness whereof, the Parties have caused this Agreement to
be duly executed by their duly authorized officers or agents on the
day and year first above written.
{Insert name of Transmission Provider or Transmission Owner, if
applicable{time}
By:--------------------------------------------------------------------
Title:-----------------------------------------------------------------
Date:------------------------------------------------------------------
By:--------------------------------------------------------------------
Title:-----------------------------------------------------------------
Date:------------------------------------------------------------------
{Insert name of prospective Interconnection Customer{time}
By:--------------------------------------------------------------------
Title:-----------------------------------------------------------------
Date: ]----------------------------------------------------------------

[Attachment A to Appendix 2 Interconnection Feasibility Study
Agreement]

[Assumptions Used in Conducting the Interconnection Feasibility Study]

    [The Informational Interconnection Feasibility Study will be
based upon the information set forth in the Interconnection Request
and agreed upon in the Scoping Meeting held on ____:
    Designation of Point of Interconnection and configuration to be
studied.
    Designation of alternative Point(s) of Interconnection and
configuration.
    {Above assumptions to be completed by Interconnection Customer
and other assumptions to be provided by Interconnection Customer and
Transmission Provider{time} ]

Appendix 2[3] to LGIP

[Interconnection System Impact]Cluster Study Agreement

    This agreement is made and entered into this day of ______, 20
__ by and between ______, a ______organized and existing under the
laws of the State of ______, (``Interconnection Customer,'') and
______, a ______ organized and existing under the laws of the State
of ______ (``Transmission Provider''). Interconnection Customer and
Transmission Provider each may be referred to as a ``Party,'' or
collectively as the ``Parties.''

Recitals

    Whereas, Interconnection Customer is proposing to develop a
Large Generating Facility or generating capacity addition to an
existing Generating Facility consistent with the Interconnection
Request submitted by Interconnection Customer dated ______; and
    Whereas, Interconnection Customer desires to interconnect the
Large Generating Facility with the Transmission System;
    [Whereas, Transmission Provider has completed an Interconnection
Feasibility Study (the ``[Feasibility] Study'') and provided the
results of said study to Interconnection Customer (This recital to
be omitted if Transmission Provider does not require the
Interconnection Feasibility Study.); and]
    Whereas, Interconnection Customer has requested Transmission
Provider to perform [an Interconnection System Impact]a Cluster
Study to assess the impact of interconnecting the Large Generating
Facility to the Transmission System, and of any Affected Systems;
    Now, therefore, in consideration of and subject to the mutual
covenants contained herein, the Parties agreed as follows:
    1.0 When used in this Agreement, with initial capitalization,
the terms specified shall have the meanings indicated in this LGIP.
    2.0 Interconnection Customer elects and Transmission Provider
shall cause to be performed [an Interconnection System Impact]a
Cluster Study consistent with Section 7.0 of this LGIP in accordance
with the Tariff.
    16.
    3.0 The scope of the [Interconnection System Impact]Cluster
Study shall be subject to the assumptions set forth in Attachment A
to this Agreement.
    17.
    4.0 The [Interconnection System Impact]Cluster Study will be
based upon the [results of the Interconnection Feasibility Study
and] the technical information provided by Interconnection Customer
in the Interconnection Request, subject to any modifications in
accordance with Section 4.4 of this LGIP. Transmission Provider
reserves the right to request additional technical information from
Interconnection Customer as may reasonably become necessary
consistent with Good Utility Practice during the course of the
[Interconnection Customer System Impact]Cluster Study. [If
Interconnection Customer modifies its designated Point of
Interconnection, Interconnection Request, or the technical
information provided therein, the time to complete the
Interconnection System Impact Study may be extended.]
    18.
    5.0 The [Interconnection System Impact]Cluster Study
[report]Report shall provide the following information:

--identification of any circuit breaker short circuit capability
limits exceeded as a result of the interconnection;
--identification of any thermal overload or voltage limit violations
resulting from the interconnection;
--identification of any instability or inadequately damped response
to system disturbances resulting from the interconnection; and
--description and non-binding, good faith estimated cost of
facilities required to interconnect the Large Generating Facility to
the Transmission System and to address the identified short circuit,
instability, and power flow issues.

    6.0 [Interconnection Customer shall provide a deposit of $50,000
for the performance of the Interconnection System Impact
Study.]Transmission Provider's good faith estimate for the time of
completion of the [Interconnection System Impact]Cluster Study is
{insert date{time} .

    Upon receipt of the [Interconnection System Impact]Cluster Study
Report, Transmission Provider shall charge and Interconnection
Customer shall pay its share of the actual costs of the
[Interconnection System Impact]Cluster Study, consistent with
Section 13.3 of this LGIP.
    Any difference between the deposit and the actual cost of the
study shall be paid by or refunded to Interconnection Customer, as
appropriate.
    7.0 Miscellaneous. The [Interconnection System Impact]Cluster
Study Agreement shall include standard miscellaneous terms
including, but not limited to, indemnities, representations,
disclaimers, warranties, governing law, amendment, execution,
waiver, enforceability and assignment, that reflect best practices
in the electric industry, that are consistent with regional
practices, Applicable Laws and Regulations and the organizational
nature of each Party. All of these provisions, to the extent
practicable, shall be consistent with the provisions of this LGIP
and LGIA.
    In witness thereof, the Parties have caused this Agreement to be
duly executed by their duly authorized officers or agents on the day
and year first above written.
{Insert name of Transmission Provider or Transmission Owner, if
applicable{time}

By:--------------------------------------------------------------------
Title:-----------------------------------------------------------------
Date:------------------------------------------------------------------
{Insert name of Interconnection Customer{time}

By:--------------------------------------------------------------------
Title:-----------------------------------------------------------------
Date:------------------------------------------------------------------

Attachment A to Appendix 2[3]

[Interconnection System Impact]Cluster Study Agreement

Assumptions Used in Conducting the [Interconnection System
Impact]Cluster Study

    The [Interconnection System Impact]Cluster Study will be based
upon the technical information provided by Interconnection Customer
in the Interconnection Request, [results of the Interconnection
Feasibility Study,] subject to any modifications in accordance with
Section 4.4 of this[e] LGIP, and the following assumptions:
    Designation of Point of Interconnection and configuration to be
studied.
    Designation of alternative Point(s) of Interconnection and
configuration.
    {Above assumptions to be completed by Interconnection Customer
and other assumptions to be provided by Interconnection Customer and
Transmission Provider{time}

Appendix 3[4] to LGIP

Interconnection Facilities Study Agreement

    This Agreement is made and entered into this__day of_____,
20__by and between_____, a_____organized and existing under the laws
of the State of_____, (``Interconnection Customer,'')
and_____a______ existing under the laws of the State of____,
(``Transmission Provider ''). Interconnection Customer and
Transmission Provider each may be referred to as a ``Party,'' or
collectively as the ``Parties.''

Recitals

    Whereas, Interconnection Customer is proposing to develop a
Large Generating Facility or generating capacity addition to an
existing Generating Facility consistent with the Interconnection
Request submitted by Interconnection Customer dated____; and
    Whereas, Interconnection Customer desires to interconnect the
Large Generating Facility with the Transmission System;
    Whereas, Transmission Provider has completed an Interconnection
[System Impact]Cluster Study (the ``[System Impact]Cluster Study'')
and provided the results of said study to Interconnection Customer;
and
    Whereas, Interconnection Customer has requested Transmission
Provider to perform an Interconnection Facilities Study to specify
and estimate the cost of the equipment, engineering, procurement and
construction work needed to implement the conclusions of the
[Interconnection System Impact]Cluster Study in accordance with Good
Utility Practice to physically and electrically connect the Large
Generating Facility to the Transmission System.
    Now, therefore, in consideration of and subject to the mutual
covenants contained herein the Parties agreed as follows:
    1.0 When used in this Agreement, with initial capitalization,
the terms specified shall have the meanings indicated in
Transmission Provider's FERC-approved LGIP.
    2.0 Interconnection Customer elects and Transmission Provider
shall cause an Interconnection Facilities Study consistent with
Section 8.0 of this LGIP to be performed in accordance with the
Tariff.
    3.0 The scope of the Interconnection Facilities Study shall be
subject to the assumptions set forth in Attachment A and the data
provided in Attachment B to this Agreement.
    4.0 The Interconnection Facilities Study [r]Report (i) shall
provide a description, estimated cost of (consistent with Attachment
A), schedule for required facilities to interconnect the Large
Generating Facility to the Transmission System and (ii) shall
address the short circuit, instability, and power flow issues
identified in the [Interconnection System Impact]Cluster Study.
    5.0 Interconnection Customer shall provide a Commercial
Readiness Deposit per Section 8.1 of this LGIP to enter [deposit of
$100,000 for the performance of] the Interconnection Facilities
Study. The time for completion of the Interconnection Facilities
Study is specified in Attachment A.
    [Transmission Provider shall invoice Interconnection Customer on
a monthly basis for the work to be conducted on the Interconnection
Facilities Study each month. Interconnection Customer shall pay
invoiced amounts within thirty (30) Calendar Days of receipt of
invoice. Transmission Provider shall continue to hold the amounts on
deposit until settlement of the final invoice.]
    6.0 Miscellaneous. The Interconnection Facilit[y]ies Study
Agreement shall include standard miscellaneous terms including, but
not limited to, indemnities, representations, disclaimers,
warranties, governing law, amendment, execution, waiver,
enforceability and assignment, that reflect best practices in the
electric industry, and that are consistent with regional practices,
Applicable Laws and Regulations, and the organizational nature of
each Party. All of these provisions, to the extent practicable,
shall be consistent with the provisions of the LGIP and the LGIA.
    In witness whereof, the Parties have caused this Agreement to be
duly executed by their duly authorized officers or agents on the day
and year first above written.
[Insert name of Transmission Provider or Transmission Owner, if
applicable]

By:--------------------------------------------------------------------
Title:-----------------------------------------------------------------
Date:------------------------------------------------------------------
By:--------------------------------------------------------------------
Title:-----------------------------------------------------------------
Date:------------------------------------------------------------------
[Insert name of Interconnection Customer]

By:--------------------------------------------------------------------
Title:-----------------------------------------------------------------
Date:------------------------------------------------------------------

Attachment A to Appendix 3[4]

Interconnection Facilities Study Agreement

Interconnection Customer Schedule Election for Conducting the
Interconnection Facilities Study

    Transmission Provider shall [use Reasonable Efforts to]complete
the study and issue a draft Interconnection Facilities Study
[r]Report to Interconnection Customer within the following number of
days after [of]receipt of an executed copy of this Interconnection
Facilities Study Agreement:
--ninety (90) Calendar Days with no more than a  20
percent cost estimate contained in the report, or
--one hundred eighty (180) Calendar Days with no more than a  10 percent cost estimate contained in the report.

Attachment B to Appendix 3[4] Interconnection Facilities Study
Agreement

Data Form To Be Provided by Interconnection Customer With the
Interconnection Facilities Study Agreement

    Provide location plan and simplified one-line diagram of the
plant and station facilities. For staged projects, please indicate
future generation, transmission circuits, etc.
    One set of metering is required for each generation connection
to the new ring bus or existing Transmission Provider station.
Number of generation connections:
    On the one line diagram indicate the generation capacity
attached at each metering location. (Maximum load on CT/PT)
    On the one line diagram indicate the location of auxiliary
power. (Minimum load on CT/PT) Amps
    Will an alternate source of auxiliary power be available during
CT/PT maintenance? __Yes __No
    Will a transfer bus on the generation side of the metering
require that each meter set be

designed for the total plant generation? __Yes __No (Please indicate
on one line diagram).
    What type of control system or PLC will be located at
Interconnection Customer's Large Generating Facility?
-----------------------------------------------------------------------
    What protocol does the control system or PLC use?
-----------------------------------------------------------------------
    Please provide a 7.5-minute quadrangle of the site. Sketch the
plant, station, transmission line, and property line.

    Physical dimensions of the proposed interconnection station:
-----------------------------------------------------------------------
    Bus length from generation to interconnection station:
-----------------------------------------------------------------------
    Line length from interconnection station to Transmission
Provider's transmission line.
-----------------------------------------------------------------------

    Tower number observed in the field. (Painted on tower leg) *
-----------------------------------------------------------------------
    Number of third party easements required for transmission lines
*:
-----------------------------------------------------------------------
    * To be completed in coordination with Transmission Provider.
    Is the Large Generating Facility in the Transmission Provider's
service area? __Yes __No
    Local provider:
-----------------------------------------------------------------------
    Please provide proposed schedule dates:

Begin Construction
Date:------------------------------------------------------------------
Generator step-up transformer receives back feed power
Date:------------------------------------------------------------------
Generation Testing
Date:------------------------------------------------------------------
Commercial Operation
Date:------------------------------------------------------------------

Appendix 4[5] to LGIP

Optional Interconnection Study Agreement

    This Agreement is made and entered into this__day of______,
20__by and between ______, a ______organized and existing under the
laws of the State of______, (``Interconnection Customer,'') and
______ a ______ existing under the laws of the State of ______,
(``Transmission Provider ''). Interconnection Customer and
Transmission Provider each may be referred to as a ``Party,'' or
collectively as the ``Parties.''

Recitals

    Whereas, Interconnection Customer is proposing to develop a
Large Generating Facility or generating capacity addition to an
existing Generating Facility consistent with the Interconnection
Request submitted by Interconnection Customer dated ______;
    Whereas, Interconnection Customer is proposing to establish an
interconnection with the Transmission System; and
    Whereas, Interconnection Customer has submitted to Transmission
Provider an Interconnection Request; and
    Whereas, on or after the date when Interconnection Customer
receives the [Interconnection System Impact] Cluster Study results,
Interconnection Customer has further requested that Transmission
Provider prepare an Optional Interconnection Study;
    Now, Therefore, in consideration of and subject to the mutual
covenants contained herein the Parties agree as follows:
    1.0 When used in this Agreement, with initial capitalization,
the terms specified shall have the meanings indicated in
Transmission Provider's FERC-approved LGIP.
    2.0 Interconnection Customer elects and Transmission Provider
shall cause an Optional Interconnection Study consistent with
Section 10.0 of this LGIP to be performed in accordance with the
Tariff.
    3.0 The scope of the Optional Interconnection Study shall be
subject to the assumptions set forth in Attachment A to this
Agreement.
    4.0 The Optional Interconnection Study shall be performed solely
for informational purposes.
    5.0 The Optional Interconnection Study report shall provide a
sensitivity analysis based on the assumptions specified by
Interconnection Customer in Attachment A to this Agreement. The
Optional Interconnection Study will identify Transmission Provider's
Interconnection Facilities and the Network Upgrades, and the
estimated cost thereof, that may be required to provide transmission
service or interconnection service based upon the assumptions
specified by Interconnection Customer in Attachment A.
    6.0 Interconnection Customer shall provide a deposit of $10,000
for the performance of the Optional Interconnection Study.
Transmission Provider's good faith estimate for the time of
completion of the Optional Interconnection Study is [insert date].
    Upon receipt of the Optional Interconnection Study, Transmission
Provider shall charge and Interconnection Customer shall pay the
actual costs of the Optional Study.
    Any difference between the initial payment and the actual cost
of the study shall be paid by or refunded to Interconnection
Customer, as appropriate.
    7.0 Miscellaneous. The Optional Interconnection Study Agreement
shall include standard miscellaneous terms including, but not
limited to, indemnities, representations, disclaimers, warranties,
governing law, amendment, execution, waiver, enforceability and
assignment, that reflect best practices in the electric industry,
and that are consistent with regional practices, Applicable Laws and
Regulations, and the organizational nature of each Party. All of
these provisions, to the extent practicable, shall be consistent
with the provisions of the LGIP and the LGIA.
    In witness whereof, the Parties have caused this Agreement to be
duly executed by their duly authorized officers or agents on the day
and year first above written.

[Insert name of Transmission Provider or Transmission Owner, if
applicable]
By:--------------------------------------------------------------------
Title:-----------------------------------------------------------------
Date:------------------------------------------------------------------
By:--------------------------------------------------------------------
Title:-----------------------------------------------------------------

Date:------------------------------------------------------------------
[Insert name of Interconnection Customer]

By:--------------------------------------------------------------------
Title:-----------------------------------------------------------------
Date:------------------------------------------------------------------

Appendix 5[6] to LGIP

Large Generator Interconnection Agreement (See LGIA)

Appendix 6[7]

Interconnection Procedures for A Wind Generating Plant

    Appendix 6[7] sets forth procedures specific to a wind
generating plant. All other requirements of this LGIP continue to
apply to wind generating plant interconnections.

A. Special Procedures Applicable to Wind Generators

    The wind plant Interconnection Customer, in completing the
Interconnection Request required by S[s]ection 3.3 of this LGIP, may
provide to the Transmission Provider a set of preliminary electrical
design specifications depicting the wind plant as a single
equivalent generator. Upon satisfying these and other applicable
Interconnection Request conditions, the wind plant may enter the
queue and receive the base case data as provided for in this LGIP.
    No later than six months after submitting an Interconnection
Request completed in this manner, the wind plant Interconnection
Customer must submit completed detailed electrical design
specifications and other data (including collector system layout
data) needed to allow the Transmission Provider to complete the
[System Impact]Cluster Study.

Appendix 7 to LGIP

Transitional Cluster Study Agreement

    This Agreement is made and entered into this __ day of ______,
20 __ by and between ______, a ______ organized and existing under
the laws of the State of ______ (``Interconnection Customer''), and
______, a ______ organized and existing under the laws of the State
of ______ (``Transmission Provider''). Interconnection Customer and
Transmission Provider each may be referred to as a ``Party,'' or
collectively as the ``Parties.''

Recitals

    Whereas, Interconnection Customer is proposing to develop a
Large Generating Facility or generating capacity addition to an
existing Generating Facility consistent with the Interconnection
Request submitted by Interconnection Customer dated ______;
    Whereas, Interconnection Customer desires to interconnect the
Large Generating Facility with the Transmission System; and
    Whereas, Interconnection Customer has requested Transmission
Provider to perform a ``Transitional Cluster Study,'' which combines
the Cluster Study and Interconnection Facilities Study, in a single

cluster study, followed by any needed restudies, to specify and
estimate the cost of the equipment, engineering, procurement, and
construction work needed to physically and electrically connect the
Large Generating Facility to Transmission Provider's Transmission
System; and
    Whereas, Interconnection Customer has a valid Queue Position as
of the {Transmission Provider to insert effective date of compliance
filing{time} .
    Now, therefore, in consideration of and subject to the mutual
covenants contained herein, the Parties agree as follows:
    1.0 When used in this Agreement, with initial capitalization,
the terms specified shall have the meanings indicated in this LGIP.
    2.0 Interconnection Customer elects, and Transmission Provider
shall cause to be performed, a Transitional Cluster Study.
    3.0 The Transitional Cluster Study shall be based upon the
technical information provided by Interconnection Customer in the
Interconnection Request. Transmission Provider reserves the right to
request additional technical information from Interconnection
Customer as may reasonably become necessary consistent with Good
Utility Practice during the course of the Transitional Cluster Study
and Interconnection Customer shall provide such data as quickly as
reasonable.
    4.0 Pursuant to Section <IP_ADDRESS> of this LGIP, the interim
Transitional Cluster Study Report shall provide the information
below:

--identification of any circuit breaker short circuit capability
limits exceeded as a result of the interconnection;
--identification of any thermal overload or voltage limit violations
resulting from the interconnection;

    19.

--identification of any instability or inadequately damped response
to system disturbances resulting from the interconnection; and
--Transmission Provider's Interconnection Facilities and Network
Upgrades that are expected to be required as a result of the
Interconnection Request(s) and a non-binding, good faith estimate of
cost responsibility and a non-binding, good faith estimated time to
construct.

    5.0 Pursuant to Section <IP_ADDRESS> of this LGIP, the final
Transitional Cluster Study Report shall: (1) provide all the
information included in the interim Transitional Cluster Study
Report; (2) provide a description of, estimated cost of, and
schedule for required facilities to interconnect the Generating
Facility to the Transmission System; and (3) address the short
circuit, instability, and power flow issues identified in the
interim Transitional Cluster Study Report.
    6.0 Interconnection Customer has met the requirements described
in Section <IP_ADDRESS> of this LGIP.
    20.
    7.0 Interconnection Customer previously provided a deposit for
the performance of Interconnection Studies. Upon receipt of the
final Transitional Cluster Study Report, Transmission Provider shall
charge and Interconnection Customer shall pay the actual costs of
the Transitional Cluster Study. Any difference between the study
deposit and the actual cost of the study shall be paid by or
refunded to Interconnection Customer, in accordance with the
provisions of Section 13.3 of this LGIP.
    8.0 Miscellaneous. The Transitional Cluster Study Agreement
shall include standard miscellaneous terms including, but not
limited to, indemnities, representations, disclaimers, warranties,
governing law, amendment, execution, waiver, enforceability and
assignment, that reflect best practices in the electric industry,
and that are consistent with regional practices, Applicable Laws and
Regulations, and the organizational nature of each Party. All of
these provisions, to the extent practicable, shall be consistent
with the provisions of this LGIP and the LGIA.
    In Witness Whereof, the Parties have caused this Agreement to be
duly executed by their duly authorized officers or agents on the day
and year first above written.

{Insert name of Transmission Provider or Transmission Owner, if
applicable{time}

By:--------------------------------------------------------------------
Title:-----------------------------------------------------------------
Date:------------------------------------------------------------------

{Insert name of Interconnection Customer{time} ------------------------

By:--------------------------------------------------------------------
Title:-----------------------------------------------------------------
Date:------------------------------------------------------------------

Appendix 8 to LGIP

Transitional Serial Interconnection Facilities Study Agreement

    This Agreement is made and entered into this __ day of ______,
20__, by and between ______, a ______ organized and existing under
the laws of the State of ______(``Interconnection Customer'') and
______, a ______organized and existing under the laws of the State
of ______ (``Transmission Provider''). Interconnection Customer and
Transmission Provider each may be referred to as a ``Party,'' or
collectively as the ``Parties.''

Recitals

    Whereas, Interconnection Customer is proposing to develop a
Large Generating Facility or generating capacity addition to an
existing Large Generating Facility consistent with the
Interconnection Request submitted by Interconnection Customer dated
______; and
    Whereas, Interconnection Customer desires to interconnect the
Large Generating Facility with the Transmission System; and
    Whereas, Interconnection Customer has requested Transmission
Provider to continue processing its Interconnection Facilities Study
to specify and estimate the cost of the equipment, engineering,
procurement, and construction work needed to implement the
conclusions of the final interconnection system impact study (from
the previously effective serial study process) in accordance with
Good Utility Practice to physically and electrically connect the
Large Generating Facility to the Transmission System; and
    Whereas, Transmission Provider has provided an Interconnection
Facilities Study Agreement to the Interconnection Customer on or
before {Transmission Provider to insert effective date of compliance
filing{time} .
    Now, therefore, in consideration of and subject to the mutual
covenants contained herein, the Parties agree as follows:
    1.0 When used in this Agreement, with initial capitalization,
the terms specified shall have the meanings indicated in this LGIP.
    2.0 Interconnection Customer elects and Transmission Provider
shall cause to be performed an Interconnection Facilities Study
consistent with Section 8 of this LGIP.
    3.0 The scope of the Interconnection Facilities Study shall be
subject to the assumptions set forth in Attachment A to this
Agreement, which shall be the same assumptions as the previous
Interconnection Facilities Study Agreement executed by the
Interconnection Customer.
    4.0 The Interconnection Facilities Study Report shall: (1)
provide a description, estimated cost of (consistent with Attachment
A), and schedule for required facilities to interconnect the Large
Generating Facility to the Transmission System; and (2) address the
short circuit, instability, and power flow issues identified in the
most recently published Cluster Study Report.
    5.0 Interconnection Customer has met the requirements described
in Section <IP_ADDRESS> of this LGIP. The time for completion of the
Interconnection Facilities Study is specified in Attachment A, and
shall be no later than 150 Calendar Days after {Transmission
Provider to insert effective date accepted on compliance{time} .
    6.0 Interconnection Customer previously provided a deposit of
______ dollars ($ __) for the performance of the Interconnection
Facilities Study.
    7.0 Upon receipt of the Interconnection Facilities Study
results, Transmission Provider shall charge and Interconnection
Customer shall pay the actual costs of the Interconnection
Facilities Study.
    8.0 Any difference between the study deposit and the actual cost
of the study shall be paid by or refunded to Interconnection
Customer, as appropriate.
    9.0 Miscellaneous. The Interconnection Facilities Study
Agreement shall include standard miscellaneous terms including, but
not limited to, indemnities, representations, disclaimers,
warranties, governing law, amendment, execution, waiver,
enforceability and assignment, that reflect best practices in the
electric industry, and that are consistent with regional practices,
Applicable Laws and Regulations, and the organizational nature of
each Party. All of these provisions, to the extent practicable,
shall be consistent with the provisions of this LGIP and this LGIA.
    In Witness Whereof, the Parties have caused this Agreement to be
duly executed by their duly authorized officers or agents on the day
and year first above written.

{Insert name of Transmission Provider or Transmission Owner, if
applicable{time}

By:--------------------------------------------------------------------
Title:-----------------------------------------------------------------
Date:------------------------------------------------------------------

{Insert name of Interconnection Customer{time}

By:--------------------------------------------------------------------
Title:-----------------------------------------------------------------

Date:------------------------------------------------------------------

Attachment A to Appendix 8

Transitional Serial Interconnection Facilities Study Agreement

Assumptions Used In Conducting The Transitional Serial Interconnection
Facilities Study

{Assumptions to be completed by Interconnection Customer and
Transmission Provider{time}

Appendix 9 to LGIP

Two-Party Affected System Study Agreement

    This Agreement is made and entered into this __ day of ______,
20__, by and between ______, a ______ organized and existing under
the laws of the State of ______ (Affected System Interconnection
Customer) and ______, a ______ organized and existing under the laws
of the State of ______ (Transmission Provider). Affected System
Interconnection Customer and Transmission Provider each may be
referred to as a ``Party,'' or collectively as the ``Parties.''

Recitals

    Whereas, Affected System Interconnection Customer is proposing
to develop a {description of generating facility or generating
capacity addition to an existing generating facility{time}
consistent with the interconnection request submitted by Affected
System Interconnection Customer to {name of host transmission
provider{time} , dated ______, for which {name of host transmission
provider{time}  found impacts on Transmission Provider's
Transmission System; and
    Whereas, Affected System Interconnection Customer desires to
interconnect the {generating facility{time}  with {name of host
transmission provider{time} 's transmission system;
    Now, therefore, in consideration of and subject to the mutual
covenants contained herein, the Parties agree as follows:
    1.0 When used in this Agreement, with initial capitalization,
the terms specified shall have the meanings indicated in this LGIP.
    2.0 Transmission Provider shall coordinate with Affected System
Interconnection Customer to perform an Affected System Study
consistent with Section 9 of this LGIP.
    3.0 The scope of the Affected System Study shall be subject to
the assumptions set forth in Attachment A to this Agreement.
    4.0 The Affected System Study will be based upon the technical
information provided by Affected System Interconnection Customer and
{name of host transmission provider{time} . Transmission Provider
reserves the right to request additional technical information from
Affected System Interconnection Customer as may reasonably become
necessary consistent with Good Utility Practice during the course of
the Affected System Study.
    5.0 The Affected System Study shall provide the following
information:

--identification of any circuit breaker short circuit capability
limits exceeded as a result of the interconnection;
--identification of any thermal overload or voltage limit violations
resulting from the interconnection;
--identification of any instability or inadequately damped response
to system disturbances resulting from the interconnection;
--non-binding, good faith estimated cost and time required to
construct facilities required on Transmission Provider's
Transmission System to accommodate the interconnection of the
{generating facility{time}  to the transmission system of the host
transmission provider; and
--description of how such facilities will address the identified
short circuit, instability, and power flow issues.

    6.0 Affected System Interconnection Customer shall provide a
deposit of __ for performance of the Affected System Study. Upon
receipt of the results of the Affected System Study by the Affected
System Interconnection Customer, Transmission Provider shall charge,
and Affected System Interconnection Customer shall pay, the actual
cost of the Affected System Study. Any difference between the
deposit and the actual cost of the Affected System Study shall be
paid by or refunded to Affected System Interconnection Customer, as
appropriate, including interest calculated in accordance with
section 35.19a(a)(2) of FERC's regulations.
    7.0 This Agreement shall include standard miscellaneous terms
including, but not limited to, indemnities, representations,
disclaimers, warranties, governing law, amendment, execution,
waiver, enforceability, and assignment, which reflect best practices
in the electric industry, that are consistent with regional
practices, Applicable Laws and Regulations and the organizational
nature of each Party. All of these provisions, to the extent
practicable, shall be consistent with the provisions of the LGIP.
    In witness thereof, the Parties have caused this Agreement to be
duly executed by their duly authorized officers or agents on the day
and year first above written.

{Insert name of Transmission Provider{time}

By:--------------------------------------------------------------------
Title:-----------------------------------------------------------------
Date:------------------------------------------------------------------
By:--------------------------------------------------------------------
Title:-----------------------------------------------------------------
Date:------------------------------------------------------------------

{Insert name of Affected System Interconnection Customer{time}

By:--------------------------------------------------------------------
Title:-----------------------------------------------------------------
Date:------------------------------------------------------------------
Project No.------------------------------------------------------------

Attachment A to Appendix 9--Two-Party Affected System Study Agreement

Assumptions Used In Conducting The Affected System Study

    The Affected System Study will be based upon the following
assumptions:

{Assumptions to be completed by Affected System Interconnection
Customer and Transmission Provider{time}

Appendix 10 to LGIP

Multiparty Affected System Study Agreement

    This Agreement is made and entered into this __ day of ______,
20__, by and among ______, a ______ organized and existing under the
laws of the State of ______ (Affected System Interconnection
Customer); ______, a ______ organized and existing under the laws of
the State of ______ (Affected System Interconnection Customer); and
______, a ______ organized and existing under the laws of the State
of ______ (Transmission Provider). Affected System Interconnection
Customers and Transmission Provider each may be referred to as a
``Party,'' or collectively as the ``Parties.'' When it is not
important to differentiate among them, Affected System
Interconnection Customers each may be referred to as ``Affected
System Interconnection Customer'' or collectively as the ``Affected
System Interconnection Customers.''

Recitals

    Whereas, Affected System Interconnection Customers are proposing
to develop {description of generating facilities or generating
capacity additions to an existing generating facility{time} ,
consistent with the interconnection requests submitted by Affected
System Interconnection Customers to {name of host transmission
provider{time} , dated ______, for which {name of host transmission
provider{time}  found impacts on Transmission Provider's
Transmission System; and
    Whereas, Affected System Interconnection Customers desire to
interconnect the {generating facilities{time}  with {name of host
transmission provider{time} 's transmission system;
    Now, therefore, in consideration of and subject to the mutual
covenants contained herein, the Parties agree as follows:
    1.0 When used in this Agreement, with initial capitalization,
the terms specified shall have the meanings indicated in this LGIP.
    2.0 Transmission Provider shall coordinate with Affected System
Interconnection Customers to perform an Affected System Study
consistent with Section 9 of this LGIP.
    3.0 The scope of the Affected System Study shall be subject to
the assumptions set forth in Attachment A to this Agreement.
    4.0 The Affected System Study will be based upon the technical
information provided by Affected System Interconnection Customers
and {name of host transmission provider{time} . Transmission
Provider reserves the right to request additional technical
information from Affected System Interconnection Customers as may
reasonably become necessary consistent with Good Utility Practice
during the course of the Affected System Study.
    5.0 The Affected System Study shall provide the following
information:

--identification of any circuit breaker short circuit capability
limits exceeded as a result of the interconnection;
--identification of any thermal overload or voltage limit violations
resulting from the interconnection;
--identification of any instability or inadequately damped response
to system disturbances resulting from the interconnection;
--non-binding, good faith estimated cost and time required to
construct facilities required on Transmission Provider's
Transmission System to accommodate the interconnection of the
{generating facilities{time}  to the transmission system of the host
transmission provider; and
--description of how such facilities will address the identified
short circuit, instability, and power flow issues.

    6.0 Affected System Interconnection Customers shall each provide
a deposit of __ for performance of the Affected System Study. Upon
receipt of the results of the Affected System Study by the Affected
System Interconnection Customers, Transmission Provider shall
charge, and Affected System Interconnection Customers shall pay, the
actual cost of the Affected System Study. Any difference between the
deposit and the actual cost of the Affected System Study shall be
paid by or refunded to Affected System Interconnection Customers, as
appropriate, including interest calculated in accordance with
section 35.19a(a)(2) of FERC's regulations.
    7.0 This Agreement shall include standard miscellaneous terms
including, but not limited to, indemnities, representations,
disclaimers, warranties, governing law, amendment, execution,
waiver, enforceability, and assignment, which reflect best practices
in the electric industry, that are consistent with regional
practices, Applicable Laws and Regulations, and the organizational
nature of each Party. All of these provisions, to the extent
practicable, shall be consistent with the provisions of the LGIP.
    In witness thereof, the Parties have caused this Agreement to be
duly executed by their duly authorized officers or agents on the day
and year first above written.

{Insert name of Transmission Provider{time}

By:--------------------------------------------------------------------
Title:-----------------------------------------------------------------
Date:------------------------------------------------------------------

By:--------------------------------------------------------------------
Title:-----------------------------------------------------------------
Date:------------------------------------------------------------------

{Insert name of Affected System Interconnection Customer{time}

By:--------------------------------------------------------------------
Title:-----------------------------------------------------------------
Date:------------------------------------------------------------------
Project No.------------------------------------------------------------

{Insert name of Affected System Interconnection Customer{time}

By:--------------------------------------------------------------------
Title:-----------------------------------------------------------------
Date:------------------------------------------------------------------
Project No.------------------------------------------------------------

Attachment A to Appendix 10--Multiparty Affected System Study Agreement

Assumptions Used in Conducting the Multiparty Affected System Study

    The Affected System Study will be based upon the following
assumptions: {Assumptions to be completed by Affected System
Interconnection Customers and Transmission Provider{time}

Appendix 11 to LGIP

Two-Party Affected System Facilities Construction Agreement

    This Agreement is made and entered into this __ day of ______,
20__, by and between ______, organized and existing under the laws
of the State of ______ (Affected System Interconnection Customer)
and ______, an entity organized under the laws of the State of
______ (Transmission Provider). Affected System Interconnection
Customer and Transmission Provider each may be referred to as a
``Party'' or collectively as the ``Parties.''

Recitals

    Whereas, Affected System Interconnection Customer is proposing
to develop a {description of generating facility or generating
capacity addition to an existing generating facility{time}
consistent with the interconnection request submitted by Affected
System Interconnection Customer to {name of host transmission
provider{time} , dated ______, for which {name of host transmission
provider{time}  found impacts on Transmission Provider's
Transmission System; and
    Whereas, Affected System Interconnection Customer desires to
interconnect the {generating facility{time}  to {name of host
transmission provider{time} 's transmission system; and
    Whereas, additions, modifications, and upgrade(s) must be made
to certain existing facilities of Transmission Provider's
Transmission System to accommodate such interconnection; and
    Whereas, Affected System Interconnection Customer has requested,
and Transmission Provider has agreed, to enter into this Agreement
for the purpose of facilitating the construction of necessary
Affected System Network Upgrade(s);
    Now, therefore, in consideration of and subject to the mutual
covenants contained herein, the Parties agree as follows:

Article 1--Definitions

    When used in this Agreement, with initial capitalization, the
terms specified and not otherwise defined in this Agreement shall
have the meanings indicated in this LGIP.

Article 2--Term of Agreement

    2.1 Effective Date. This Agreement shall become effective upon
execution by the Parties subject to acceptance by FERC (if
applicable), or if filed unexecuted, upon the date specified by
FERC.
    2.2 Term.
    2.2.1 General. This Agreement shall become effective as provided
in Article 2.1 and shall continue in full force and effect until the
earlier of (1) the final repayment, where applicable, by
Transmission Provider of the amount funded by Affected System
Interconnection Customer for Transmission Provider's design,
procurement, construction and installation of the Affected System
Network Upgrade(s) provided in Appendix A; (2) the Parties agree to
mutually terminate this Agreement; (3) earlier termination is
permitted or provided for under Appendix A of this Agreement; or (4)
Affected System Interconnection Customer terminates this Agreement
after providing Transmission Provider with written notice at least
sixty (60) Calendar Days prior to the proposed termination date,
provided that Affected System Interconnection Customer has no
outstanding contractual obligations to Transmission Provider under
this Agreement. No termination of this Agreement shall be effective
until the Parties have complied with all Applicable Laws and
Regulations applicable to such termination. The term of this
Agreement may be adjusted upon mutual agreement of the Parties if
(1) the commercial operation date for the {generating
facility{time}  is adjusted in accordance with the rules and
procedures established by {name of host transmission provider{time}
or (2) the in-service date for the Affected System Network
Upgrade(s) is adjusted in accordance with the rules and procedures
established by Transmission Provider.
    2.2.2 Termination Upon Default. Default shall mean the failure
of a Breaching Party to cure its Breach in accordance with Article 5
of this Agreement where Breach and Breaching Party are defined in
Article 5. Defaulting Party shall mean the Party that is in Default.
In the event of a Default by a Party, the non-Defaulting Party shall
have the termination rights described in Articles 5 and 6; provided,
however, Transmission Provider may not terminate this Agreement if
Affected System Interconnection Customer is the Defaulting Party and
compensates Transmission Provider within thirty (30) Calendar Days
for the amount of damages billed to Affected System Interconnection
Customer by Transmission Provider for any such damages, including
costs and expenses, incurred by Transmission Provider as a result of
such Default.
    2.2.3 Consequences of Termination. In the event of a termination
by either Party, other than a termination by Affected System
Interconnection Customer due to a Default by Transmission Provider,
Affected System Interconnection Customer shall be responsible for
the payment to Transmission Provider of all amounts then due and
payable for construction and installation of the Affected System
Network Upgrade(s) (including, without limitation, any equipment
ordered related to such construction), plus all out-of-pocket
expenses incurred by Transmission Provider in connection with the
construction and installation of the Affected System Network
Upgrade(s), through the date of termination, and, in the event of
the termination of the entire Agreement, any actual costs which
Transmission Provider reasonably incurs in (1) winding up work and
construction demobilization and (2) ensuring the safety of

persons and property and the integrity and safe and reliable
operation of Transmission Provider's Transmission System.
Transmission Provider shall use Reasonable Efforts to minimize such
costs.
    2.2.4 Reservation of Rights. Transmission Provider shall have
the right to make a unilateral filing with FERC to modify this
Agreement with respect to any rates, terms and conditions, charges,
classifications of service, rule or regulation under section 205 or
any other applicable provision of the Federal Power Act and FERC's
rules and regulations thereunder, and Affected System
Interconnection Customer shall have the right to make a unilateral
filing with FERC to modify this Agreement pursuant to section 206 or
any other applicable provision of the Federal Power Act and FERC's
rules and regulations thereunder; provided that each Party shall
have the right to protest any such filing by the other Party and to
participate fully in any proceeding before FERC in which such
modifications may be considered. Nothing in this Agreement shall
limit the rights of the Parties or of FERC under sections 205 or 206
of the Federal Power Act and FERC's rules and regulations
thereunder, except to the extent that the Parties otherwise mutually
agree as provided herein.
    2.3 Filing. Transmission Provider shall file this Agreement (and
any amendment hereto) with the appropriate Governmental Authority,
if required. Affected System Interconnection Customer may request
that any information so provided be subject to the confidentiality
provisions of Article 8. If Affected System Interconnection Customer
has executed this Agreement, or any amendment thereto, Affected
System Interconnection Customer shall reasonably cooperate with
Transmission Provider with respect to such filing and to provide any
information reasonably requested by Transmission Provider needed to
comply with applicable regulatory requirements.
    2.4 Survival. This Agreement shall continue in effect after
termination, to the extent necessary, to provide for final billings
and payments and for costs incurred hereunder, including billings
and payments pursuant to this Agreement; to permit the determination
and enforcement of liability and indemnification obligations arising
from acts or events that occurred while this Agreement was in
effect; and to permit each Party to have access to the lands of the
other Party pursuant to this Agreement or other applicable
agreements, to disconnect, remove, or salvage its own facilities and
equipment.
    2.5 Termination Obligations. Upon any termination pursuant to
this Agreement, Affected System Interconnection Customer shall be
responsible for the payment of all costs or other contractual
obligations incurred prior to the termination date, including
previously incurred capital costs, penalties for early termination,
and costs of removal and site restoration.

Article 3--Construction of Affected System Network Upgrade(s)

    3.1 Construction.
    3.1.1 Transmission Provider Obligations. Transmission Provider
shall (or shall cause such action to) design, procure, construct,
and install, and Affected System Interconnection Customer shall pay,
consistent with Article 3.2, the costs of all Affected System
Network Upgrade(s) identified in Appendix A. All Affected System
Network Upgrade(s) designed, procured, constructed, and installed by
Transmission Provider pursuant to this Agreement shall satisfy all
requirements of applicable safety and/or engineering codes and
comply with Good Utility Practice, and further, shall satisfy all
Applicable Laws and Regulations. Transmission Provider shall not be
required to undertake any action which is inconsistent with its
standard safety practices, its material and equipment
specifications, its design criteria and construction procedures, its
labor agreements, or any Applicable Laws and Regulations.
    3.1.2 Suspension of Work.
    <IP_ADDRESS> Right to Suspend. Affected System Interconnection
Customer must provide to Transmission Provider written notice of its
request for suspension. Only the milestones described in the
Appendices of this Agreement are subject to suspension under this
Article 3.1.2. Affected System Network Upgrade(s) will be
constructed on the schedule described in the Appendices of this
Agreement unless: (1) construction is prevented by the order of a
Governmental Authority; (2) the Affected System Network Upgrade(s)
are not needed by any other Interconnection Customer; or (3)
Transmission Provider determines that a Force Majeure event prevents
construction. In the event of (1), (2), or (3), any security paid to
Transmission Provider under Article 4.1 of this Agreement shall be
released by Transmission Provider upon the determination by
Transmission Provider that the Affected System Network Upgrade(s)
will no longer be constructed. If suspension occurs, Affected System
Interconnection Customer shall be responsible for the costs which
Transmission Provider incurs (i) in accordance with this Agreement
prior to the suspension; (ii) in suspending such work, including any
costs incurred to perform such work as may be necessary to ensure
the safety of persons and property and the integrity of Transmission
Provider's Transmission System and, if applicable, any costs
incurred in connection with the cancellation of contracts and orders
for material which Transmission Provider cannot reasonably avoid;
and (iii) reasonably incurs in winding up work and construction
demobilization; provided, however, that, prior to canceling any such
contracts or orders, Transmission Provider shall obtain Affected
System Interconnection Customer's authorization. Affected System
Interconnection Customer shall be responsible for all costs incurred
in connection with Affected System Interconnection Customer's
failure to authorize cancellation of such contracts or orders.
    Interest on amounts paid by Affected System Interconnection
Customer to Transmission Provider for the design, procurement,
construction, and installation of the Affected System Network
Upgrade(s) shall not accrue during periods in which Affected System
Interconnection Customer has suspended construction under this
Article 3.1.2.
    Transmission Provider shall invoice Affected System
Interconnection Customer pursuant to Article 4 and will use
Reasonable Efforts to minimize its costs. In the event Affected
System Interconnection Customer suspends work by Affected System
Transmission Provider required under this Agreement pursuant to this
Article <IP_ADDRESS>, and has not requested Affected System Transmission
Provider to recommence the work required under this Agreement on or
before the expiration of three (3) years following commencement of
such suspension, this Agreement shall be deemed terminated. The
three-year period shall begin on the date the suspension is
requested, or the date of the written notice to Affected System
Transmission Provider, whichever is earlier, if no effective date of
suspension is specified.
    <IP_ADDRESS> Recommencing of Work. If Affected System Interconnection
Customer requests that Transmission Provider recommence construction
of Affected System Network Upgrade(s), Transmission Provider shall
have no obligation to afford such work the priority it would have
had but for the prior actions of Affected System Interconnection
Customer to suspend the work. In such event, Affected System
Interconnection Customer shall be responsible for any costs incurred
in recommencing the work. All recommenced work shall be completed
pursuant to an amended schedule for the interconnection agreed to by
the Parties. Transmission Provider has the right to conduct a
restudy of the Affected System Study if conditions have materially
changed subsequent to the request to suspend. Affected System
Interconnection Customer shall be responsible for the costs of any
studies or restudies required.
    <IP_ADDRESS> Right to Suspend Due to Default. Transmission Provider
reserves the right, upon written notice to Affected System
Interconnection Customer, to suspend, at any time, work by
Transmission Provider due to Default by Affected System
Interconnection Customer. Affected System Interconnection Customer
shall be responsible for any additional expenses incurred by
Transmission Provider associated with the construction and
installation of the Affected System Network Upgrade(s) (as set forth
in Article 2.2.3) upon the occurrence of either a Breach that
Affected System Interconnection Customer is unable to cure-pursuant
to Article 5 or a Default pursuant to Article 5. Any form of
suspension by Transmission Provider shall not be barred by Articles
2.2.2, 2.2.3, or 5.2.2, nor shall it affect Transmission Provider's
right to terminate the work or this Agreement pursuant to Article 6.
    3.1.3 Construction Status. Transmission Provider shall keep
Affected System Interconnection Customer advised periodically as to
the progress of its design, procurement and construction efforts, as
described in Appendix A. Affected System Interconnection Customer
may, at any time

and reasonably, request a progress report from Transmission
Provider. If, at any time, Affected System Interconnection Customer
determines that the completion of the Affected System Network
Upgrade(s) will not be required until after the specified in-service
date, Affected System Interconnection Customer will provide written
notice to Transmission Provider of such later date upon which the
completion of the Affected System Network Upgrade(s) would be
required. Transmission Provider may delay the in-service date of the
Affected System Network Upgrade(s) accordingly.
    3.1.4 Timely Completion. Transmission Provider shall use
Reasonable Efforts to design, procure, construct, install, and test
the Affected System Network Upgrade(s) in accordance with the
schedule set forth in Appendix A, which schedule may be revised from
time to time by mutual agreement of the Parties. If any event occurs
that will affect the time or ability to complete the Affected System
Network Upgrade(s), Transmission Provider shall promptly notify
Affected System Interconnection Customer. In such circumstances,
Transmission Provider shall, within fifteen (15) Calendar Days of
such notice, convene a meeting with Affected System Interconnection
Customer to evaluate the alternatives available to Affected System
Interconnection Customer. Transmission Provider shall also make
available to Affected System Interconnection Customer all studies
and work papers related to the event and corresponding delay,
including all information that is in the possession of Transmission
Provider that is reasonably needed by Affected System
Interconnection Customer to evaluate alternatives, subject to
confidentiality arrangements consistent with Article 8. Transmission
Provider shall, at Affected System Interconnection Customer's
request and expense, use Reasonable Efforts to accelerate its work
under this Agreement to meet the schedule set forth in Appendix A,
provided that (1) Affected System Interconnection Customer
authorizes such actions, such authorization to be withheld,
conditioned, or delayed by Affected System Interconnection Customer
only if it can demonstrate that the acceleration would have a
material adverse effect on it; and (2) the Affected System
Interconnection Customer funds costs associated therewith in
advance.
    3.2 Interconnection Costs.
    3.2.1 Costs. Affected System Interconnection Customer shall pay
to Transmission Provider costs (including taxes and financing costs)
associated with seeking and obtaining all necessary approvals and of
designing, engineering, constructing, and testing the Affected
System Network Upgrade(s), as identified in Appendix A, in
accordance with the cost recovery method provided herein. Unless
Transmission Provider elects to fund the Affected System Network
Upgrade(s), they shall be initially funded by Affected System
Interconnection Customer.
    <IP_ADDRESS> Lands of Other Property Owners. If any part of the
Affected System Network Upgrade(s) is to be installed on property
owned by persons other than Affected System Interconnection Customer
or Transmission Provider, Transmission Provider shall, at Affected
System Interconnection Customer's expense, use efforts similar in
nature and extent to those that it typically undertakes on its own
behalf or on behalf of its Affiliates, including use of its eminent
domain authority to the extent permitted and consistent with
Applicable Laws and Regulations and, to the extent consistent with
such Applicable Laws and Regulations, to procure from such persons
any rights of use, licenses, rights-of-way, and easements that are
necessary to construct, operate, maintain, test, inspect, replace,
or remove the Affected System Network Upgrade(s) upon such property.
    3.2.2 Repayment.
    <IP_ADDRESS> Repayment. Consistent with Articles 11.4.1 and 11.4.2 of
the Transmission Provider's pro forma LGIA, Affected System
Interconnection Customer shall be entitled to a cash repayment by
Transmission Provider of the amount paid to Transmission Provider,
if any, for the Affected System Network Upgrade(s), including any
tax gross-up or other tax-related payments associated with the
Affected System Network Upgrade(s), and not refunded to Affected
System Interconnection Customer pursuant to Article 3.3.1 or
otherwise. The Parties may mutually agree to a repayment schedule,
to be outlined in Appendix A, not to exceed twenty (20) years from
the commercial operation date, for the complete repayment for all
applicable costs associated with the Affected System Network
Upgrade(s). Any repayment shall include interest calculated in
accordance with the methodology set forth in FERC's regulations at
18 CFR 35.19 a(a)(2)(iii) from the date of any payment for Affected
System Network Upgrade(s) through the date on which Affected System
Interconnection Customer receives a repayment of such payment
pursuant to this subparagraph. Interest shall not accrue during
periods in which Affected System Interconnection Customer has
suspended construction pursuant to Article 3.1.2. Affected System
Interconnection Customer may assign such repayment rights to any
person.
    <IP_ADDRESS> Impact of Failure to Achieve Commercial Operation. If
the Affected System Interconnection Customer's generating facility
fails to achieve commercial operation, but it or another generating
facility is later constructed and makes use of the Affected System
Network Upgrade(s), Transmission Provider shall at that time
reimburse Affected System Interconnection Customer for the amounts
advanced for the Affected System Network Upgrade(s). Before any such
reimbursement can occur, Affected System Interconnection Customer
(or the entity that ultimately constructs the generating facility,
if different), is responsible for identifying the entity to which
the reimbursement must be made.
    3.3 Taxes.
    3.3.1 Indemnification for Contributions in Aid of Construction.
With regard only to payments made by Affected System Interconnection
Customer to Transmission Provider for the installation of the
Affected System Network Upgrade(s), Transmission Provider shall not
include a gross-up for income taxes in the amounts it charges
Affected System Interconnection Customer for the installation of the
Affected System Network Upgrade(s) unless (1) Transmission Provider
has determined, in good faith, that the payments or property
transfers made by Affected System Interconnection Customer to
Transmission Provider should be reported as income subject to
taxation, or (2) any Governmental Authority directs Transmission
Provider to report payments or property as income subject to
taxation. Affected System Interconnection Customer shall reimburse
Transmission Provider for such costs on a fully grossed-up basis, in
accordance with this Article, within thirty (30) Calendar Days of
receiving written notification from Transmission Provider of the
amount due, including detail about how the amount was calculated.
    The indemnification obligation shall terminate at the earlier of
(1) the expiration of the ten (10)-year testing period and the
applicable statute of limitation, as it may be extended by
Transmission Provider upon request of the Internal Revenue Service,
to keep these years open for audit or adjustment, or (2) the
occurrence of a subsequent taxable event and the payment of any
related indemnification obligations as contemplated by this Article.
Notwithstanding the foregoing provisions of this Article 3.3.1, and
to the extent permitted by law, to the extent that the receipt of
such payments by Transmission Provider is determined by any
Governmental Authority to constitute income by Transmission Provider
subject to taxation, Affected System Interconnection Customer shall
protect, indemnify, and hold harmless Transmission Provider and its
Affiliates, from all claims by any such Governmental Authority for
any tax, interest, and/or penalties associated with such
determination. Upon receiving written notification of such
determination from the Governmental Authority, Transmission Provider
shall provide Affected System Interconnection Customer with written
notification within thirty (30) Calendar Days of such determination
and notification. Transmission Provider, upon the timely written
request by Affected System Interconnection Customer and at Affected
System Interconnection Customer's expense, shall appeal, protest,
seek abatement of, or otherwise oppose such determination.
Transmission Provider reserves the right to make all decisions with
regard to the prosecution of such appeal, protest, abatement or
other contest, including the compromise or settlement of the claim;
provided that Transmission Provider shall cooperate and consult in
good faith with Affected System Interconnection Customer regarding
the conduct of such contest. Affected System Interconnection
Customer shall not be required to pay Transmission Provider for the
tax, interest, and/or penalties prior to the seventh (7th) Calendar
Day before the date on which Transmission Provider (1) is required
to pay the tax, interest, and/or penalties or other amount in lieu
thereof pursuant to a compromise or settlement of the appeal,
protest, abatement, or other contest; (2) is required to pay the
tax, interest, and/or penalties as the result of a

final, non-appealable order by a Governmental Authority; or (3) is
required to pay the tax, interest, and/or penalties as a
prerequisite to an appeal, protest, abatement, or other contest. In
the event such appeal, protest, abatement, or other contest results
in a determination that Transmission Provider is not liable for any
portion of any tax, interest, and/or penalties for which Affected
System Interconnection Customer has already made payment to
Transmission Provider, Transmission Provider shall promptly refund
to Affected System Interconnection Customer any payment attributable
to the amount determined to be non-taxable, plus any interest
(calculated in accordance with 18 CFR 35.19a(a)(2)(iii)) or other
payments Transmission Provider receives or which Transmission
Provider may be entitled with respect to such payment. Affected
System Interconnection Customer shall provide Transmission Provider
with credit assurances sufficient to meet Affected System
Interconnection Customer's estimated liability for reimbursement of
Transmission Provider for taxes, interest, and/or penalties under
this Article 3.3.1. Such estimated liability shall be stated in
Appendix A.
    To the extent that Transmission Provider is a limited liability
company and not a corporation, and has elected to be taxed as a
partnership, then the following shall apply: Transmission Provider
represents, and the Parties acknowledge, that Transmission Provider
is a limited liability company and is treated as a partnership for
federal income tax purposes. Any payment made by Affected System
Interconnection Customer to Transmission Provider for Affected
System Network Upgrade(s) is to be treated as an upfront payment. It
is anticipated by the Parties that any amounts paid by Affected
System Interconnection Customer to Transmission Provider for
Affected System Network Upgrade(s) will be reimbursed to Affected
System Interconnection Customer in accordance with the terms of this
Agreement, provided Affected System Interconnection Customer
fulfills its obligations under this Agreement.
    3.3.2 Private Letter Ruling. At Affected System Interconnection
Customer's request and expense, Transmission Provider shall file
with the Internal Revenue Service a request for a private letter
ruling as to whether any property transferred or sums paid, or to be
paid, by Affected System Interconnection Customer to Transmission
Provider under this Agreement are subject to federal income
taxation. Affected System Interconnection Customer will prepare the
initial draft of the request for a private letter ruling and will
certify under penalties of perjury that all facts represented in
such request are true and accurate to the best of Affected System
Interconnection Customer's knowledge. Transmission Provider and
Affected System Interconnection Customer shall cooperate in good
faith with respect to the submission of such request.
    3.3.3 Other Taxes. Upon the timely request by Affected System
Interconnection Customer, and at Affected System Interconnection
Customer's sole expense, Transmission Provider shall appeal,
protest, seek abatement of, or otherwise contest any tax (other than
federal or state income tax) asserted or assessed against
Transmission Provider for which Affected System Interconnection
Customer may be required to reimburse Transmission Provider under
the terms of this Agreement. Affected System Interconnection
Customer shall pay to Transmission Provider on a periodic basis, as
invoiced by Transmission Provider, Transmission Provider's
documented reasonable costs of prosecuting such appeal, protest,
abatement, or other contest. Affected System Interconnection
Customer and Transmission Provider shall cooperate in good faith
with respect to any such contest. Unless the payment of such taxes
is a prerequisite to an appeal or abatement or cannot be deferred,
no amount shall be payable by Affected System Interconnection
Customer to Transmission Provider for such taxes until they are
assessed by a final, non-appealable order by any court or agency of
competent jurisdiction. In the event that a tax payment is withheld
and ultimately due and payable after appeal, Affected System
Interconnection Customer will be responsible for all taxes, interest
and penalties, other than penalties attributable to any delay caused
by Transmission Provider. Each Party shall cooperate with the other
Party to maintain each Party's tax status. Nothing in this Agreement
is intended to adversely affect any Party's tax-exempt status with
respect to the issuance of bonds including, but not limited to,
local furnishing bonds, as described in section 142(f) of the
Internal Revenue Code.

Article 4

Security, Billing, and Payments

    4.1 Provision of Security. By the earlier of (1) thirty (30)
Calendar Days prior to the due date for Affected System
Interconnection Customer's first payment under the payment schedule
specified in Appendix A, or (2) the first date specified in Appendix
A for the ordering of equipment by Transmission Provider for
installing the Affected System Network Upgrade(s), Affected System
Interconnection Customer shall provide Transmission Provider, at
Affected System Interconnection Customer's option, a guarantee, a
surety bond, letter of credit or other form of security that is
reasonably acceptable to Transmission Provider. Such security for
payment shall be in an amount sufficient to cover the costs for
constructing, procuring, and installing the applicable portion of
Affected System Network Upgrade(s) and shall be reduced on a dollar-
for-dollar basis for payments made to Transmission Provider for
these purposes.
    The guarantee must be made by an entity that meets the
creditworthiness requirements of Transmission Provider and contain
terms and conditions that guarantee payment of any amount that may
be due from Affected System Interconnection Customer, up to an
agreed-to maximum amount. The letter of credit must be issued by a
financial institution reasonably acceptable to Transmission Provider
and must specify a reasonable expiration date. The surety bond must
be issued by an insurer reasonably acceptable to Transmission
Provider and must specify a reasonable expiration date.
    4.2 Invoice. Each Party shall submit to the other Party, on a
monthly basis, invoices of amounts due, if any, for the preceding
month. Each invoice shall state the month to which the invoice
applies and fully describe the services and equipment provided. The
Parties may discharge mutual debts and payment obligations due and
owing to each other on the same date through netting, in which case
all amounts a Party owes to the other Party under this Agreement,
including interest payments, shall be netted so that only the net
amount remaining due shall be paid by the owing Party.
    4.3 Payment. Invoices shall be rendered to the paying Party at
the address specified by the Parties. The Party receiving the
invoice shall pay the invoice within thirty (30) Calendar Days of
receipt. All payments shall be made in immediately available funds
payable to the other Party, or by wire transfer to a bank named and
account designated by the invoicing Party. Payment of invoices by a
Party will not constitute a waiver of any rights or claims that
Party may have under this Agreement.
    4.4 Final Invoice. Within six (6) months after completion of the
construction of the Affected System Network Upgrade(s), Transmission
Provider shall provide an invoice of the final cost of the
construction of the Affected System Network Upgrade(s) and shall set
forth such costs in sufficient detail to enable Affected System
Interconnection Customer to compare the actual costs with the
estimates and to ascertain deviations, if any, from the cost
estimates. Transmission Provider shall refund, with interest
(calculated in accordance with 18 CFR 35.19a(a)(2)(iii)), to
Affected System Interconnection Customer any amount by which the
actual payment by Affected System Interconnection Customer for
estimated costs exceeds the actual costs of construction within
thirty (30) Calendar Days of the issuance of such final construction
invoice.
    4.5 Interest. Interest on any unpaid amounts shall be calculated
in accordance with 18 CFR 35.19a(a)(2)(iii).
    4.6 Payment During Dispute. In the event of a billing dispute
among the Parties, Transmission Provider shall continue to construct
the Affected System Network Upgrade(s) under this Agreement as long
as Affected System Interconnection Customer: (1) continues to make
all payments not in dispute; and (2) pays to Transmission Provider
or into an independent escrow account the portion of the invoice in
dispute, pending resolution of such dispute. If Affected System
Interconnection Customer fails to meet these two requirements, then
Transmission Provider may provide notice to Affected System
Interconnection Customer of a Default pursuant to Article 5. Within
thirty (30) Calendar Days after the resolution of the dispute, the
Party that owes money to another Party shall pay the amount due with
interest calculated in accordance with the methodology set forth in
18 CFR 35.19a(a)(2)(iii).

Article 5

Breach, Cure and Default

    5.1 Events of Breach. A Breach of this Agreement shall include
the:

    (a) Failure to pay any amount when due;
    (b) Failure to comply with any material term or condition of
this Agreement, including but not limited to any material Breach of
a representation, warranty, or covenant made in this Agreement;
    (c) Failure of a Party to provide such access rights, or a
Party's attempt to revoke access or terminate such access rights, as
provided under this Agreement; or
    (d) Failure of a Party to provide information or data to another
Party as required under this Agreement, provided the Party entitled
to the information or data under this Agreement requires such
information or data to satisfy its obligations under this Agreement.
    5.2 Definition. Breaching Party shall mean the Party that is in
Breach.
    5.3 Notice of Breach, Cure, and Default. Upon the occurrence of
an event of Breach, the Party not in Breach, when it becomes aware
of the Breach, shall give written notice of the Breach to the
Breaching Party and to any other person representing a Party to this
Agreement identified in writing to the other Party in advance. Such
notice shall set forth, in reasonable detail, the nature of the
Breach, and where known and applicable, the steps necessary to cure
such Breach.
    5.3.1 Upon receiving written notice of the Breach hereunder, the
Breaching Party shall have a period to cure such Breach (hereinafter
referred to as the ``Cure Period'') which shall be sixty (60)
Calendar Days.
    5.3.2 In the event the Breaching Party fails to cure within the
Cure Period, the Breaching Party will be in Default of this
Agreement, and the non--Defaulting Party may terminate this
Agreement in accordance with Article 6.2 of this Agreement or take
whatever action at law or in equity as may appear necessary or
desirable to enforce the performance or observance of any rights,
remedies, obligations, agreement, or covenants under this Agreement.
    5.4 Rights in the Event of Default. Notwithstanding the
foregoing, upon the occurrence of a Default, the non-Defaulting
Party shall be entitled to exercise all rights and remedies it may
have in equity or at law.

Article 6

Termination of Agreement

    6.1 Expiration of Term. Except as otherwise specified in this
Article 6, the Parties' obligations under this Agreement shall
terminate at the conclusion of the term of this Agreement.
    6.2 Termination. In addition to the termination provisions set
forth in Article 2.2, a Party may terminate this Agreement upon the
Default of the other Party in accordance with Article 5.2.2 of this
Agreement. Subject to the limitations set forth in Article 6.3, in
the event of a Default, the termination of this Agreement by the
non-Defaulting Party shall require a filing at FERC of a notice of
termination, which filing must be accepted for filing by FERC.
    6.3 Disposition of Facilities Upon Termination of Agreement.
    6.3.1 Transmission Provider Obligations. Upon termination of
this Agreement, unless otherwise agreed to by the Parties in
writing, Transmission Provider:
    (a) shall, prior to the construction and installation of any
portion of the Affected System Network Upgrade(s) and to the extent
possible, cancel any pending orders of, or return, such equipment or
material for such Affected System Network Upgrade(s);
    (b) may keep in place any portion of the Affected System Network
Upgrade(s) already constructed and installed; and,
    (c) shall perform such work as may be necessary to ensure the
safety of persons and property and to preserve the integrity of
Transmission Provider's Transmission System (e.g., construction
demobilization to return the system to its original state, wind-up
work).
    6.3.2 Affected System Interconnection Customer Obligations. Upon
billing by Transmission Provider, Affected System Interconnection
Customer shall reimburse Transmission Provider for any costs
incurred by Transmission Provider in performance of the actions
required or permitted by Article 6.3.1 and for the cost of any
Affected System Network Upgrade(s) described in Appendix A.
Transmission Provider shall use Reasonable Efforts to minimize costs
and shall offset the amounts owed by any salvage value of
facilities, if applicable. Affected System Interconnection Customer
shall pay these costs pursuant to Article 4.3 of this Agreement.
    6.3.3 Pre-construction or Installation. Upon termination of this
Agreement and prior to the construction and installation of any
portion of the Affected System Network Upgrade(s), Transmission
Provider may, at its option, retain any portion of such Affected
System Network Upgrade(s) not cancelled or returned in accordance
with Article 6.3.1(a), in which case Transmission Provider shall be
responsible for all costs associated with procuring such Affected
System Network Upgrade(s). To the extent that Affected System
Interconnection Customer has already paid Transmission Provider for
any or all of such costs, Transmission Provider shall refund
Affected System Interconnection Customer for those payments. If
Transmission Provider elects to not retain any portion of such
facilities, Transmission Provider shall convey and make available to
Affected System Interconnection Customer such facilities as soon as
practicable after Affected System Interconnection Customer's payment
for such facilities.
    6.4 Survival of Rights. Termination or expiration of this
Agreement shall not relieve either Party of any of its liabilities
and obligations arising hereunder prior to the date termination
becomes effective, and each Party may take whatever judicial or
administrative actions as appear necessary or desirable to enforce
its rights hereunder. The applicable provisions of this Agreement
will continue in effect after expiration, or early termination
hereof to the extent necessary to provide for (1) final billings,
billing adjustments, and other billing procedures set forth in this
Agreement; (2) the determination and enforcement of liability and
indemnification obligations arising from acts or events that
occurred while this Agreement was in effect; and (3) the
confidentiality provisions set forth in Article 8.

Article 7

Subcontractors

    7.1 Subcontractors. Nothing in this Agreement shall prevent a
Party from utilizing the services of subcontractors, as it deems
appropriate, to perform its obligations under this Agreement;
provided, however, that each Party shall require its subcontractors
to comply with all applicable terms and conditions of this Agreement
in providing such services, and each Party shall remain primarily
liable to the other Party for the performance of such subcontractor.
    7.1.1 Responsibility of Principal. The creation of any
subcontract relationship shall not relieve the hiring Party of any
of its obligations under this Agreement. In accordance with the
provisions of this Agreement, each Party shall be fully responsible
to the other Party for the acts or omissions of any subcontractor it
hires as if no subcontract had been made. Any applicable obligation
imposed by this Agreement upon a Party shall be equally binding
upon, and shall be construed as having application to, any
subcontractor of such Party.
    7.1.2 No Third-Party Beneficiary. Except as may be specifically
set forth to the contrary herein, no subcontractor or any other
party is intended to be, nor will it be deemed to be, a third-party
beneficiary of this Agreement.
    7.1.3 No Limitation by Insurance. The obligations under this
Article 7 will not be limited in any way by any limitation of any
insurance policies or coverages, including any subcontractor's
insurance.

Article 8

Confidentiality

    8.1 Confidentiality. Confidential Information shall include,
without limitation, all information relating to a Party's
technology, research and development, business affairs, and pricing,
and any information supplied to the other Party prior to the
execution of this Agreement.
    Information is Confidential Information only if it is clearly
designated or marked in writing as confidential on the face of the
document, or, if the information is conveyed orally or by
inspection, if the Party providing the information orally informs
the Party receiving the information that the information is
confidential. The Parties shall maintain as confidential any
information that is provided and identified by a Party as Critical
Energy Infrastructure Information (CEII), as that term is defined in
18 CFR 388.113(c).
    Such confidentiality will be maintained in accordance with this
Article 8. If requested by the receiving Party, the disclosing Party
shall provide in writing, the basis for asserting that the
information referred to in this Article warrants confidential
treatment, and the requesting Party may disclose such writing to the
appropriate Governmental Authority. Each Party shall be responsible
for the costs associated with affording confidential treatment to
its information.
    8.1.1 Term. During the term of this Agreement, and for a period
of three (3) years after the expiration or termination of this

Agreement, except as otherwise provided in this Article 8 or with
regard to CEII, each Party shall hold in confidence and shall not
disclose to any person Confidential Information. CEII shall be
treated in accordance with FERC policies and regulations.
    8.1.2 Scope. Confidential Information shall not include
information that the receiving Party can demonstrate: (1) is
generally available to the public other than as a result of a
disclosure by the receiving Party; (2) was in the lawful possession
of the receiving Party on a non-confidential basis before receiving
it from the disclosing Party; (3) was supplied to the receiving
Party without restriction by a non-Party, who, to the knowledge of
the receiving Party after due inquiry, was under no obligation to
the disclosing Party to keep such information confidential; (4) was
independently developed by the receiving Party without reference to
Confidential Information of the disclosing Party; (5) is, or
becomes, publicly known, through no wrongful act or omission of the
receiving Party or Breach of this Agreement; or (6) is required, in
accordance with Article 8.1.6 of this Agreement, to be disclosed by
any Governmental Authority or is otherwise required to be disclosed
by law or subpoena, or is necessary in any legal proceeding
establishing rights and obligations under this Agreement.
Information designated as Confidential Information will no longer be
deemed confidential if the Party that designated the information as
confidential notifies the receiving Party that it no longer is
confidential.
    8.1.3 Release of Confidential Information. No Party shall
release or disclose Confidential Information to any other person,
except to its Affiliates (limited by the Standards of Conduct
requirements), subcontractors, employees, agents, consultants, or to
non-Parties that may be or are considering providing financing to or
equity participation with Affected System Interconnection Customer,
or to potential purchasers or assignees of Affected System
Interconnection Customer, on a need-to-know basis in connection with
this Agreement, unless such person has first been advised of the
confidentiality provisions of this Article 8 and has agreed to
comply with such provisions. Notwithstanding the foregoing, a Party
providing Confidential Information to any person shall remain
primarily responsible for any release of Confidential Information in
contravention of this Article 8.
    8.1.4 Rights. Each Party shall retain all rights, title, and
interest in the Confidential Information that it discloses to the
receiving Party. The disclosure by a Party to the receiving Party of
Confidential Information shall not be deemed a waiver by the
disclosing Party or any other person or entity of the right to
protect the Confidential Information from public disclosure.
    8.1.5 Standard of Care. Each Party shall use at least the same
standard of care to protect Confidential Information it receives as
it uses to protect its own Confidential Information from
unauthorized disclosure, publication, or dissemination. Each Party
may use Confidential Information solely to fulfill its obligations
to the other Party under this Agreement or its regulatory
requirements.
    8.1.6 Order of Disclosure. If a court or a Government Authority
or entity with the right, power, and apparent authority to do so
requests or requires either Party, by subpoena, oral deposition,
interrogatories, requests for production of documents,
administrative order, or otherwise, to disclose Confidential
Information, that Party shall provide the disclosing Party with
prompt notice of such request(s) or requirement(s) so that the
disclosing Party may seek an appropriate protective order or waive
compliance with the terms of this Agreement. Notwithstanding the
absence of a protective order or waiver, the Party may disclose such
Confidential Information which, in the opinion of its counsel, the
Party is legally compelled to disclose. Each Party will use
Reasonable Efforts to obtain reliable assurance that confidential
treatment will be accorded any Confidential Information so
furnished.
    8.1.7 Termination of Agreement. Upon termination of this
Agreement for any reason, each Party shall, within ten (10) Business
Days of receipt of a written request from the other Party, use
Reasonable Efforts to destroy, erase, or delete (with such
destruction, erasure, and deletion certified in writing to the
requesting Party) or return to the requesting Party any and all
written or electronic Confidential Information received from the
requesting Party, except that each Party may keep one copy for