AMENDMENT NO. 9
TO
STATION AGREEMENT
Amendment dated as of July 1, 2003 (herein called the "Effective Date")
to Station Agreement dated as of January 1, 1968, as amended, among OHIO POWER
COMPANY, an Ohio corporation (herein called "Ohio"), BUCKEYE POWER, INC., an
Ohio corporation not for profit (herein called "Buckeye"), and CARDINAL
OPERATING COMPANY, an Ohio corporation (herein called "Operating Company").
WITNESSETH:
WHEREAS, Ohio, Buckeye and Operating Company have entered into a
Station Agreement dated as of January 1, 1968, and eight prior amendments
thereto dated, respectively, as of October 1, 1973, March 1, 1976, March 1,
1977, December 1, 1977, April 15, 1980, June 1, 1981, January 1, 1995, and
September 1, 1999 (herein called the "Station Agreement"), concerning the
operation and use of the Cardinal Station; and
WHEREAS, the Power Delivery Agreement dated as of January 1, 1968,
among Ohio, Buckeye and other transmitting utilities in the State of Ohio
(herein called the "Power Delivery Agreement") expired as of June 30, 2003; and
WHEREAS, references to the Power Delivery Agreement are made in the
Station Agreement, and the parties desire to make certain revisions to the
Station Agreement to reflect the expiration of the Power Delivery Agreement and
to make certain other revisions to reflect other changes in circumstances; and
WHEREAS, following consultations between the parties as contemplated by
the Station Agreement, the parties desire to extend the term of the Station
Agreement after the expiration of its initial term for an additional term
extending through December 31, 2026, and to make certain other amendments
related to the pricing and availability of Back-up Energy;
NOW, THEREFORE, in consideration of the premises and the mutual
covenants herein contained, the parties hereto do hereby agree as follows:
ARTICLE ONE
Definitions
1.1 Effective as of the Effective Date, the definitions of the "Buckeye
Cardinal Alternate Hourly Demand", "Buckeye Cardinal Hourly Demand", "Buckeye
Mortgage", "Buckeye Power Requirement", "Buckeye Scheduled Wholesale Hourly
Demand", and "Ohio's Bulk Transmission Facilities" set forth in Section 1.1 of
the Station Agreement are hereby amended and restated to read in their entirety
as follows:
Buckeye Cardinal Alternate Hourly Demand for any hour means the Buckeye
Cardinal Hourly Demand for such hour, provided, however, that any Buckeye
Scheduled Wholesale Hourly Demand for such hour shall be excluded from the
Buckeye Cardinal Alternate Hourly Demand for such hour.
Buckeye Cardinal Hourly Demand for any hour means the kilowatt demand
at the Cardinal Station's high-voltage busses which is equal to (i) the number
of kilowatts of demand for such hour as measured by suitable metering equipment
at Buckeye's delivery points in the AEP Transmission System, plus (ii) the
amounts of hourly power scheduled for such hour by Buckeye or its agent through
the AEP Transmission System to delivery points interconnecting the AEP
Transmission System with the transmission systems of other utilities, less (iii)
the amounts of hourly power scheduled for such hour by Buckeye or its agent from
any source other than the Cardinal Station for delivery into the AEP
Transmission System. All such amounts shall be adjusted to include applicable
losses on the transmission and distribution facilities of the AEP Transmission
System per the AEP OATT.
Buckeye Mortgage means the Mortgage and Deed of Trust dated as of April
1, 1968, as supplemented and amended from time to time, made by Buckeye with The
Ohio National Bank of Columbus (now US Bank National Association), as Trustee.
Whenever reference is made in this Agreement to the Trustees under the Buckeye
Mortgage, or to the corporate trustee under the Buckeye Mortgage, such terms
shall mean the corporations or corporation which shall at the time in question
be acting in such capacities or capacity under the Buckeye Mortgage.
Buckeye Power Requirement means the aggregate requirements of Buckeye
for electric power and energy from time to time for (a) sale and delivery to the
Buckeye Members and for resale and delivery by the Buckeye Members to customers
or use by the Buckeye Members in the operation of their respective facilities
and systems, and (b) the sale and delivery power, and the energy related
thereto, by Buckeye, at wholesale, to customers other than the Buckeye Members,
in accordance with Article Twelve hereof.
Buckeye Scheduled Wholesale Hourly Demand for any hour means the
kilowatt demand at the Cardinal Station's high-voltage busses which is equal to
the amounts of hourly power scheduled for such hour by Buckeye or its agent to
Buckeye Bulk Power Delivery Points for delivery and sale at wholesale.
Ohio's Bulk Transmission Facilities means the 138-kv, 345-kv and 765-kv
transmission facilities owned by Ohio or its successors in ownership of such
facilities, including, but not limited to, any regional transmission
organization, and such higher voltage transmission facilities as Ohio or such
successors may install and own subsequent to the date hereof.
1.2 Effective as of the Effective Date, at the end of Section 1.1 of
the Station Agreement add the following additional definitions of "AEP OATT",
"AEP Transmission System", "Buckeye Bulk Power Delivery Points", "Buckeye's
Units Average Fuel and Maintenance Cost", "Economic Dispatch Energy",
"Equivalent Availability Factor of Buckeye's Units", "Network Integration
Transmission Service Agreement", "Network Operating Agreement", and "Wholesale
Power Agreements":
AEP OATT means the Federal Energy Regulatory Commission accepted Open
Access Transmission Tariff of American Electric Power Service Corporation filed
on behalf of the operating companies, including Ohio, of the AEP Transmission
System, or any successor tariff, including, but not limited to, any successor
tariff of any regional transmission organization, the Network Integration
Transmission Service Agreement and the Network Operating Agreement.
AEP Transmission System means the transmission and distribution
facilities owned by affiliates of American Electric Power Company, Inc.,
including Ohio, or their successors in ownership or control of such facilities,
including, but not limited to, any regional transmission organization.
Buckeye Bulk Power Delivery Points means delivery points established on
the AEP Transmission System, or interconnecting the AEP Transmission System with
the transmission systems of other utilities, pursuant to the AEP OATT and
applicable law for the purpose of the sale of power, and the energy related
thereto, by the Buckeye Members, at wholesale, or by Buckeye, at wholesale, to
customers other than the Buckeye Members.
Buckeye's Units Average Fuel and Maintenance Cost for any month means
an amount expressed in dollars per kilowatthour equal to the quotient of (i) the
sum of (A) all costs with respect to Buckeye's share of the Initial Units
Monthly Coal Requirement and Initial Units Monthly Fuel Handling Cost and
Buckeye's share of the Additional Unit Monthly Coal Requirement and Additional
Unit Monthly Fuel Handling Costs and Buckeye's share of all fuel oil consumed,
calculated pursuant to Section 7.2, for the present month and prior eleven
months, and (B) Buckeye's share of the Cardinal Station Monthly Maintenance
Cost, calculated pursuant to Section 7.3, for the present month and prior eleven
months, divided by (ii) the sum of Buckeye's Monthly Energy for the present
month and the prior eleven months.
Economic Dispatch Energy means the amounts of energy that Ohio elects,
pursuant to Section 8.6 and according to principles of economic dispatch, to
provide from time to time from Ohio's and its affiliates' generation resources
rather than from Buckeye's Units in order to satisfy all or a portion of
Buckeye's Monthly Energy requirement during periods that Buckeye's Units were
available and could have supplied that energy from their Total Net Available
Capability. Economic Dispatch Energy shall not be deemed Back-up Energy or
energy associated with Buckeye's Supplementary Power and Buckeye's Excess
Supplementary Power for any purpose.
Equivalent Availability Factor of Buckeye's Units for the relevant
period means a ratio where (A) the numerator is the sum of all hours during the
relevant period that both Buckeye's Initial Unit and Buckeye's Additional Unit
were available to generate electricity, and (B) the denominator is the number of
hours in the relevant period.
Network Integration Transmission Service Agreement means that certain
Network Integration Transmission Service Agreement dated July 29, 2003, and
effective on and after July 1, 2003, between Buckeye and American Electric Power
Service Corporation on behalf of the operating companies, including Ohio, of the
AEP Transmission System pursuant to the AEP OATT to provide delivery of power
and energy to Buckeye for sale by Buckeye to the Buckeye Members, or any
successor agreement with American Electric Power Service Corporation or with any
successor to American Electric Power Service Corporation or any of its
affiliates, including, but not limited to, any regional transmission
organization.
Network Operating Agreement means that certain agreement dated July 29,
2003 and effective on and after July 1, 2003, between Buckeye and American
Electric Power Service Corporation, on behalf of the operating companies,
including Ohio, of the AEP Transmission System pursuant to the AEP OATT to
provide, inter alia, for the interconnected operation of their respective
systems in continuous synchronism through the interconnections, or any successor
agreement with American Electric Power Service Corporation or with any successor
to American Electric Power Service Corporation or any of its affiliates,
including, but not limited to, any regional transmission organization.
Wholesale Power Agreements means the several wholesale power agreements
between Buckeye and the Buckeye Members in effect on the date of the execution
of the Network Integration Transmission Service Agreement, and shall include any
wholesale power agreement made in the future between Buckeye and a Buckeye
Member, as such agreements may be supplemented, amended or restated from time to
time.
1.3 Effective as of the Effective Date, the definitions of "Company"
and "Power Delivery Agreement" in Section 1.1 of the Station Agreement are
hereby deleted.
ARTICLE TWO
Ownership of Facilities
2.1 Effective as of the Effective Date, the phrase "as contemplated by
the Power Delivery Agreement or" in Section 2.1(h) of the Station Agreement is
hereby deleted.
2.2 Effective as of the Effective Date, the phrases "the Power Delivery
Agreement," and "(as such term is defined in the Power Delivery Agreement)" in
Section 2.8(i) of the Station Agreement are hereby deleted.
ARTICLE THREE
Operation of the Cardinal Station
3.1 Effective as of the Effective Date, the phrase "and the Power
Delivery Agreement" in Section 8.1 of the Station Agreement is hereby deleted
and replaced with the phrase ", the Network Integration Transmission Service
Agreement, the Network Operating Agreement, and the AEP OATT."
3.2 Effective as of the Effective Date, the phrase "to Ohio's Bulk
Transmission Facilities" in Section 8.3 of the Station Agreement is hereby
deleted and replaced with the phrase "at the Cardinal Station's high-voltage
busses".
3.3 Effective as of the Effective Date, Section 8.6 of the Station
Agreement is hereby amended and restated to read in its entirety as follows:
"8.6 Subject to the provisions of Section 8.5 above, Ohio and Buckeye
agree that the Cardinal Units shall be loaded in any hour as directed by Ohio,
between the minimum and maximum operating limits set forth in this Section and
insofar as it may be physically possible to do so consistent with good and safe
commercial practice according to principles of economic dispatch employed by
Ohio at the Ohio Generating Stations. When operating the Cardinal Units and the
Ohio Generating Stations according to principles of economic dispatch, Ohio will
have the option in its discretion to provide Economic Dispatch Energy in order
to satisfy all or a portion of Buckeye's Monthly Energy provided that Buckeye's
Units were available and could have supplied that energy from their Total Net
Available Capability. Ohio's election to provide Economic Dispatch Energy shall
not adversely affect or disadvantage Buckeye in any way under this Agreement.
The parties hereto agree that the process being utilized as of July 1, 2003 to
allocate the liabilities, costs and expenses associated with Ohio's election to
provide Economic Dispatch Energy does not adversely affect or disadvantage
Buckeye. The maximum operating limit of each of the Cardinal Units shall be
equal to the Total Net Available Capability of such unit. The minimum operating
limit of each of the Cardinal Units shall be the lowest level of operation that
insures stability of combustion in the steam generator of such unit at low
firing rates."
3.4 Effective as of the Effective Date, Section 8.7 of the Station
Agreement is hereby amended by adding the phrase "associated with the Buckeye
Cardinal Hourly Demand" after the phrase "Buckeye's total energy requirement" in
subsections (a) and (b) of Section 8.7 of the Station Agreement, and by deleting
the phrase "and, if Buckeye shall have arranged to obtain a supply of electric
power and energy from any source other than Buckeye's Initial Unit and/or
Buckeye's Additional Unit, as contemplated by Section 8.4(c), less energy
associated with such supply," from subsections (a) and (b) of Section 8.7 of the
Station Agreement.
ARTICLE FOUR
Back-up of Buckeye Power Requirements
4.1 Effective as of the date that this Amendment No. 9 to the Station
Agreement becomes effective pursuant to Section 9.1 hereof, Sections 9.2(a) and
9.2(b) of the Station Agreement are hereby amended and restated to read in their
entirety as follows:
"(a) Ohio shall furnish Back-up Power, to the full extent that it backs
up firm contract demands of its own customers, during such period or periods of
time during any calendar year when the capability of Buckeye's Initial Unit
and/or Buckeye's Additional Unit shall be curtailed and/or Buckeye's Initial
Unit and/or Buckeye's Additional Unit shall be removed from service, for any
reason, including preventative maintenance and/or repairs, shortages of fuel, or
as a result of laws and/or rules and regulations affecting emissions of
pollutants, discharges of wastes or other environmental conditions, and no
capacity charge shall be made by Ohio to Buckeye for Back-up Power furnished
pursuant to the provisions of this subsection (a); provided, however, that in no
event shall Ohio be obligated to supply Back-up Power during any one calendar
year which in the aggregate exceeds a number of kilowatthours of Back-up Energy
equal to the sum of (A) the product of (i) 0.130435, (ii) Buckeye's Contractual
Net Capability of Buckeye's Initial Unit, and (iii) 8760, and (B) the product of
(i) 0.130435, (ii) Buckeye's Contractual Net Capability of Buckeye's Additional
Unit, and (iii) 8760, except that when in any calendar year the Back-up Energy
furnished by Ohio to Buckeye shall aggregate a number of kilowatthours that is
less than the sum of (A) and (B) above, the deficiency shall be carried forward
to the succeeding calendar year and added to the amount of Back-up Power which
Ohio shall be obligated, if required, to furnish in such year, and any such
amount of Back-up Power not being so supplied by Ohio in such subsequent year
shall be similarly carried forward into the next succeeding calendar year until
such deficiency shall have been exhausted. For purposes of the immediately
preceding proviso, with respect to calendar year 2012 in which the initial term
of this Agreement expires and each calendar year thereafter during the term of
this Agreement:
(1) the period from January 1, 2012 through September 30,
2012, and the period from October 1, 2012 through December 31, 2012,
will each be considered a "year";
(2) for the period from January 1, 2012 through September 30,
2012, the quantity (A) above shall equal the product of (i) 0.130435,
(ii) Buckeye's Contractual Net Capability of Buckeye's Initial Unit,
and (iii) 6576, and the quantity (B) above shall equal the product of
(i) 0.130435, (ii) Buckeye's Contractual Net Capability of Buckeye's
Additional Unit, and (iii) 6576;
(3) for the period from October 1, 2012 through December 31,
2012, the quantity (A) above shall equal the product of (i) 0.130435,
(ii) Buckeye's Contractual Net Capability of Buckeye's Initial Unit,
(iii) 2208 and (iv) the Equivalent Availability Factor of Buckeye's
Units for the period from January 1, 2012 to December 31, 2012, and the
quantity (B) above shall equal the product of (i) 0.130435, (ii)
Buckeye's Contractual Net Capability of Buckeye's Additional Unit,
(iii) 2208 and (iv) the Equivalent Availability Factor of Buckeye's
Units for the period from January 1, 2012 to December 31, 2012;
(4) for each calendar year commencing on and after January 1,
2013, the quantity (A) above shall equal the product of (i) 0.130435,
(ii) Buckeye's Contractual Net Capability of Buckeye's Initial Unit,
(iii) 8760, and (iv) the Equivalent Availability Factor of Buckeye's
Units for such calendar year, and the quantity (B) above shall equal
the product of (i) 0.130435, (ii) Buckeye's Contractual Net Capability
of Buckeye's Additional Unit, (iii) 8760, and (iv) the Equivalent
Availability Factor of Buckeye's Units for such calendar year;
(5) the deficiency carried forward to October 1, 2012 will be
reduced to 1.4 billion kilowatthours and any amount in excess of 1.4
billion kilowatthours existing on October 1, 2012, and all rights and
obligations of the parties with respect thereto, shall become null and
void as of that date, so that the amount of Back-Up Power which Ohio
shall be obligated, if required, to furnish for the period October 1,
2012 through December 31, 2012 shall equal 1.4 billion kilowatthours
plus the sum of (A) and (B) as determined above for the period October
1, 2012 through December 31, 2012, and any deficiency for that period
and for each calendar year thereafter shall be carried forward to the
succeeding calendar year and added to the amount of Back-up Power which
Ohio shall be obligated, if required, to furnish in such year, and any
such amount of Back-up Power not being so supplied by Ohio in such
subsequent year shall be similarly carried forward into the next
succeeding calendar year until such deficiency shall have been
exhausted.
(b) Buckeye shall pay Ohio for Back-up Energy furnished in any month an
amount equal to the product of (i) the total kilowatthours of such Back-up
Energy for such month, and (ii) Buckeye's Units Average Fuel and Maintenance
Cost."
ARTICLE FIVE
Delivery Service
5.1 Effective as of the Effective Date, Section 12.1 of the Station
Agreement is hereby amended and restated to read in its entirety as follows:
"12.1 Ohio will deliver, and Buckeye will receive, at the Cardinal
Station's high-voltage busses all electric power and energy (including all
related ancillary services) which Buckeye is entitled to receive under this
Agreement. Buckeye will make arrangements for the transmission of such power and
energy to delivery points established by Buckeye for that purpose from time to
time. Ohio will cooperate with Buckeye in establishing delivery points for such
power and energy in accordance with the terms of this Agreement, the AEP OATT,
and applicable law."
5.2 Effective as of the Effective Date, Section 12.2 and Section
12.3 of the Station Agreement are hereby deleted.
5.3 Effective as of the Effective Date, Section 12.4(a) of the Station
Agreement is hereby renumbered as Section 12.2(a) of the Station Agreement and
is hereby amended and restated to read in its entirety as follows:
"(a) In order to provide for the sale of power, and the energy related
thereto, by the Buckeye Members, at wholesale, or by Buckeye, at wholesale, to
customers other than the Buckeye Members, Buckeye Bulk Power Delivery Points may
be established in accordance with the AEP OATT and applicable law."
5.4 Effective as of the Effective Date, Sections 12.4(b), (c),
and (d) of the Station Agreement are hereby deleted.
5.5 Effective as of the Effective Date, Section 12.4(e) of the Station
Agreement is hereby renumbered as Section 12.2(b) of the Station Agreement and
is hereby amended and restated to read in its entirety as follows:
"(b) Buckeye may, by giving Ohio such reasonable notice as shall be
mutually agreed upon by the parties, consistent with the standards and practices
of the applicable transmission provider under the AEP OATT, schedule hourly
amounts of power to be delivered by Ohio or on Ohio's behalf by the applicable
transmission provider under the AEP OATT at the Buckeye Bulk Power Delivery
Points. The parties shall take all steps necessary to minimize deviations
between actual and scheduled deliveries of such power and energy."
5.6 Effective as of the Effective Date, Section 12.4(f) of the Station
Agreement is hereby renumbered as Section 12.2(c) of the Station Agreement and
is hereby amended and restated to read in its entirety as follows:
"(c) Buckeye Additional Scheduled Delivery Points Hourly Demand for any
hour shall mean the total number of kilowatts of demand scheduled for such hour
by Buckeye for delivery in accordance with the provisions of Subsection 12.2(b)
hereinabove to the Buckeye Bulk Power Delivery Points. In the event scheduled
service to any of the Bulk Power Delivery Points is interrupted or affected in
any hour for any reason, so that the total number of kilowatts of power
scheduled for delivery to such Buckeye Bulk Power Delivery Points for such hour
cannot be delivered, the Buckeye Additional Scheduled Delivery Points Hourly
Demand at such Buckeye Bulk Power Delivery Points shall equal that portion of
the scheduled amounts of power which can be delivered, or were delivered
pursuant to a revised schedule, in such hour."
5.7 Effective as of the Effective Date, Section 12.4(g) of the Station
Agreement is hereby renumbered as Section 12.2(d) of the Station Agreement, and
the phrase "Power Delivery Facilities Hourly Demand (as defined in the Power
Delivery Agreement)" in Section 12.4(g) of the Station Agreement (renumbered
Section 12.2(d)) is hereby deleted and replaced with the phrase "Buckeye
Cardinal Hourly Demand".
5.8 Effective as of the Effective Date, Section 12.4(h) of the Station
Agreement is hereby renumbered as Section 12.2(e) of the Station Agreement and
is hereby amended and restated to read in its entirety as follows:
"(e) The amounts of power and the associated amounts of energy
scheduled for delivery in accordance with the provisions of Subsection 12.2(b)
hereinabove to the Buckeye Bulk Power Delivery Points shall, for all purposes of
this Agreement, be considered a portion of the Buckeye Power Requirement."
5.9 Effective as of the Effective Date, Section 12.5 of the Station
Agreement is hereby renumbered as Section 12.3 and the reference in Section 12.5
of the Station Agreement to "Buckeye Additional Scheduled Cardinal Hourly
Demand" is changed to a reference to "Buckeye Additional Scheduled Delivery
Points Hourly Demand".
5.10 Effective as of the Effective Date, Amendment No. 6 to the
Station Agreement is hereby deleted.
5.11 Effective as of the Effective Date, the following new
Section 12.4 is added to the end of Article Twelve of the Station Agreement:
"12.4 Nothing contained in this Agreement shall be construed to
restrict, limit or waive, directly or by implication, any rights which Buckeye
may have under the AEP OATT or applicable law with respect to the establishment
of delivery points for the receipt of any power and energy (including any
related ancillary services) that Buckeye may be entitled to under this
Agreement."
ARTICLE SIX
Functions of Operating Company
6.1 Effective as of the Effective Date, the phrase "Power Delivery
Agreement" in Section 14.1 of the Station Agreement is hereby deleted and
replaced with the phrase "Network Integration Transmission Service Agreement,
the Network Operating Agreement, and the AEP OATT."
6.2 Effective as of the Effective Date, the phrase "and the Power
Delivery Agreement" in Section 14.4 of the Station Agreement is hereby deleted
and replaced with the phrase "and the Network Integration Transmission Service
Agreement, the Network Operating Agreement, and the AEP OATT".
6.3 Effective as of the Effective Date, subsection (a) of Section 14.9
of the Station Agreement is hereby amended by adding the following sentence
prior to the last sentence of subsection (a) of Section 14.9:
"Before calculating the amounts to be paid by Buckeye and Ohio to or
for the account of Operating Company hereunder, Buckeye's Monthly Energy (and
Buckeye's Initial Unit Monthly Energy and Buckeye's Additional Unit Monthly
Energy as applicable) for the applicable month shall be reduced by the amount of
Economic Dispatch Energy applicable to Buckeye's Units for that month, such that
there will be no charges in that statement related to reimbursement for the
costs of Economic Dispatch Energy supplied by Ohio during that month."
6.4 Effective as of the Effective Date, a subsection (d) is
hereby added to Section 14.9 of the Station Agreement as follows:
"(d) As soon as practicable after the end of each month, Operating
Company shall furnish to Buckeye and to Ohio a statement setting forth in
reasonable detail the amounts to be paid by Buckeye to Ohio for Economic
Dispatch Energy supplied by Ohio during such month. The total amount due from
Buckeye for Economic Dispatch Energy supplied by Ohio during such month shall
equal the positive difference, if any, between (i) the total amount that would
be due from Buckeye under the statement furnished by Operating Company pursuant
to subsection (a) of this Section 14.9 if Buckeye's Monthly Energy (and
Buckeye's Initial Unit Monthly Energy and Buckeye's Additional Unit Monthly
Energy as applicable) for the applicable month was not reduced by the amount of
Economic Dispatch Energy applicable to Buckeye's Units for that month, and (ii)
the total amount actually due from Buckeye under the statement furnished by
Operating Company pursuant to subsection (a) of this Section 14.9. The statement
furnished by Operating Company pursuant to this subsection (d) of Section 14.9
shall include a calculation of the total amount that would be due from Buckeye
under the statement furnished by Operating pursuant to subsection (a) of this
Section 14.9 if Buckeye's Monthly Energy (and Buckeye's Initial Unit Monthly
Energy and Buckeye's Additional Unit Monthly Energy as applicable) for the
applicable month was not reduced by the amount of Economic Dispatch Energy
applicable to Buckeye's Units for that month, in the same level of detail as the
statement furnished by Operating Company pursuant to subsection (a) of this
Section 14.9. Buckeye shall pay the total amount due under this subsection (d)
of Section 14.9 for Economic Dispatch Energy within fifteen (15) days after
receipt of the statement furnished by Operating Company under this subsection
(d) of Section 14.9. The statement furnished by Operating Company pursuant to
this subsection (d) of Section 14.9 and amounts due therein are subject to the
provisions of subsection (b) of this Section 14.9."
ARTICLE SEVEN
Term of Agreement
7.1 Effective as of the Effective Date, Section 16.1 of the Station
Agreement is hereby amended and restated to read in its entirety as follows:
"16.1 This Agreement shall continue for (i) an initial term from the
date on which the Effective Date of Amendment No. 1 to the Station Agreement
shall occur to and until 11:59:59 p.m. on September 30, 2012; and (ii),
thereafter, for an additional term beginning upon expiration of the initial term
as set forth above and continuing until 11:59:59 p.m. on December 31, 2026.
Buckeye and Ohio shall commence negotiations in respect of the extension of the
additional term, or termination, of this Agreement not less than seven (7) years
prior to the end of such additional term."
ARTICLE EIGHT
General
8.1 Effective as of the Effective Date, the phrases "Power Delivery
Agreement" and "Federal Power Commission" in Section 17.1 of the Station
Agreement are hereby deleted and replaced with the phrases "Network Integration
Transmission Service Agreement, the Network Operating Agreement, the AEP OATT"
and "Federal Energy Regulatory Commission", respectively.
8.2 Effective as of the Effective Date, the phrases "or the Power
Delivery Agreement", "and of the Power Delivery Agreement", "and the Power
Delivery Agreement", and "or of the Power Delivery Agreement" in Section 17.3 of
the Station Agreement are hereby deleted and replaced with the phrases "or the
Network Integration Transmission Service Agreement, the Network Operating
Agreement, or the AEP OATT", "and of the Network Integration Transmission
Service Agreement, the Network Operating Agreement, and the AEP OATT", ", the
Network Integration Transmission Service Agreement, the Network Operating
Agreement, and the AEP OATT", and "or of the Network Integration Transmission
Agreement, the Network Operating Agreement, or the AEP OATT", respectively.
8.3 Effective as of the Effective Date, the phrase "Power Delivery
Agreement" in Section 17.6 of the Station Agreement is hereby deleted and
replaced with the phrase "Network Integration Transmission Service Agreement,
the Network Operating Agreement, or the AEP OATT".
8.4 Effective as of the Effective Date, the phrases "the Power Delivery
Facilities" and "Ohio's Bulk Transmission Facilities" in Section 17.8(a) of the
Station Agreement are hereby deleted and replaced with the phrases "Ohio's Bulk
Transmission Facilities" and "other facilities used to deliver Cardinal Station
power and energy", respectively.
8.5 Effective as of the Effective Date, the phrases "the Power Delivery
Facilities" and "Ohio's Bulk Transmission Facilities" in Section 17.8(c) of the
Station Agreement are hereby deleted and replaced with the phrases "Ohio's Bulk
Transmission Facilities" and "other facilities used to deliver Cardinal Station
power and energy", respectively.
8.6 Effective as of the Effective Date, the phrase "Power Delivery
Agreement" in Section 17.8(d) of the Station Agreement is hereby deleted and
replaced with the phrase "Network Integration Transmission Service Agreement,
the Network Operating Agreement, and the AEP OATT".
ARTICLE NINE
Effective Date of Amendment No. 9 to Station Agreement
9.1 This Amendment No. 9 to the Station Agreement and the Station
Agreement as modified by Amendments 1 through 8 shall become effective on the
date on which the last of the following events shall have occurred:
(a) This Amendment No. 9 to the Station Agreement shall have been filed
with, and accepted for filing without condition by, the Federal Energy
Regulatory Commission under the Federal Power Act as a rate schedule, or as a
supplement to a rate schedule, of Ohio; and
(b) Buckeye, Operating Company and Ohio shall each have caused this
Amendment No. 9 to the Station Agreement to be executed by their officers
thereunto duly authorized.
Each party will use its best efforts to take or cause to be taken all
action requisite to the end that the foregoing events shall occur and that this
Amendment No. 9 to the Station Agreement shall become effective as provided in
this Section 9.1 at the earliest practicable date. Notwithstanding the
foregoing, if this Amendment No. 9 to the Station Agreement is not approved in
its entirety by the Federal Energy Regulatory Commission or by any other
relevant regulatory authority, without modification or condition, it shall be
deemed withdrawn and shall be null and void and of no force and effect.
[Signatures appear on the following page]
IN WITNESS WHEREOF, the parties have caused this Amendment No. 9 to the
Station Agreement to be executed by their officers thereunto duly authorized as
of the date first above written.
OHIO POWER COMPANY,
by its duly authorized agent,
American Electric Power Service Corporation
By: /s/ Coulter R. Boyle III
---------------------------
Name: Coulter R. Boyle III
Title: Senior Vice President
BUCKEYE POWER, INC.
By: /s/ Anthony J. Ahern
---------------------------
Name: Anthony J. Ahern
Title: President
CARDINAL OPERATING COMPANY
By: /s/ William L Sigmon, Jr.
---------------------------
Name: William L Sigmon, Jr.
Title: Vice President