Exhibit 10(C)
Western Systems Power Pool .
Rate Schedule FERC No. 6
WESTERN SYSTEMS POWER POOL
AGREEMENT
Issued by: Michael E. Small, General Counsel to Effective: September 1, 2002
Western Systems Power Pool
Issued on: July 2, 2002
Western Systems Power Pool Original Sheet No. 1
Rate Schedule FERC No. 6
TABLE OF CONTENTS
PAGE
1. PARTIES................................................................4
2. RECITALS...............................................................4
3. AGREEMENT..............................................................5
4. DEFINITIONS............................................................5
5. TERM AND TERMINATION..................................................11
6. SERVICE SCHEDULES AND WSPP DEFAULT TRANSMISSION TARIFF................12
7. HUB AND OPERATING AGENT...............................................13
8. ORGANIZATION AND ADMINISTRATION.......................................16
9. PAYMENTS..............................................................20
10. UNCONTROLLABLE FORCES.................................................22
11. WAIVERS...............................................................24
12. NOTICES...............................................................24
13. APPROVALS.............................................................25
14. TRANSFER OF INTEREST IN AGREEMENT.....................................27
15. SEVERABILITY..........................................................28
16. MEMBERSHIP............................................................28
17. RELATIONSHIP OF PARTIES...............................................29
18. NO DEDICATION OF FACILITIES...........................................30
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2000
Western Systems Power Pool
Issued on: September 29, 2000
Filed to comply with order of the Federal Energy Regulatory Commission, Docket
Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool First Revised Sheet No. 2
Rate Schedule FERC No. 6 Superseding Original Sheet No. 2
TABLE OF CONTENTS
PAGE
19. NO RETAIL SERVICES....................................................30
20. THIRD PARTY BENEFICIARIES.............................................30
21. LIABILITY AND DAMAGES.................................................30
22. DEFAULT OF TRANSACTIONS UNDER THIS AGREEMENT AND
CONFIRMATION AGREEMENTS...............................................34
23. OTHER AGREEMENTS......................................................43
24. GOVERNING LAW.........................................................43
25. JUDGMENTS AND DETERMINATIONS..........................................43
26. COMPLETE AGREEMENT....................................................44
27. CREDITWORTHINESS......................................................44
28. NETTING AND SET-OFF...................................................46
29. TAXES................................................................47A
30. CONFIDENTIALITY.......................................................48
31. TRANSMISSION TARIFF...................................................49
32. TRANSACTION SPECIFIC TERMS AND ORAL AGREEMENTS........................49
33. PERFORMANCE, TITLE, AND WARRANTIES FOR TRANSACTIONS
UNDER SERVICE SCHEDULES..............................................52A
34. DISPUTE RESOLUTION....................................................53
35. FORWARD CONTRACTS.....................................................56
Issued by: Michael E. Small, General Counsel to Effective: March 1, 2002
Western Systems Power Pool
Issued on: December 21, 2001
Western Systems Power Pool Third Revised Sheet No. 3
Rate Schedule FERC No. 6 Superseding Second Revised Sheet No. 3
TABLE OF CONTENTS
PAGE
36. TRADE OPTION EXCEPTION................................................56
37. ADDITIONAL REPRESENTATIONS AND WARRANTIES.............................57
38. FLOATING PRICES.......................................................58
39. AMENDMENT............................................................58B
40. EXECUTION BY COUNTERPARTS............................................58B
41. WITNESS...............................................................59
EXHIBIT A: NETTING
EXHIBIT B: FORM OF COUNTERPARTY GUARANTEE AGREEMENT
EXHIBIT C: SAMPLE FORM FOR CONFIRMATION
EXHIBIT D: WSPP MEDIATION AND ARBITRATION PROCEDURES
SERVICE SCHEDULES
A. ECONOMY ENERGY SERVICE
B. UNIT COMMITMENT SERVICE
C. FIRM CAPACITY/ENERGY SALE OR EXCHANGE SERVICE
LIST OF MEMBERS
Issued by: Michael E. Small, General Counsel to Effective: March 1, 2002
Western Systems Power Pool
Issued on: December 21, 2001
Western Systems Power Pool Original Sheet No. 4
Rate Schedule FERC No. 6
1. PARTIES:
The Parties to this Western Systems Power Pool Agreement
(hereinafter referred to as "Agreement") are those entities that
have executed this Agreement, hereinafter sometimes referred to
individually as "Party" and collectively as "Parties," but excluding
any such entity that withdraws its participation in the Agreement.
2. RECITALS:
2.1 The WSPP experiment has been successfully concluded. Its main
purpose was to determine the feasibility of a marketing arrangement
which would increase the efficiency of interconnected power system
operations above that already being accomplished with existing
agreements through increased market knowledge and market pricing of
commodities.
2.2 The Parties now desire to proceed with a similar marketing
arrangement on a long term basis for prescheduled and real-time
coordinated power transactions, such as economy energy transactions,
unit commitment service, firm system capacity/energy sales or
exchanges. Accordingly, this Agreement, together with any applicable
Confirmation Agreement, sets forth the terms and conditions to
implement these services within any applicable rate ceilings set
forth in the Service Schedules in conformance with FERC orders where
applicable.
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2000
Western Systems Power Pool
Issued on: September 29, 2000
Filed to comply with order of the Federal Energy Regulatory Commission, Docket
Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool First Revised Sheet No. 5
Rate Schedule FERC No. 6 Superseding Original Sheet No. 5
2.3 Each Party meets the membership requirements set out in Section
16.
2.4 The Parties are willing to utilize their respective electric
generation and transmission systems or contractual rights thereto to
the extent of their respective obligations which are set forth in
this Agreement.
3. AGREEMENT:
In consideration of the mutual covenants and promises herein set
forth, the Parties agree as follows:
4. DEFINITIONS:
The following terms, when used herein with initial capitalization,
whether in the singular or in the plural, shall have the meanings
specified:
4.1 Agreement: This Western Systems Power Pool Agreement, including the
Service Schedules and Exhibits attached hereto, as amended;
provided, however, that Confirmation Agreements are not included
within this definition.
4.1a Broker: An entity or person that arranges trades or brings together
Purchasers and Sellers without taking title to the power.
4.1b Business Day(s): Any day other than a Saturday or Sunday or a
national (United States or Canadian, whichever is applicable)
holiday. United States holidays shall be holidays observed by
Federal Reserve member banks in New York City. Where both the Seller
and the Purchaser have their principal place of business in the
United States, Canadian holidays shall not apply. Similarly, where
both the
Issued by: Michael E. Small, General Counsel to Effective: March 1, 2002
Western Systems Power Pool
Issued on: December 21, 2001
Western Systems Power Pool Third Revised Sheet No. 6
Rate Schedule FERC No. 6 Superseding Second Revised Sheet No. 6
Seller and the Purchaser have their principal place of business in
Canada, United States holidays shall not apply. In situations where
one Party has its principal place of business within the United
States and the other Party's principal place of business is within
Canada, both United States and Canadian holidays shall be observed.
4.1c California ISO: The California Independent System Operator
Corporation or any successor organization.
4.1d Confirmation Agreement(s): Any oral agreement or written
documentation for transactions under the Service Schedules which
sets forth terms and conditions for transactions that are in
addition to, substitute, or modify those set forth in the Agreement.
A sample written confirmation document is included as Exhibit C.
Section 32 of this Agreement provides for such Confirmation
Agreements. The Parties may agree to modify terms of this Agreement
for more than one transaction pursuant to a separate written
agreement. The changes to the Agreement agreed to through such
written agreements shall be considered part of the Confirmation
Agreement and shall apply to all transactions entered into between
the two Parties under the Agreement unless the Parties specifically
agree to override such changes for a particular transaction
consistent with Section 32 of this Agreement.
4.1e Contract Price: The price agreed to between the Seller and the
Purchaser for a transaction under the Agreement and any
Confirmation Agreement.
Issued by: Michael E. Small, General Counsel to Effective: September 1, 2002
Western Systems Power Pool
Issued on: July 2, 2002
Western Systems Power Pool Second Revised Sheet No. 6A
Rate Schedule FERC No. 6 Superseding First Revised Sheet No. 6A
4.1f Contract Quantity: The amount of electric energy and/or capacity to
be supplied for a transaction under a Service Schedule as agreed to
through any Confirmation Agreement.
4.2 Control Area: Shall mean an electric system capable of regulating
its generation in order to maintain its interchange schedule with
other electric systems and to contribute its frequency bias
obligation to the interconnection as specified in the North American
Electric Reliability Council (NERC) Operating Guidelines.
4.2a Costs: As defined in Section 22.3 of this Agreement.
4.2b Dealer: An entity or person that buys or sells power and takes
title to the power at some point.
4.2c Defaulting Party: As defined in Section 22.1 of this Agreement.
4.2d Determination Period: As defined in Section 38.2 of this
Agreement.
4.3 Economy Energy Service: Non-firm energy transaction whereby the
Seller has agreed to sell or exchange and the Purchaser has agreed
to buy or exchange energy that is subject to immediate interruption
upon notification, in accordance with the Agreement, including
Service Schedule A, and any applicable Confirmation Agreement.
Issued by: Michael E. Small, General Counsel to Effective: September 1, 2002
Western Systems Power Pool
Issued on: July 2, 2002
Western Systems Power Pool Second Revised Sheet No. 7
Rate Schedule FERC No. 6 Superseding First Revised Sheet No. 7
4.4 Electric Utility: An entity or lawful association which (i) is a
public utility, Independent Power Producer, or Power Marketer
regulated under applicable state law or the Federal Power Act, or
(ii) is exempted from such regulation under the Federal Power Act
because it is the United States, a State or any political
subdivision thereof or an agency of any of the foregoing, or a Rural
Utilities Service cooperative, or (iii) is a public utility,
Independent Power Producer, or Power Marketer located in Canada or
Mexico that is similarly regulated.
4.4a ERCOT: Electric Reliability Council of Texas, Inc., the
corporation that administers Texas's power grid and is a regional
reliability council.
4.4b Event of Default: As defined in Section 22.1 of this Agreement.
4.5 Executive Committee: That committee established pursuant to
Section 8 of this Agreement.
4.6 FERC: The Federal Energy Regulatory Commission or its regulatory
successor.
4.7 Firm Capacity/Energy Sale or Exchange Service: Firm capacity and/or
energy transaction whereby the Seller has agreed to sell or exchange
and the Purchaser has agreed to buy or exchange for a specified
period available capacity with or without associated energy which
may include a Physically-Settled Option and a capacity transaction
in accordance with the Agreement, including Service Schedule C, and
any applicable Confirmation Agreement.
Issued by: Michael E. Small, General Counsel to Effective: September 1, 2002
Western Systems Power Pool
Issued on: July 2, 2002
Western Systems Power Pool Original Sheet No. 7A
Rate Schedule FERC No. 6
4.7a First Party: As defined in Section 27 of this Agreement.
4.7b Floating Price: As defined in Section 38.1 of this Agreement.
4.7c Gains: As defined in Section 22.3 of this Agreement.
4.7d Guarantee Agreement: An agreement providing a guarantee issued
by a parent company or another entity guaranteeing responsibility
for specific obligations for transactions under this Agreement and
Confirmation Agreements. A sample form of guarantee is provided in
Exhibit B.
4.7e Guarantor: The entity providing a guarantee pursuant to a Guarantee
Agreement.
Issued by: Michael E. Small, General Counsel to Effective: September 1, 2002
Western Systems Power Pool
Issued on: July 2, 2002
Western Systems Power Pool Second Revised Sheet No. 8
Rate Schedule FERC No. 6 Superseding First Revised Sheet No. 8
4.8 Hub: An electronic communication center that functions as a central
point to electronically receive and assemble data for offers to buy
or sell power or transmission service from each Party and make that
data electronically available concurrently to all Parties.
4.9 Incremental Cost: The forecasted expense incurred by the Seller
in providing an additional increment of energy or capacity during
a given hour.
4.10 Independent Power Producer: An entity which is a non-traditional
public utility that produces and sells electricity but which does
not have a retail service franchise.
4.11 Interconnected Transmission System: The total of all
transmission facilities owned or operated by the Parties,
including transmission facilities over which Parties have
scheduling rights.
4.11a Letter of Credit: An irrevocable, transferable, standby letter of
credit, issued by an issuer acceptable to the Party requiring the
Letter of Credit.
4.11b Losses: As defined in Section 22.3 of this Agreement.
4.11c Market Disruption Event: As defined in Section 38.2 of this
Agreement.
4.11d NERC: North American Electric Reliability Council or any
successor organization.
4.11e Non-Defaulting Party: As defined in Section 22.1(a) of this
Agreement.
4.11f Non-Performing Party: As defined in Section 21.3(a) of this
Agreement.
Issued by: Michael E. Small, General Counsel to Effective: September 1, 2002
Western Systems Power Pool
Issued on: July 2, 2002
Western Systems Power Pool Original Sheet No. 8A
Rate Schedule FERC No. 6
4.11g Non-Standard Confirmation Provisions: As defined in Section 32.5 of
this Agreement.
4.11h NYMEX: New York Mercantile Exchange, the physical commodity futures
exchange and a trading forum for energy and precious metals.
4.12 Operating Agent: Arizona Public Service Company, or its
successor as may be designated by the Executive Committee.
4.13 Operating Committee: That committee established pursuant to
Section 8 of this Agreement.
4.13a Party or Parties: As defined in Section 1 of this Agreement.
4.13b Performing Party: As defined in Section 21.3(a) of this
Agreement.
Issued by: Michael E. Small, General Counsel to Effective: September 1, 2002
Western Systems Power Pool
Issued on: July 2, 2002
Western Systems Power Pool First Revised Sheet No. 9
Rate Schedule FERC No. 6 Superseding Original Sheet No. 9
4.14 Power Marketer: An entity which buys, sells, and takes title to
electric energy, transmission and/or other services from traditional
utilities and other suppliers.
4.14a Physically-Settled Option: Includes (i) a call option which is the
right, but not the obligation, to buy an underlying power product as
defined under Service Schedules B or C according to the price and
exercise terms set forth in the Confirmation Agreement; and (ii) a
put option which is the right, but not the obligation, to sell an
underlying power product as defined under Service Schedules B or C
according to the price and exercise terms set forth in the
Confirmation Agreement.
4.14b Premium: The amount paid by the Purchaser of a Physically-Settled
Option to the Seller of such Option by the date agreed to by the
Parties in the Confirmation Agreement.
4.14c Present Value Rate: As defined in Section 22.3(b) of this
Agreement.
4.15 Purchaser: Any Party which agrees to buy or receive from one or more
of the other Parties any service pursuant to the Agreement under any
Service Schedule and any applicable Confirmation Agreement.
4.16 Qualifying Facility: A facility which is a qualifying small power
production facility or a qualifying cogeneration facility as these
terms are defined in Federal Power Act Sections 3(17)(A), 3(17)(C),
3(18)(A), and 3(18)(B); which meets the requirements set forth in 18
C.F.R. Sections 292.203-292.209; or a facility in Canada or
Mexico that complies with similar requirements.
Issued by: Michael E. Small, General Counsel to Effective: September 1, 2002
Western Systems Power Pool
Issued on: July 2, 2002
Western Systems Power Pool Second Revised Sheet No. 10
Rate Schedule FERC No. 6 Superseding First Revised Sheet No. 10
4.16a Replacement Price: The price at which the Purchaser, acting in a
commercially reasonable manner, effects a purchase of substitute
electric energy in place of the electric energy not delivered by the
Seller or, absent such a purchase, the market price for such
quantity of electric energy, as determined by the Purchaser in a
commercially reasonable manner, at the delivery point (agreed upon
by the Seller and the Purchaser for the transaction).
4.16b Retail Entity: A retail aggregator or supplier or retail customer;
provided, however, only those Retail Entities eligible for
transmission service under the FERC's pro forma open access
transmission tariff are eligible to become members of the WSPP.
4.16c Sales Price: The price at which the Seller, acting in a commercially
reasonable manner, effects a resale of the electric energy not
received by the Purchaser or, absent such a resale, the market price
for such quantity of electric energy at the delivery point (agreed
upon by the Seller and the Purchaser), as determined by the Seller
in a commercially reasonable manner.
4.16d Second Party: As defined in Section 27 of this Agreement.
4.17 Seller: Any Party which agrees to sell or provide to one or more
of the other Parties any service pursuant to the Agreement under any
Service Schedule and any applicable Confirmation Agreement.
4.18 Service Schedule: A schedule of services established pursuant to
Section 6 of this Agreement.
Issued by: Michael E. Small, General Counsel to Effective: September 1, 2002
Western Systems Power Pool
Issued on: July 2, 2002
Western Systems Power Pool First Revised Sheet No. 10A
Rate Schedule FERC No. 6 Superseding Original Sheet No. 10A
4.18a Successor in Operation: The successor entity which takes over the
wholesale electric trading operations of the first entity either
through a merger or restructuring. A Successor in Operation shall
not include an entity which merely acquires power sales contracts
from the first entity either through a purchase or other means
without taking over the wholesale electric trading operations of the
first entity.
4.18b Terminated Transaction: As defined in Section 22.2 of this
Agreement.
4.18c Termination Payment: As defined in Section 22.2 of this
Agreement.
4.18d Trading Day: As defined in Section 38.2 of this Agreement.
4.19 Uncontrollable Forces: As defined in Section 10 of this
Agreement or in a Confirmation Agreement.
4.20 Unit Commitment Service: A capacity and associated scheduled
energy transaction or a Physically-Settled Option which the Seller
has agreed to sell and the Purchaser has agreed to buy from a
specified unit(s) for a specified period, in
Issued by: Michael E. Small, General Counsel to Effective: September 1, 2002
Western Systems Power Pool
Issued on: July 2, 2002
Western Systems Power Pool First Revised Sheet No. 11
Rate Schedule FERC No. 6 Superseding Original Sheet No. 11
accordance with the Agreement, including Service Schedule B, and any
applicable Confirmation Agreement.
4.20a WSPP: The Western Systems Power Pool.
4.20b WSPP Default Transmission Tariff: The transmission tariff filed on
behalf of WSPP Members with FERC as it may be amended from time to
time.
4.20c WSPP Homepage: WSPP's internet web site, www.wspp.org.
5. TERM AND TERMINATION:
5.1 This Agreement shall become effective as of July 27, 1991 when
acceptance or approvals required under Section 13.2 of this
Agreement with respect to those Parties that are subject to FERC
jurisdiction have been obtained; provided, however, that this
Agreement shall not become effective as to any Party in the event
the pre-grant of termination requested under Section 13.3 is not
allowed by FERC, absent that Party's consent; and provided, further,
that this Agreement shall not become effective as to any Party if
any terms, conditions or requirements imposed by FERC are found
unacceptable by that Party. This Agreement shall continue in effect
for a period of ten (10) years from said effective date and
thereafter on a year to year basis until terminated by the Parties;
provided, however, that any Party may withdraw its participation at
any time after the effective date of this Agreement on thirty (30)
days prior written notice to all other Parties.
Issued by: Michael E. Small, General Counsel to Effective: September 1, 2002
Western Systems Power Pool
Issued on: July 2, 2002
Western Systems Power Pool Original Sheet No. 11A
Rate Schedule FERC No. 6
5.2 As of the effective date of any withdrawal, the withdrawing Party
shall have no further rights or obligations under this Agreement
except the right to collect
Issued by: Michael E. Small, General Counsel to Effective: September 1, 2002
Western Systems Power Pool
Issued on: July 2, 2002
Western Systems Power Pool First Revised Sheet No. 12
Rate Schedule FERC No. 6 Superseding Original Sheet No. 12
money or receive service owed to it for transactions under any
Service Schedule and the obligation to pay such amounts due to
another Party and to complete any transactions agreed to under any
Service Schedule as of said date. No Party shall oppose, before any
court or regulatory agencies having jurisdiction, any other Party's
withdrawal as provided in this Section.
5.3 Except as provided for in Section 5.2, after termination, or
withdrawal with respect to the withdrawing Party, all rights to
services provided under this Agreement or any tariff or rate
schedule which results from or incorporates this Agreement shall
cease, and no Party shall claim or assert any continuing right to
such services under this Agreement. Except as provided for in
Section 5.2, no Party shall be required to provide services based in
whole or in part on the existence of this Agreement or on the
provision of services under this Agreement beyond the termination
date, or date of withdrawal with respect to the withdrawing Party.
6. SERVICE SCHEDULES AND WSPP DEFAULT TRANSMISSION TARIFF:
6.1 The Parties contemplate that they may, from time to time, add or
remove Service Schedules under this Agreement. The attached Service
Schedules A through C for Economy Energy Service, Unit Commitment
Service, and Firm Capacity/Energy Sale or Exchange Service are
hereby approved and made a part of this Agreement. Nothing contained
herein shall be construed as affecting in any way the right of the
Parties to jointly make application to FERC for a change
Issued by: Michael E. Small, General Counsel to Effective: September 1, 2002
Western Systems Power Pool
Issued on: July 2, 2002
Western Systems Power Pool Original Sheet No. 13
Rate Schedule FERC No. 6
in the rates and charges, classification, service, terms, or
conditions affecting WSPP transactions under Section 205 of the
Federal Power Act and pursuant to FERC rules and regulations
promulgated thereunder. Subject to the provisions of Section 13,
future Service Schedules, if any, shall be adopted only by amendment
of this Agreement and shall be attached hereto and become a part of
this Agreement.
6.2 [RESERVED]
6.3 When the WSPP Default Transmission Tariff applies as specified in
the preamble to such Default Transmission Tariff, Transmission
Service under it shall be available both to Parties and nonParties
under this Agreement; provided, however, each Party or nonParty must
be an eligible customer under the WSPP Default Transmission Tariff
in order to receive service.
7. HUB AND OPERATING AGENT:
7.1 The Operating Agent shall act for itself and as agent for the
Parties to carry out its designated responsibilities under this
Agreement.
7.2 The Operating Agent shall, as directed by the Operating Committee
pursuant to Section 8.2.4, and on behalf of the Parties, either (i)
purchase or lease, and install or have installed, operate and
maintain the necessary equipment to operate the Hub or (ii) contract
for Hub services.
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2000
Western Systems Power Pool
Issued on: September 29, 2000
Filed to comply with order of the Federal Energy Regulatory Commission, Docket
Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool Original Sheet No. 14
Rate Schedule FERC No. 6
7.3 The Operating Agent's estimated total costs to be incurred under
Section 7.2 shall be subject to review by the Operating Committee
and approval by the Executive Committee.
7.4 At least sixty (60) days prior to each calendar year that this
Agreement is in effect, the Operating Agent shall prepare a budget
for said year of operation under this Agreement and shall submit
same to the Operating Committee for review, and to the Executive
Committee for approval. Subsequent budget revisions shall be
submitted to the Operating Committee for review and to the Executive
Committee for approval.
7.5 The Operating Agent shall perform other administrative tasks
necessary to implement this Agreement as directed by the Executive
Committee.
7.6 Except as provided in Section 7.7, all Parties shall share equally
in all costs of the Operating Agent incurred under this Agreement,
including but not limited to initial FERC filing fees and any
reasonable legal fees.
7.7 Each Party, in coordination with the Operating Agent, shall at its
own expense acquire, install, operate, and maintain all necessary
software and hardware on its system and the necessary communications
link to the Hub to conduct transactions under this Agreement.
7.8 The Operating Agent shall bill the Parties for costs incurred under
this Agreement on an estimated basis reasonably in advance of when
due, and such billings shall be paid by the Parties when due. Such
billings shall be adjusted in the following
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2000
Western Systems Power Pool
Issued on: September 29, 2000
Filed to comply with order of the Federal Energy Regulatory Commission,
Docket Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool Original Sheet No. 15
Rate Schedule FERC No. 6
month(s) to reflect recorded costs. Billing and payment of the
Operating Agent's costs shall otherwise be implemented in accordance
with the provisions of Section 9.
7.9 The Operating Agent, at reasonable times and places, shall make
available its records and documentation supporting costs for bills
rendered under this Agreement for the inspection of any Party for a
period of time not to exceed two (2) years from the time such bills
were rendered.
7.9.1 A Party requesting review of the Operating Agent's records
shall give the Operating Agent sufficient notice of its
intent, but in no event less than thirty (30) days.
7.9.2 The requesting Party may perform this review using personnel
from its own staff or designate a certified public accounting
firm for the purpose of this review.
7.9.3 All costs incurred to perform this review shall be at the
requesting Party's own expense.
7.9.4 The Party performing the review shall not voluntarily release
the Operating Agent's records or disclose any information
contained therein to any third party unless the written
consent of the Operating Agent and the Executive Committee has
been obtained.
7.10 Upon the termination of this Agreement, unless otherwise directed by
the Executive Committee, the Operating Agent shall either dispose of
any Hub
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2000
Western Systems Power Pool
Issued on: September 29, 2000
Filed to comply with order of the Federal Energy Regulatory Commission,
Docket Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool Original Sheet No. 16
Rate Schedule FERC No. 6
equipment which it has purchased, or have the right of first refusal
to purchase such equipment at original cost less depreciation, and
shall apply any net proceeds from the sale of the Hub equipment
against its costs incurred under this Agreement. The Operating Agent
shall refund any excess proceeds equally to the Parties.
8. ORGANIZATION AND ADMINISTRATION:
As a means of securing effective and timely cooperation within the
activities hereunder and as a means of dealing on a prompt and orderly
basis with various problems which may arise in connection with system
coordination and operation under changing conditions, the Parties hereby
establish an Executive Committee and an Operating Committee.
8.1 Executive Committee:
The Executive Committee shall consist of one representative
and an alternate from each Party designated pursuant to Section 8.5
herein. The responsibilities of the Executive Committee are as
follows:
8.1.1 To establish sub-committees as it may from time to time
deem necessary.
8.1.2 To review at least annually the service activities hereunder
to ensure that such activities are consistent with the spirit
and intent of this Agreement.
8.1.3 To review any unresolved issues which may arise hereunder and
endeavor to resolve the issues.
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2000
Western Systems Power Pool
Issued on: September 29, 2000
Filed to comply with order of the Federal Energy Regulatory Commission,
Docket Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool Original Sheet No. 17
Rate Schedule FERC No. 6
8.1.4 To review and approve the Operating Agent's annual budget
under this Agreement, and any revision thereto, within thirty
(30) days of recommendation by the Operating Committee.
8.1.5 To establish and approve any additional budgets under this
Agreement as may be deemed necessary.
8.1.6 To review and recommend to the Parties for approval any
additions or amendments to this Agreement, including Service
Schedules.
8.1.7 To review and act on the application of an entity to become
a Party to this Agreement.
8.1.8 To designate a successor to the Operating Agent, if
necessary.
8.1.9 To do such other things and carry out such duties as
specifically required or authorized by this Agreement;
provided, however, that the Executive Committee shall have no
authority to amend this Agreement.
8.1.10 To notify any Party of the rescission of its interest in this
Agreement due to its failure to continue to meet the
requirements of Section 16.1.
8.1.11 To arrange for legal representation for filing this Agreement
(and any subsequent amendments) with FERC and supporting the
Agreement (or amendments) in any FERC proceeding, and for
other purposes as required.
8.2 Operating Committee:
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2000
Western Systems Power Pool
Issued on: September 29, 2000
Filed to comply with order of the Federal Energy Regulatory Commission,
Docket Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool Original Sheet No. 18
Rate Schedule FERC No. 6
The Operating Committee shall consist of one representative
and an alternate from each Party designated pursuant to Section 8.5.
The responsibilities of the Operating Committee are as follows:
8.2.1 To establish, review, approve, or modify procedures and
standard practices, consistent with the provisions hereof, for
the guidance of load dispatchers and other operating employees
in the Parties' electric systems as to matters affecting
transactions under this Agreement.
8.2.2 To submit to the Executive Committee any proposed new or
revised Service Schedules.
8.2.3 To establish, review, approve, or modify any scheduling or
operating procedures required in connection with transactions
under this Agreement.
8.2.4 To direct the Operating Agent in matters governed by this
Agreement.
8.2.5 To review and make recommendations to the Executive Committee
for approval of the Operating Agent's annual budget under this
Agreement, including any proposed revisions thereto, within
thirty (30) days of receipt from the Operating Agent.
8.2.6 To review and recommend as necessary the types and arrangement
of equipment for intersystem communication facilities to
enhance transactions and benefits under this Agreement.
8.2.7 To review the Operating Agent's estimated total costs of
providing, having provided or contracting for a Hub.
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2000
Western Systems Power Pool
Issued on: September 29, 2000
Filed to comply with order of the Federal Energy Regulatory Commission, Docket
Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool Original Sheet No. 19
Rate Schedule FERC No. 6
8.2.8 To review new member applications for membership to this
Agreement and make recommendations on said applications to the
Executive Committee.
8.2.9 To do such other things and carry out such duties as
specifically required or authorized by this Agreement or as
directed by the Executive Committee; provided, however, that
the Operating Committee shall have no authority to amend this
Agreement.
8.3 All matters which require Operating Committee or Executive Committee
approval as provided in this Agreement shall be by no less than
ninety percent (90%) affirmative agreement of the committee members
present.
8.4 Unless otherwise agreed by all committee members, the chairperson of
each committee shall provide the other Parties at least ten (10)
Business Days advance notification of all committee meetings,
including an agenda of matters to be discussed and voted on at the
meeting. All material issues to be submitted to a vote of the
committee shall appear on the agenda. Prior to the selection of a
chairperson the Operating Agent shall provide such advance notice
for the initial meeting of each committee.
8.5 Each Party shall give written notice to the other Parties of the
name of its designated representative and alternate representative
(to act in the absence of the designated representative) on each
committee within thirty (30) days after the execution of this
Agreement. Notice of any change of representative or alternate
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2000
Western Systems Power Pool
Issued on: September 29, 2000
Filed to comply with order of the Federal Energy Regulatory Commission,
Docket Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool First Revised Sheet No. 20
Rate Schedule FERC No. 6 Superseding Original Sheet No. 20
representative shall be given by written notice to the other
Parties. Each Party's designated representative shall be authorized
to act on its behalf with respect to those committee
responsibilities provided herein.
8.6 Each committee shall meet as necessary or at the request of any
Party.
8.7 Each committee shall elect a chairperson and other officers at its
first meeting.
9. PAYMENTS:
9.1 The accounting and billing period for transactions under Service
Schedules to this Agreement shall be one (1) calendar month, unless
otherwise specified in a Service Schedule agreed to through a
Confirmation Agreement. Bills sent to any Party shall be sent to the
appropriate billing address as set forth on the WSPP homepage or as
otherwise specified by such Party.
9.2 Payments for amounts billed under Service Schedules hereto shall be
paid so that such payments are received by the Party to be paid on
the 20th day of the invoicing month or the tenth (10) day after
receipt of the bill, whichever is later. Notwithstanding the
foregoing, Premiums shall be paid within three (3) Business Days of
receipt of the invoice therefor. Payment shall be made at the
location designated by the Party to which payment is due. Payment
shall be considered received when payment is received by the Party
to which Payment is due at the location designated by that Party. If
the due date falls on a non-Business Day of either Party, then the
payment shall be due on the next following Business Day.
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2001
Western Systems Power Pool
Issued on: May 2, 2001
Western Systems Power Pool Original Sheet No. 20A
Rate Schedule FERC No. 6
9.3 Amounts not paid on or before the due date shall be payable with
interest accrued at the rate of one percent (1%) per month, or the
maximum interest rate permitted
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2001
Western Systems Power Pool
Issued on: May 2, 2001
Western Systems Power Pool First Revised Sheet No. 21
Rate Schedule FERC No. 6 Superseding Original Sheet No. 21
by law, if any, whichever is less, prorated by days from the due
date to the date of payment unless and until the Executive Committee
shall determine another rate.
9.4 In case any portion of any bill is in dispute, the entire bill shall
be paid when due. Any excess amount of bills which, through
inadvertent errors or as a result of a dispute, may have been
overpaid shall be returned by the owing Party upon determination of
the correct amount, with interest accrued at the rate of one percent
(1%) per month, or the maximum interest rate permitted by law, if
any, whichever is less, prorated by days from the date of
overpayment to the date of refund unless and until the Executive
Committee shall determine another rate. The Parties shall have no
rights to dispute the accuracy of any bill or payment after a period
of two (2) years from the date on which the first bill was delivered
for a specific transaction.
9.5 If a Party's records reveal that a bill was not delivered for a
specific transaction, then the Party may deliver to the appropriate
Party a bill within two (2) years from the date on which the bill
would have been delivered under Section 9.1 of this Agreement. The
right to payment is waived with respect to transactions, or portions
thereof, not billed within such two (2) year period.
9.6 Each Party, or any third party representative of a Party, shall keep
complete and accurate records, and shall maintain such data as may
be necessary for the purpose of ascertaining the accuracy of all
relevant data, estimates, or statements
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2001
Western Systems Power Pool
Issued on: May 2, 2001
Western Systems Power Pool Original Sheet No. 21A
Rate Schedule FERC No. 6
of charges submitted hereunder for a period of two (2) years from
the date the first bill was delivered for a specific transaction
completed under this Agreement.
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2001
Western Systems Power Pool
Issued on: May 2, 2001
Western Systems Power Pool First Revised Sheet No. 22
Rate Schedule FERC No. 6 Superseding Original Sheet No. 22
Within a two (2) year period from the date the first bill was
delivered under this Agreement, any Party to that transaction may
request in writing copies of the records of the other Party for that
transaction to the extent reasonably necessary to verify the
accuracy of any statement or charge. The Party from which documents
or data has been requested shall cooperate in providing the
documents and data within a reasonable time period.
10. UNCONTROLLABLE FORCES:
No Party shall be considered to be in breach of this Agreement or
any applicable Confirmation Agreement to the extent that a failure to
perform its obligations under this Agreement or any such Confirmation
Agreement shall be due to an Uncontrollable Force. The term
"Uncontrollable Force" means an event or circumstance which prevents one
Party from performing its obligations under one or more transactions,
which event or circumstance is not within the reasonable control of, or
the result of the negligence of the claiming Party, and which by the
exercise of due diligence, the claiming Party is unable to avoid, cause to
be avoided, or overcome. "Uncontrollable Forces" may include and are not
restricted to flood, drought, earthquake, storm, fire, lightning,
epidemic, war, riot, civil disturbance or disobedience, labor dispute,
labor or material shortage, sabotage, restraint by court order or public
authority, and action or nonaction by, or failure to obtain the necessary
authorizations or approvals from, any governmental agency or authority.
Issued by: Michael E. Small, General Counsel to Effective: February 1, 2001
Western Systems Power Pool
Issued on: December 1, 2000
Filed to comply with order of the Federal Energy Regulatory Commission,
Docket Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool Original Sheet No. 22A
Rate Schedule FERC No. 6
The following shall not be considered "Uncontrollable Forces": (i) the
price of electricity faced by Seller; or (ii) Purchaser's inability due to
price to use or resell the power purchased hereunder. No Party shall,
however, be relieved of liability for failure of performance to the extent
that such failure is due to causes arising out of its own negligence or
due to removable or remediable causes which it fails to remove or remedy
within a reasonable time period. Nothing contained herein shall be
construed to require a
Issued by: Michael E. Small, General Counsel to Effective: February 1, 2001
Western Systems Power Pool
Issued on: December 1, 2000
Filed to comply with order of the Federal Energy Regulatory Commission,
Docket Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool First Revised Sheet No. 23
Rate Schedule FERC No. 6 Superseding Original Sheet No. 23
Party to settle any strike or labor dispute in which it may be involved.
Any Party rendered unable to fulfill any of its obligations by reason of
an Uncontrollable Force shall give prompt notice of such fact and shall
exercise due diligence, as provided above, to remove such inability within
a reasonable time period. If oral notice is provided, it shall be promptly
followed by written notice.
Notwithstanding the "due diligence" obligations or obligations to
remove or remedy the causes set forth in the foregoing paragraph (which do
not apply to this paragraph except as specified below), where the entity
providing transmission services for transactions under any Service
Schedule interrupts such transmission service, the interruption in
transmission service shall be considered an Uncontrollable Force under
this Section 10 only in the following two sets of circumstances: (1) An
interruption in transmission service shall be considered an
Uncontrollable Force if (a) the Parties agreed on a transmission
path for that transaction at the time the transaction under this
Agreement was entered into by the Parties' thereto, (b) firm
transmission involving that transmission path was obtained pursuant
to a transmission tariff or contract to effectuate the transaction
under the applicable Service Schedule, and (c) the entity providing
transmission service curtailed or interrupted such firm transmission
pursuant to the applicable transmission tariff or contract;
(2) if the Parties did not agree on the transmission path for a
transaction at the time the transaction was entered into, an
interruption in transmission service shall be
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2000
Western Systems Power Pool
Issued on: September 29, 2000
Filed to comply with order of the Federal Energy Regulatory Commission,
Docket Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool Original Sheet No. 24
Rate Schedule FERC No. 6
considered an Uncontrollable Force only if (a) the Party contracting
for transmission services shall have made arrangements with the
entity providing transmission service for firm transmission to
effectuate the transaction under the applicable Service Schedule,
(b) the entity providing transmission service curtailed or
interrupted such transmission service due to an event of
Uncontrollable Forces or provision of like effect, and (c) the Party
which contracted for such firm transmission services could not
obtain alternate energy at the delivery point, alternate
transmission services, or alternate means of delivering energy after
exercising due diligence.
No Party shall be relieved by operation of this Section 10 of any
liability to pay for power delivered to the Purchaser or to make payments
then due or which the Party is obligated to make with respect to
performance which occurred prior to the Uncontrollable Force.
11. WAIVERS:
Any waiver at any time by any Party of its rights with respect to a
default under this Agreement or any Confirmation Agreements, or any other
matter under this Agreement, shall not be deemed a waiver with respect to
any subsequent default of the same or any other matter.
12. NOTICES:
12.1 Except for the oral notice provided for in Section 10 of this
Agreement, any formal notice, demand or request provided for in this
Agreement shall be in
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2000
Western Systems Power Pool
Issued on: September 29, 2000
Filed to comply with order of the Federal Energy Regulatory Commission,
Docket Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool First Revised Sheet No. 25
Rate Schedule FERC No. 6 Superseding Original Sheet No. 25
writing and shall be deemed properly served, given or made if
delivered in person, or sent by either registered or certified mail
(postage prepaid), prepaid telegram, fax, overnight delivery (with
record of receipt), or other means agreed to by the Parties.
12.2 RESERVED
12.3 Notices and requests of a routine nature applicable to delivery or
receipt of power or energy or operation of facilities shall be given
in such manner as the committees from time to time or the Parties to
a transaction shall prescribe.
13. APPROVALS:
13.1 This Agreement is subject to valid laws, orders, rules and
regulations of duly constituted authorities having jurisdiction.
Nothing contained in this Agreement shall give FERC jurisdiction
over those Parties not otherwise subject to such jurisdiction or be
construed as a grant of jurisdiction over any Party by any state or
federal agency not otherwise having jurisdiction by law.
13.2 This Agreement, including any Service Schedule hereto, shall become
effective as to any Party when it is accepted for filing by FERC,
without changes or conditions unacceptable to such Party, for
application to the Parties subject to FERC jurisdiction under the
Federal Power Act; provided, however, that nothing in this Agreement
is intended to restrict the authority of the Bonneville Power
Administration (BPA) pursuant to applicable statutory authority to
use its existing
Issued by: Michael E. Small, General Counsel to Effective: September 1, 2002
Western Systems Power Pool
Issued on: July 2, 2002
Western Systems Power Pool Original Sheet No. 25A
Rate Schedule FERC No. 6
wholesale power and transmission rates or to adopt new rates, rate
schedules, or general rate schedule provisions for application under
this Agreement and obtain
Issued by: Michael E. Small, General Counsel to Effective: September 1, 2002
Western Systems Power Pool
Issued on: July 2, 2002
Western Systems Power Pool Original Sheet No. 26
Rate Schedule FERC No. 6
interim or final approval of those rates from FERC pursuant to
Section 7 of the Pacific Northwest Electric Power Planning and
Conservation Act, 16 U.S.C. Sec. 839e, provided such rates do not
exceed the maximum rates in the applicable Service Schedule and are
consistent with the terms and conditions of said Service Schedule.
If, upon filing of this Agreement by Parties subject to FERC
jurisdiction under the Federal Power Act, FERC orders a hearing to
determine whether this Agreement or a Service Schedule under this
Agreement is just and reasonable under the Federal Power Act, the
Agreement or Service Schedule shall not become effective until the
date when an order issued by FERC, determining this Agreement or the
Service Schedule to be just and reasonable without changes or new
conditions unacceptable to the Parties, is no longer subject to
judicial review. Any changes or conditions imposed by any agency or
court, including FERC ordering a hearing, shall be cause for
immediate withdrawal by any nonconsenting Party.
13.3 The Parties subject to FERC jurisdiction under the Federal Power Act
shall have the right to terminate their participation in this
Agreement, and any rate schedule or services included herein,
pursuant to the terms of Section 5 of this Agreement and without the
necessity of further filing with or approval by FERC.
13.4 Any amendment or change in maximum rates specified in the Service
Schedules shall not become effective with regard to any Party that
is subject to FERC jurisdiction under the Federal Power Act until it
is accepted for filing or
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2000
Western Systems Power Pool
Issued on: September 29, 2000
Filed to comply with order of the Federal Energy Regulatory Commission,
Docket Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool First Revised Sheet No. 27
Rate Schedule FERC No. 6 Superseding Original Sheet No. 27
confirmed and approved by FERC as specified in and subject to the
conditions of Section 13.2.
13.5 Nothing contained in this Agreement shall be construed to establish
any precedent for any other agreement or to grant any rights to or
impose any obligations on any Party beyond the scope and term of
this Agreement.
14. TRANSFER OF INTEREST IN AGREEMENT:
No Party shall voluntarily transfer its membership under this
Agreement without the written consent and approval of all other Parties
except to a Successor in Operation of such Party. With regard to the
transfer of the rights and obligations of any Party associated with
transactions under the Service Schedules, neither Party may assign such
rights or obligations unless (a) the other Party provides its prior
written consent which shall not be unreasonably withheld; or (b) the
assignment is to a Successor in Operation which provides reasonable
creditworthiness assurances (see Section 27 for examples of such
assurances) if required by the non-assigning Party based upon its
reasonably exercised discretion. Any successor or assignee of the rights
of any Party, whether by voluntary transfer, judicial or foreclosure sale
or otherwise, shall be subject to all the provisions and conditions of
this Agreement and Confirmation Agreements (where applicable) to the same
extent as though such successor or assignee were the original Party under
this Agreement or the Confirmation Agreements, and no assignment or
transfer of any rights under this Agreement or any Confirmation
Issued by: Michael E. Small, General Counsel to Effective: September 1, 2002
Western Systems Power Pool
Issued on: July 2, 2002
Western Systems Power Pool Original Sheet No. 27A
Rate Schedule FERC No. 6
Agreement shall be effective unless and until the assignee or transferee
agrees in writing to assume all of the obligations of the assignor or
transferor and to be bound by all of the provisions and
Issued by: Michael E. Small, General Counsel to Effective: September 1, 2002
Western Systems Power Pool
Issued on: July 2, 2002
Western Systems Power Pool First Revised Sheet No. 28
Rate Schedule FERC No. 6 Superseding Original Sheet No. 28
conditions of this Agreement and any Confirmation Agreement (where
applicable). The execution of a mortgage or trust deed or a judicial or
foreclosure sale made thereunder shall not be deemed a voluntary transfer
within the meaning of this Section 14.
15. SEVERABILITY:
In the event that any of the terms, covenants or conditions of this
Agreement or any Confirmation Agreement, or the application of any such
term, covenant or condition, shall be held invalid as to any person or
circumstance by any court, regulatory agency, or other regulatory body
having jurisdiction, all other terms, covenants or conditions of this
Agreement and the Confirmation Agreement and their application shall not
be affected thereby, but shall remain in force and effect unless a court,
regulatory agency, or other regulatory body holds that the provisions are
not separable from all other provisions of this Agreement or such
Confirmation Agreement.
16. MEMBERSHIP:
16.1 Any Electric Utility, Retail Entity or Qualifying Facility may
become a Party to this Agreement. The Executive Committee shall
notify such Electric Utility, Retail Entity or Qualifying Facility
of its decision within sixty (60) days of a request to become a
Party to this Agreement, and any acceptable entity shall become a
Party hereto by the execution of this Agreement or a counterpart
hereof, payment of costs pursuant to Section 16.4, and concluding
any necessary acceptance or approval referred to in Section 13. Any
such Party, if it is subject to the ratemaking jurisdiction of FERC,
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2001
Western Systems Power Pool
Issued on: May 2, 2001
Western Systems Power Pool Original Sheet No. 29
Rate Schedule FERC No. 6
shall be responsible for any FERC filing necessary for it to
implement its performance under this Agreement.
16.2 Each Party shall continue to meet the requirements of Section 16.1
in order to remain a Party to this Agreement
16.3 Being a Party to this Agreement shall not serve as a substitute for
contractual arrangements that may be needed between any Party which
operates a Control Area and any other Party which operates within
that Control Area.
16.4 Any entity that becomes a Party to this Agreement which was not a
party to the experimental Western Systems Power Pool Agreement shall
pay a one time fee of $25,000 under this Agreement in recognition of
prior efforts and costs incurred by the parties to the experimental
Western Systems Power Pool Agreement, which efforts greatly
facilitated development of this Agreement. Such fee shall be
credited to future costs of the Operating Agent incurred hereunder.
17. RELATIONSHIP OF PARTIES:
17.1 Nothing contained herein or in any Confirmation Agreement shall be
construed to create an association, joint venture, trust, or
partnership, or impose a trust or partnership covenant, obligation,
or liability on or with regard to any one or more of the Parties.
Each Party shall be individually responsible for its own covenants,
obligations, and liabilities under this Agreement and under any
applicable Confirmation Agreement.
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2000
Western Systems Power Pool
Issued on: September 29, 2000
Filed to comply with order of the Federal Energy Regulatory Commission,
Docket Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool Second Revised Sheet No. 30
Rate Schedule FERC No. 6 Superseding First Revised Sheet No. 30
17.2 All rights of the Parties are several, not joint. No Party shall be
under the control of or shall be deemed to control another Party.
Except as expressly provided in this Agreement, no Party shall have
a right or power to bind another Party without its express written
consent.
18. NO DEDICATION OF FACILITIES:
Any undertaking by one Party to another Party under any provision of
this Agreement shall not constitute the dedication of the electric system
or any portion thereof of the undertaking Party to the public or to the
other Party, and it is understood and agreed that any such undertaking
under any provision of this Agreement by a Party shall cease upon the
termination of such Party's obligations under this Agreement.
19. NO RETAIL SERVICES:
Nothing contained in this Agreement shall grant any rights to or
obligate any Party to provide any services hereunder directly to or for
retail customers of any Party.
20. THIRD PARTY BENEFICIARIES:
This Agreement shall not be construed to create rights, in, or to
grant remedies to, any third party as a beneficiary of this Agreement or
of any duty, obligation or undertaking established herein except as
provided for in Section 14.
21. LIABILITY AND DAMAGES:
21.1a This Agreement contains express remedies or measures of damages in
Sections 21.3 and 22 for non-performance or default.
Issued by: Michael E. Small, General Counsel to Effective: September 1, 2002
Western Systems Power Pool
Issued on: July 2, 2002
Western Systems Power Pool First Revised Sheet No. 30A
Rate Schedule FERC No. 6 Superseding Original Sheet No. 30A
ALL OTHER DAMAGES OR REMEDIES ARE HEREBY WAIVED. Therefore, except
as provided in Sections 21.3 and 22, no Party or its directors,
members of its governing bodies, officers or employees shall be
liable to any other Party or Parties for any loss or damage to
property, loss of earnings.
21.1b Notwithstanding any other provision in this Agreement, any Party due
monies under this Agreement, the amounts of which are not in dispute
or if disputed have been the subject of a decision awarding such
amounts, (i) shall have the right to seek payment of such monies in
any forum having competent jurisdiction and (ii) shall possess the
right to seek relief directly from that forum without first
utilizing the mediation or arbitration provisions of this Agreement.
Issued by: Michael E. Small, General Counsel to Effective: September 1, 2002
Western Systems Power Pool
Issued on: July 2, 2002
Western Systems Power Pool Original Sheet No. 31
Rate Schedule FERC No. 6
or revenues, personal injury, or any other direct, indirect, or
consequential damages or injury, or punitive damages, which may
occur or result from the performance or non-performance of this
Agreement (including any applicable Confirmation Agreement),
including any negligence arising hereunder. Any liability or damages
faced by an officer or employee of a Federal agency or by that
agency that would result from the operation of this provision shall
not be inconsistent with Federal law.
21.2 [RESERVED]
21.3 The following damages provision shall apply to transactions under
Service Schedules B and C. For transactions under Service Schedule
A, this damages provision or some other damages provision will apply
only if such a damages provision is agreed to through a Confirmation
Agreement. The damages under this Section 21.3 apply to a Party's
failure to deliver or receive electric power or energy in violation
of the terms of the Agreement and any Confirmation Agreement. The
Contract Quantity and Contract Price referred to in this Section
21.3 are part of the agreement between the Parties for which damages
are being calculated under this Section.
(a) If either Party fails to deliver or receive, as the case may
be, the quantities of electric power or energy due under the
Agreement and any Confirmation Agreement (thereby becoming a
"Non-Performing Party" for the purposes of this Section 21.3),
the other party (the "Performing
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2000
Western Systems Power Pool
Issued on: September 29, 2000
Filed to comply with order of the Federal Energy Regulatory Commission,
Docket Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool Original Sheet No. 32
Rate Schedule FERC No. 6
Party") shall be entitled to receive from the Non-Performing
Party an amount calculated as follows (unless performance is
excused by Uncontrollable Forces as provided in Section 10,
the applicable Service Schedule, or by the Performing Party):
(1) If the amount the Purchaser scheduled or received in any
hour is less than the applicable hourly Contract
Quantity, then the Purchaser shall be liable for (a) the
product of the amount (whether positive or negative), if
any, by which the Contract Price differed from the Sales
Price (Contract Price - Sales Price) and the amount by
which the quantity received by the Purchaser was less
than the hourly Contract Quantity; plus (b) the amount
of transmission charge(s), if any, for firm transmission
service upstream of the delivery point, which the Seller
incurred to achieve the Sales Price, less the reduction,
if any, in transmission charge(s) achieved as a result
of the reduction in the Purchaser's schedule or receipt
of electric energy (based on Seller's reasonable
commercial efforts to achieve such reduction). If the
total amounts for all hours calculated under this
paragraph (1) are negative, then neither the Purchaser
nor the Seller shall pay any amount under this Section
21.3(a)(1).
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2000
Western Systems Power Pool
Issued on: September 29, 2000
Filed to comply with order of the Federal Energy Regulatory Commission,
Docket Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool Original Sheet No. 33
Rate Schedule FERC No. 6
(2) If the amount the Seller scheduled or delivered in any
hour is less than the applicable hourly Contract
Quantity, then the Seller shall be liable for (a) the
product of the amount (whether positive or negative), if
any, by which the Replacement Price differed from the
Contract Price (Replacement Price - Contract Price) and
the amount by which the quantity delivered by the Seller
was less than the hourly Contract Quantity; plus (b) the
amount of transmission charge(s), if any, for firm
transmission service downstream of the delivery point,
which the Purchaser incurred to achieve the Replacement
Price, less the reduction, if any, in transmission
charge(s) achieved as a result of the reduction in the
Seller's schedule or delivery (based on Purchaser's
reasonable commercial effort to achieve such reduction).
If the total amounts for all hours calculated under this
paragraph (2) are negative, then neither the Purchaser
nor the Seller shall pay any amount under this Section
21.3(a)(2).
(3) The Non-Performing Party shall pay any amount due from
it under this section within the billing period as
specified in Section 9 of this Agreement or agreed to in
the applicable Confirmation Agreement if the Parties
agreed to revise the billing period in Section 9.
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2000
Western Systems Power Pool
Issued on: September 29, 2000
Filed to comply with order of the Federal Energy Regulatory Commission,
Docket Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool Original Sheet No. 34
Rate Schedule FERC No. 6
(b) The Parties agree that the amounts recoverable under this
Section 21.3 are a reasonable estimate of loss and not a
penalty, and represent the sole and exclusive remedy for the
Performing Party. Such amounts are payable for the loss of
bargain and the loss of protection against future risks.
(c) Each Party agrees that it has a duty to mitigate damages in a
commercially reasonable manner to minimize any damages it may
incur as a result of the other Party's performance or
non-performance of this Agreement.
(d) In the event the Non-Performing Party disputes the
calculation of the damages under this Section 21.3, the
Non-Performing Party shall pay the full amount of the
damages as required by Section 9 of this Agreement to the
Performing Party. After informal dispute resolution as
required by Section 34.1, any remaining dispute involving
the calculation of the damages shall be referred to binding
dispute resolution as provided by Section 34.2 of this
Agreement. If resolution or agreement results in refunds
or the need for refunds to the Non-Performing Party, such
refunds shall be calculated in accordance with Section 9.4
of this Agreement.
22. DEFAULT OF TRANSACTIONS UNDER THIS AGREEMENT AND CONFIRMATION
AGREEMENTS:
22.1 EVENTS OF DEFAULT
An "Event of Default" shall mean with respect to a Party
("Defaulting Party"):
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2000
Western Systems Power Pool
Issued on: September 29, 2000
Filed to comply with order of the Federal Energy Regulatory Commission,
Docket Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool First Revised Sheet No. 35
Rate Schedule FERC No. 6 Superseding Original Sheet No. 35
(a) the failure by the Defaulting Party to make, when due, any
payment required pursuant to this Agreement or Confirmation
Agreement if such failure is not remedied within two (2)
Business Days after written notice of such failure is given
to the Defaulting Party by the other Party ("the
Non-Defaulting Party"). The Non-Defaulting Party shall
provide the notice by facsimile to the designated contact
person for the Defaulting Party and also shall send the
notice by overnight delivery to such contact person; or
(b) the failure by the Defaulting Party to provide clear and good
title as required by Section 33.3, or to have made accurate
representations and warranties as required by Section 37 and
such failure is not cured within five (5) Business Days after
written notice thereof to the Defaulting Party; or
(c) The institution, with respect to the Defaulting Party, by the
Defaulting Party or by another person or entity of a
bankruptcy, reorganization, moratorium, liquidation or similar
insolvency proceeding or other relief under any bankruptcy or
insolvency law affecting creditor's rights or a petition is
presented or instituted for its winding-up or liquidation; or
(d) The failure by the Defaulting Party to provide adequate
assurances of its ability to perform all of its outstanding
material obligations to the Non-Defaulting Party under the
Agreement or Confirmation Agreement
Issued by: Michael E. Small, General Counsel to Effective: February 1, 2001
Western Systems Power Pool
Issued on: December 1, 2000
Filed to comply with order of the Federal Energy Regulatory Commission,
Docket Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool Second Revised Sheet No. 36
Rate Schedule FERC No. 6 Superseding First Revised Sheet No. 36
pursuant to Section 27 of this Agreement or any substitute or
modified provision in the Confirmation Agreement.
(e) With respect to its Guarantor, if any:
(i) if a material representation or warranty made by a
Guarantor in connection with this Agreement, or any
transaction entered into hereunder, is false or
misleading in any material respect when made or when
deemed made or repeated; or
(ii) the failure of a Guarantor to make any payment required
or to perform any other material covenant or obligation
in any guarantee made in connection with this Agreement,
including any transaction entered into hereunder, and
such failure shall not be remedied within three (3)
Business Days after written notice; or
(iii) the institution, with respect to the Guarantor, by the
Guarantor or by another person or entity of a
bankruptcy, reorganization, moratorium, liquidation or
similar insolvency proceeding or other relief under any
bankruptcy or insolvency law affecting creditor's rights
or a petition is presented or instituted for its
winding-up or liquidation; or
(iv) the failure, without written consent of the other Party,
of a Guarantor's guarantee to be in full force and
effect for purposes of this Agreement (other than in
accordance with its terms) prior to
Western Systems Power Pool First Revised Sheet No. 36A
Rate Schedule FERC No. 6 Superseding Original Sheet No. 36A
the satisfaction of all obligations of such Party
under each transaction to which such guarantee shall
relate; or
(v) a Guarantor shall repudiate, disaffirm, disclaim, or
reject, in whole or in part, or challenge the validity
of, any guarantee.
22.2 REMEDIES FOR EVENTS OF DEFAULT
If an Event of Default occurs, the Non-Defaulting Party shall
possess the right to terminate all transactions between the Parties
under this Agreement upon written notice (by facsimile or other
reasonable means) to the Defaulting Party, such notice of
termination to be effective immediately upon receipt. If the
Non-Defaulting Party fails to exercise this right of termination
within thirty (30) days following the time when the Event of Default
becomes known (or more than thirty days if the Non-Defaulting and
Defaulting Parties agree to an extension), then such right of
termination shall no longer be available to the Non-Defaulting Party
as a remedy for the Event(s) of Default. The Non-Defaulting Party
terminating transaction(s) under this Section 22.2 may do so without
making a filing at FERC.
Upon termination, the Non-Defaulting Party shall liquidate all
transactions as soon as practicable, provided that in no event will
the Non-Defaulting Party be allowed to liquidate Service Schedule A
transactions. The payment associated with termination ("Termination
Payment") shall be calculated in accordance with this Section 22.2
and Section 22.3. The Termination Payment shall be the sole and
exclusive remedy for the Non-Defaulting Party for each terminated
Issued by: Michael E. Small, General Counsel to Effective: September 1, 2002
Western Systems Power Pool
Issued on: July 2, 2002
Western Systems Power Pool Original Sheet No. 36B
Rate Schedule FERC No. 6
transaction ("Terminated Transaction") for the time period
beginning at the time notice of termination under this Section 22
is received. Prior to receipt
Issued by: Michael E. Small, General Counsel to Effective: September 1, 2002
Western Systems Power Pool
Issued on: July 2, 2002
Western Systems Power Pool Original Sheet No. 37
Rate Schedule FERC No. 6
of such notice of termination by the Defaulting Party, the
Non-Defaulting Party may exercise any remedies available to it under
Section 21.3 of this Agreement or Confirmation Agreement(s), and any
other remedies available to it at law or otherwise.
Upon termination, the Non-Defaulting Party may withhold any
payments it owes the Defaulting Party for any obligations incurred
prior to termination under this Agreement or Confirmation
Agreement(s) until the Defaulting Party pays the Termination Payment
to the Non-Defaulting Party. The Non-Defaulting Party shall possess
the right to set-off the amount due it under this Section 22 by any
such payments due the Defaulting Party as provided in Section
22.3(d).
22.3 LIQUIDATION CALCULATION OPTIONS
The Non-Defaulting Party shall calculate the Termination
Payment as follows:
(a) The Gains and Losses shall be determined by comparing the
value of the remaining term, transaction quantities, and
transaction prices under each Terminated Transaction had it
not been terminated to the equivalent quantities and relevant
market prices for the remaining term either quoted by a bona
fide third-party offer or which are reasonably expected to be
available in the market under a replacement contract for each
Terminated Transaction. To ascertain the market prices of a
replacement contract, the Non-Defaulting Party may consider,
among other valuations, quotations
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2000
Western Systems Power Pool
Issued on: September 29, 2000
Filed to comply with order of the Federal Energy Regulatory Commission,
Docket Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool First Revised Sheet No. 38
Rate Schedule FERC No. 6 Superseding Original Sheet No. 38
from Dealers in energy contracts, any or all of the settlement
prices of the NYMEX power futures contracts (or NYMEX power
options contracts in the case of Physically-Settled Options)
and other bona fide third party offers, all adjusted for the
length of the remaining term and differences in transmission.
It is expressly agreed that the Non-Defaulting Party shall not
be required to enter into replacement transactions in order to
determine the Termination Payment.
(b) The Gains and Losses calculated under paragraph (a) shall
be discounted to present value using the Present Value Rate
as of the time of termination (to take account to the
period between the time notice of termination was effective
and when such amount would have otherwise been due pursuant
to the relevant transaction). The "Present Value Rate"
shall mean the sum of 0.50% plus the yield reported on page
"USD" of the Bloomberg Financial Markets Services Screen
(or, if not available, any other nationally recognized
trading screen reporting on-line intraday trading in United
States government securities) at 11:00 a.m. (New York City,
New York time) for the United States government securities
having a maturity that matches the average remaining term
of the Terminated Transactions; and
(c) The Non-Defaulting Party shall set off or aggregate, as
appropriate, the Gains and Losses (as calculated in Section
22.3(a)) and Costs and notify
Issued by: Michael E. Small, General Counsel to Effective: September 1, 2002
Western Systems Power Pool
Issued on: July 2, 2002
Western Systems Power Pool Original Sheet No. 39
Rate Schedule FERC No. 6
the Defaulting Party. If the Non-Defaulting Party's aggregate
Losses and Costs exceed its aggregate Gains, the Defaulting
Party shall, within three (3) Business Days of receipt of such
notice, pay the Termination Payment to the Non-Defaulting
Party, which amount shall bear interest at the Present Value
rate from the time notice of termination was received until
paid. If the Non-Defaulting Party's aggregate Gains exceed its
aggregate Losses and Costs, the Non-Defaulting Party, after
any set-off as provided in paragraph (d), shall pay the
remaining amount to the Defaulting Party within three (3)
Business Days of the date notice of termination was received
including interest at the Present Value from the time notice
of termination was received until the Defaulting Party
receives payment.
(d) The Non-Defaulting Party shall aggregate or set off, as
appropriate, at its election, any or all other amounts
owing between the Parties (discounted at the Present Value
Rate) under this Agreement and any Confirmation Agreements
against the Termination Payment so that all such amounts
are aggregated and/or netted to a single liquidated
amount. The net amount due from any such liquidation shall
be paid within three (3) Business Days following the date
notice of termination is received.
If the Defaulting Party disagrees with the calculation of the
Termination Payment and the Parties cannot otherwise resolve their
differences, the calculation issue shall be submitted to informal dispute
resolution as provided in Section 34.1
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2000
Western Systems Power Pool
Issued on: September 29, 2000
Filed to comply with order of the Federal Energy Regulatory Commission,
Docket Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool First Revised Sheet No. 40
Rate Schedule FERC No. 6 Superseding Original Sheet No. 40
of this Agreement and thereafter binding dispute resolution pursuant
to Section 34.2 if the informal dispute resolution does not succeed
in resolving the dispute. Pending resolution of the dispute, the
Defaulting Party shall pay the full amount of the Termination
Payment calculated by the Non-Defaulting Party within three (3)
Business Days of receipt of notice as set forth in Sections 22.3(c)
and (d) subject to the Non-Defaulting Party refunding, with
interest, pursuant to Section 9.4, any amounts determined to have
been overpaid.
For purposes of this Section 22.3:
(i) "Gains" means the economic benefit (exclusive of Costs), if
any, resulting from the termination of the Terminated
Transactions, determined in a commercially reasonable manner
as calculated in accordance with this Section 22.3;
(ii) "Losses" means the economic loss (exclusive of Costs), if any,
resulting from the termination of the Terminated Transactions,
determined in a commercially reasonable manner as calculated
in accordance with this Section 22.3;
(iii) "Costs" means brokerage fees, commissions and other similar
transaction costs and expenses reasonably incurred in
terminating any specifically related arrangements which
replace a Terminated Transaction, transmission and ancillary
service costs associated with Terminated Transactions, and
reasonable attorneys' fees, if any, incurred in connection
Issued by: Michael E. Small, General Counsel to Effective: September 1, 2002
Western Systems Power Pool
Issued on: July 2, 2002
Western Systems Power Pool Original Sheet No. 41
Rate Schedule FERC No. 6
with the Non-Defaulting Party enforcing its rights with regard
to the Terminated Transactions. The Non-Defaulting Party shall
use reasonable efforts to mitigate or eliminate these Costs.
(iv) In no event, however, shall a Party's Gains, Losses or Costs
include any penalties or similar charges imposed by the
Non-Defaulting Party.
22A. DEFAULT IN PAYMENT OF WSPP OPERATING COSTS:
22A.1 A Party shall be deemed to be in default in payment of its
share of WSPP operating costs pursuant to Section 7 of this
Agreement, if any, when payment is not received within ten
(10) days after receipt of written notice. A default by any
Party in such payment obligations shall be cured by payment of
all overdue amounts together with interest accrued at the rate
of one percent (1%) per month, or the maximum interest rate
permitted by law, if any, whichever is less, prorated by days
from the due date to the date the payment curing the default
is made unless and until the Executive Committee shall
determine another rate.
22A.2 A defaulting Party, which is in default under Section 22.A1,
shall be liable for all costs, including costs of collection
and reasonable attorney fees, plus interest as provided in
Section 22.A1 hereof.
22A.3 The rights under this Agreement of a Party which is in default
of its obligation to pay operating costs under this Agreement
for a period of three (3) months or more may be revoked by a
vote of the non-defaulting
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2000
Western Systems Power Pool
Issued on: September 29, 2000
Filed to comply with order of the Federal Energy Regulatory Commission,
Docket Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool Original Sheet No. 42
Rate Schedule FERC No. 6
Parties' representatives on the Executive Committee consistent
with Section 8.3. The defaulting Party's rights shall not be
revoked, however, unless said Party has received at least
thirty (30) days written notice of the non-defaulting Parties'
intent to revoke such rights. Said notice shall state the date
on which the revocation of rights shall become effective if
the default is not cured and shall state all actions which
must be taken or amounts which must be paid to cure the
default. This provision allowing the non-defaulting Parties to
revoke such rights is in addition to any other remedies
provided in this Agreement or at law and shall in no way limit
the non-defaulting Parties' ability to seek judicial
enforcement of the defaulting Party's obligations to pay its
share of the operating costs under this Agreement. Upon the
effective date of such revocation of rights, the defaulting
party shall not be allowed to enter into any new transactions
under this Agreement. The defaulting party under the Agreement
or any Confirmation Agreements shall be required to carry out
all obligations that existed prior to the effective date of
such revocation. If a defaulting Party's rights under this
Agreement have been revoked, the Executive Committee may
restore that Party's rights upon the defaulting Party paying
all amounts due and owing under this Agreement.
22A.4 Upon revocation of the rights of a defaulting Party under this
Agreement, Operating Agent costs hereunder shall be equally
shared among the
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2000
Western Systems Power Pool
Issued on: September 29, 2000
Filed to comply with order of the Federal Energy Regulatory Commission,
Docket Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool First Revised Sheet No. 43
Rate Schedule FERC No. 6 Superseding Original Sheet No. 43
remaining Parties. Cost allocation adjustments shall be
retroactive to the date of the default.
23. OTHER AGREEMENTS:
No provision of this Agreement shall preclude any Party from
entering into other agreements or conducting transactions under existing
agreements with other Parties or third parties. This Agreement shall not
be deemed to modify or change any rights or obligations under any prior
contracts or agreements between or among any of the Parties.
24. GOVERNING LAW:
This Agreement and any Confirmation Agreement shall be governed by
and construed in accordance with the laws of the State of Utah, without
regard to the conflicts of laws rules thereof. The foregoing
notwithstanding, (1) if both the Seller and Purchaser are organized under
the laws of Canada, then the laws of the province of the Seller shall
govern, or (2) if the Seller or Purchaser is an agency of or part of the
United States Government, then the laws of the United States of America
shall govern.
25. JUDGMENTS AND DETERMINATIONS:
Whenever it is provided in this Agreement that a Party shall be the
sole judge of whether, to what extent, or under what conditions it will
provide a given service, its exercise of its judgment shall be final and
not subject to challenge. Whenever it is provided that (i) a service under
a given transaction may be curtailed under certain conditions or
circumstances, the existence of which are determined by or in the judgment
of a Party, or (ii) the existence of qualifications for membership shall
be determined by
Issued by: Michael E. Small, General Counsel to Effective: September 1, 2002
Western Systems Power Pool
Issued on: July 2, 2002
Western Systems Power Pool Original Sheet No. 44
Rate Schedule FERC No. 6
the Executive Committee pursuant to Section 16, that Party's or the
Executive Committee's determination or exercise of judgment shall be final
and not subject to challenge if it is made in good faith and not made
arbitrarily or capriciously.
26. COMPLETE AGREEMENT:
This Agreement and any subsequent amendments, including the Service
Schedules and Exhibits incorporated herein, and any Confirmation
Agreement, shall constitute the full and complete agreement of the Parties
with respect to the subject matter hereof, and all prior or
contemporaneous representations, statements, negotiations, understandings
and inducements are fully merged and incorporated in this Agreement.
27. CREDITWORTHINESS:
Should a Party's creditworthiness, financial responsibility, or
performance viability become unsatisfactory to the other Party in such
other Party's reasonably exercised discretion with regard to any
transaction pursuant to this Agreement and any Confirmation Agreement
(after the transaction is agreed to or begins), the dissatisfied Party
(the "First Party") may require the other Party (the "Second Party") to
provide, at the Second Party's option (but subject to the First Party's
acceptance based upon reasonably exercised discretion), either (1) the
posting of a Letter of Credit, (2) a cash prepayment, (3) the posting of
other acceptable collateral or security by the Second Party, (4) a
Guarantee Agreement executed by a creditworthy entity; or (5) some other
mutually agreeable method of satisfying the First Party. The Second
Party's obligations under this Section 27 shall be limited to a reasonable
estimate of the damages to the First Party
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2000
Western Systems Power Pool
Issued on: September 29, 2000
Filed to comply with order of the Federal Energy Regulatory Commission,
Docket Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool Original Sheet No. 45
Rate Schedule FERC No. 6
(consistent with Section 21.3 of this Agreement) if the Second Party were
to fail to perform its obligations. Events which may trigger the First
Party questioning the Second Party's creditworthiness, financial
responsibility, or performance viability include, but are not limited to,
the following:
(1) The First Party has knowledge that the Second Party (or its
Guarantor if applicable) are failing to perform or defaulting under
other contracts.
(2) The Second Party has exceeded any credit or trading limit set out in
the Confirmation Agreement or other agreement between the Parties.
(3) The Second Party or its Guarantor has debt which is rated as
investment grade and that debt falls below the investment grade
rating by at least one rating agency or is below investment grade
and the rating of that debt is downgraded further by at least one
rating agency.
(4) Other material adverse changes in the Second Party's financial
condition occur.
(5) Substantial changes in market prices which materially and adversely
impact the Second Party's ability to perform under this Agreement or
any Confirmation Agreement occur.
If the Second Party fails to provide such reasonably satisfactory
assurances of its ability to perform a transaction hereunder within three
(3) Business Days of demand therefore, that will be considered an Event of
Default under Section 22 of this Agreement and the First Party shall have
the right to exercise any of the remedies provided for under
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2000
Western Systems Power Pool
Issued on: September 29, 2000
Filed to comply with order of the Federal Energy Regulatory Commission,
Docket Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool First Revised Sheet No. 46
Rate Schedule FERC No. 6 Superseding Original Sheet No. 46
that Section 22. Nothing contained in this Section 27 shall affect any
credit agreement or arrangement, if any, between the Parties.
28. NETTING:
28.1 If the Purchaser and the Seller are each required to pay an amount
to each other in the same calendar month for transactions under this
Agreement, then such amounts with respect to each Party may be
aggregated and the Parties may discharge their obligations to pay
through netting of the respective amounts due, in which case the
Party, if any, owing the greater aggregate amount may pay to the
other Party the difference between the amounts owed. Each Party
reserves to itself all rights, set-offs, counterclaims, and other
remedies and defenses (to the extent not expressly herein waived or
denied) which such Party has or may be entitled to arising from or
out of this Agreement and any applicable Confirmation Agreements.
28.2 Parties shall net payments (associated with transactions under this
Agreement and Confirmation Agreement) in accordance with Exhibit A,
if such Parties have executed the form attached as Exhibit A. The
Parties obligation to net shall include the netting of all payments
received by the Parties in the same calendar month. Parties that
have executed Exhibit A shall provide a signed copy of
Issued by: Michael E. Small, General Counsel to Effective: March 1, 2002
Western Systems Power Pool
Issued on: December 21, 2001
Western Systems Power Pool First Revised Sheet No. 47
Rate Schedule FERC No. 6 Superseding Original Sheet No. 47
Exhibit A to a representative of the WSPP and to any Party that
requests a copy and indicate on the WSPP Homepage that they have so
executed Exhibit A (once the WSPP Homepage possesses the necessary
capability). If a Party indicated its election to net payments on
the WSPP Homepage and that Party desires to withdraw its agreement
to net, that Party shall provide at least 30 days notice on the WSPP
Homepage of the change in its election to net and also shall
provide, concurrent with its withdrawal notice, written notice to
all Parties with which it has ongoing transactions or with which it
has committed to future transactions under the Agreement at the time
of the notice. Any such changes in netting status shall apply
beginning at least 30 days after notice required by this Section
28.2 is provided and only shall apply to transactions agreed to
beginning on or after the date the change in netting status becomes
effective.
28.3 The Parties may by separate agreement either through a Confirmation
Agreement or some other agreement set out specific terms relating to
the implementation of the netting in addition to or in lieu of
Exhibit A.
Issued by: Michael E. Small, General Counsel to Effective: March 1, 2002
Western Systems Power Pool
Issued on: December 21, 2001
Western Systems Power Pool Original Sheet No. 47A
Rate Schedule FERC No. 6
29. TAXES:
The Contract Price for all transactions under the Service Schedules
shall include full reimbursement for, and the Seller is liable for and
shall pay, or cause to be paid, or reimburse the Purchaser for if the
Purchaser has paid, all taxes applicable to a transaction that arise prior
to the delivery point. If the Purchaser is required to remit such tax, the
amount shall be deducted from any sums due to the Seller. The Seller shall
indemnify,
Issued by: Michael E. Small, General Counsel to Effective: March 1, 2002
Western Systems Power Pool
Issued on: December 21, 2001
Western Systems Power Pool Original Sheet No. 48
Rate Schedule FERC No. 6
defend, and hold harmless the Purchaser from any claims for such taxes.
The Contract Price does not include reimbursement for, and the Purchaser
is liable for and shall pay, cause to be paid, or reimburse the Seller for
if the Seller has paid, all taxes applicable to a transaction arising at
and from the delivery point, including any taxes imposed or collected by a
taxing authority with jurisdiction over the Purchaser. The Purchaser shall
indemnify, defend, and hold harmless the Seller from any claims for such
taxes. Either Party, upon written request of the other Party, shall
provide a certificate of exemption or other reasonably satisfactory
evidence of exemption if either Party is exempt from taxes, and shall use
reasonable efforts to obtain and cooperate with the other Party in
obtaining any exemption from or reduction of any tax. Taxes are any
amounts imposed by a taxing authority associated with the transaction.
30. CONFIDENTIALITY:
The terms of any transaction under the Service Schedules or any
other information exchanged by the Purchaser and Seller relating to the
transaction shall not be disclosed to any person not employed or retained
by the Purchaser or the Seller or their affiliates, except to the extent
disclosure is (1) required by law, (2) reasonably deemed by the disclosing
Party to be required to be disclosed in connection with a dispute between
or among the Parties, or the defense of any litigation or dispute, (3)
otherwise permitted by consent of the other Party, which consent shall not
be unreasonably withheld, (4) required to be made in connection with
regulatory proceedings (including proceedings relating to FERC, the United
States Securities and Exchange Commission or any other
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2000
Western Systems Power Pool
Issued on: September 29, 2000
Filed to comply with order of the Federal Energy Regulatory Commission,
Docket Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool Original Sheet No. 49
Rate Schedule FERC No. 6
federal, state or provincial regulatory agency); (5) required to comply
with North American Electric Reliability Organization, regional
reliability council, or successor organization requirements; or (6)
necessary to obtain transmission service. In the event disclosure is made
pursuant to this provision, the Parties shall use reasonable efforts to
minimize the scope of any disclosure and have the recipients maintain the
confidentiality of any documents or confidential information covered by
this provision, including, if appropriate, seeking a protective order or
similar mechanism in connection with any disclosure. This provision shall
not apply to any information that was or is hereafter in the public domain
(except as a result of a breach of this provision).
31. TRANSMISSION TARIFF:
Pursuant to FERC Order No. 888, issued on April 24, 1996, and FERC
orders where applicable, the WSPP Default Transmission Tariff has been
filed and has become effective. The Parties agree to be bound by the terms
of that Tariff for so long as they are Western Systems Power Pool members.
32. TRANSACTION SPECIFIC TERMS AND ORAL AGREEMENTS:
32.1 The Parties' agreement to transaction specific terms which
constitute the Confirmation Agreement shall be made by one of the
following methods: (1) provision of pertinent information through
written Confirmation Agreements (see Exhibit C for a sample); or (2)
oral conversation, provided that such oral conversation is recorded
electronically. By mutual agreement and consistent with and pursuant
to the provisions of this Section 32, the Parties to a transaction
under
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2000
Western Systems Power Pool
Issued on: September 29, 2000
Filed to comply with order of the Federal Energy Regulatory Commission,
Docket Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool Third Revised Sheet No. 50
Rate Schedule FERC No. 6 Superseding Second Revised Sheet No. 50
this Agreement may agree to modify any term of this Agreement which
applies to such transaction (but not to provisions regarding the
operation of the WSPP as an organization including Sections 7 and
8), such agreement to be reflected in a Confirmation Agreement.
Written confirmation shall be required for all transactions of one
week or more. Upon request of the Purchaser or at the election of
the Seller, the Seller shall provide written confirmation which must
be received by the Purchaser within five Business Days of the date
of the agreement or request. The Purchaser shall have five Business
Days from date of receipt to respond to the confirmation. If the
Purchaser does not respond within that time period, the Seller's
written confirmation shall be considered as accepted and final
except as provided in Section 32.5. If the Seller fails to provide
any required written confirmation within five Business Days, as
described above, then the Purchaser may submit a written
confirmation to the Seller. The Purchaser shall submit such written
confirmation within five Business Days after the deadline for
submitting a written confirmation applicable to the Seller as set
forth above has expired. If the Seller fails to respond to
Purchaser's confirmation within five Business Days, then the
Purchaser's written confirmation shall be considered as accepted and
final except as provided in Section 32.5. Notwithstanding the
foregoing, any failure of the Seller or the Purchaser to provide
written confirmation of the transaction shall not invalidate any
oral agreement of the Parties except for oral agreements prohibited
by Section 32.5. Nor shall any oral agreement of the Parties be
considered invalidated
Issued by: Michael E. Small, General Counsel to Effective: September 1, 2002
Western Systems Power Pool
Issued on: July 2, 2002
Western Systems Power Pool First Revised Sheet No. 50A
Rate Schedule FERC No. 6 Superseding Original Sheet No. 50A
before and during the time period the confirmation process is
ongoing and no final Confirmation Agreement under these procedures
or through mutual agreement has been reached.
Issued by: Michael E. Small, General Counsel to Effective: March 1, 2002
Western Systems Power Pool
Issued on: December 21, 2001
Western Systems Power Pool Original Sheet No. 51
Rate Schedule FERC No. 6
32.2 The Parties agree not to contest, or assert any defense with respect
to, the validity or enforceability of any agreement to the terms
concerning a specific transaction(s), on the basis that
documentation of such terms fails to comply with the requirements of
any statute that agreements be written or signed. Each Party
consents to the recording by the other Party, without any further
notice, of telephone conversations between representatives of the
Parties, which contain agreements to or discussion concerning the
terms of a specific transaction(s). All such recordings may be
introduced and admitted into evidence for the purpose of proving
agreements to terms, and any objection to such introduction or
admission for such purpose is hereby expressly waived. The terms
documented hereunder, whether stated in a written document or a
recording, are intended by the Parties as a final expression of
their agreement with respect to such terms as are included therein
and may not be contradicted by evidence of any prior agreement, but
may be supplemented by course of dealing, performance, usage of
trade and evidence of consistent additional mutually agreed-upon
terms.
32.3 For individual transactions under the Service Schedules, the
Agreement as it may be modified or supplemented by a Confirmation
Agreement shall bind the Parties and govern the transactions;
provided, however, if the Parties to a transaction do not reach
agreement on such modification or change to a term of the Agreement,
or the Confirmation Agreement is not considered accepted and final
pursuant to Section 32.1, then the term or terms of the Agreement,
which the Parties could not
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2000
Western Systems Power Pool
Issued on: September 29, 2000
Filed to comply with order of the Federal Energy Regulatory Commission,
Docket Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool Second Revised Sheet No. 52
Rate Schedule FERC No. 6 Superseding First Revised Sheet No. 52
reach agreement to modify or change or which are not considered
modified pursuant to Section 32.1, shall apply to that transaction.
In the event of a conflict between a binding and effective
Confirmation Agreement and this Agreement, the Confirmation
Agreement shall govern.
32.4 The Seller shall not be required to file written confirmations with
FERC except as provided in the Service Schedules.
32.5 When a Confirmation Agreement contains Non-Standard Confirmation
Provisions which are provisions other than those set forth in
paragraphs (a) - (l) of Exhibit C, those Non-Standard Confirmation
Provisions shall not be deemed to be accepted pursuant to Section
32.1 unless agreed to: (i) orally, with that oral agreement recorded
(provided that such oral agreement option only shall be available
for transactions of less than one week); or (ii) in a writing
executed by both Parties.
32.6 Other Products and Service Levels: The Parties may agree to use a
product/service level defined by a different agreement (e.g., the
California ISO tariff, the ERCOT agreement or the EEI agreement) for
a particular transaction under this Agreement. Unless the Parties
expressly state and agree that all the terms and conditions of such
other agreement will apply to any such transaction, the transaction
shall be subject to all the terms of this Agreement, except that (1)
all service level/product definitions, (2) force
majeure/uncontrollable force definitions, and (3) other terms as
mutually agreed shall have the meaning
Issued by: Michael E. Small, General Counsel to Effective: September 1, 2002
Western Systems Power Pool
Issued on: July 2, 2002
Western Systems Power Pool Original Sheet No. 52A
Rate Schedule FERC No. 6
ascribed to them in the different agreement or in the applicable
confirmation notice or agreement.
32.7 Written confirmation pursuant to this Section 32 may be provided in
electronic format so long as the Parties to the affected transaction
or transactions have agreed on the procedures and format for doing
so.
33. PERFORMANCE, TITLE, AND WARRANTIES FOR TRANSACTIONS UNDER SERVICE
SCHEDULES:
33.1 Performance
33.1.1 The Seller shall deliver to the delivery point(s) as agreed
to in the applicable Confirmation Agreement and sell to the
Purchaser in accordance with the terms of the Agreement and
such Confirmation Agreement.
33.1.2 The Purchaser shall receive and purchase the Contract
Quantity, as agreed to by the Parties in the applicable
Confirmation Agreement, at the delivery point(s) and purchase
from the Seller in accordance with the terms of the Agreement
and such Confirmation Agreement.
33.2 Title and Risk of Loss
Title to and risk of loss of the electric energy shall pass
from the Seller to the Purchaser at the delivery point agreed to in
the Confirmation Agreement; provided, however, with regard to
federal agencies or parts of the United States
Issued by: Michael E. Small, General Counsel to Effective: March 1, 2002
Western Systems Power Pool
Issued on: December 21, 2001
Western Systems Power Pool Original Sheet No. 53
Rate Schedule FERC No. 6
Government, title to and risk of loss shall pass to Purchaser to the
extent permitted by and consistent with applicable law.
33.3 Warranties
The Seller warrants that it will transfer to the Purchaser
good title to the electric energy sold under the Agreement and any
Confirmation Agreement, free and clear of all liens, claims, and
encumbrances arising or attaching prior to the delivery point and
that Seller's sale is in compliance with all applicable laws and
regulations. THE SELLER HEREBY DISCLAIMS ALL OTHER WARRANTIES,
EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF MERCHANTABILITY OR
FITNESS FOR A PARTICULAR PURPOSE.
34. DISPUTE RESOLUTION:
34.1 INFORMAL DISPUTE RESOLUTION
Before binding dispute resolution or any other form of
litigation may proceed, any dispute between the Parties to a
transaction under this Agreement first shall be referred to
nonbinding mediation. The Parties shall attempt to agree upon a
mediator from a list of ten (10) candidates provided by the Chairman
of the WSPP Operating Committee or his or her designee. If the
Parties are unable to agree, then the Chairman or the designee shall
appoint a mediator for the dispute. Neither the mediator nor the
person involved on behalf of the WSPP in developing a list of
mediators for the Parties to choose from or in selecting the
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2000
Western Systems Power Pool
Issued on: September 29, 2000
Filed to comply with order of the Federal Energy Regulatory Commission,
Docket Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool Original Sheet No. 54
Rate Schedule FERC No. 6
mediator (if the Parties are unable to do so) shall possess a direct
or indirect interest in either Party or the subject matter of the
mediation. The WSPP shall establish procedures for the appointment
of mediators and the conduct of mediation and those procedures shall
apply to the mediation.
34.2 BINDING DISPUTE RESOLUTION
The Parties to a dispute may elect binding dispute resolution
using the following process unless binding arbitration of certain
disputes is required under this Agreement in which event the Parties
shall use the process set forth in this Section 34.2 to resolve such
disputes, unless the Parties otherwise agree:
(a) WSPP Dispute Resolution: A Party to a dispute (if binding
dispute resolution is required) or all Parties to a dispute
(if agreement of the Parties is required for binding dispute
resolution) may initiate binding dispute resolution under WSPP
procedures by notifying the Chairman of the WSPP Operating
Committee or his or her designee. The Chairman or his or her
designee shall provide the Parties with a list of ten (10)
eligible arbitrators. Within ten (10) days of receiving the
list, the Parties shall agree on a single arbitrator from the
list to conduct the arbitration, or notify the Chairman of the
Operating Committee or the designee of their inability to
reach agreement. If notified of the Parties inability to reach
agreement, then the Chairman or the designee shall choose the
arbitrator from the list within five (5) days. Neither the
arbitrator nor the person
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2000
Western Systems Power Pool
Issued on: September 29, 2000
Filed to comply with order of the Federal Energy Regulatory Commission,
Docket Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool Original Sheet No. 55
Rate Schedule FERC No. 6
involved on behalf of the WSPP in developing a list of
arbitrators for the Parties to choose from or in selecting the
arbitrator (if the Parties are unable to do so) shall possess
a direct or indirect interest in either Party or the subject
matter of the arbitration. The Procedures to be used for this
arbitration shall follow the arbitration procedures which
shall be developed and maintained by the WSPP and the
procedures will be generally consistent with the commercial
arbitration rules of the American Arbitration Association
though not involving the Association.
If the Parties agree to binding dispute resolution under this
Section 34.2, each Party understands that it will not be able to
bring a lawsuit concerning any dispute that may arise which is
covered by this arbitration provision. Notwithstanding the
foregoing, nothing herein is intended to waive any provision of the
Federal Arbitration Act, 9 U.S.C. Section 1, et. seq., or anY right
under state statute or common law to challenge an arbitration award
or to prevent any action to enforce any arbitration award.
A Party's liability and damages under any arbitration award
resulting from the process set forth in this Section 34.2 shall be
limited as provided in this Agreement or in any Confirmation
Agreement.
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2000
Western Systems Power Pool
Issued on: September 29, 2000
Filed to comply with order of the Federal Energy Regulatory Commission,
Docket Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool Original Sheet No. 56
Rate Schedule FERC No. 6
34.3 COSTS
Each Party shall be responsible for its own costs and those of
its counsel and representatives. The Parties shall equally divide
the costs of the arbitrator or mediator and the hearing.
34.4 CONFIDENTIALITY
Any arbitration or mediation under this Section 34 shall be
conducted on a confidential basis and not disclosed, including any
documents or results which shall be considered confidential, unless
the Parties otherwise agree or such disclosure is required by law.
35. FORWARD CONTRACTS:
The Parties acknowledge and agree that all transactions under the
Agreement and Confirmation Agreement(s) are forward contracts and that the
Parties are forward contract merchants, as those terms are used in the
United States Bankruptcy Code. The Parties acknowledge and agree that all
of their transactions, together with this Agreement and the related
Confirmation Agreement(s) form a single, integrated agreement, and
agreements and transactions are entered into in reliance on the fact that
the agreements and each transaction form a single agreement between the
Parties.
36. TRADE OPTION EXCEPTION
The Parties intend that any Physically Settled Option under this
Agreement shall qualify under the trade option exception, 17 C.F.R.
Section 32.4. Accordingly, each Party buying or selling a Physically
Settled Option agrees and warrants that any such option
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2000
Western Systems Power Pool
Issued on: September 29, 2000
Filed to comply with order of the Federal Energy Regulatory Commission,
Docket Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool Original Sheet No. 57
Rate Schedule FERC No. 6
shall be offered only to a provider, user, or merchant and that the
entities entering into the options are doing so solely for purposes
related to their business.
37. ADDITIONAL REPRESENTATIONS AND WARRANTIES:
Each Party warrants and represents to the other(s) that it possesses
the necessary corporate, governmental and legal authority, right and power
to enter into and agree to the applicable Confirmation Agreement for a
transaction or transactions and to perform each and every duty imposed,
and that the Parties' agreement to buy and sell power under this Agreement
and the Confirmation Agreement represents a contract. Each Party also
warrants and represents to the other(s) that each of its representatives
executing or agreeing through a Confirmation Agreement to a transaction
under this Agreement is authorized to act on its behalf.
Each Party further warrants and represents that entering into and
performing this Agreement and any applicable Confirmation Agreement does
not violate or conflict with its Charter, By-laws or comparable
constituent document, any law applicable to it, any order or judgment of
any court or other agency of government applicable to it or any agreement
to which it is a party and that this Agreement and applicable Confirmation
Agreement(s), constitute a legal, valid and binding obligation enforceable
against such Party in accordance with the terms of such agreements.
Each Party also represents that it is solvent and that on each
delivery this representation shall be deemed renewed unless notice to the
contrary is given in writing by the Purchaser to the Seller before
delivery.
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2000
Western Systems Power Pool
Issued on: September 29, 2000
Filed to comply with order of the Federal Energy Regulatory Commission,
Docket Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool First Revised Sheet No. 58
Rate Schedule FERC No. 6 Superseding
Original Sheet No. 58
38. FLOATING PRICES:
38.1 In the event the Parties intend that the price for a transaction is
to be based on an index, exchange or any other kind of variable
reference price (such price being a "Floating Price"), the Parties
shall specify the "Floating Price" to be used to calculate the
amounts in a Confirmation Agreement due Seller for that transaction.
38.2 Market Disruption. If a Market Disruption Event has occurred and is
continuing during the Determination Period, the Floating Price for
the affected Trading Day shall be determined as follows. The Parties
shall negotiate in good faith to agree on a Floating Price (or a
method for determining a Floating Price) for the affected Trading
Day. If the Parties have not so agreed on or before the twelfth
Business Day following the first Trading Day on which the Market
Disruption Event occurred or existed, then the Floating Price shall
be determined in good faith by the Parties based upon (1) quotes
from Dealers in energy contracts; and/or (2) quotes from Brokers in
energy contracts. Each Party may obtain up to a maximum of four
quotes which must be provided to the other Party no later than
twenty-two Business Days following the first Business Day on which
the Market Disruption Event occurred or existed. These quotes shall
reflect transacted prices. The Floating Price for the affected
Trading Day shall equal a simple average of the quotes obtained and
provided by the Parties consistent with the provisions of this
Section 38. Each Party providing quote(s) to the other Party also
shall
Issued by: Michael E. Small, General Counsel to Effective: March 1, 2002
Western Systems Power Pool
Issued on: December 21, 2001
Western Systems Power Pool Original Sheet No. 58A
Rate Schedule FERC No. 6
identify to that other Party the Dealer(s) and/or the Broker(s) who
provided each of the quotes to allow verification. "Determination
Period" means each calendar month during the term of the relevant
transaction; provided that if the term of the transaction is less
than one calendar month the Determination Period shall be the term
of the transaction. "Market Disruption Event" means, with respect to
an index, any of the following events (the existence of which shall
be determined in good faith by the Parties): (a) the failure of the
index to announce or publish information necessary for determining
the Floating Price; (b) the failure of trading to commence or the
permanent discontinuation or material suspension of trading in the
relevant options contract or commodity on the exchange or market
acting as the index; (c) the temporary or permanent discontinuance
or unavailability of the index; (d) the temporary or permanent
closing of any exchange acting as the index; or (e) a material
change in the formula for or the method of determining the Floating
Price.
"Trading Day" means a day in respect of which the relevant price
source published the relevant price or would have published the
relevant price but for the Market Disruption Event.
38.3 Calculation of Floating Price. For the purposes of the
calculation of a Floating Price, all numbers shall be rounded to
three (3) decimal places. If the fourth (4th) decimal number is
five (5) or greater, then the third (3rd) decimal number shall be
Issued by: Michael E. Small, General Counsel to Effective: March 1, 2002
Western Systems Power Pool
Issued on: December 21, 2001
Western Systems Power Pool Original Sheet No. 58B
Rate Schedule FERC No. 6
increased by one (1), and if the fourth (4th) decimal number is less
than five (5), then the third (3rd) decimal number shall remain
unchanged.
39. AMENDMENT:
39.1 This Agreement may be amended upon the submission to FERC and
acceptance by FERC of that amendment. The Parties through the
Executive Committee shall direct the filing of any amendments. The
Parties to this Agreement agree to bound by this Agreement as it may
be amended, provided that the Parties possess the right to challenge
any amendments at FERC and to exercise any applicable withdrawal
rights under this Agreement.
39.2 Unless otherwise stated in the amendment, all amendments shall apply
only to new transactions entered into or agreed to on or after the
effective date of the amendment. Preexisting agreements and
transactions shall operate under the version of the WSPP Agreement
effective at the time of the agreement for the transaction unless
the Parties to a transaction or transactions mutually agree
otherwise.
39.3 An agreement modifying this Agreement or a Confirmation Agreement
for a transaction needs no consideration to be binding.
40. EXECUTION BY COUNTERPARTS:
This Agreement may be executed in any number of counterparts, and
upon execution by all Parties, each executed counterpart shall have the
same force and effect as
Issued by: Michael E. Small, General Counsel to Effective: March 1, 2002
Western Systems Power Pool
Issued on: December 21, 2001
Western Systems Power Pool First Revised Sheet No. 59
Rate Schedule FERC No. 6 Superseding Original Sheet No. 59
an original instrument and as if all Parties had signed the same
instrument. Any signature page of this Agreement may be detached from any
counterpart of this Agreement without impairing the legal effect of any
signatures thereon, and may be attached to another counterpart of this
Agreement identical in form hereto but having attached to it one or more
signature pages.
41. WITNESS:
IN WITNESS WHEREOF, the Parties have caused this Agreement to be
executed by their duly authorized representative as of the 27th day of
July, 1991 (or as of the date of execution of this Agreement by each
Party's duly authorized representation, in the case of any Party that
becomes a signatory to this Agreement subsequent to July 27, 1991).
By:________________________________
Name:
Title:
Issued by: Michael E. Small, General Counsel to Effective: March 1, 2002
Western Systems Power Pool
Issued on: December 21, 2001
Western Systems Power Pool Original Sheet No. 60
Rate Schedule FERC No. 6
EXHIBIT A
NETTING
Each Party that executes this Exhibit A to the Agreement agrees to net
payments for transactions under WSPP Service Schedule A, B, and C with any other
Party or Parties which also have agreed to net payments by executing a copy of
this Exhibit A. The Party executing this Exhibit A shall indicate below when it
desires that its agreement to net becomes effective. A Party agreeing to net
under this Exhibit A shall comply with the provisions of Section 28.2 of the
Agreement. Defined terms used herein are as defined in the WSPP Agreement.
Netting shall be done in accordance with the following provision:
If the Purchaser and Seller are each required to pay an amount on
the payment due date in the same month for transactions under the
Agreement or Confirmation Agreement, then such amounts with respect
to each Party will be aggregated and the Parties will discharge
their obligations to pay through netting, in which case the Party
owing the greater aggregate amount will pay to the other party the
difference between the amounts owed consistent with the payment
times in Section 9.2 of the Agreement, unless the Parties have
otherwise agreed to a different payment time as allowed by the
Agreement. Each Party reserves to itself all rights, set-offs,
counterclaims and other remedies and/or defenses to which it is or
may be entitled, arising from or out of the Agreement. All
outstanding payments between the Parties which are to be netted
pursuant to this Exhibit A for transactions under WSPP Service
Schedule A, B, and C shall be offset against each other or set off
or recouped therefrom.
- ---------------------------------- --------------------------
Name of Authorized Representative Effective Date for Netting
- ----------------------------------
Name of WSPP Member
- ---------------------------------- --------------------------
Signature of Authorized Date of Execution
Representative
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2000
Western Systems Power Pool
Issued on: September 29, 2000
Filed to comply with order of the Federal Energy Regulatory Commission,
Docket Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool Original Sheet No. 61
Rate Schedule FERC No. 6
[WSPP SAMPLE FORM - PARTIES ARE FREE TO USE THIS OR DISREGARD IT.]
EXHIBIT B
FORM OF COUNTERPARTY GUARANTEE AGREEMENT
This Guarantee Agreement (this "Guarantee"), dated, as of [__________],
199[__], is made and entered into by [_____________], a [__________] corporation
("Guarantor").
WITNESSETH:
WHEREAS, [___________________] (the "Company") may enter into transactions
involving power sales under the Western Systems Power Pool ("WSPP Agreement")
and related confirmation agreements(1) (collectively "Agreements") with [Company
Name] ("Guaranteed Party"); and
WHEREAS, Guarantor will directly or indirectly benefit from the
Agreements.
NOW THEREFORE, in consideration of the Guaranteed Party agreeing to
conduct business with Company, Guarantor hereby covenants and agrees as follows:
1. GUARANTY. Subject to the provisions hereof, Guarantor hereby
irrevocably and unconditionally guarantees the timely payment when due of the
obligations of Company (the "Obligations") to the Guaranteed Party in accordance
with the Agreements. If Company fails to pay any Obligations, Guarantor shall
promptly pay to the Guaranteed Party no later than the next Business Day (as
defined in the WSPP Agreement), after notification, the amount due in the same
currency and manner provided for in the Agreements. This Guarantee shall
constitute a guarantee of payment and not of collection. Guarantor shall have no
right of subrogation with respect to any payments it makes under this Guarantee
until all of the Obligations of Company to the Guaranteed Party are paid in
full. The liability of Guarantor under the Guarantee shall be subject to the
following:
(a) Guarantor's liability hereunder shall be and is specifically
limited to payments expressly required to be made in accordance with the
Agreements (even if such payments are deemed to be damages) and, except to the
extent specifically provided in the Agreements, in no event shall Guarantor be
subject hereunder to consequential, exemplary, equitable, loss of profits,
punitive, tort, or any other even if such fees together with the payments
- ---------------------------------------
(1)
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2000
Western Systems Power Pool
Issued on: September 29, 2000
Filed to comply with order of the Federal Energy Regulatory Commission,
Docket Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool Original Sheet No. 62
Rate Schedule FERC No. 6
exceed the cap in Section 1(b), damages, costs, except that Guarantor shall be
required to pay reasonable attorney fees.
(b) The aggregate liability of the Guarantor shall not exceed
[_____] Million U.S. Dollars [___________].
2. DEMANDS AND NOTICE. If Company fails or refuses to pay any Obligations,
the Guaranteed Party may make a demand upon Guarantor (hereinafter referred to
as a "Payment Demand"). A Payment Demand shall be in writing and shall
reasonably and briefly specify in what manner and what amount Company has failed
to pay and an explanation of why such payment is due, with a specific statement
that the Guaranteed Party is calling upon Guarantor to pay under this Guarantee.
A Payment Demand satisfying the foregoing requirements shall be deemed
sufficient notice to Guarantor that it must pay the Obligations. A single
written Payment Demand shall be effective as to any specific default during the
continuance of such default, until Company or Guarantor has cured such default,
and additional Payment Demands concerning such default shall not be required
until such default is cured.
3. REPRESENTATIONS AND WARRANTIES. Guarantor represents and warrants that:
(a) it is a corporation duly organized and validly existing under
the laws of the State of [_____________] and has the corporate power and
authority to execute, deliver and carry out the terms and provisions of this
Guarantee;
(b) no authorization, approval, consent or order of, or registration
or filing with, any court or other governmental body having jurisdiction over
Guarantor is required on the part of Guarantor for the execution and delivery of
this Guarantee; and
(c) this Guarantee constitutes a valid and legally binding agreement
of Guarantor enforceable against Guarantor in accordance with its terms, except
as the enforceability of this Guarantee may be limited by the effect of any
applicable bankruptcy, insolvency, reorganization, moratorium or similar laws
affecting creditors' rights generally and by general principles of equity.
4. EFFECT OF BANKRUPTCY BY COMPANY. The Guarantor's obligation to pay
under this Guarantee shall not be affected in any way by the institution with
respect to the Company of a bankruptcy, reorganization, moratorium or similar
insolvency proceeding or other relief under any bankruptcy or insolvency law
affecting creditor's rights or a petition for the Company's winding-up or
liquidation.
5. AMENDMENT. No term or provision of this Guarantee shall be amended,
modified, altered, waived, or supplemented except in a writing signed by the
Guarantor and Guaranteed Party hereto.
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2000
Western Systems Power Pool
Issued on: September 29, 2000
Filed to comply with order of the Federal Energy Regulatory Commission,
Docket Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool Original Sheet No. 63
Rate Schedule FERC No. 6
6. WAIVERS. Guarantor hereby waives (a) notice of acceptance of this
Guarantee; (b) presentment and demand concerning the liabilities of Guarantor,
except as expressly hereinabove set forth; and (c) any right to require that any
action or proceeding be brought against Company or any other person, or except
as expressly hereinabove set forth, to require that the Guaranteed Party seek
enforcement of any performance against Company or any other person, prior to any
action against Guarantor under the terms hereof.
Except as to applicable statutes of limitation, no delay of the Guaranteed
Party in the exercise of, or failure to exercise, any rights hereunder shall
operate as a waiver of such rights, a waiver of any other rights or a release of
Guarantor from any obligations hereunder.
Guarantor consents to the renewal, compromise, extension, acceleration or
other changes in the time of payment of or other changes in the terms of the
Obligations, or any part thereof or any changes or modifications to the terms of
the Agreements.
Guarantor may terminate this Guarantee by providing written notice of such
termination to the Guaranteed Party and upon the effectiveness of such
termination, Guarantor shall have no further liability hereunder, except as
provided in the last sentence of this paragraph. No such termination shall be
effective until fifteen (15) Business Days after receipt by the Guaranteed Party
of such termination notice. No such termination shall affect Guarantor's
liability with respect to any obligations arising under any transaction entered
into prior to the time the termination is effective, which transaction shall
remain guaranteed pursuant to the terms of this Guarantee.
7. ASSIGNMENT. The Guarantor shall not assign this Guarantee without the
express written consent of the Guaranteed Party. The Guaranteed Party shall be
entitled to assign its rights under this Agreement in its sole discretion.
8. NOTICE. Any Payment Demand, to the Guaranteed Party or the Guarantor
notice, request, instruction, correspondence or other document to be given
hereunder by any party to another (herein collectively called "Notice") shall be
in writing and delivered personally or mailed by certified mail, postage prepaid
and return receipt requested, or by telegram or telecopier, as follows:
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2000
Western Systems Power Pool
Issued on: September 29, 2000
Filed to comply with order of the Federal Energy Regulatory Commission,
Docket Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool Original Sheet No. 64
Rate Schedule FERC No. 6
To [Name of Guaranteed Party] ____________________________
____________________________
____________________________
Attn: ____________________________
Fax No.: (___) ___________________
To Guarantor: ____________________________
____________________________
____________________________
Attn: ____________________________
Fax No.: (___) ___________________
Notice given by personal delivery or mail shall be effective upon actual
receipt. Notice given by telegram or telecopier shall be effective upon actual
receipt if received during the recipient's normal business hours, or at the
beginning of the recipient's next business day after receipt if not received
during the recipient's normal business hours. All Notices by telegram or
telecopier shall be confirmed promptly after transmission in writing by
certified mail or personal delivery. Any party may change any address to which
Notice is to be given to it by giving notice as provided above of such change of
address.
8. MISCELLANEOUS. THIS GUARANTEE SHALL IN ALL RESPECTS BE GOVERNED BY, AND
CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF [State], WITHOUT REGARD
TO PRINCIPLES OF CONFLICTS OF LAWS. This Guarantee shall be binding upon
Guarantor, its successors and assigns and inure to the benefit of and be
enforceable by the Guaranteed Party, its successors and assigns. The Guarantee
embodies the entire agreement and understanding between Guarantor and the
Guaranteed Party and supersedes all prior agreements and understandings relating
to the subject matter hereof. The headings in this Guarantee are for purposes of
reference only, and shall not affect the meaning hereof. This Guarantee may be
executed in any number of counterparts, each of which shall be an original, but
all of which together shall constitute one instrument.
EXECUTED as of the day and year first above written.
[_____________________________]
By: __________________________
Name: ________________________
Title: _______________________
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2000
Western Systems Power Pool
Issued on: September 29, 2000
Filed to comply with order of the Federal Energy Regulatory Commission,
Docket Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool Second Revised Sheet No. 65
Rate Schedule FERC No. 6 Superseding First Revised Sheet No. 65
EXHIBIT C
SAMPLE FORM FOR CONFIRMATION
1. TRANSACTION SPECIFIC AGREEMENTS
The undersigned Parties agree to sell and purchase electric energy,
or a Physically-Settled Option, pursuant to the WSPP Agreement as it is
supplemented and modified below:
(a) Seller: __________________________________
(b) Purchaser: __________________________________
(c) Period of Delivery: From __\__\__ To __\__\__
(d) Schedule (Days and Hours): __________________
(e) Delivery Rate:________________________________
(f) Delivery Point(s): __________________________
(g) Type of Service (Check as Applicable)
Service Schedule A _________
Service Schedule B _________
Service Schedule C _________
Physically-Settled Option Service Schedule B ______
Physically-Settled Option Service Schedule C ______
Other products per Section 32.6 _________________ [DESCRIBE
PRODUCT]
(h) Contract Quantity: ________ Total MWhrs.
(i) Contract or Strike Price: _____________________
(j) Transmission Path for the Transaction (If Applicable):
(k) Date of Agreement if different: _____________
(l) Additional Information for Physically-Settled Options
(i) Option Type: Put __________ Call______________
(ii) Option Style: __________
(iii) Exercise Date or Period: __________
(iv) Premium: __________
(v) Premium Payment Date: _________
(vi) Method for providing notice of exercise__________________
(m) Special Terms and Exceptions:
See Attachment A
[Special Terms and Exceptions shall be shown on an Attachment to this
Confirmation.]
- ---------------------------- ---------------------------
Name of Trader for Purchaser Name of Trader for Seller
Issued by: Michael E. Small, General Counsel to Effective: March 1, 2002
Western Systems Power Pool
Issued on: December 21, 2001
Western Systems Power Pool Original Sheet No. 66
Rate Schedule FERC No. 6
- --------------------------- ---------------------------
Authorized Signature Authorized Signature
for Purchaser for Seller
- --------------------------- ---------------------------
Date Date
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2000
Western Systems Power Pool
Issued on: September 29, 2000
Filed to comply with order of the Federal Energy Regulatory Commission,
Docket Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool Original Sheet No. 67
Rate Schedule FERC No. 6
EXHIBIT D
WSPP MEDIATION AND ARBITRATION PROCEDURES
I. MEDIATION
A. INFORMAL MEDIATION. WSPP members with a dispute or a potential
dispute involving transactions under the WSPP Agreement may
request non-binding, informal mediation by contacting the WSPP's
General Counsel and by providing a brief explanation in writing
of the dispute and the remedy being sought. All parties to the
dispute must request this Informal Mediation for it to become
effective. After this contact, a telephonic conference call will
be arranged among the affected WSPP members and the WSPP's
General Counsel, the Chairman of the Operating Committee, and/or
some other independent and knowledgeable person requested by the
Chairman of the Operating Committee to participate. The purpose
of the conference call will be to discuss the issues and to have
an independent person or persons state their views. Best efforts
will be made to set up this conference call within five Business
Days after the WSPP's General Counsel is contacted subject to
accommodating the schedules of all involved. This Informal
Mediation shall be considered as satisfying the Mediation
requirements of Section 34.1 of the WSPP Agreement.
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2000
Western Systems Power Pool
Issued on: September 29, 2000
Filed to comply with order of the Federal Energy Regulatory Commission,
Docket Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool Original Sheet No. 68
Rate Schedule FERC No. 6
B. INITIATING FORMAL MEDIATION. A WSPP member which believes that
it possesses a claim against another WSPP member relating to a
WSPP transaction, which is unable to resolve the dispute through
agreement with the other member to the transaction, and which
desires to pursue that claim shall initiate non-binding formal
mediation pursuant to Section 34.1 of the WSPP Agreement. The
member initiating such mediation shall do so by Serving written
notice to the Chairman of the WSPP Operating Committee, the
WSPP's General Counsel, and the other members against which the
claim is directed. Such notice shall state the nature of the
dispute, the remedy sought, and support the claim.
C. RESPONSE TO DOCUMENT INITIATING FORMAL MEDIATION. Within eight days,
the member or members against which the claim is directed may
provide a response to the notice which shall be Served on the member
which initiated the Mediation, the Chairman of the WSPP's Operating
Committee, and the WSPP's General Counsel.
D. CHOOSING THE MEDIATOR. The Mediator shall be chosen in accordance
with the procedures set forth in Section 34.1 of the WSPP Agreement.
Each Party may suggest persons to be included on the list of
Mediators to be presented to the Parties provided that these
suggested persons shall be provided to the WSPP Representative
together with relevant personal histories within two Business Days
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2000
Western Systems Power Pool
Issued on: September 29, 2000
Filed to comply with order of the Federal Energy Regulatory Commission,
Docket Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool Original Sheet No. 69
Rate Schedule FERC No. 6
of the date by which time the list of Mediators is to be sent out.
The WSPP Representative shall allow at least one person suggested by
each Party to be added to the list of Mediators. A brief personal
history of each person on the list of potential mediators shall be
provided to the Parties, with that history showing the person's
employment over the last five years and any other relevant facts.
The WSPP Representative shall provide the Parties with the list of
Mediators within five days of receipt of notice of the dispute. The
Parties then shall have five days in which to reach agreement on a
Mediator or inform the WSPP Representative that they were unable to
reach agreement in which event the WSPP Representative shall appoint
the Mediator consistent with Section 34.1 of the WSPP Agreement.
Upon request of the Parties for expedition, the WSPP Representative
shall use best efforts to expedite this process.
E. LOCATION FOR THE FORMAL MEDIATION. The Parties shall agree on a
location for the Mediation. If the Parties fail to reach
agreement, then the WSPP Representative shall set the location
which shall be convenient for the Parties and the Mediator.
F. TIME FOR THE FORMAL MEDIATION. The Parties shall agree on the
time for the Mediation after consultation with the Mediator if
one has been appointed. If the Parties fail to reach agreement,
then the WSPP Representative shall set the time
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2000
Western Systems Power Pool
Issued on: September 29, 2000
Filed to comply with order of the Federal Energy Regulatory Commission,
Docket Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool Original Sheet No. 70
Rate Schedule FERC No. 6
which shall not be more than twenty-one days after the notice
initiating the Mediation is received after consultation with the
Parties and any Mediator.
G. CONDUCT OF THE FORMAL MEDIATION. The Mediator shall have the
ability to conduct the Mediation in any manner which the Mediator
believes is appropriate to facilitate resolution of the dispute.
Each Party shall have at least one representative with the
authority to settle the dispute present at the Mediation. The
Mediation shall be private and confidential and the Mediator
shall have the authority to exclude any person not directly
involved unless the Parties agree otherwise in writing. At the
Mediation, each Party shall have the right to make a brief
presentation of its case and to question the other Party. Each
Party also may be represented by counsel.
H. REPLACEMENT OF THE MEDIATOR. If the Mediator resigns, withdraws
or is no longer able to serve, then the Parties shall have two
Business Days in which to agree on a new Mediator. If the
Parties are unable to agree within such time, the WSPP
Representative shall appoint a replacement Mediator from the list
used to select the first Mediator within two Business Days after
being notified that the Parties are unable to agree. The dates
and deadlines in this section may require modification if the
mediator is replaced. Any extensions shall be as limited as
possible.
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2000
Western Systems Power Pool
Issued on: September 29, 2000
Filed to comply with order of the Federal Energy Regulatory Commission,
Docket Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool Original Sheet No. 71
Rate Schedule FERC No. 6
II. ARBITRATION
A. INITIATING ARBITRATION. A WSPP member which initiates Arbitration
pursuant to Section 34.2 of the WSPP Agreement shall do so by
Serving the Chairman of the WSPP Operating Committee, the WSPP
General Counsel and the members against which the claim is directed
with written notice of its demand for arbitration. Such notice shall
state the nature of the dispute, the remedy sought, and support the
claim.
B. RESPONSE. Within ten days of receipt of the notice, any member
or members against which the claim is directed may provide a
response to the notice. Such response must include any
counterclaims which the member believes are appropriate. If a
counterclaim is submitted, then the member which submitted the
notice may respond to the counterclaim within ten days of
receipt. All such responses shall be Served on the Parties, the
Chairman of the WSPP Operating Committee, and the WSPP General
Counsel.
C. CHOOSING THE ARBITRATOR. The Arbitrator shall be chosen in
accordance with the procedures set forth in Section 34.2 of the
WSPP Agreement. Each Party may suggest persons to be included on
the list of Arbitrators to be presented to the Parties provided
that these suggested persons are provided to the WSPP
Representative together with relevant personal histories within
two business days
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2000
Western Systems Power Pool
Issued on: September 29, 2000
Filed to comply with order of the Federal Energy Regulatory Commission,
Docket Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool Original Sheet No. 72
Rate Schedule FERC No. 6
of the date by which time the list of Arbitrators is to be sent out.
The WSPP Representative shall allow at least one person suggested by
each Party to be added to the list of potential Arbitrators. A brief
personal history of each person on the list of potential Arbitrators
shall be provided to the Parties, with that history showing the
person's employment over the last five years and any other relevant
facts. The WSPP Representative shall provide the Parties with the
list of Arbitrators within seven days of receipt of notice of the
request for Arbitration. The Parties then shall have ten days in
which to reach agreement on the Arbitrator or to inform the WSPP
Representative that they were unable to reach agreement in which
event the WSPP Representative shall appoint the Arbitrator
consistent with Section 34.2 of the Agreement. Upon request of the
Parties for expedition, the WSPP Representative shall use best
efforts to cause this process to be expedited.
D. LOCATION FOR THE ARBITRATION. The Parties shall agree on a
location for the Arbitration. If the Parties fail to reach
agreement, then the WSPP Representative shall set the location
which shall be convenient for the Parties and the Arbitrator.
E. TIME FOR THE ARBITRATION. The Parties shall agree on the time
for the Arbitration and coordinate that time with the Arbitrator
if one has been agreed to or appointed. If the Parties fail to
reach agreement, then the WSPP Representative
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2000
Western Systems Power Pool
Issued on: September 29, 2000
Filed to comply with order of the Federal Energy Regulatory Commission,
Docket Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool Original Sheet No. 73
Rate Schedule FERC No. 6
shall set the time which shall not be more than 60 days after the
notice is received. The WSPP Representative shall set a time after
consultation with the Parties and the Arbitrator to check their
schedules.
F. DISCOVERY. After appointment of the Arbitrator, each Party shall
be entitled to obtain relevant documents from the other Parties
and to take depositions. Each Party shall respond to such a
document request within seven days of receipt of the request and
make its employees or consultants available for depositions to
the extent that the employee or consultant possesses knowledge
and information relevant to the dispute. Each Party shall
disclose documents that are confidential or commercially
sensitive subject to a reasonable protective order. Any disputes
concerning discovery shall be promptly referred to the Arbitrator
who shall have authority to resolve such disputes, including the
authority to require attendance of witnesses at depositions. The
Federal Rules of Civil Procedure shall apply to discovery under
these procedures.
G. CONDUCT OF ARBITRATION IF THE PARTIES AGREE TO WAIVE AN ORAL
HEARING. If the Parties agree to waive an oral hearing, then the
Parties shall Serve Initial Briefs no later than 35 days after the
notice is received or notify the Arbitrator that they do not wish to
submit any additional documents. Parties shall Serve any Reply
Briefs no later than ten days after the date for Service of Initial
Briefs.
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2000
Western Systems Power Pool
Issued on: September 29, 2000
Filed to comply with order of the Federal Energy Regulatory Commission,
Docket Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool Original Sheet No. 74
Rate Schedule FERC No. 6
H. CONDUCT OF THE ARBITRATION HEARING. No later than fifteen days
before any hearing, any Party may Serve an Initial Brief or
notify the Arbitrator that they do not wish to submit any
additional documents. A Party shall Serve any Reply Brief no
later than five Business Days before any hearing. The Arbitrator
shall preside over any hearing and rule on all objections
including objections as to the admissibility of evidence or
whether the questioning is proper. All testimony shall be
submitted under oath. The Arbitrator is not bound to follow any
particular rules governing the conduct of the proceeding. The
Arbitrator may rely on legal advice provided through the WSPP.
The Arbitrator may require any person employed by a Party to
attend and testify at the hearing. Each Party shall possess the
right to present evidence, including witnesses, and to
cross-examine other Parties' witnesses. The Arbitration shall be
private and the Arbitrator shall have the authority to exclude
any person not directly involved unless the Parties otherwise
agree. Each Party may be represented by counsel. A stenographic
record of the Arbitration shall be kept.
I. DECISION. Within ten Business Days after the end of the
Arbitration hearing, the Arbitrator shall issue his award in
writing. If the Parties waived the right to an oral hearing,
then the Arbitrator shall issue the award within ten Business
Days of the last date Briefs were to be submitted. The
Arbitrator is not limited in the
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2000
Western Systems Power Pool
Issued on: September 29, 2000
Filed to comply with order of the Federal Energy Regulatory Commission, Docket
Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool Original Sheet No. 75
Rate Schedule FERC No. 6
remedies he may order so long as any arbitration award is consistent
with the provisions and limitations of the WSPP Agreement and any
applicable Confirmation Agreement with respect to the liability and
damages of any Party; provided, however, upon agreement of the
Parties to the dispute, the Arbitrator's choice of remedies may be
limited.
J. REPLACEMENT OF THE ARBITRATOR. If the Arbitrator resigns,
withdraws, or is no longer able to serve then the Parties shall
have two Business Days in which to agree on a new Arbitrator. If
the Parties are unable to agree within such time, the WSPP
Representative shall appoint a replacement Arbitrator from the
list used to select the first Arbitrator within two Business Days
after being notified that the Parties are unable to agree. The
dates and deadlines in this section may require modification if
the mediator is replaced. Any extensions shall be as limited as
possible.
III. MISCELLANEOUS
A. CONFIDENTIALITY. Any Arbitration or Mediation shall be
confidential as provided in Section 34.4 of the WSPP Agreement.
B. COSTS. Costs shall be borne by Parties as provided in Section
34.3 of the WSPP Agreement.
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2000
Western Systems Power Pool
Issued on: September 29, 2000
Filed to comply with order of the Federal Energy Regulatory Commission,
Docket Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool Original Sheet No. 76
Rate Schedule FERC No. 6
C. RESTRICTIONS ON LAWSUITS. Each Party shall be subject to the
restrictions provided in Section 34.2 of the WSPP Agreement.
D. ATTORNEY-CLIENT/ATTORNEY WORKPRODUCT. The Arbitrator or Mediator
shall not take any action which would result in disclosure of
information in violation of the attorney-client privilege or
attorney workproduct doctrine.
IV. DEFINITIONS
A. ARBITRATOR OR ARBITRATION. The Arbitrator appointed pursuant to
these procedures and Section 34.2 of the WSPP Agreement and the
Arbitration pursuant to these procedures and the WSPP Agreement.
B. INITIAL OR REPLY BRIEFS. Written documents submitted by the
Parties to support their positions and respond to each others
positions. Such documents shall be limited to 25 pages.
C. BUSINESS DAYS. Defined as in the WSPP Agreement.
D. MEDIATOR OR MEDIATION. The Mediator appointed pursuant to these
procedures and Section 34.1 of the WSPP Agreement and the Mediation
pursuant to these procedures and the WSPP Agreement.
E. PARTIES. The WSPP members involved in the Mediation or
Arbitration which have a direct interest in the dispute.
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2000
Western Systems Power Pool
Issued on: September 29, 2000
Filed to comply with order of the Federal Energy Regulatory Commission,
Docket Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool Original Sheet No. 77
Rate Schedule FERC No. 6
F. SERVICE, SERVING, OR SERVED. The method of service shall be by
fax, unless impracticable because of the size of the document.
In all events, the document should be delivered to the Party by
overnight mail. Parties also should attempt to send the document
out by email if possible. Service will be accomplished to a
Party if sent to the Party's contact person for the disputed
transaction. If there are multiple contact persons for one
Party, service to one such person shall suffice. Service shall
be to those individuals or entities specified in this procedures,
but must include service to the Parties, the Mediator or
Arbitrator (if either has been appointed), and to the WSPP
General Counsel.
G. WSPP REPRESENTATIVE. The Chairman of the WSPP Operating
Committee or his or her designee for the purposes of the
Arbitration or Mediation.
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2000
Western Systems Power Pool
Issued on: September 29, 2000
Filed to comply with order of the Federal Energy Regulatory Commission,
Docket Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool Original Sheet No. 78
Rate Schedule FERC No. 6
SERVICE SCHEDULE A
ECONOMY ENERGY SERVICE
A-1 PARTIES:
This Service Schedule is agreed upon as a part of this Agreement by the
Parties.
A-2 PURPOSE:
The purpose of this Service Schedule is to define additional specific
procedures, terms and conditions for requesting and providing Economy
Energy Service.
A-3 TERMS:
A-3.1 A Party may schedule Economy Energy Service from another Party by
mutual agreement; provided, however, that each Party shall be the
sole judge as to the extent to and the conditions under which it is
willing to provide or receive such service hereunder consistent with
statutory requirements and contractual commitments including the
Agreement and any applicable Confirmation Agreement.
A-3.2 Scheduling of Economy Energy Service hereunder shall be a
responsibility of the Parties involved.
A-3.3 Each Seller/Purchaser may prepare a daily estimate of the amount of
Economy Energy Service that it is willing and able to sell/buy each
hour and the associated hourly sale/purchase price for the next
Business Day, plus the weekend and
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2000
Western Systems Power Pool
Issued on: September 29, 2000
Filed to comply with order of the Federal Energy Regulatory Commission,
Docket Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool Original Sheet No. 79
Rate Schedule FERC No. 6
holidays, and communicate this information to all other Parties
via the Hub.
A-3.4 Purchasers shall arrange purchases directly with Sellers, and shall
be responsible for transmission arrangements.
A-3.5 Unless otherwise mutually agreed between the Purchaser and the
Seller, all Economy Energy Service transactions shall be
pre-scheduled, and billings shall be based on amounts and prices
agreed to in advance by schedulers, subject to Paragraphs A-3.6 and
3.7 and subject to change by mutual agreement between dispatchers or
schedulers due to system changes.
A-3.6 The price for Economy Energy Service shall be mutually agreed to in
advance between Seller and Purchaser and shall not be subject to the
rate caps specified in Section A-3.7 in either of the following two
circumstances:
(1) where the Seller is a FERC regulated public utility and that
Seller has been authorized to sell power like that provided
for under this Service Schedule at market-based rates; or
(2) where the Seller is not a FERC regulated public utility. A
Party is a FERC regulated public utility if it is a "public
utility" as defined in Section 201(e) of the Federal Power
Act, 16 U.S.C. Section 824(e).
A-3.7 Except as provided for in Section A-3.6, the price shall not exceed
the Seller's forecasted Incremental Cost plus up to:
$7.32/kW/ month; $1.68/kW/week;
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2000
Western Systems Power Pool
Issued on: September 29, 2000
Filed to comply with order of the Federal Energy Regulatory Commission,
Docket Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool Original Sheet No. 80
Rate Schedule FERC No. 6
33.78(cent)/kW/day; 14.07 mills/kWh; or 21.11 mills/kWh for service
of sixteen (16) hours or less per day. The hourly rate is capped at
the Seller's forecasted Incremental Cost plus 33.78(cent)/kW/ day.
The total demand charge revenues in any consecutive seven-day period
shall not exceed the product of the weekly rate and the highest
demand experienced on any day in the seven-day period. In lieu of
payment, such Parties may mutually agree to exchange economy energy
at a ratio not to exceed that ratio provided for in Section C-3.7 of
Service Schedule C. The Seller's forecasted Incremental Cost
discussed above also may include any transmission and/or ancillary
service costs associated with the sale, including the cost of any
transmission and/or ancillary services that the Seller must take on
its own system. Any such transmission and/or ancillary services
charges shall be separately identified by the Seller to the
Purchaser for transactions under this Schedule including the
exchange of economy energy. The transmission and ancillary service
rate ceilings shall be available through the WSPP's Hub or homepage.
Any such transmission services (and ancillary service provided in
conjunction with such transmission service) by Seller shall be
provided pursuant to any applicable transmission tariff or
agreement, and the rates therefore shall be consistent with such
tariff or agreement.
A-3.8 Unless otherwise agreed, the Purchaser shall be responsible for
maintaining
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2000
Western Systems Power Pool
Issued on: September 29, 2000
Filed to comply with order of the Federal Energy Regulatory Commission,
Docket Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool Original Sheet No. 81
Rate Schedule FERC No. 6
operating reserve requirements as back-up for Economy Energy Service
purchased and the Seller shall not be required to maintain such
operating reserve.
A-3.9 Each Party that is a FERC regulated public utility as defined in
A-3.6 shall file the Confirmation Agreement with FERC for each
transaction under this Service Schedule with a term in excess of one
year no later than 30 days after service begins if that Party would
have been required to file such Confirmation Agreements or similar
agreements with FERC under an applicable FERC accepted market based
rate schedule.
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2000
Western Systems Power Pool
Issued on: September 29, 2000
Filed to comply with order of the Federal Energy Regulatory Commission,
Docket Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool Original Sheet No. 82
Rate Schedule FERC No. 6
SERVICE SCHEDULE B
UNIT COMMITMENT SERVICE
B-1 PARTIES:
This Service Schedule is agreed upon as part of this Agreement by the
Parties.
B-2 PURPOSE:
The purpose of this Service Schedule is to define additional specific
procedures, terms, and conditions for requesting and providing Unit
Commitment Service.
B-3 TERMS:
B-3.1 A Party may schedule Unit Commitment Service from another Party by
mutual agreement; provided, however, that each Party shall be the
sole judge as to the extent to and the conditions under which it is
willing to provide or receive such service hereunder consistent with
statutory requirements and contractual commitments including the
Agreement and any applicable Confirmation Agreement. Once an
agreement is reached, then the obligation for Unit Commitment
Service becomes a firm commitment, for both Parties, for the agreed
capacity and terms.
B-3.2 Unless otherwise mutually agreed by the Parties involved in a Unit
Commitment Service transaction, the terms set forth in this Service
Schedule B shall govern such transaction.
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2000
Western Systems Power Pool
Issued on: September 29, 2000
Filed to comply with order of the Federal Energy Regulatory Commission,
Docket Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool Original Sheet No. 83
Rate Schedule FERC No. 6
B-3.3 Unless otherwise agreed between the Purchaser and the Seller, all
transactions shall be prescheduled, subject to any conditions agreed
to by schedulers, for a specified unit for a specified period of
time.
B-3.4 Purchasers shall arrange purchases directly with Sellers.
B-3.5 The price for Unit Commitment Service shall be mutually agreed to in
advance between Seller and Purchaser and shall not be subject to the
rate caps specified in Section B-3.6 in either of the following two
circumstances:
(1) where the Seller is a FERC regulated public utility and that
Seller has been authorized to sell power like that provided
for under this Service Schedule at market-based rates; or
(2) where the Seller is not a FERC regulated public utility. A
Party is a FERC regulated public utility if it is a "public
utility" as defined in Section 201(e) of the Federal Power
Act, 16 U.S.C. Section 824(e).
B-3.6 Except as provided for in Section B-3.5, the price shall not exceed
the Seller's forecasted Incremental Cost plus up to: $7.32/kW/month;
$1.68/kW/week; 33.78(cent)/kW/day; 14.07 mills/kWh; or 21.11
mills/kWh for service of sixteen (16) hours or less per day. The
hourly rate is capped at the Seller's forecasted Incremental Cost
plus 33.78(cent)/kW/day. The total demand charge revenues in any
consecutive seven-day period shall not exceed the product of the
weekly rate and the
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2000
Western Systems Power Pool
Issued on: September 29, 2000
Filed to comply with order of the Federal Energy Regulatory Commission,
Docket Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool Original Sheet No. 84
Rate Schedule FERC No. 6
highest demand experienced on any day in the seven-day period. The
Seller's forecasted Incremental Cost discussed above also may
include any transmission and/or ancillary service costs associated
with the sale, including the cost of any transmission and/or
ancillary services that the Seller must take on its own system. Any
such transmission and/or ancillary service charges shall be
separately identified by the Seller to the Purchaser. The
transmission and ancillary service rate ceilings shall be available
through the WSPP's Hub or homepage.
B-3.7 Start-up costs and no-load costs if included by the Seller shall be
stated separately in the price.
B-3.8 Energy schedules for the Purchaser's share of a unit may be modified
by the Purchaser with not less than a thirty (30) minute notice
before the hour in which the change is to take place, unless
otherwise mutually agreed or unforeseen system operating conditions
occur.
B-3.9 Unit Commitment Service is intended to have assured availability;
however, scheduled energy deliveries may be interrupted or curtailed
as follows:
(a) By the Seller by giving proper recall notice to the Purchaser
if the Seller and the Purchaser have mutually agreed to recall
provisions,
(b) By the Seller when all or a portion of the output of the
unit is unavailable, by an amount in proportion to the
amount of the reduction in the output of the
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2000
Western Systems Power Pool
Issued on: September 29, 2000
Filed to comply with order of the Federal Energy Regulatory Commission,
Docket Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool Original Sheet No. 85
Rate Schedule FERC No. 6
unit, unless otherwise agreed by the schedulers,
(c) By the Seller to prevent system separation during an
emergency, provided the Seller has exercised all prudent
operating alternatives prior to the interruption or
curtailment,
(d) Where applicable, by the Seller to meet its public utility
or statutory obligations to its customers, or
(e) By either the Seller or the Purchaser due to the
unavailability of transmission capacity necessary for the
delivery of scheduled energy.
B-3.10 Each Party that is a FERC regulated public utility as defined above
in B-3.5 shall file the Confirmation Agreement with FERC for each
transaction under this Service Schedule with a term in excess of
one year no later than 30 days after service begins if that Party
would have been required to file such Confirmation Agreements or
similar agreements with FERC under an applicable FERC accepted
market based rate schedule.
B-4 BILLING AND PAYMENT PROVISIONS:
B-4.1 Except as provided in Sections B-4.2 and B-5, billing for Unit
Commitment Service shall be computed based upon the agreed upon
prices.
B-4.2 In the event the Seller requests recall of Unit Commitment Service
in a shorter time frame than was mutually agreed pursuant to Section
B-3.9(a) and the
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2000
Western Systems Power Pool
Issued on: September 29, 2000
Filed to comply with order of the Federal Energy Regulatory Commission,
Docket Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool Original Sheet No. 86
Rate Schedule FERC No. 6
Purchaser agrees to allow such recall, the Purchaser shall be
relieved of any obligation to pay start-up costs.
B-5 TERMINATION PROVISION:
In the event Unit Commitment Service is curtailed or interrupted except as
provided in Section B-3.9(a), the Purchaser shall have the option to
cancel the Unit Commitment Service at any time by paying the Seller for
(i) all energy deliveries scheduled up to the notice of termination and
(ii) all separately stated start-up and no-load costs.
Issued by: Michael E. Small, General Counsel to Effective: July 1, 2000
Western Systems Power Pool
Issued on: September 29, 2000
Filed to comply with order of the Federal Energy Regulatory Commission,
Docket Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool First Revised Sheet No. 87
Rate Schedule FERC No. 6 Superseding Original Sheet No. 87
SERVICE SCHEDULE C
FIRM CAPACITY/ENERGY SALE OR EXCHANGE SERVICE
C-1 PARTIES:
This Service Schedule is agreed upon as a part of this Agreement by the
Parties.
C-2 PURPOSE:
The purpose of this Service Schedule is to define additional specific
procedures, terms, and conditions for requesting and providing Firm
Capacity/Energy Sale or Exchange Service.
C-3 TERMS:
C-3.1 A Party may schedule Firm Capacity/Energy Sale or Exchange Service
from another Party by mutual agreement; provided, however, that each
Party shall be the sole judge as to the extent to and the conditions
under which it is willing to provide or receive such service
hereunder consistent with statutory requirements and contractual
commitments including the Agreement and any applicable Confirmation
Agreement. Once an agreement is reached, then the obligation for
Firm Capacity/Energy Sale or Exchange Service becomes a firm
commitment, for both Parties, for the agreed service and terms.
C-3.2 Unless otherwise agreed between the Purchaser and the Seller, all
transactions shall be prescheduled, subject to any conditions agreed
to by schedulers.
C-3.3 Firm capacity transactions shall include buying, selling, or
exchanging capacity between Parties with or without associated
energy. Firm capacity is deemed a capacity sale from the Seller's
resources and backed by the Seller's
Issued by: Michael E. Small, General Counsel to Effective: February 1, 2001
Western Systems Power Pool
Issued on: December 1, 2000
Filed to comply with order of the Federal Energy Regulatory Commission,
Docket Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool First Revised Sheet No. 88
Rate Schedule FERC No. 6 Superseding Original Sheet No. 88
capacity reserves.
C-3.4 Firm energy transactions shall include buying, selling, or
exchanging firm energy between Parties. Subject to mutual agreement,
firm energy is deemed a quantity of energy the Seller has agreed to
sell and deliver and the Purchaser has agreed to buy within a
specified time period.
C-3.5 Purchaser shall arrange purchases directly with Sellers.
C-3.6 The price for Firm Capacity/Energy Sale or Exchange Service shall be
mutually agreed to in advance between Seller and Purchaser and shall
not be subject to the rate caps specified in Section C-3.7 in either
of the following two circumstances:
(1) where the Seller is a FERC regulated public utility and
that Seller has been authorized to sell power like that
provided for under this Service Schedule at market-based
rates; or
(2) where the Seller is not a FERC regulated public utility.
A Party is a FERC regulated public utility if it is a "public
utility" as defined in Section 201(e) of the Federal Power Act, 16
U.S.C. Section 824(e).
C-3.7 Except as provided for in Section C-3.6, the price shall not exceed
the Seller's forecasted Incremental Cost plus up to: $7.32/kW/month;
$1.68/kW/week; 33.78(cent)/kW/day; 14.07 mills/kWh; or 21.11
mills/kWh for service of sixteen (16) hours or less per day. The
hourly rate is capped at the Seller's forecasted Incremental Cost
plus 33.78(cent)/kW/day. The total demand charge revenues in any
consecutive seven-day period shall not exceed the product of the
weekly rate and the
Issued by: Michael E. Small, General Counsel to Effective: February 1, 2001
Western Systems Power Pool
Issued on: December 1, 2000
Filed to comply with order of the Federal Energy Regulatory Commission,
Docket Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool First Revised Sheet No. 89
Rate Schedule FERC No. 6 Superseding Original Sheet No. 89
highest demand experienced on any day in the seven-day period.
Exchange ratios among such Parties shall be as mutually agreed
between the Purchaser and the Seller, but shall not exceed the ratio
of 1.5 to 1.0. The Seller's forecasted Incremental Cost discussed
above also may include any transmission and/or ancillary service
costs associated with the sale, including the cost of any
transmission and/or ancillary services that the Seller must take on
its own system. Any such transmission and/or ancillary service
charges shall be separately identified by the Seller to the
Purchaser for transactions under this Schedule including exchanges.
The transmission and ancillary service rate ceiling shall be
available through the WSPP's Hub or homepage. Any such transmission
service (and ancillary services provided in conjunction with such
transmission service) by Seller shall be provided pursuant to any
applicable transmission tariff or agreement, and the rates therefore
shall be consistent with such tariff or agreement.
C-3.8 Firm Capacity/Energy Sale or Exchange Service shall be interruptible
only if the interruption is: (a) within the recall time or allowed
by other applicable provisions governing interruptions of service
under this Service Schedule mutually agreed to by the Seller and the
Purchaser, (b) due to an Uncontrollable Force as provided in Section
10 of this Agreement; or (c) where applicable, to meet Seller's
public utility or statutory obligations to its customers. If service
under this Service Schedule is interrupted under Section C-3.8(a) or
(b), neither Seller nor Purchaser shall be obligated to pay any
damages under this Agreement or Confirmation Agreement. If service
under this Service Schedule is interrupted for any reason
Issued by: Michael E. Small, General Counsel to Effective: February 1, 2001
Western Systems Power Pool
Issued on: December 1, 2000
Filed to comply with order of the Federal Energy Regulatory Commission,
Docket Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool Original Sheet No. 89A
Rate Schedule FERC No. 6
other than pursuant to Section C-3.8(a) or (b), the Non-Performing
Party shall be responsible for payment of damages as provided in
Section 21.3 of this Agreement or in any Confirmation.
Issued by: Michael E. Small, General Counsel to Effective: February 1, 2001
Western Systems Power Pool
Issued on: December 1, 2000
Filed to comply with order of the Federal Energy Regulatory Commission,
Docket Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool First Revised Sheet No. 90
Rate Schedule FERC No. 6 Superseding Original Sheet No. 90
C-3.9 Each Party that is a FERC regulated public utility as defined in
Section C-3.6 shall file the Confirmation Agreement with FERC for
each transaction under this Service Schedule with a term in excess
of one year no later than 30 days after service begins if that Party
would have been required to file such Confirmation Agreements or
similar agreements with FERC under an applicable FERC accepted
market based rate schedule.
C-3.10 Seller shall be responsible for ensuring that Service Schedule C
transactions are scheduled as firm power consistent with the most
recent rules adopted by the applicable NERC regional reliability
council.
Wspp/WSPP Agreement 12-12 edits nonredlined version
Issued by: Michael E. Small, General Counsel to Effective: February 1, 2001
Western Systems Power Pool
Issued on: December 1, 2000
Filed to comply with order of the Federal Energy Regulatory Commission,
Docket Nos. ER00-3338, et al., issued September 15, 2000.
Western Systems Power Pool First Revised Sheet No. 91
Rate Schedule FERC No. 6 Superseding Original Sheet No. 91
LIST OF MEMBERS
ACN Power, Inc.
AES NewEnergy, Inc.
Allegheny Energy Supply Co., LLC
Amerada Hess Corporation
Ameren Energy Generating Company
American Electric Power Service Corporation as agent for Ohio Power Company,
Public Service Company of Oklahoma and Southwestern Electric Power Company
APS Energy Services Company, Inc.
Aquila Energy Marketing Corporation
Arizona Electric Power Co.
Arizona Public Service Co.
Arkansas Electric Coop. Corp.
Associated Electric Cooperative, Inc.
Astra Oil Company, Inc.
Avista Corporation
Avista Energy, Inc.
Basin Electric Power Cooperative
Benton Public Utility District No. 1 of Benton County
Blackhills Power & Light Company
Bonneville Power Adm.
BP Energy Company
Burbank, City of
Calif. Dept. of Water Resources
Calpine Energy Services, L.P.
Candela Energy Corporation
Cargill-Alliant, LLC
Carolina Power & Light Company
Cheyenne Light, Fuel and Power Co.
Cinergy Capital & Trading, Inc.
Cinergy Operating Companies
City of Anaheim, Public Utilities Dept.
City of Azusa
City of Banning
City of Glendale Water & Power Dept.
City of Independence
City of Klamath Falls
City of Palo Alto
City of Riverside, California
City of Santa Clara Electric Department
City of Sikeston, Board of Municipal Utilities
City Utilities of Springfield, Missouri
City Water & Light (Jonesboro, AR)
Clatskanie PUD
Cleco Marketing & Trading LLC
Cleco Power LLC
CMS Marketing, Services and Trading Company
CNG Power Services Corp.
Colorado River Commission of Nevada
Colorado Springs Utilities
Colton, City of
Columbia Energy Power Marketing
Columbia Power Corporation
Cominco, Ltd.
Commonwealth Energy Corporation
ConAgra Energy Services, Inc.
Conectiv Energy Supply, Inc.
Conoco Gas & Power Marketing - a division of Conoco Inc.
Constellation Power Source
Cook Inlet Energy Supply
Coral Power, L.L.C.
Deseret G&T
DTE Energy Trading, Inc.
Duke Energy Trading & Marketing, LLC
Duke Power
Duke Solutions, Inc.
Duke/Louis Dreyfuss, LLC
Dynegy Power Marketing, Inc.
Dynegy Power Services, Inc.
E prime
Edison Mission Marketing & Trading, Inc.
Edison Source
Edmonton Power Authority, Alberta
El Paso Electric
El Paso Merchant Energy, L.P.
Empire District Electric Co.
Energy Transfer Group, LLC
EnerZ Corporation
Issued by: Michael E. Small, General Counsel to Effective: March 1, 2002
Western Systems Power Pool
Issued on: December 21, 2001
Western Systems Power Pool First Revised Sheet No. 92
Rate Schedule FERC No. 6 Superseding Original Sheet No. 92
Engage Energy America LLC
Engelhard Power Marketing, Inc.
ENMAX Energy Corporation
ENMAX Energy Marketing Inc.
Enron Power Marketing, Inc.
Enserco Energy Inc.
Entergy Arkansas, Inc.
Entergy Gulf States, Inc.
Entergy Louisiana, Inc.
Entergy Mississippi, Inc.
Entergy New Orleans, Inc.
Entergy Power, Inc.
Entergy Services, Inc. as agent for the Entergy Operating Companies
Entergy-Koch Trading, LP
Equitable Power Services Co.
Eugene Water & Electric Board
Exelon Generation Company, LLC
Farmington, City of
Federal Energy Sales, Inc.
FPL Energy Power Marketing Inc.
Golden Spread Electric Cooperative
Grand River Dam Authority
Hafslund Energy Trading, LLC
Hetch-Hetchy Water & Power
Hinson Power Co., LLC
Howard Energy Co., Inc.
IDACORP Energy L.P.
Idaho Power Company
IGI Resources, Inc.
Illinova Energy Partners, Inc.
Imperial Irrigation District
Industrial Energy Applications, Inc.
InterCoast Power Marketing
J. Aron & Company
KAMO Electric Cooperative, Inc.
Kansas City Board of Public Utilities
Kansas City Power & Light
KN Energy Marketing
Lafayette Utilities System
LG&E Energy Marketing Inc.
Lincoln Electric System
Los Alamos County
Los Angeles Dept. of Water & Power
Louisiana Generating LLC
Louisville Gas & Electric Company
Maclaren Energy Inc.
Mason County PUD No. 3
McMinnville Water & Light
Merchant Energy Group of the Americas, Inc.
Merrill Lynch Capital Services, Inc.
Metropolitan Water District
MidAmerican Energy Company
MidCon Power Services Corp.
MIECO, Inc.
Minnesota Power, Inc.
Mirant Americas Energy Marketing, LP
Missouri Joint Municipal Electric Utility Comm.
Modesto Irrigation District
Morgan Stanley Capital Group, Inc.
M-S-R Public Power Agency
Municipal Energy Agency of Mississippi
Municipal Energy Agency of Nebraska
Nebraska Public Power District
Nevada Power Co.
New West Energy
NorthPoint Energy Solutions Inc.
Northern California Power Agency
Northern States Power Company
NP Energy Inc.
NRG Power Marketing Inc.
OGE Energy Resources, Inc.
Oklahoma Gas & Electric
Oklahoma Municipal Power Authority
Omaha Public Power District
ONEOK Power Marketing Company
Otter Tail Power Company
Pacific Gas & Electric Co.
Pacific Northwest Generating Coop.
PacifiCorp
PacifiCorp Power Marketing, Inc.
PanCanadian Energy Services
Pasadena, City of
PG&E Energy Services
PG&E Energy Trading - Power, L.P.
PG&E Power Services Company
Issued by: Michael E. Small, General Counsel to Effective: March 1, 2002
Western Systems Power Pool
Issued on: December 21, 2001
Western Systems Power Pool Sixth Revised Sheet No. 93
Rate Schedule FERC No. 6 Superseding Fifth Sheet No. 93
Phibro Inc.
Pinnacle West Capital Corporation
Plains Elec. Gen. & Trans. Coop. Inc.
Platte River Power Authority
Portland General Electric Co.
Power Exchange Corporation
Powerex
PPL Electric Utilities Corporation
PPL EnergyPlus, LLC
PPL Montana, LLC
Public Service Co. of NM
Public Service Co. of Colorado
Public Util. Dist. No. 1 of Douglas Cty.
Public Util. Dist. No. 1 of Franklin Cty.
PUD No. 1 of Chelan County
PUD No. 1 of Grays Harbor County
PUD No. 1 of Snohomish County
PUD No. 2 of Grant County
Puget Sound Energy
QST Energy Trading Inc.
Questar Energy Trading
Rainbow Energy Marketing Corporation
Redding, City of
Reliant Energy Services, Inc.
Rocky Mountain Generation Coop., Inc.
Roseville Electric
Sacramento Municipal Utility District
Salt River Project
San Diego Gas & Electric Co.
Seattle City Light
Sempra Energy Resources
Sempra Energy Solutions
Sempra Energy Trading Corp.
Sierra Pacific Power Co.
Southern Calif. Edison Co.
Southern California Water Company
Southern Company Services, Inc.
Southern Illinois Power Cooperative
Southwest Power Administration
Southwestern Public Service
Split Rock Energy LLC
Statoil Energy Trading, Inc.
Strategic Energy LLC
Sunflower Electric Power Corp.
Tacoma Power
Tenaska Power Services Co.
Tennessee Valley Authority
Texaco Energy Services
Texas-New Mexico Power Company
The Detroit Edison Co.
The Energy Authority
The Montana Power Company
The Power Company of America, LP
Tractebel Energy Marketing, Inc.
TransAlta Energy Marketing (US) Inc.
TransCanada Power, div. of TransCanada Energy Ltd.
Tri-State Generation and Transmission Assoc.
Tucson Electric Power
Turlock Irrigation District
TXU Energy Trading Company
Union Electric Company
Utah Associated Municipal Power Systems
UtiliCorp United
Vastar Power Marketing, Inc.
Vernon, City of
VIASYN, Inc.
Virginia Electric and Power Company
Vitol Gas & Electric LLC
WAPA-Colorado River Storage Project Management Center WAPA-Desert Southwest
Region WAPA-Rocky Mountain Region WAPA-Upper Great Plains Region WAPA-Sierra
Nevada Region West Kootenay Power Ltd.
Western Farmers Electric Co-op
Western Power Services, Inc.
Western Resources, Inc.
Williams Energy Marketing & Trading Co.
WPS Energy Services, Inc.
XCEL Energy Services, Inc.
Issued by: Michael E. Small, General Counsel to Effective: March 1, 2002
Western Systems Power Pool
Issued on: December 21, 2001