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Home My WebLink AboutIntertie Managment Commitee Meetings 05-08-2014 2Re 8. 9.aAMFYPNYESBudgct meetingMay-selec AGENDA INTERTIE MANAGEMENT COMMITTEE Regular Meeting 11:30 a.m.,Thursday,May 8,2014 Alaska Energy Authority 813 W Northern Lights Blvd,Anchorage,Alaska v-CALL TO ORDER "ROLL CALL FOR COMMITTEE MEMBERS ¥PUBLIC ROLL CALL AGENDA APPROVAL vy PRIOR MINUTES -Feb.11,2014 " "PUBLIC COMMENTS NEW BUSINESS A.OPERATOR REPORTS 1.Asset status 2.System operations status B.COMMITTEE REPORTS 1.\/Tariffs and Regulatory Affairs CommitteedyYoRCAenforcementofreliabilitystandards and operating protocols 2. Intertie Operating Committee (IOC) a)Compliance Reporting for Operating Standard Protocols b)Report on non-utility generation -nothms tp repod c)HEA complaints/issues w/meeting reliability standards d)Budget Subcommittee (1)Budget review for next year -possible lease situation e)System Studies Subcommittee (1)Frequency Load Shed System Studies (2)Move forward the EPS $40,000 study relating to Healy 2 coming online. C,Znd Amended TResiated ATA COMMITTEE ASSIGNMENTS NEXT MEETING DATE -Bt;uly after 0 days posting 10.ADJOURNMENT To participate via teleconference,dial 1-800-315-6338,enter code 3074# DIAN mésabers ov Sub Comm:Hees (Rov Day )we pores pation py comm fifeCworkw]$04 Znd Aik Consistency Ww definahons (5eP) -Z2nd AVA eMarge for nxt tice bers iN 7¢3 Lhamge CroTS +AepintHtonswbringtonestneclug Qi -teri tobe ofp te web. PEL Commetky,ASSIGN Ment i)[ot Gre ups look at Setond Amuchal..-. q Make sute ats Caner erate AE Einitione Tepl Warker 2)Regulatory -Drad Evone 3\Brad ©e+T6 veneer Yo meetr a [ok r CtUlelw subh-comtbree (ist 4)Contt nue FR Caisting assign ments As)Budget posted next week -Kick wou Ne -Nectine +She ree May for budaet-Toit Keo "Te\ecentferences3 Var meting 4 wel poloth30dayperiodBud jo pastel.oe a IMC:May 8,2014 ALASKA ENERGY AUTHORITY Intertie Management Committee Roll Cail Agenda Minutes Roll call from top to bottom ending with Chair Yes No Yes No Yes No Yes No Yes No vw " } Golden Valley Electric Association ¥f sh aev2bay Matanuska Electric Association -4 f ¢ Alaska Energy Authority wv nov 6N X Municipal Light &Power Ol \ Chugach Electric Association " TOTAL I |I || Roll call from top to bottom ending with Chair Yes No Yes No Yes No Yes No Yes No Golden Valley Electric Association Matanuska Electric Association Alaska Energy Authority Municipal Light &Power Chugach Electric Association TOTAL I Next Meeting: ATTENDANCE -IMC May 8,2014,11:30 am Phone a COMMITTEE MEMBERS _a 7 _-a ALTERNATE 7 -'Brad Evans,Chairman CEA "Burke WickpoiendiitecChairmanMLB"Jeff WarneraGeneTherriault,SecretaryT reasurer AEA Sara Fisher-Goad/CoryBorgenson |GVEA |"Allen GrayYO.Evan "Joe”Griffith |MEA Gary Kuhn Public Members | COUNSEL Y Bernie Smith-RCA |vw"Kirk Gibson,McDowell Rackner&V BrianHickeyCEA GibsonPC |v |Lou Agi ML&P OO |e Bjorkquist,CDept.of Law 7|a Bob Day -HEA oO -: whe ee ee ee _ AEA Staff Phone , Sandie Hayes stenr pv'"Teri Webster | Kirk Warren IOC Operator Report 5/8/14 1.Alaska Intertie Status Report a.MWH Usage at Douglas Substation First quarter 2014:136,375 MWH April 2014:37,278 MWH May to date:8,582 MWH 2.System operation a.Intertie trips April 17,2014:Teeland SVC tripped due to a C phase fault occurring on the 115kV transmission line between Eklutna Hydro and Teeland Substation.It was determined that relay settings associated with the SVC during an under voltage situation need to be changed.CEA techs reviewing relay settings with Alstom. April 21,2014:Intertie tripped between Teeland and Douglas due to a C phase fault,approximately 55 MW was flowing north.ML&P Dispatch closed the tie back in 20 minutes after trip.MEA patrol transmission line and no specific cause was found. April 24,2014:Intertie was opened at Teeland Substation due to loss of DC.Without DC,Protection and communication for the SVC,Intertie Transformer and Breaker 538 were lost.CEA crews were dispatched to Teeland and found the AC breaker feeding a temporary battery bank tripped.Crews placed the main battery bank back in service and the tie was closed back in.Tie was open at Teeland approximately 4 hours. 3.Compliance Report a.Reserve Obligation and Allocation AKRES-001-0 i.Railbelt generating utilities are reporting spinning reserve between Control Centers.w pv ii.HEA has unilaterally instituted a spinning reserve policy which does {inemeettherequirementsofAKRES-001-0. 1.Current Spinning Reserve Obligation (SRO)per AKRES-001-0- R.7.8. a.ML&P LU=102 /SRO required=32 /actual=37 b.CEA LU=96 /SRO required =30 /actual=35 c.GVEA LU=55 /SRO required =17 /actual=20 d.HEA LU=70/SRO required =22 /actual=11-_--,_.Aay, 2.HEA is in violation of Alaska Standard AKRES-001-0 4.Alaska Intertie SVC update a.Teeland SVC online December 6,2013 and operating well. i.Resistor kit installation scheduled for April sg 2014 -complete ii.Software update scheduled for May 12,2014 b.Gold Hill SVC outage schedule i.5/5/14 thru 5 /ahii,in progress c.Healy SVC outage schedule i.5/27/14 thru eM)i4 1.ML&P moved the Motion 2014-4 as follows: Request the IMC Operating Committee approve and provide the notice to proceed for EPS to commission a study for Alaska Intertie operation with the Healy SVC out of service.The study will include suggestions made by GVEA to EPS.Not to exceed $50,000. a.The Motion was seconded GVEA b.Motion 2014-4 passed unanimously. EPS provided the draft study on April 28,2014.The Engineering,Relay and Reliability Subcommittee are meeting to review reports and re-write the Alaska Intertie Operating Procedures as appropriate. 5.Douglas Substation upgrade project a.MEA made a motion to provide additional funding to include a new relay control enclosure,not to exceed $800k. Existing building is dilapidated and space is limited,possible rodent damage to existing control cables Site visit scheduled for March 17 -Occurred,attendance MEA,CEA,& ML&P MEA moved Motion 2014-2,placing Motion 2014-1 back on the table for consideration. MEA moved Motion 2014-1 as follows: Request the Intertie Operating Committee forward a recommendation to the Intertie Management Committee to provide additional funding for a new relay control enclosure for the Douglas Substation Relay Upgrade Project.Amount to be determined upon final design,not to exceed $800,000. The Motion was seconded by ML&P. 1.MEA stated the existing relay enclosure building at Douglas Substation is dilapidated and provides limited space to perform work necessary to install new relay racks and associated equipment/cabinets.Numerous code violations exist within the building.ML&P agreed that space is very limited in the existing building but felt the new relay racks could be positioned to allow for required clearances.CEA stated that the IMC is currently determining how to address future capital projects for Alaska Intertie assets and how they can be included in the budget and paid for out of an R&C fund rather than funding a project through wheeling.GVEA stated they could not attend the site visit and would like to see pictures of the site.MEA will forward the pictures to GVEA. Motion 2014-2 passed unanimously iii.After discussion Motion 2014-1 was put to a vote. iv.CEA-No ML&P -No MEA -Yes AgedGVEA-No nr b AEA -No x? v.Motion 2014-1 Failed c.MEA moved Motion 2014-3 as follows: Provide Primary and backup relay protection for the circuit out of Douglas Substation heading north to Healy Substation and the circuit out of Douglas Substation heading South to Teeland Substation.The primary and backup relay protection scheme and devices shall be approved by the IOC Relay Protection Subcommittee. i.The Motion was seconded by CEA. ii.After discussion Motion 2014-3 was put to a vote. iii.Motion 2014-3 passed unanimously. 1.The Engineering,Relay and Reliability Subcommittee is reviewing project. 6.T-2 Intertie Transformer outage protection upgrade a.CEA crews updated the protection for the Intertie Transformer.Tie was limited to 65 MW during the T2 outage. 7.Intertie Operating Committee a.Last meeting held April 29,2014 in Fairbanks. i.Updated Subcommittees per IMC Organizational Structure.See attached members list. 8.Machine Ratings Subcommittee a.Update MRSC online data base 9.Operations,Maintenance and Scheduling Subcommittee 10.Dispatch and System Operations Subcommittee a.Review Operating and Reliability Standards b.Review and provide compliance reporting methodology 11.Budget SubcommitteeLostPVsPr 12.Engineering,relay and Reliability Subcommittee a.Review EPS Draft Healy SVC Study related to the operation of the Intertie,dated April 28,2014 b.Request final study from EPS c.Update the Intertie Operating procedures d.Review Douglas Substation Protection Upgrade Project e.Make recommendation to prevent back feed between Stevens and Douglas through MEA distribution system 13.System Studies Subcommittee a.UFLS Study 14.SCADA and Telecommunications Subcommittee a.Communication contract CHECKLIST FOR ALASKA INTERTIE MANAGEMENT COMMITTEE MEETINGS Meeting Date/Time: Meeting Location: Task CONFIRMED/DATE Secure Meeting Date with Gene Therriault MAKE SURE IT'S NOT A STATE HOLIDAY Secure Meeting Date with Chairman,Brad Evans (call his Exec Assistant,Connie Owens @ 762-4747) Post to the State of Alaska's Online Notice System 5 business days prior to the meeting.(30 days if budget is discussed) Secure meeting room for use (block out 30 minutes prior to meeting to allow for set-up time Secure date with Accu-type for recording services. Send email "SAVE THE DATE”to all members,in Outllook Contacts "IMC &ASSISTANTS'with meeting date/time/location (ask for documents to be emailed for packet inclusion -including action items with their motions Schedule a teleconference line with GCI (1-800-770-2121) provide them with a reference project (IMC)and code (your phone extension number) Draft Agenda for Gene Therriault's review (send it by email) After Gene approves, Send Draft Agenda by email to Chairman for review and approval, Brad_evans@chugachelectric.com always cc:Connie Owens connie _owens@chugachelectric.com Gather documents from members Email packet to members.including all attachments (teleconference information/agenda/draft of previous meeting minutes/motions/general handouts)(SEND IN PDF FORMAT!) Make up blue packets for:Sara,Gene,Bjorkquist,and You Print extra copies of the full packet of information and bring to the meeting for those who did not bring their copy ALSO BRING TO THE MEETING:State Calendar,List of Reps, Sign in Sheet,AIA,ByLaws,and Minutes in final form from the last meeting for Chair's signature if they are approved! RECORDING the meeting. Following the meeting have Chair and Gene sign approved minutes. Send pdf of signed minutes to IMC list YNAfter minutes are transcribed and proofed by you,send to Kirk and main speaker for review.After their edits,prepare a final draft for the next meeting. ALASKA INTERTIE MANAGEMENT COMMITTEE MEETING Thursday,May 8,2014 -11:30 AM **PLEASE WRITE LEGIBLY** NAME Organization/email "pun Fae Cos Gaby Une,(ten Acie _OQ10209 t&e 2 Narita Ng on MEA Geary Kudin ;M24 Adivanda Suds U ATID "Very Welese-Aes Sande Pants Bsa Kirk Gibson Medowcll Rackner Gibson Bernic Smith RO Burl WickRobieBrena}Brana Brign Bjork Auis 1GO Sekt (vgrner M1i4P Cocu BorgeSom GYER Rieke Bulduvin HEA (VV ilee kereger HER CPerkins Coy e\ Kiel Warrer Wek SECOND AMENDED AND RESTATED ALASKA INTERTIE AGREEMENT Among ALASKA ENERGY AUTHORITY; MUNICIPALITY OF ANCHORAGE,ALASKA d.b.a.MUNICIPAL LIGHT AND POWER; CHUGACH ELECTRIC ASSOCIATION,INC.; GOLDEN VALLEY ELECTRIC ASSOCIATION,INC.; ALASKA ELECTRIC GENERATION and TRANSMISSION COOPERATIVE,INC. March 11,2014 TABLE OF CONTENTS Table of Contents...cesccsscsscescesesseeseecescssseessoeesscsssssossosssessssssacsssscesersssssuessessasosessssesseesseasees i-viil Incorporated Exhibits List...cc cessessssesssseeseessessssssessscssesescssessseseecesseseessesensesssessusssssssssoensesees ix ReCitals.........ccccsssssseecssecestscceseccecseesessecsessessssecseceeseseceseessesesdecsesenseessaesecsesscsscesssesoesseesaeeeeseeersereeneeses 1 Article 1.Defimitions..........cee eeeeeceesseseeeescesceeseeeesseceescessesesesasesesesesssesesesesssesseocssenseseseesecensenensenes 3 Article 2.Term and Effective Date oe eesscsseseeseseseseseceessseessescsssesesssssessscsseessesesesensessesnoeess 3 Section 2.1 Effective Date...ieee eessesessecesessesessecssescsseessesessecseseescssesesseessseesssesessassoseosees 3 Section 2.2 Termination...ee seeesseeeseeeenseeseseceescnecesseeesseossesesseaesssssessesesscesessesssecessessseaeeees 3 2.2.1 Mutual Consent,..........ccecesseceesssneseeeccessesesseneesssceesseaesssseaeevseeeesensesecesaeeseeseeeeeenees 3 2.2.2 Participant and AEA.ou...eee eeecceseesnecscceeceeseeeeseesesecensesecssesesceseesesesaeessaesoseensnes 3 2.2.3 AEA Financial Obligations.00.0...eeeeeeceeeeeceeeeereceesececssesecsceseeseeeseeessesesseesenes 4 2.2.4 Limitation for Financing.00.0.0...eeeeeeeseeeesceececeseeesseeesseeecsseecescensceseseeeseesessueneues 4 Article 3.Operating and Reliability Standards and Enforcement ..............escsscesseceneeeeeeeceeneseneees 4 Section 3.1 Adoption of Operating Policies and Procedures,and Reliability Standards.........4 3.1.1 AEA Responsibilities.0.0.00...ceeseececeesceseceesceeeseeetseeeeseeesecesescessceeseaceesseesseesensaeves 4 3.1.2 Notice Required....cesccssscccsssceesscceseescessnceceetsnseeesceesseeesscesesesessceseseecssereesesooueaes 5 Section 3.2.Compliance with Standards...eee seeeeseeecceeceececeeesaeeescsecseeeesseseeseseseeeeseaeesnes 5 Section 3.3.Implementation -Participants and USerS .............eccsscceseseceseceteseeseeteneceseeeeseeeroues 5 Section 3.4 Replacement of Reliability Standards 0.0...ee seseeecesersccesecsceeseeseeereesseseeueees 5 Section 3.5 Operating Committee .0.....cece sscceecesecesecceseceeeneeceseeseeseeeeecsaeesaeceeesenseseessesesesonses 5 Section 3.6 Required Data Submissions....0.......eeceeseseseceseceeeeeeesececseeeesseeeseeeecseeseeeessessessenses 5 Section 3.7.AEA Power Project Compliance...cesses .acceseneessacessaceceaceseacesenesenecenenee®6 Article 4.Participant ............cscccessecccessssecesssneesensneeceseessenesescasecesseeesseescesseaesessesessossesecosseeessseseeserses 6 Section 4.1 Participant Defined...ees seceeecseeecsceeseeeeseeecseecssesesseeeeseeecseersssseessersnsevseeeesees 6 Section 4.2 New Participant ............cceccccssscesseccceseeeceecesesesensceeceessceeesaceeecseeecseesenseessseneseoossenesees 6 Section 4.3.Membership in IMC .00......ee eeesesscessesensseseseesceaseesesesessaeecsassesccnssaesesssssasseueseeseneses 6 Article 5,Withdrawal of AEG&T and Other Participant and User Status 00.0...eeeseeeseeneeeeee 7 Section 5.1 Withdrawal of AEG&T oe eeeeceeeceeseeeeseessaceeceseseeeeesesessessseeensessossescssesoeses 7 Section 5.2 Substitution of HEA and MEA,and Admission of City of Seward and the United States Army ..........esesccescsceesscessccsesssssecsssesesesesesesecesseeaseseesssesscssessnsesesssssnsessneeseenee 7 Article 6.Minimum Rights of the Participants and Users to Use Intertie Facilities...cee 7 Section 6.1 Minimum Intertie Transfer Capability Rights ("SMITCR”)00...ec cecsssssseeeeeeeeees 7 Page i-Second Amended and Restated Alaska Intertie Agreement 6.1.1 Right of First Refusal.............cssescssseeseceeeseccesceeeescceessceesesseeneeseseeecseeeessesesseasoneeees 7 6.1.2 Allocation of Transfer Capability...cccecesseceesseecesceeesseceseeesenscenseersseessseeeeanen 7 6.1.3 Emergency Operations............csscccccsssssssessecesssseesssssneccersssccesessnsesessecoesseesossseeeeeses 8 Section 6.2 Determination of MITCR.......eee eseeeneeseeseeceeseceseecsseecseessecesasessensscssceeeesoanaes 8 6.2.1 Methodology......cc:ccccsscccsssscessecesssececescecssseesssessecessecessuseeceeeeseessaeeeseesseeeesseesonsees 8 6.2.2 Unused MITCR........eceeeeccsssessscsecssecesecseeescesevsnseaseanessceaeerecnnessessnensesaccsaseasoneeeeeees 8 6.2.3 Right to Contractually Transfer MITCR.........ce eeeeecseseceseessceseeeessecesecsseessseeeses 9 6.2.4 IMC Authority to Change Capacity Allocation Methodology............:esceseeeserees 9 6.2.5 New State Power Projects..........ssccecsecesssesesseeessnceeseeseeseaeesssecesesessesesseessseeresseessnes 9 Section 6.3 Maximum Intertie Transfer Capability...cece secseecseceesecseeeeeseasessesreeeseeseanees 9 Section 6.4 Improvements to the Intertic 00...ec seeseecseeeeeesesesesssessccesasssessesessesnessseeseees 10 6.4.1 Development of Improvement.............cc secseseseceeeeeeseccesecescseesceseesssesenseseesseeseaee 10 6.4.2 Requests for Improvements.............cccesccsssecsereessncceeseeeeseccesseeeeeeeeeeseceneeeeteserseeetens 11 6.4.3 Responsibility for Cost of Improvements............csscceseeceeseeeeeseceseeceneeeeseseesseesees 11 6.4.4 Right to Make Improvements -Required Work..0.........eseseseeeesceesreeseeeseneeesnes 11 6.4.5 NOtice.......cccscssscsseeccesssnscesessnseessesseeeecessaeseeseeeesessaseecessseeeesessccesssseesersaesoesaesesoonues 11 Section 6.5 Additional Project Taps...ee seessceessceesseeeeseeecscceressesecseecesseeerssessseessseesseeeees 12 Article 7.Costs for Intertie Transfer Rights 000.00...ce eeessssssseeeeseceeseccecseecesseeseeeeeeeesaseesseereseeenees 12 Section 7.1 Intertic Costs...ecsccssscsssecsseesseessssessseseessssessessscsesssessesssssccssesesosessessoeesseseseess 12 7.1.1 Costs to Be Shared by Participants and Users...ce esesseceeseseesssssseesesssesereees 12 7.1.2 Intertie Operating Costs...eee seeeceseeesseeceseeeeseceessceccceeeesseeesscaeessesssesecsseesseesoons 12 7.1.3 Intertie Administration Costs...........::ccsecsssecseeseceesceececceceseeeesseesssssessscnsseseseeesssees 13 7.1.4 Annual Budget and Fiscal Year..............essessssessecececceccsceeesssenseecesesesseeessseessaeeoons 14 Section 7.2.Calculation of Intertie Operating Costs and Rates occ eececseeeeseesseeeeeseees 14 7.2.1 Participant and User Estimates,Participant Historical Data.00...le eeseeseeeee 14 7.2.2 IMC EStimat.........cc ccccesssecesessseeescescceesssneescsseeeesssseceesesssnceseoseesecssseesesssesscseeneas 14 7.2.3 COMMEMS........cccccssseecesessneeeescssececscsseesecssecesssceeseeeseeeeesosssesesessseossneessnsesseeseneens 14 7.2.4 IMC Determination of Estimated Intertie Usage..0....eects csseeseereveecoeeseneeee 15 7.2.5 Energy Rate..........ccsscccssssceccsssceeccessseccsessnsecsssneseesssasceeesssnaessesseesensaeesossseessssseeees 15 7.2.6 Capacity Rate.0...eee eessceesereeecsecesseeeesceersseeesceeeessceceseessossessesacsesssesseeveresesseeesses 15 Section 7.3.Calculation of Intertie Administration Costs...........:cscssscseseecsessssssscssnsscesesseceees 15 Page ii -Second Amended and Restated Alaska Intertie Agreement Section 7.4 Payment of Intertie Costs.................deseacecsteceesuceeeececeesenseeeeessauecesensaceseeeeeeneeeoess 15 7AM Participant and User Payments.............scescessssessssesssccssscsssesseessecesssnsesseseasesasenes 15 7.4.2 Annual Payment of Intertic Costs......eee eesecseeseeseseeessecsssccsesessseseseesssesoneens 16 7.4.3 Monthly USe,000.0...eeeseccesseecsscceessnceseeseeesssscessssesossesessaseoessasenseesessaccesasesesesseseseaes 16 7.4.4 Excess ReVenues..........ecscceeseccesseceseesseveeenseessssescssecssesessccssceseesessaseesasesseseesenenes 16 7.4.5 Revenue Deficiencies.0.0.0...seeesceseesseseessesessceasesesenscessesesescssesssesessossecsaesseseasoees 17 Article 8.Intertie Management Committee...cc eeesscssceseseeeeeesseeesessseseessnseeseoseecesssasessssesnseees 17 Section 8.1 Establishment of the Intertie Management Committee,Right to Vote...17 8.1.1 Eligibility to Vote.0...csccsssesscssssssesseesseeecesesscesseneseseeseecsuessssessesseseseesesseeneeseaes 18 8.1.2 Minutes........:.ccsseccceessecesecssceecessoecesnseceseesessascsseeeecsseeeessssescessesasesesssesevsnesessessasnes 18 Section 8.2.Adoption of Procedural Rules or Bylaws...cee ssscescesesessccsteeeseseresereseeeeeneees 18 Section 8.3 Effect of ADstention........cece eesccseseeeeseseesscsccossesecesessseseeesesecsssesessssossessessnesenss 18 Section 8.4 Meetings by Electronic Communication.00.0...ccceccesssescssesesssesseseessesseessaceeesones 18 Section 8.5 IMC Responsibilities 000.0...ee eee eeesesessessssosseessseasseessssassesceccsseasseesesseserssceeees 18 8.5.1 IMC Responsibilities and AEA Duties..0.....ccc esscseesesseeeseceseessesonesseecneseeees 18 8.5.2 IMC Approvals..........:ccessscesscceesseeessessscesenseessssesssssssscsssnsuasssssscessescesesessesesssseneess 19 Section 8.6 IMC Actions .........:cesccsessscceseneeescceeeseseeeescessecssceecsesessceesoasessssesssseesssssonsssensceseeees 19 8.6.1 Intertic Operation.00.2...eeeecesecseeceesecenseeseceasesaseeecsescseeseeeessscosesesssonesonsesssseeeees 19 8.6.2 Intertie User Agreements............ce seeseseseesesssesesecesaesseeeseesssesesneesesesssesssonserssseneees 19 8.6.3 Non-Compliance Appeals...........escsccssecssessssessecsosseessseeseneaccsessoseesesasesssecsesessess 19 8.6.4 O&M and Scheduling...........cccceeeccsseseeeseceescessceesseeeeseeeesseeseeeeeesseeeeseeesseesssaseaaees 19 8.6.5 Budget........cccscesscessrceseeessceesccescceeseceseseceseesesssseeseceseeseseeseecneeessaseaesesesonssosssedseeses 19 8.6.6 Cost Allocation and Payment Schedule,.......eee eeseeeessceseeeeeeseecensesesseeeseesseeess 20 8.6.7 Maximum Capability and Capacity Allocation..........cee cesssseeecesceseesnseereneeeee 20 8.6.8 Determination of Actual Payment Obligation...csesetesesseeeeseesesseeeeeeeeene 20 8.6.9 Funding Methods.............:sssccsssessecssssscseccsesesecserssesesscnsesessscsecssessessssesesssssenseess 21 8.6.10 IMProveMenttS.........ceeseessccesecseessceesesssecescesssscesscseessssasessensessesneesssasssseseessseensneatens 21 8.6.11 Maintenance..........ecccesceseceseccesceeonecessseceseessecsecssecsesceressssessesseesesessseseeseessneeesseens 21 8.6.12 Creation of Reserve Fund.........ceeessssssesessecessectecescesseseescensesseseensssecessnssseesseeenee 21 8.6.13 Procurement Of ServiCes..........ee seeceeeseeseceeceeseesssesessceeeseesesasscnsecesseseesoeeseeerees 21 8.6.14 Miscellaneous..........ccssccesseceesseceeseeessessecesseesoesscesesscsseneeesseeeesseesosssesoeaesssessneasensees 21 Page iii -Second Amended and Restated Alaska Intertie Agreement Section 8.7 Payment Obligation Unimpaired ..0.....ee ceceescscessecesesesseescessesssceesessenseneseeess 21 Section 8.8 AEA's Ability to Perform Required Work...cseseseseeeeseeeeeeeeeeessssesosoeees 21 Section 8.9 Payment Obligation and Rights Of ReVieW ..0......eeeseessesceseeseetsseresseoneseresoeeee 22 Section 8.10 AEA Authority to Collect Payments and Disburse Funds ...........eseesesseseesoeeees 22 Article 9,Operating CoOMMittee 0...ee eeeecsesseeeeessececesseeeeessececeseeseesesseaeesesseesesssessesnnesenseens 22 Section 9.1.Establishment of the Operating Committee .00.....eee cc cceneeeeeeeeeeeeseeeeseoooneenees 22 9.1.1 Establishment.20.0.0...ceeecessseessseecesseceesecessseeescesessasssssscesasesessesesesensessssasssnesseseees 22 9.1.2 Representatives..........cccccccsssceccesseecceeserscecessnecessceeeeseceessesseaeesesseeeeseaseeeceseeeeseseeeees 22 Section 9.2 Meetings of the Operating Committee 00...eee eseeeeeeeeseeeseeeerceeeessneeeseeeeseoesnes 23 9.2.1 MEERINGS........esceceseccesrecesseceeseeeseneeesseeesneecessessacerececeessesensaceesaceeseeeessneeesesesseaeoues 23 9.2.2 VOTING....cceecccesscssescccessccesssecenscceesceeeseacecsseesseneeseneeeseeserseeessacensaeeessesesseeeesesensesonees 23 9.2.3 MUMNUIEES.00...ce eeccnceesesseccesssnceeeeesscesseessaeeesesseeeescseeesesseeeessssesesseseesoeesssseseosesesonseeses 23 9.2.4 EXPeMSES.........sescessenseesesseceeesseccessecnseceeseceeeesseeeeessesessesaceeesessesesosseeeeessesessesseeens 23 9.2.5 Meetings by Electronic Communication.............ee eeeeeeseeeseeeeesceeesseeeseesessesoneeeeoes 23 Section 9.3 Operating Procedures 000.0...eee eeeeeseeeeeeeceesseeesseceseeeesseesesseesscsesesssseseeecssnsonseevens 23 Article 10.Operation of the Intertic 2...eee eeseeeeeseeeceeersseeecsnessseeeesseesssseseseeenssseeeesensssesenees 24 Section 10.1 Responsibility for Operation of the Intertic 00...eee eeeseeeeceeeeeeeeeeseceeseeeeenes 24 10.1.1 Responsible Participants.............escscsccssecessceceescnecsseceseeesseseseseseensesesaseseessesersessase 24 10.1.2 AML&P and MEA Responsibilities............cceseccssscesseeceeseseeeneceeseeesseeeeseeesaeeees 24 10.1.3 GVEA Responsibilities.0.0...eee eeeeeseeeessceresseseeserssseeesseasosseasssseseecesssesensessesees 24 10.1.4 Joint Responsibilities...ee eeeeeececcseccesseeessseessseeesseesessesssseesssseseseeessesenesenses 25 10.1.5 Contracting.00.0...ccccseccessncesececeessceessecessseeesseeeenesceseassssecssseeesssaeesseesossesessesseessesees 26 10.1.6 Load Balancing...cessccessceessceeescceesceeessseressesesseessseeeseeesessesosssesessasessassaeesenees 26 Section 10.2 Suspension of Work in Performance of Operational Duties 0.0.0...ce eeeeeeetees 26 Section 10.3 Budget for Operation of the Intertic 0...eee ecseeeesseeeesseseeseeseseecessscesseeesees 26 10.3.1 Bud get Process.........ccccsescsescecscceseceseceesscescesescescecescessessssesesescsssesessasesseovsesesasonees 26 10.3.2 Participant Comment............eseccesesceeseeeeeeseeesscessseeessescessseosssessessesesesesssseeneseoses 26 10.3.3 IMC Establishes Budget............::cccssccsssscesseccessceeseceeeseeecenecesceseneesoesascesssssensseeees 27 10.3.4 IMC Determinations and Payment of AML&P and GVEA...ec eceeeeeeeeee 27 10.3.5 Payment if IMC Unable to Determine Fixed Cost Fee.......ce eecseceeeeseseeseeeeeee 27 Section 10.4 Accounting and Records .00.........cscccccssseccesssnccceessceceessnecessssneesccsseeeeeseeescssscossneeess 27 Page iv -Second Amended and Restated Alaska Intertie Agreement Section 10.5 Audits ......cc.sssssssssccecccecccscsccasscccccsscccscessccscascesceccssnsecesecsscseeenesearenssssesssscsesess 27 10.5.1 Request for Audit...........cccccccsssscccsseesecccsseecesecescsscceessseesessseeseessensesessseesesrescesaee 27 10.5.2 State Audit...eee ceesssccceseeesseecssseeeensessseecscessseeseceseessesesseesenseseseeeeesesseesseeseeoes 28 Section 10.6 Payment of Operators ..........ccccccsssccsessccesccesseesesscnseesseceseneecsaesessaaeesseesseesstesentees 28 Section 10.7 Change in Ownership or Control..........cceescsssesscceecssccesseeccssesessnecesseesstesssessneees 28 Section 10.8 Critical Repairs and Maintenance ............cccescsssssscessecsseecsssesscesseseesecssesssssasenseenes 28 Article 11.Scheduling of Capacity and Energy on the Intertie 00.0...essesesecessestecseeseeeeeeeeeses 29 Section 11.1 Scheduling Responsibility...ccsscssesseesseeesseeesseecseneecsstsessececseesseeeessecseeees 29 11.1.1 Southern Group.........::ccssceseccesccseecesessceseceecessesscesaceesecensevssesseeesseessueseneseeesesseesees 29 11.1.2 Northern Group..0......cesccssssssscesscessseecsscseessseeecessesscecssecsseesseesseessneessessesseesseeseness 29 11.1.3 Coordination..........cseeccsscsseceesceesccesescescceesensessnessceessecesesseeseesesensseseeesssenessasssaeenes 29 Section 11.2 Capacity and Energy Schedules .00.......cc ccsessssssscesceessessseesescsssesseessesesseaneesaeente 29 11.2.1 Participant Hourly Schedules.00.0.0...eesessceseccssscccssssecessecesatsesseeessesenssessaeeseaeees 29 11.2.2 Advanced Scheduling.oo...cscsescsssescescseceseseenecssreenseecsseesaeeeneesseeeesesaeeasessvansees 29 11.2.3 PLOCECUIE,......ce eeeeseseceseeeseesceesecoeeescesensensessensesecseseuseoesseeesnscesenseeaseneeesenesensenesaeeats 29 11.2.4 Short-term Scheduling..........ce ceesccsssscscccseccscceseeseceseeessssseeesesessseesseesseeessenesseeenes 29 11.2.5 Modification of Scheduling Procedures...........cccssccesscecsstscsssseesseecenseensceessseeseeees 29 Section 11.3 Intertie Schedule Limitations 2000...ccccescssceseceenseesnecesecsscessesessesesesseesseeeeenes 30 Section 11.4 Transmission Service to Access the Intertic...........cceessssscssscesscesseessecsessassaeeenee 30 Article 12.Maintenance of the Intertie Facilities.............ccsesccsscestsessesssessessecessssseecssseseeseesneees 30 Section 12.1 Maintenance Responsibility ..........ccscssssssscsccsssceseceeseesceessecsseessnecesceesessesensseeeses 30 12.1.1 Responsibility for Maintenance Practices...........ccccsscsscesssessccesssssesesseeseesassaseeets 30 12.1.2 Availability.0...eesessecseesceescesssessesescenesssesseaecaesseeecensecsesaneesseasseassenenescensenenes 30 Section 12.2 Maintenance Budget and Costs ..0......eeeeeseeessessceesececeneceseseesseeeesseesssnesescensnsenseeens 30 12.2.1 Development of Budget...ccc eseesccseeeesseeseesseesenceseceeseseeeeeeesseceeseessesaesseeeuse 30 12.2.2 Cost Records........eecesscccsscsescceseeessncessecseeseseescessceecessesscecesceseeessesesecesesesseacsnseeeues 31 Article 13.Measurement of Electric Power and Energy..........:ccccssscssecssscessessccssnseseseeseeeesseeseees 31 Section 13.1 Required Metering Facilities 2.0.0.0...eecssscesssscsseccessceensceessnsesececenceeesseeeesseeeeers 31 Section 13.2 Access to Metering Facilities and Data...eee escsesccssseccsseecesceseneesecerenessnneres 31 Section 13.3 Installation and Maintenance...essesesseseccesssecseecesseeeseeceeseeseseceseeeesneeseaeres 31 Article 14,Transmission LOSSES ............::ccsssscsssscccesssscesstessccesnsssscessesssssescensecesaceesteesessseseeeaeeenees 32 Page v -Second Amended and Restated Alaska Intertie Agreement Section 14.1 Intertie Transmission and Transmission Service LOSSES..............cccsseseseseeseseeeeeee 32 14.1.1 Method of Determination Of LOSSES.0.0...ceesessseeeesesceseesseceacessesesnesescesessessneess 32 14.1.2 Compensation for LOSSES...........scesesceseseeessceeeeseesessecssaesenseeesscsosseessasessseessanerses 32 14.1.3 Schedules.......ceccsssccessecceseecesscescseeesseecesseesessceesssersssesesseeesseresseesssescessessssesenseseenses 32 Section 14.2 Intertie Transmission Loss Compensation ............ee ceessecesseceseeeenseesseesessseneseeeeaee 32 Article 15.Rights of Users...cceesecsesceeesseeesececesseeesscessceeseseeecsnesessesesseseessasseesseeesssesenseenenns 32 Article 16.Open Access Principles...eescccsscesseesceessesessceseecsssessesesesscosseesseesesesseseseseneaseesens 32 Section 16.1 Definition...ee eeeceecsnecesseesesseesessaeenssscsseesesscsssscessecscssssesseeeseeesssneeesseeeses 32 Section 16.2 Purpose ..........ccssssneceessececsneceseseeesessseeesesseeeeeesseeeesosacecessueessessseesssssessscneruseeseess 33 Section 16.3 Implementation of Capacity Allocation Methodology..........sescesescssecnsereeorees 33 16.3.1 New Methodology..........ccsscessccceseccesseeeeescetececcesseceecseeesresssssessssecssseseesccsesonseesees 33 16.3.2 Statutory Conditions.0.0.0.0...ceeseeeesseceesecececeeceaceessceesseeessaeessssessssacsscsessscsesesessaees 33 16.3.3 Priority for AEA Contracts...........eeeeecescceesceeesceeeseeesseeseseeessesnsseusesaneesseaceseesesse 33 16.3.4 Alternative Allocation of Intertie Capacity............cccesecscsseeeesereseeeeseeeenseeeseeeonss 33 16.3.5 Federal Acquisition Regulations,.0..........csssscesesescesscesseceeessascesescseeesesseesssesensees 34 Section 16.4 Public Process.........cccscccssscsssseeseccsssseesecesesscesseceessnersseceesceeesecaesseesesseeceseeesseasenees 34 Section 16.5 Availability of Information 20.000...ee seeeceeeeceseeersneeesseeseseseseeensssescnssoveeaserses 34 Section 16.6 Review of Methodology.........csscccssscessnceesseceeseeseseceeseeeosceectseserceeseseeesesseeseeasenes 35 Article 17.Billing and Payments ..............ccsecsescessessesecssesseesseeesseseseeseeessccessecssossessenaseeeonsssonseees 35 Section 17.1 Billing...eeeccssccsseessecsescsesesseessessessessaseseessseessesssccssscssoeessssseseesseesseeseneess 35 Section 17.2 Billing Disputes...cee esecceseeesseeseesseecesceseessscesescsecsesesessesssseeseeesensesseesneess 35 Section 17.3 Payment of Sanctions ..0......cee esseccsseessesssesesceessecssecssesssscseeessssesecseeseeesesasseeseeees 35 Article 18.Insurance and Liability...ce eeseecseeceesscceesceeeceeeeeseeeseceeesaseesessoneaesseassssasosseseenes 35 Section 18.1 Insurance 0.0...cee eeeeesceeseeeseseesessceessesecssescsscsesssseesesccssseessesesseeensasseseeseeesesseesenes 35 Section 18.2 Types of Insurance 20.0...cee eescsesecessereeesseeessoeseessscreneoeeceesesessessenseensaseseaseeeensees 36 18.2.1 Workers'Compensation Insurance..........ccescessceseesecesecesseesesseesssessesesssesnseeeseees 36 18.2.2 Comprehensive General Liability Insurance..........cc escessscsseeeeseseeeeseneseseseseneees 36 Section 18.3 Other Insurance Coverage Requirements ...........:cccsscsssssssesssssesseserseesesesssenseeseees 36 18.3.1 Participants'Cost Responsibility.0.00...cesesceseeseceeseeeeeneseeeseeeeecseeeeeeeeeeaneseesess 36 18.3.2 Users'Insurance Requirements............c:ccsscceseceseceeceeeseessecesseeseseascosecesssseesseeseees 36 18.3.3 Coverage and Certificates..........cccsscccsecsceseeccesereeeseeecseccessesesssseseescsesessacsseneesenes 37 Page vi --Second Amended and Restated Alaska Intertie Agreement Article 19.Review of Decision ............cc cesesccccccccssccsssscscccescesccnsscscccceescecescsssscsssvenseseccsscceessscressees 37 Section 19.1 Review of IMC Decision.............ceeesecesceeeseeeeseceeseesesseeesseeesseesssesesseeeeaeeeaeenseeesea 37 Section 19.2 Initiation Of REVICW .......cee cssesceesesceececeeseseessesceeecssncesesesescsacossseseseneesarsnaeeaaeoanes 37 Section 19.3 Review Process...........essccssssesesceessesssessecessecssascsseccsssssesaeesseessesenessasenserseassnaesenea 37 19.3.1 Settlement Conference.........ceecccesssescecseceeeeecesceeeseeeesseeeesneeesaeeesseescaeesacessasersneeeses 37 19.3.2 Disposition Of Dispute...ecccsecsescsessseesecssscsseesssccsseesssceseesssoeseseresseseeeseeessees 37 Article 20.Indemnity ............ceeesccccesseeeeeescceccsseeeseessessnescsseeessseeeesssssseesesseseeesesseeesusessueosseseesees 38 Section 20.1 Responsibility;Cost of Indemnity...ee eee eseeeeseeeeceseeeeeseseseesssasssessereeeees 38 20.1.1 Costs Of Indemnity..........ee eeceesecceesesceecseeeseeeeseeecesseeseseeeesssesssssessseessssssesessseseeeese 38 20.1.2 Participant Indemnity,20.0.0...ee eeeeeseseeecseeeceeceseeecsreessseeeesseesssesessseesssseusorsesseseees 38 20.1.3 IMC Indemnity...........ecsscccsceeseeeeseecseeessceesscesecesseesessecsssseessseessesessseessesessereseeess 38 20.1.4 User Agreement,........ceeessesecseeeceeessesseecesseeessseecosesseeeesceseessssssssvesseescessesseneesesenes 38 Section 20.2 Comparative Negligence 0.0...eeeeeceeceseseeseceesseeetsceeesseeceseeecssesensecsueessssensneooes 38 Article 21.Warranty Denial and Exclusivity of Contract .........eeseeeeecseeeesceeeeecesseceeseseeoneesens 39 Section 21.1 AEA Denial of Warranty............eececceescceeseceseeeesecessceserseeceseeesseesssesosesessasnneesoes 39 Section 21.2 Exclusivity of Contract ...........ceessssceesseesscceceeeesseeeesseerssseesseeesssesesseseseseseusenensoss 39 Article 22,Uncontrollable Forces 2.0.0...eeseessscceescenscessecnscceseeessseecsssascsssesssecesseesssessesssasesesseeeees 39 Section 22.1 Limited Excuse of Performance............eeeeesceesscceessseeesseeesseeeeneeseseecnseeesueseneesoes 39 Section 22.2 Suspension of Performance,...........cc eceeeeeeceescceeeseceesseeessceeesceesseescceessesessssenseaees 39 Article 23.Waivers ........:ccccsscccssssccccsssecceessaseeesseneeesssessseesssasesesscecosesadsesenseceeosseescesseesssseasoeseesasenes 40 Article 24.Successors and Assigns;No Third Party Beneficiaries 2.0.0.0...eeseeesessecseseeeeeeneeeee 40 Section 24.1 Successors and ASSIQMS ........::ccsscccessecceeecseceseeetsseceesceescersceesrseeeessseseasesssesenenses 40 Section 24.2 No Third-Party Beneficiaries 200.0...ce eeesesseeesscceesseeseseeeerceesseesessecssesesseaseneasees 40 Article 25,Governing Law...ee escceeseessecesssseessessasssescsseesseccssaescessesesseasneassscessnesenssesseseseneeees 40 Article 26.Captions,Merger of Addenda and Exhibits 0.0...esscsessescseeesscsseesnsesssersentenseneee 40 Section 26.1 Captions...cc cceecscsssscssscsseesescsscessesscssscsscssscssecsssecssssesssessessscssscnssssessseseseseeeenees 40 Section 26.2 Merger ........cccceccesecceesscesceeesseesssessesssecsssescssssessccsssssccsseeessesensessessceaeesseeeeseeeeeases 41 Article 27.NOtices........ccccccccsseccccssreccesssecsseseeeesessceesescossecessccesesseeseesceecessssesosseescessseusssessecossaeeeees 41 Section 27.1 Notices .......cccscssscssscssseccseesseseseeeseessssseessscscesscsseceseseseessscessessecesseseeaseessssseserennaeees 41 27.1.1 AAT eS......eseeeeccesceescccecessceesseeseccenesssesessaecseceseesnsecseeseasensesessessessasssssersaesessenesessees 41 27.1.2 Meanss Of Notice..........cescessesseeseccssscesseesrsensesceessecesaecensensessaceesecseessasessoesereenaeees 42 Page vii -Second Amended and Restated Alaska Intertie Agreement Article 28.Amendments 20..........cc.ccccsccsccccccscesscsccccesvsceccccsscascosccssesceccessssesccscenessescaceecescessenssesceses 42 Article 29.Mutual Right of Entry ..0.......ccccsecccsseesssececeseeveneesesecensasessscessnseeseeseneeseesaeesseeeeeaeeeses 42 Article 30.Agents .........cccccccscccssscssssessssscccsssecessessseecesseeecessssceeceesnsecessssessseseeeeesseeesensuscoessuseseesaes 43 Article 31.Agreement Approval and Transmittal...cccseccssscsssecssnceeeeceeseneeeeeeeseeesenereeneeeees 43 Article 32.Construction of Agreement ..........c:ccccssccsssseccesccessnecseseeseneecescecesnecesaeeenaeecsneeseseeeeseeeees 44 Exhibit A -Former AS 44.83.380 Exhibit B -Definitions Exhibit C -Form of New Participant Addendum Exhibit D -Former AS 44.83.398(f) Exhibit E -Intertie Facilities Diagram Exhibit F -Form of User Agreement Exhibit G --Sample MITCR Calculation Exhibit H -Reserve Capacity and Operating Reserve Responsibility Agreement Page viii -Second Amended and Restated Alaska Intertie Agreement Incorporated Exhibits Exhibit A -Former AS 44.83.380 Exhibit B -Definitions Exhibit C -Form of New Participant Addendum Exhibit D -Former AS 44.83.398(f) Exhibit E -Intertie Facilities Diagram Exhibit F -Form of User Agreement Exhibit G -Sample MITCR Calculation Exhibit H -Reserve Capacity and Operating Reserve Responsibility Agreement Page ix -Second Amended and Restated Alaska Intertie Agreement SECOND AMENDED AND RESTATED ALASKA INTERTIE AGREEMENT Among ALASKA ENERGY AUTHORITY; MUNICIPALITY OF ANCHORAGE,ALASKA d.b.a.MUNICIPAL LIGHT AND POWER; CHUGACH ELECTRIC ASSOCIATION,INC.; GOLDEN VALLEY ELECTRIC ASSOCIATION,INC.; ALASKA ELECTRIC GENERATION and TRANSMISSION COOPERATIVE,INC. This agreement ("Agreement”),is made and entered into this 18 day of November,2011 ("Effective Date”),between ALASKA ENERGY AUTHORITY,a public corporation of the State of Alaska ("AEA”);MUNICIPAL LIGHT AND POWER,a department of THE MUNICIPALITY OF ANCHORAGE,ALASKA,("AML&P”);CHUGACH ELECTRIC ASSOCIATION,INC.,a not-for-profit electric cooperative membership corporation of the State of Alaska ("CEA”);GOLDEN VALLEY ELECTRIC ASSOCIATION,INC.,a not-for-profit electric cooperative membership corporation of the State of Alaska ("GVEA”);ALASKA ELECTRIC GENERATION and TRANSMISSION COOPERATIVE,INC.,a not-for-profit electric cooperative membership corporation of the State of Alaska ("AEG&T”).These entities, other than AEA,and subsequent qualifying signatories to this Agreement shall be referred to individually as "Participant”or collectively as "Participants.” WITNESSETH WHEREAS,AML&P,CEA,GVEA,and AEG&T each own and operate electric utility facilities and/or are engaged in the business of providing Capacity and Energy to customers;and WHEREAS,it is expected that entities other than the Participants will also use the Intertie;and WHEREAS,the State of Alaska funded and AEA constructed the Intertie and made these electrical transmission facilities available to the Utility Participants under the Original Agreement for Capacity and Energy transactions to benefit Railbelt customers,ensure delivery of energy from State-owned projects,and improve reliability and economical Capacity and Energy deliveries to the Utility Participants'customers under the former Alaska Energy Program established by former AS 44.83.380 (attached as Exhibit A);and WHEREAS,the Participants entered into the Original Agreement to improve the reliability of their interconnected electrical systems and engage in transactions for electrical Capacity and Page 1 of 46 -Second Amended and Restated Alaska Intertie Agreement Energy with each other under individual contractual arrangements between the Participants using the Intertie;and WHEREAS,the Intertie interconnected the Railbelt electric utility systems so that they operate in electrical synchronism;and WHEREAS,AEA and the Participants desire to establish the Intertie Management Committee ("IMC”)and provide it with primary responsibility for the governance,control,operation, maintenance,repair,and improvement of the Intertie;and WHEREAS,AEA and the Participants desire to set forth the responsibilities and rights of all users of the Intertie ("Users'');and WHEREAS,it is desirable to maintain the reliable operation of the Alaska Intertie for all Users; and WHEREAS,it is desirable to have uniformly applicable standards for maintaining and enforcing reliability on the Intertie;and WHEREAS,the Utility Participant Parties to the Original Agreement are also Parties to the Reserve Capacity and Operating Reserve Responsibility Agreement,a separate and independent contract that was made Addendum No.1 to the Original Agreement in order to provide for the reliable operation of the Intertie and the interconnected Railbelt electrical system;and WHEREAS,it is desirable for all Users to execute an Intertie User Agreement ("User Agreement”)under the same terms and conditions and to be subject to the same operating policies and procedures,Reliability Standards,and compliance measures in keeping with Open Access principles;and WHEREAS,the IMC is the appropriate organization to transition Intertie operations and policies to Open Access principles;and WHEREAS,the management of the Intertie will be most effective if the IMC membership is made up of representatives of AEA and electric utilities who are qualifying Participants;and WHEREAS,AEG&T shall be allowed to terminate its Participant status immediately upon its execution of this Agreement;and WHEREAS,the members of AEG&T,Homer Electric Association,Inc.a not-for-profit electric cooperative membership corporation of the State of Alaska ("HEA”)and,Matanuska Electric Association,Inc.a not-for-profit electric cooperative membership corporation of the State of Alaska ("MEA”)individually shall have the one-time opportunity to become Participants immediately upon their timely execution of a New Participant Addendum;and WHEREAS,the United States Army and the City of Seward individually shall be allowed to become a Participant immediately upon their timely execution of a New Participant Addendum; Page 2 of 46 -Second Amended and Restated Alaska Intertie Agreement WHEREAS,the IMC passed Resolution No.2014-02 on February 11,2014,to set forth certain changes to the Agreement addressing the manner which Intertie Costs will be accounted for and allocated by and between the Participants and Users in the Second Amended and Restated Alaska Intertie Agreement and Exhibit B thereto. THEREFORE,in consideration of the mutual covenants in this Agreement,AEA and the Participants agree as follows: Article 1. DEFINITIONS Definitions are as specified in Exhibit B,attached hereto and incorporated herein by this reference.Exhibit B shall remain in effect during the term of this Agreement,but may be amended from time to time in the manner provided in Article 28,AMENDMENTS. Article 2. TERM AND EFFECTIVE DATE Section 2.1 Effective Date This Agreement supersedes the Original Agreement,and shall become effective immediately upon its execution by AEA and the Participants.This Agreement shall remain in full force and effect unless otherwise terminated as provided herein. Section 2.2 Termination 2.2.1 Mutual Consent.This Agreement may be terminated at any time by the mutual consent of all Participants. 2.2.2'Participant and AEA.Any Participant may terminate its participation in this Agreement by giving at least thirty-six (36)months advanced written notice and paying or settling all of its outstanding obligations for Intertie Costs existing before the effective date of its termination,and including any other obligations related to Intertie financing or other funding or sanctions for non- compliance with Reliability Standards.AEA may terminate this Agreement by giving at least thirty-six (36)months advance written notice,and,if applicable,paying any amounts it is obligated to pay that were due and owing before the effective date of its termination.Termination of this Agreement by AEA is conditional upon AEA making a determination that such action is required to improve power systems serving utilities in the Railbelt.Unless it is otherwise agreed in writing,any Participant that terminates its participation shall be liable only for those Intertie Costs and other obligations that existed before the effective date of its termination,as set out above. Page 3 of 46 -Second Amended and Restated Alaska Intertie Agreement 2.2.3.AEA Financial Obligations.In the event AEA incurs,or intends to incur, financial obligations that are recoverable from the Participants pursuant to Article 7,COSTS FOR INTERTIE TRANSFER RIGHTS,the Participants' requirement to provide advanced written notice of termination shall be thirty (30)calendar days.Termination under this Section shall not be effective until the terminating Participant has satisfied the requirements of Section 2.2.2, Participant and AEA. 2.2.4 Limitation for Financing.The Participants and AEA may agree to limit their respective rights under Sections 2.2.1,2.2.2,and 2.2.3 to terminate this Agreement in conjunction with bond or debt financing for repairs or improvements to the Intertie.To be effective,any such limitation agreed to pursuant to this Section 2.2.4 shall require the affirmative vote of a minimum of 75 percent of the members of the IMC constituting greater than 66 percent of the total Annual System Demand of all members of the IMC,including the affirmative vote of AEA. Article 3. OPERATING AND RELIABILITY STANDARDS AND ENFORCEMENT Section 3.1 Adoption of Operating Policies and Procedures,and Reliability Standards The IMC shall determine the operating policies and procedures for handling the obligations and responsibilities for providing Reserve Capacity and Operating Reserves for the Intertie.The IMC shall have the authority to adopt and implement operating policies and procedures, Reliability Standards for the Intertie,and enforcement processes,including sanctions and other remedies.All Participants and Users shall be obligated to comply with all operating policies and procedures and Reliability Standards adopted by the IMC.All operating policies and procedures and Reliability Standards shall be adopted,applied and enforced by the IMC in a uniform,non- preferential,just and reasonable manner that is not unjustly discriminatory.The adoption, amendment,or modification of operating policies and procedures shall require the affirmative vote of a minimum of 75 percent of the members of the IMC constituting greater than 66 percent of the total Annual System Demand of all members of the IMC.The adoption,amendment,or modification of Reliability Standards and enforcement processes,including sanctions and other remedies shall require the affirmative vote of a minimum of 75 percent of the members of the IMC constituting greater than 66 percent of the total Annual System Demand of all members of the IMC,including the affirmative vote of AEA. 3.1.1 AEA Responsibilities.AEA shall have the authority to void any operating policies and procedures or Reliability Standards that AEA reasonably believes would adversely affect the safe operation of the Intertie,breach AEA's statutory mandates,or directly jeopardize AEA-owned Intertie assets in a manner that would be inconsistent with Prudent Utility Practices. Page 4 of 46 -Second Amended and Restated Alaska Intertie Agreement 3.1.2 Notice Required.Except in the case of an emergency,AEA shall provide the IMC at least ten (10)business days prior written notice of its decision to void any operating policy and procedure or Reliability Standard. Section 3.2 Compliance with Standards In the event a User fails to comply with the Intertie operating policies and procedures or Reliability Standards,the User may be subject to any sanctions or other enforcement policies adopted by the IMC applicable to such non-compliance.Compliance with Intertie operating policies and procedures and Reliability Standards is a material obligation of this Agreement and the User Agreement. Section 3.3 Implementation -Participants and Users All Users shall execute any necessary agreements and take such reasonable actions as may be requested by the IMC in order to implement operating policies and procedures or Reliability Standards and any sanctions for non-compliance approved by the IMC.Each Participant or User shall require or be responsible for all non-residential customers or generation projects on the Participant's or User's system to comply with all applicable operating policies and procedures or Reliability Standards approved by the IMC as a condition of connection to the Participant's or User's system.The IMC,excluding AEA,shall assist in the enforcement of this provision. Section 3.4 Replacement of Reliability Standards In the event Reliability Standards adopted by the IMC are replaced or superseded in whole or in part by the order of a state or federal regulatory agency or by the terms of a state or federal regulation or statute,the IMC shall make amendments to or terminate the Reliability Standards to the extent the IMC deems prudent or necessary upon such change in accordance with Section 3.1,Adoption of Operating Policies and Procedures,and Reliability Standards. Section 3.5 Operating Committee The Operating Committee,established under Article 9,OPERATING COMMITTEE,shall advise the IMC on setting operating policies and procedures for the Intertie.The members of the Operating Committee shall have experience and expertise in the operation of electric utility transmission and distribution systems and the Railbelt's transmission system.The IMC shall give consideration to the group's proposals and take action to adopt,modify or reject any such proposal within one-hundred-twenty (120)calendar days. Section 3.6 Required Data Submissions. Each Participant and User (or their designated agent or Designated Contractor)shall submit to the IMC all data as reasonably requested by the IMC,whether related to any operating policies and procedures,Reliability Standards,or otherwise.A Participant or User shall notify the IMC of its designation of an agent or Designated Contractor prior to having that agent submit any data on behalf of the Participant or User. Page 5 of 46 -Second Amended and Restated Alaska Intertie Agreement Section 3.7.AEA Power Project Compliance AEA anticipates that Users engaging in Intertie Transactions for transporting power from state projects (such as AEA's Bradley Lake Hydroelectric Project or future state-owned projects)will contractually assume responsibility for compliance with all applicable Intertie operating policies and procedures or Reliability Standards,and accept responsibility for any sanctions or other duties required of such Users by any operating policies and procedures or Reliability Standards. If Users transporting power from state projects assume those responsibilities,AEA or the state agency owning a power project shall not be directly or indirectly responsible for such compliance or sanctions absent their written agreement to assume such responsibility. Article 4. PARTICIPANT Section 4.1 Participant Defined Participants will be responsible for the governance of the Intertie through participation in the IMC in accordance with Section 4.3 Membership In IMC.For purposes of this Agreement,a Participant is:an electric public utility with at least an Annual System Demand of 5MW of retail load,holding a Certificate of Public Convenience and Necessity from the Regulatory Commission of Alaska,or having other equivalent authority;and,having a certificated service territory,or other equivalent authority,with physical or contractual access to the Alaska Intertie for the transport of electric power.A Participant must also meet all of the requirements of and agree to comply with the terms of this Agreement.Participants shall execute a User Agreement to have the right to transport power on the Intertie. Section 4.2 New Participant An entity seeking Participant status shall execute a New Participant Addendum to this Agreement in the form attached as Exhibit C,and such other agreements as may be required by the IMC from time to time.The entity shall also be required to execute a User Agreement to have the right to transport power on the Intertie.The entity shall then give twenty-four (24) months written notice to AEA and the Participants of its intention to become a Participant.The entity shall become a Participant upon expiration of the twenty-four (24)month notice period required in this section and the IMC's determination that all of the requirements of this Agreement have been completely satisfied.The IMC's determination under this section shall require the affirmative vote of a minimum of 75 percent of the members of the IMC constituting greater than 66 percent of the total Annual System Demand of all members of the IMC, including the affirmative vote of AEA. Section 4.3 Membership in IMC An entity with Participant status shall be allowed,but not required,to appoint one member to the IMC.IMC members'voting rights shall be as provided in Article 8,INTERTIE MANAGEMENT COMMITTEE. Page 6 of 46 -Second Amended and Restated Alaska Intertie Agreement Article 5, WITHDRAWAL OF AEG&T AND OTHER PARTICIPANT AND USER STATUS Section 5.1 Withdrawal of AEG&T Notwithstanding the provisions of Section 2.2,Termination,AEG&T shall effect the termination of its Participant status under this Agreement immediately upon its execution of this Agreement. Section 5.2 Substitution of HEA and MEA,and Admission of City of Seward and the United States Army Notwithstanding the provisions of Section 4.2,New Participant,HEA and MEA individually shall have the right to obtain Participant status immediately upon their execution of a New Participant Addendum in the form attached as Exhibit C,provided,however,that this right shall terminate twenty-four (24)hours after the termination by AEG&T pursuant to Section 5.1, Withdrawal of AEG&T.The City of Seward and the United States Army shall also have the right to obtain Participant status immediately upon execution of a New Participant Addendum in the form attached as Exhibit C if such execution occurs within twenty-four (24)hours of the execution of this Agreement by AEA and the Participants.In the event that United States Army has not obtained Participant status,then after July 2013,the United States Army shall have the right to become a User by executing a User Agreement and providing three (3)months written notice to the IMC,so long as the available Intertie Capacity is not fully subscribed. Article 6. MINIMUM RIGHTS OF THE PARTICIPANTS AND USERS TO USE INTERTIE FACILITIES Section 6.1 Minimum Intertie Transfer Capability Rights (""MITCR”) The established MITCR rights as well as the MITCR methodology for allocation of Capacity on the Intertie from the Original Agreement are temporarily retained in this Agreement and shall be administered by the IMC during the period from the Effective Date until July 1,2013.The MITCR methodology is set forth in this Article 6.The IMC shall implement a new methodology for allocation of Capacity before July 1,2013,which shall comply with the provisions of Article 16,OPEN ACCESS PRINCIPLES. 6.1.1 Right of First Refusal.For so long as the IMC has not amended or replaced the MITCR methodology,Participants shall have the right of first refusal to an allocated portion of the maximum Intertie transfer capability,as determined pursuant to Section 6.2,Determination of MITCR.Intertie Capacity not scheduled or used by the Participants for the purpose of transmitting or receiving Energy over the Intertie shall be allotted to the Participants in the manner provided in Section 6.2.2,Unused MITCR. 6.1.2 Allocation of Transfer Capability.The Intertie transfer capability shall be shared by the Participants in the Northern and Southern Groups in the manner Page 7 of 46 -Second Amended and Restated Alaska Intertie Agreement described in Section 6.2,Determination of MITCR.If a Participant is not using part of its MITCR in either direction,other Participants shall have the right to use that unused part to make transfers across the Intertie,either as a purchase or a sale of Capacity and/or Energy,pursuant to a procedure adopted by the IMC. 6.1.3.Emergency Operations.During emergencies when it is necessary to use the Intertie to transfer Energy to maintain system integrity,a Participant's MITCR will be adjusted by the IMC as required pursuant to Intertie operating policies and procedures and Prudent Utility Practices.To the extent practical,such adjustments shall be shared proportionally among all Participants in the affected Group(s). Section 6.2 Determination of MITCR 6.2.1 Methodology.For so long as the IMC has not amended or replaced the MITCR methodology,the IMC shall determine the MITCR of each Participant each year prior to the final approval of the fiscal year budget,or when a new Participant becomes a Party to this Agreement.The MITCR of each Participant shall be calculated as follows: MITCR shall be determined each year based on the average of the three most recent Annual System Demands submitted by each of the Participants under Section 7.2.1,Participant_and User_Estimates, Participant Historical Data.Temporary reductions of the maximum Intertie transfer capability may be required for periods due to maintenance,safety,or equipment failure.|MITCR shall be determined separately for the Participants of the Northern Group and of the Southern Group.A Participant's MITCR shall be the ratio of its average Annual System Demand to the sum of the average Annual System Demands of its respective group (Northern or Southern) multiplied by the maximum Intertie transfer capability set forth in Section 6.3,Maximum Intertie Transfer Capability. 6.2.2 Unused MITCR.MITCR not used by a Participant shall be available to the other Participants in the same group (i.e.,Northern Group or Southern Group) in the same proportion as remaining Participants'MITCR is to the total MITCR of the remaining Participants in the group that are allocating the unused MITCR.If no Participant chooses to use the unused MITCR,the IMC may make it available to any User subject to the requirements set forth in Section 8.6.7,Maximum Capability and Capacity Allocation.Unless otherwise agreed upon,a Participant whose unused MITCR is being used by other Participant(s)or User(s)shall have the right to its full entitlement immediately upon notification to the Participant(s)or User(s)using its MITCR. Page 8 of 46 -Second Amended and Restated Alaska Intertie Agreement 6.2.3 6.2.4 6.2.5 Section 6.3 Right to Contractually Transfer MITCR.A Participant has the right to transfer on a contractual basis all or part of its MITCR to other Participants or Users with reasonable written notice to all Participants.A Participant whose unused MITCR is being used by another Participant or User under this Section 6.2.3 shall be paid by the using Participant or User a prorated amount of the Intertie Capacity Rate determined by the following formula: P =ICR/12 x CP x HR/THR where: P -is the monthly payment due to the Participant whose MITCR,or portion thereof,is being used by another Participant or User; ICR/12 -is the relevant monthly Intertie Capacity Rate as defined in Section 7.2.6,Capacity Rate,of this Agreement; CP -is the average amount of Capacity in kilowatts which is used by another Participant; HR-is the number of hours in the month during which the unused MITCR was scheduled by another Participant or User;and THR-is the total number of hours in the relevant month. IMC Authority to Change Capacity Allocation Methodology.The IMC shall have the authority to amend or replace the Intertie Capacity allocation methodology with a different methodology.Any amendment or replacement of the Intertie Capacity allocation methodology shall require the affirmative vote of a minimum of 75 percent of the members of the IMC constituting greater than 66 percent of the total Annual System Demand of all members of the IMC,including the affirmative vote of AEA.In amending or replacing the Intertie allocation methodology,the IMC shall employ Open Access principles to the extent practicable. New State Power Projects.The IMC shall amend or replace the Intertie Capacity allocation methodology if requested by AEA to facilitate the transfer of power from a new state-owned generation project,provided,that the then- existing rights of Participants and Users for firm service shall be preserved. Maximum Intertie Transfer Capability The maximum transfer capability of the Intertie is 78 MW,net of losses,unless and until it is changed pursuant to this section.No provision of this Agreement shall prohibit the IMC from temporarily reducing the maximum Intertie transfer capability for maintenance,equipment failure,safety considerations,or other reasonable causes in compliance with Prudent Utility Page 9 of 46 -Second Amended and Restated Alaska Intertie Agreement Practices.|Such temporary reductions of maximum Intertie transfer capability shall proportionally reduce the rights of each Participant and User,for that temporary period.The IMC,upon the affirmative vote of a minimum of 75 percent of the members of the IMC constituting greater than 66 percent of the total Annual System Demand of all members of the IMC,including the affirmative vote of AEA,shall have the authority to change the maximum Intertie transfer capability. Section 6.4 Improvements to the Intertie 6.4.1 Development _of Improvements.Modifications,additions,deletions and changes to the Intertie ("Improvements”)shall be designed and constructed so as not to reduce the Intertie's reliability.All Improvements shall be implemented in accordance with Prudent Utility Practice and,with commercially reasonable consideration of the costs and benefits of such improvements. 6.4.1.1 Except as provided in Section 6.4.1.2,the affirmative vote of a minimum of 75 percent of the members of the IMC constituting greater than 66 percent of the total Annual System Demand of all members of the IMC,including the affirmative vote of AEA,shall be required to approve any Improvements.The design and specifications,including engineering studies for proposed Improvements to the Intertie shall be submitted to the IMC for review and approval.The IMC may require additional studies. Approval of the design and specifications of Improvements shall require the affirmative vote of a minimum of 75 percent of the members of the IMC constituting greater than 66 percent of the total Annual System Demand of all members of the IMC,including the affirmative vote of AEA. 6.4.1.2.AEA shall have the right to make Improvements to the Intertie,including taps to provide electrical services at locations that AEA deems beneficial and reasonable.Costs related to Improvements covered by this Section 6.4.1.2 will not be deemed to be Intertie Costs unless such Improvements are of direct benefit to the Participants and/or Users as determined in advance by the IMC under Section 6.4.3,Responsibility for Cost_of Improvements. The design for such Improvements shall be submitted to the IMC for review and comment.The comments of the IMC shall be incorporated into the design of the Improvements as they relate to maintaining the Intertie's reliability. Page 10 of 46 -Second Amended and Restated Alaska Intertie Agreement 6.4.1.3 The IMC shall not unreasonably delay the implementation of any Improvements provided for under Section 6.4, Improvements to the Intertie. 6.4.2 Requests for Improvements.Participants and Users,individually or otherwise,shall have the right to request the IMC to make Improvements. Each request shall include a detailed written explanation of the requested Improvement and demonstrate its compliance with the requirements of Section 6.4.1,Development of Improvements. 6.4.3.Responsibility for Cost of Improvements.The cost of Improvements may be apportioned among the requesting Participants and Users pursuant to a written agreement and may be adjusted to include other sources of funding.If there is no such written agreement,an Improvement shall be made at the expense of the requesting Participant(s),User(s),and/or AEA (AEA only if the Improvement is undertaken pursuant to Section 6.4.1.2)unless the IMC determines prior to performing the Improvement that the Improvement directly benefits other Participants or Users,or may provide direct benefit to other Participants or Users in the future,in which case the cost of the requested Improvements shall be deemed Intertie Operating Costs.The IMC may also,but shall not be required to,determine that the cost of an Improvement shall be born only by the group of directly benefitted Participant(s)or User(s)if some will not be directly benefitted.The IMC shall have the right to consider the cause or need for any Improvements when making its determination of cost responsibility.The IMC shall also determine prior to performing the Improvement whether the cost of such Improvements shall be recovered in the Intertie Energy Rate,the Intertie Capacity Rate,by an allocation to the group of directly benefitted Participant(s)or User(s),or a combination of two or more of the aforementioned methods.AEA shall be the owner of all Improvements without regard to the sources of funding.The determination and setting of the responsibility for payment of costs associated with an Improvement and any allocation of recovery between the Intertie Energy Rate,the Intertie Capacity Rate,or the group of directly benefitted Participant(s)or User(s)shall require the affirmative vote of a minimum of 75 percent of the members of the IMC constituting greater than 66 percent of the total Annual System Demand of all members of the IMC,including the affirmative vote of AEA. 6.4.4 Right to Make Improvements -Required Work.AEA shall have the right to require Improvements to the Intertie as provided in Section 8.8,AEA's Ability to Perform Required Work. 6.4.5 Notice.The IMC shall give reasonable advanced notice to all Participants before approving any Improvements as provided in this Article 6. Page 11 of 46 -Second Amended and Restated Alaska Intertie Agreement Section 6.5 Additional Project Taps Terms and conditions applicable to new taps and interconnections for new projects shall be subject to,and shall be handled in accordance with,the rules,Reliability Standards,and procedures in effect at the time the tap or interconnection is constructed and as they may be amended from time to time.This Section shall also apply to proposed temporary taps or interconnections. Article 7. COSTS FOR INTERTIE TRANSFER RIGHTS Section 7.1 Intertie Costs 7.1.1 Costs to Be Shared by Participants and Users.Costs incurred in operating and maintaining the Intertie and the annual debt service on any bonds or other debt issued by AEA or contractual obligations incurred by AEA or the IMC for the Intertie facilities,including those incurred for renewals,replacements,repairs, Required Work,and Improvements,("Intertie Operating Costs”)and costs incurred in administering the legal and regulatory affairs of the IMC, including the costs associated with the development,monitoring,and administration of the operating and reliability standards ("Intertie Administration Costs”)shall be shared by the Participants and Users.Intertie Operating Costs and Intertie Administration Costs shall be referred to jointly in this Agreement as Intertie Costs.Intertie Costs shall be identified in accordance with the provisions of former Alaska Statute 44.83.398(f) (attached as Exhibit D)and this Agreement.Participants and Users shall also contribute to the recovery of Intertie Costs through rates and charges approved by the IMC. 7.1.2 Intertie Operating Costs.At a minimum,the following costs shall be included in Intertie Operating Costs budget: 7.1.2.1 "Operation and Maintenance Costs”are all operation costs as provided for in Article 10,OPERATION OF THE INTERTIE,and all maintenance costs as provided for in Article 12,MAINTENANCE OF THE INTERTIE FACILITIES,and including any replacements in the ordinary course of operations,plus any applicable taxes, but excluding uninsured losses or liability resulting from deductible or self-insured retention provisions of property or liability insurance policies,respectively. 7.1.2.2 "Extraordinary Maintenance and Replacement Costs”are uninsured losses or liabilities resulting from deductible or self-insured retention provisions of property or liability Page 12 of 46 -Second Amended and Restated Alaska Intertie Agreement insurance policies,costs of facility maintenance,renewals, and replacements. 7.1.2.3 "Annual Debt Service Cost”is interest on,and amortization sufficient to retire over their term,any bonds or other debt issued by AEA for construction,renewals,replacement, repairs or Improvements of the Intertie facilities,plus the debt service coverage or other financial performance factors determined by AEA to be necessary for the marketability of bonds issued by it and as provided in any bond covenants,resolutions or similar obligations. 7.1.2.4 "Reserve Fund”is the amount necessary,as determined by the IMC,to provide a prudent level of reserves to fund the operation and maintenance of the Intertie and the Intertie Costs specified in this Section 7.1,Intertie Costs.The Reserve Fund shall be maintained as a separate and distinct fund to be held,managed,invested,disbursed and administered by AEA in accordance with criteria approved by the affirmative vote of a minimum of 75 percent of the members of the IMC constituting greater than 66 percent of the total Annual System Demand of all members of the IMC,including the affirmative vote of AEA.All money deposited in the Fund shall be used solely for the purposes set forth in this Agreement.AEA shall keep and maintain records pertaining to the Reserve Fund,and ll disbursements therefrom,in accordance with its general practices and procedures in effect from time to time and in compliance with GAAP. 7.1.2.5 Station service costs. 7.1.2.6 "Cost of Improvements”those costs determined in accordance with Section 6.4.3,Responsibility for Cost_of Improvements. 7.1.3 Intertie Administration Costs.At a minimum,the following costs shall be included in Intertie Administration Costs budget 7.1.3.1 AEA's administrative expense associated with the Intertie. 7.1.3.2 Legal expense associated with IMC activities. 7.1.3.3 Regulatory costs associated with IMC activities. Page 13 of 46 --Second Amended and Restated Alaska Intertie Agreement Section 7.2 7.2.1 7.2.2 7.2.3 7.1.3.4 Costs associated with developing,engineering,monitoring, and administering operating and reliability standards for the Intertie and the IMC. Annual Budget and Fiscal Year.The IMC will estimate and budget Intertie Costs annually for the ensuing fiscal year,July 1 to June 30,subject to AEA's review and approval.The IMC shall develop annually a preliminary operating budget from:the Intertie Operating budget;the Annual Debt Service costs; the Intertie Administration Costs budget,and any allocation for Improvements.Unless otherwise agreed in writing by the Participants,the preliminary Intertie budget shall be provided to the Participants and made available to the public for their review at least thirty (30)days before the IMC meeting where the budget will be approved.Written comments shall be submitted to AEA and the IMC by the date established by the IMC.The Participants shall be provided no less than thirty (30)days to comment.Based on the preliminary Intertie budget and the comments from the Participants,the IMC shall annually establish the Intertie operating budget and submit it to the AEA for review and approval. Calculation of Intertie Operating Costs and Rates Participant and User Estimates,Participant Historical Data.The IMC shall establish a schedule and format that the Participants and Users with valid contracts for service on the Intertie shall use to submit their projected usage of the Intertie for the upcoming fiscal year.Unless directed to do otherwise by the IMC,Participants and Users shall also submit,at the same time,their three most recent Annual System Demands for the calculation of MITCR under Section 6.2,Determination of MITCR,or as required by the IMC for the allocation of Intertie Capacity. IMC Estimates.The IMC shall prepare a preliminary Intertie annual usage estimate in kilowatt hours ("kWh”)and provide the same to the Participants and Users no later than the date the preliminary Intertie budget is submitted to the Participants for comment.The preliminary Intertie annual usage estimate provided under this Section with the use of projected or other relevant information shall in no event be less than the amount equal to 30 percent of the kWhs that could be transferred by continuous operation of the Intertie at the maximum rated fiscal-year transfer Capacity (as currently established under Section 6.3,Maximum Intertie Transfer Capability).The projected usage shall not exceed the total projected usage of the Participants and Users so long as their combined usage is in excess of the 30 percent as provided in this Section 7.2.2. Comments.Participants and Users may provide comments to the IMC on the preliminary Intertie annual usage estimate,which shall be considered by the IMC in making its final estimate for the following fiscal year. Page 14 of 46 -Second Amended and Restated Alaska Intertie Agreement 7.2.4 7.2.5 7.2.6 Section 7.3 IMC Determination of Estimated Intertie Usage.Based upon the Participants' and Users'preliminary Intertie annual usage estimates and comments received,the IMC shall establish the estimated annual Intertie usage in kWhs for the following fiscal year. Energy Rate.The "Intertie Energy Rate”for the following fiscal year, expressed in dollars per kWh,shall be calculated by dividing 83.5 percent of the total budgeted Intertie Operating Costs as determined in the Intertie budget under Section 7.1,Intertie Costs,by the annual Intertie usage as established under Section 7.2.4,IMC Determination of Estimated Intertie Usage. Capacity Rate.The "Intertie Capacity Rate”for the following fiscal year. expressed in dollars per kW,shall be calculated by dividing 16.5 percent of the total budgeted Intertie Operating Costs as determined in the Intertie budget established under Section 7.1,Intertie Costs,by the sum of the Participant's or User's Intertie Capacity rights allocations. Calculation of Intertie Administration Costs. The IMC shall estimate the total annual Intertie Administrative Costs and divide that amount in equal annual shares each of the Participants and Users. Section 7.4 Payment of Intertie Costs. Except for amounts associated with Improvements that have been specifically allocated or otherwise addressed pursuant to Section 6.4,the obligation for payment of Intertie Costs shall be apportioned in accordance with this Section 7.4 7.4.1 Participant and User Payments.Each Participant and User shall be obligated to pay to AEA,for the account of the IMC,monthly the sum of the following: TAL The Participant's or User's scheduled use of the Intertie for the month multiplied by the Intertie Energy Rate in effect for the fiscal year;plus, 7.4.1.2 The Participant's Intertie Capacity rights allocation, determined in accordance with this Agreement,multiplied by one-twelfth of the Intertie Capacity Rate in effect for the fiscal year or the Participant's obligation as calculated pursuant to Section 6.2.3,Right to Contractually Transfer MITCR,if applicable;plus, 74.1.3 Each User's Intertie Capacity rights allocation,determined in accordance with this Agreement,multiplied by the monthly Intertie Capacity Rate in effect for that period multiplied by the number of months of the fiscal year that Page 15 of 46 -Second Amended and Restated Alaska Intertie Agreement the User has a contract for the use of Intertie Capacity or as determined pursuant to Section 7.3.1.2;plus, 7.4.1.4 The allocated monthly share of the Intertie Administrative Costs for each Participant and User in effect for the fiscal year. 7.4.2 Annual Payment of Intertie Costs.The IMC shall have the authority to convert the Participants'and Users'payment obligation,or any portion thereof,to one annual payment,which shall be due and payable at the beginning of the fiscal year.Any such annual payment attributable to Intertie Operating Costs shall be based on each Participant's or User's projected use of the Intertie to the extent usage has not been scheduled.Any such annual payment attributable to Intertie Administrative Costs shall be based on each Participant's or User's allocated share of the approved budgeted annual Intertie Administrative Costs 7.4.3.Monthly Use.For billing purposes only,the scheduled use of the Intertie in any month shall be the greater of the actual energy transferred or the product of the scheduled Intertie transfer at the Intertie Point of Interconnection and the number of hours each schedule was in effect during that calendar month. 7.4.4 Excess Revenues.The IMC shall determine Excess Revenues for Intertie Operating Costs independent from Intertie Administrative Costs. 7.4.4.1 Should the annual revenues received from all sources for Intertie Operating Costs under Section 7.4.1,Participant and User Payments,exceed actual annual Intertie Operating Costs,the revenues in excess of the Intertie Operating Costs shall be allocated to the contributing Participants and Users in proportion to the total dollar amount paid by all parties for use of the Intertie in the fiscal year,or portion thereof,in which the revenues were accrued. 7.4.4.2 Should the annual revenues received from all sources for Intertie Administrative Costs under Section 7.4.Participant and User_Payments,exceed actual annual Intertie Administrative Costs,the revenues in excess of the Intertie Administrative Costs shall be allocated to the contributing Participants and Users in proportion to the total dollar amount paid by all parties for the Intertie Administrative Costs in the fiscal year,or portion thereof,in which the revenues were accrued. Page 16 of 46 -Second Amended and Restated Alaska Intertie Agreement 74.4.3 The IMC shall authorize AEA to refund the Participants and Users their proportionate share of any excess determined under this Section 7.4.4,Excess Revenues. 7.4.5 Revenue Deficiencies.The IMC shall determine Revenue Deficiencies for Intertie Operating Costs independent from Intertie Administrative Costs. 7.45.1 Should the revenues received under Section 7.4.1, Participant_and User Payments,be less than the actual Intertie Operating Costs incurred,the revenue deficiency shall be allocated between the Participants and Users in the same proportional manner as revenues are re-allocated between the Participants and Users under Section 7.4.4.1. The IMC shall authorize AEA to bill the Participants and Users their proportionate share of this deficiency. 7.4.5.2 Should the revenues received under Section 7.4.1, Participant and User Payments,be less than the actual Intertie Administrative Costs incurred,the revenue deficiency shall be allocated between the Participants and Users in the same proportional manner as revenues are re- allocated between the Participants and Users under Section 74.4.2. 745.3 The IMC shall authorize AEA to bill the Participants and Users their proportionate share of any deficiency determined under this Section 7.4.5,Revenue Deficiencies. Article 8. INTERTIE MANAGEMENT COMMITTEE Section 8.1 Establishment of the Intertie Management Committee,Right to Vote AEA and the Participants hereby establish an Intertie Management Committee.The IMC shall be the governing body with the authority to control,operate,maintain,repair,and perform Improvements of the Intertie in accordance with the terms of this Agreement.The IMC shall consist of the representative appointed by AEA and the representatives appointed by each of the Participants,which shall be either their Chief Executive Officer,General Manager,or Executive Director.Each Participant shall be entitled to only one representative,appointed pursuant to Section 4.3,Membership in IMC,and one vote on the IMC.AEA shall also be entitled to only one representative and one vote on the IMC.Under no circumstances shall AEA or a Participant have,or have the right to control,more than one vote on the IMC or have more than one voting representative,directly or indirectly,through another organization with which it is an affiliate or has an agency relationship.Each IMC member entitled to vote may name one representative to serve on the IMC and one designated alternate for that representative.A representative or designated alternate may be an employee of a Designated Contractor of the IMC Member.Each .Page 17 of 46 -Second Amended and Restated Alaska Intertie Agreement IMC member shall notify all other IMC members in writing of the names,addresses,and telephone numbers of its representative and designated alternate.After it is established,the IMC shall meet at least twice each year.Meetings of the IMC and any committees of the IMC shall, to the extent practicable,be open to the public. 8.1.1 Eligibility to Vote.Participants that are not current on their financial obligations for Intertie Costs or any other costs or assessments approved by the IMC shall not be eligible to vote on matters before the IMC and shall not be considered a member of the IMC for purposes of voting,or for calculating the Annual System Demand of Participants or Users for purposes of allocating Intertie Capacity. 8.1.2 Minutes.Written minutes shall be kept for all meetings of the IMC,and all decisions or agreements made by the IMC shall be reduced to writing, including all matters voted upon and each member's vote on those matters. Section 8.2 Adoption of Procedural Rules or Bylaws The IMC shall adopt and maintain rules and procedures governing the operation of the IMC ("IMC Bylaws”).The IMC Bylaws shall require the affirmative vote of a minimum of 75 percent of the members of the IMC constituting greater than 66 percent of the total Annual System Demand of all members of the IMC,including the affirmative vote of AEA,to be effective.The IMC Bylaws shall address,among other matters,procedures for the selection of IMC officers,the conduct of IMC meetings,the approval or possible pre-approval of consultants, the modification of the IMC's procedural rules,and to the extent not otherwise specified in this Agreement,the specific voting requirements for approval of matters to be decided by the IMC. Section 8.3 Effect of Abstention.For purposes of voting on any matter before the IMC, each abstaining Participant or AEA Representative shall not be counted towards any voting requirement.The minimum percentage required to transact business shall be determined from the total number of IMC Members not abstaining. Section 8.4 Meetings by Electronic Communication.The IMC may elect to meet by electronic communication so long as all members can be heard and hear all of the proceedings. Section 8.5 IMC Responsibilities 8.5.1 IMC Responsibilities and AEA Duties.AEA,as the legal owner of the Intertie,a potential issuer of debt related to the Intertie,and the agency charged by statute with various duties affecting or affected by the Intertie,has or may have assigned to it,certain rights,duties,and responsibilities with respect to the Intertie.For example,AS 44.83.396(e)imposes on AEA the duty to (a)review and approve the annual budget for the operation and maintenance of the project,and (b)assure that the project is being operated efficiently and in a manner that is consistent with national standards for the industry and agreements with any bondholders.(See also,Section 8.8,AEA's Page 18 of 46 -Second Amended and Restated Alaska Intertie Agreement 8.5.2 Section 8.6 Ability to Perform Required Work.)Subject only to such AEA rights,duties, and responsibilities,the IMC shall be responsible for the management, operation,maintenance,and improvement of the Intertie.The IMC members, Participants,and Users are the beneficiaries of the prudent management of the Intertie and shall bear their respective share of Intertie Costs in accordance with the terms of this Agreement.All Users have a shared and substantial long-term financial interest in the Intertie facilities.The IMC shall undertake responsibility for the prudent management and reliable operation of the Intertie on behalf of AEA,for the benefit of the Participants and Users. IMC Approvals.IMC approval of the sufficiency of the annual budget,rates, and the allocation of Intertie Capacity,shall require the affirmative vote of a minimum of 75 percent of the members of the IMC constituting greater than 66 percent of the total Annual System Demand of all members of the IMC, including the affirmative vote of AEA. IMC Actions The IMC shall have the authority to take the actions set forth in this section,subject only to the provisions of any applicable bond resolutions,federal and state law,the requirements of licensing and regulatory agencies,and the rights of AEA,the Participants,and Users under other provisions of this Agreement. 8.6.1 8.6.2 8.6.3 8.6.4 8.6.5 Intertie Operation.Develop,adopt,and enforce operating policies and procedures and Reliability Standards applicable to the Intertie.See Section 3.1,Adoption of Operating Policies and Procedures,and_Reliability Standards. Intertie User Agreements.Adopt standard terms and conditions for User Agreements for Intertie Transactions in accordance with this Agreement and incorporating Open Access principles.Adopt a three (3)month termination provision in certain User Agreements in accordance with Section 5.2, Substitution of HEA and MEA,and Admission of City of Seward and the United States Army,and Section 16.3.5,Federal Acquisition Regulations. Non-Compliance Appeals.Provide procedures for Users to appeal:(i) Operating policies and procedures;ii)Reliability Standards non-compliance determinations;or iii)sanctions imposed for non-compliance with Reliability Standards. O&M _and Scheduling.Arrange for the operation and maintenance of the Intertie and the scheduling of power transfers on the Intertie. Budget.Adopt,and revise if prudent to do so,each fiscal year a budget of Intertie Costs for that fiscal year.The adopted or revised budget shall be reasonably estimated by the IMC to be sufficient to pay all Intertie Costs and Page 19 of 46 -Second Amended and Restated Alaska Intertie Agreement shall be made available to the public at the time it is distributed to Participants.The IMC shall establish the fiscal year budget in accordance with Article 7,COSTS FOR INTERTIE TRANSFER RIGHTS,and a schedule established by the IMC. 8.6.6 Cost Allocation and Payment Schedule.Establish for each fiscal year the estimated annual allocation of Intertie Costs for each Participant and User together with a schedule for each Participant's and Users'required monthly payments during that fiscal year,pursuant to Sections 7.2,Calculation of Intertie Operating Costs and Rates,7.3 Calculation of Intertie Administration Costs and 7.4,Payment of Intertie Costs.The payment schedule shall be designed to recover the Participant's or User's share of the estimated annual Intertie Costs during the fiscal year and as revised during such Year to reflect any approved changes to the budget of annual Intertie Costs for that fiscal year.The IMC also shall determine the costs to be collected from Users for Intertie Transactions.Such costs shall be determined and applied based upon just,fair,reasonable,and not unduly discriminatory principles and in compliance with Article 16,OPEN ACCESS PRINCIPLES.The approval of the allocation of Intertie Costs,payment schedule,and the costs to be collected for Intertie Transactions shall require the affirmative vote of a minimum of 75 percent of the members of the IMC constituting greater than 66 percent of the total Annual System Demand of all members of the IMC, including the affirmative vote of AEA. 8.6.7 Maximum Capability and Capacity Allocation.Establish the maximum Intertie transfer capability in accordance with Section 6.3,Maximum Intertie Transfer Capability.Determine each Participant's and User's rights to Intertie Capacity pursuant to any methodology adopted under Article 6,MINIMUM RIGHTS OF THE PARTICIPANTS AND USERS TO USE INTERTIE FACILITIES.The IMC shall consider the Participant's or User's reserve obligations and equitably preserve any Participant's and User's Intertie operational rights existing as of the Effective Date that are valid and effective at the time of the IMC's determination.The IMC shall have the right to consider the cause or need for such operational rights when making its determination. 8.6.8 Determination of Actual Payment Obligation.Determine after the conclusion of each fiscal year the actual annual Intertie Costs for that fiscal year,the actual annual Payment Obligation of each Participant or User for that fiscal year,and the amount of any additional payment required from or the amount of any refund to each Participant or User to ensure that the total of all payments received from each Participant or User for each fiscal year is equal to that Participant's or User's actual annual Payment Obligation for the fiscal year,pursuant to Sections 7.3.3,Excess Revenues,and 7.3.4,Revenue Deficiencies. Page 20 of 46 -Second Amended and Restated Alaska Intertie Agreement 8.6.9 Funding Methods.Evaluate and select methods of carrying out and funding Improvements,whether by recommending AEA's issuance of bonds or otherwise. 8.6.10 Improvements.Evaluate and approve Improvements and determine the required level of funding for approved Improvements under Sections 6.4.2, Requests for Improvements,6.4.3,Responsibility for Cost of Improvements, 6.4.4,Right to Make Improvements -Required Work,or as otherwise provided in this Agreement. 8.6.11 Maintenance.Adopt maintenance schedules for the Intertie that do not unreasonably interfere with the operations of the Participants. 8.6.12 Creation of Reserve Fund.Establish and maintain a Reserve Fund,which meets the requirements set forth in Section 7.1.1.4. 8.6.13 Procurement of Services.Procure services the IMC requires so long as sufficient budgeted funds are available for those services and the procedures for such procurements are in compliance with the IMC's Bylaws and any applicable Alaska law or regulation. 8.6.14 Miscellaneous.Provide for all things necessary to carry out the responsibilities and obligations set forth in this Agreement and in the IMC Bylaws. Section 8.7 Payment Obligation Unimpaired Notwithstanding any action or inaction by AEA or the IMC under this Agreement,each Participant's or User's obligation to make payments necessary to pay their allocated percentage share of Intertie Costs under Section 7.3,Allocation of Intertie Costs,of this Agreement and all other amounts to be paid under this Agreement ("Payment Obligation”)shall be absolute and unimpaired.Each Participant and User shall make all payments as required as a result of action taken by the IMC under this Agreement or an action taken by AEA pursuant to Section 6.4.4, Right to Make Improvements -Required Work,or Section 8.8,AEA's Ability to Perform Required Work. Section 8.8 AEA's Ability to Perform Required Work In the event the IMC fails to take any of the actions set forth in this Agreement in a timely fashion or fails to take any other action which the AEA believes to be a required action with respect to the management,operation,maintenance or improvement of the Intertie,and as a result the AEA determines that it will be unable to meet any of its obligations imposed by bond resolutions,by this Agreement,by any licensing or regulatory agency,or by statute,or as otherwise is necessary to keep the Intertie in good and efficient operating condition,consistent with (1)prudent economics for the Intertie and the Participants and Users,and (2)national standards for the industry ("Required Work”)then the AEA may:(a)adopt a budget of Annual Page 21 of 46 -Second Amended and Restated Alaska Intertie Agreement Intertie Costs;(b)estimate the Payment Obligation of each Participant in accordance with the methodology set forth in this Agreement;(c)require each Participant to make payments on the basis of such estimated Payment Obligation;or (d)cause the Required Work to be performed; and (e)take such other action as the AEA deems reasonably necessary to meet such obligations. All actions and determinations under this Section 8.8 shall be taken in accordance with Prudent Utility Practice.The comments of the IMC regarding Required Work related to Improvements shall be given great weight and incorporated into the design of the Improvements as they relate to the operation and reliability of the Intertie. Section 8.9 Payment Obligation and Rights of Review Making a payment as required under this Agreement shall not constitute a waiver of any of the Participant's or User's rights under this Agreement.Any Participant or User may seek review of actions by the IMC by means of the procedures in Article 19,REVIEW OF DECISION. Section 8.10 AEA Authority to Collect Payments and Disburse Funds The IMC hereby delegates to AEA the authority to invoice and collect from Participants or Users any Payment Obligations due and owing under this Agreement and to make payments on behalf of the IMC for Intertie operations,maintenance or other Intertie related expenses arising under this Agreement.AEA shall hold funds collected in one or more separate accounts designated for Alaska Intertie purposes until such funds are obligated for Intertie operations,maintenance,or administration and used to pay Intertie Costs.Interest and/or investment income earned on invested funds shall be credited to the IMC.The IMC shall have the right to audit all funds held by AEA on behalf of the IMC as well as the transactions associated therewith. Article 9. OPERATING COMMITTEE Section 9.1 Establishment of the Operating Committee 9.1.1 Establishment.The IMC shall establish a committee for the purpose of recommending operating policies and procedures under the direction of the IMC and assisting in the implementation of any policies and procedures approved by the IMC (the "Operating Committee”). 9.1.2 Representatives.Each Participant may,but is not required to,designate a representative to act on its behalf,which shall be done in writing ("Representative”).Such Representatives shall meet the requirements of Section 3.5,Operating Committee.Each Participant may also designate an alternate who may act in the stead of its Representative at the option of that Participant.A Participant may at any time change,remove or designate its representative or alternate,and shall promptly notify in writing the other Participants of any change in such designation.The members of The Operating Committee shall designate a member to be Chairman. Recommendations and decisions of the Operating Committee shall be adopted Page 22 of 46 -Second Amended and Restated Alaska Intertie Agreement Section 9.2 9.2.1 9.2.2 9.2.3 9.2.4 9.2.5 Section 9.3 if approved by at least a majority of the Representatives appointed under this Section,unless otherwise provided in the bylaws of the committee.The AEA may designate a Representative to the committee who may vote on any matters. Meetings of the Operating Committee Meetings.The Operating Committee shall meet at least once each year and at such other times as deemed necessary by its Chairman or the IMC and shall to the extent practicable,be open to the public. Voting.The Operating Committee may determine the manner of voting on matters that come before it.All decisions of the Operating Committee affecting the Participants,the Intertie,or its Users shall be subject to the review and approval of the IMC. Minutes.Written minutes shall be kept for all meetings of the Operating Committee,and all decisions or agreements made by the Operating Committee shall be reduced to writing including all matters voted upon and each member's vote on those matters. Expenses.The Operating Committee shall prepare and submit an expense budget to the IMC under Section 10.3,Budget for Operation of the Intertie, annually to provide for Operating Committee expenses other than the expenses of each Operating Committee Representative,which shall be borne by the Operating Committee Representative. Meetings by Electronic Communication.The Operating Committee may elect to meet by electronic communication so long as all members can be heard and hear all of the proceedings. Operating Procedures The Operating Committee shall recommend operating policies and procedures and standard practices to the IMC for the guidance of dispatchers and other employees and shall recommend arrangements for metering,communications,and other services and facilities.All such operating policies and procedures and standard practices shall be subject to the approval of the IMC pursuant to Section 3.1,Adoption of Operating Policies and Procedures,and Reliability Standards,and shall conform with any Reliability Standards adopted by the IMC.The Operating Committee has no authority to modify any of the provisions of this Agreement or to modify or set rates for Intertie services. Page 23 of 46 -Second Amended and Restated Alaska Intertie Agreement Article 10. OPERATION OF THE INTERTIE Section 10.1.Responsibility for Operation of the Intertie 10.1.1 Responsible Participants.AML&P and GVEA are hereby delegated the responsibility for the operation of the Intertie on behalf of the IMC.The operation of the Intertie shall be in compliance with the guidelines of this Agreement,the operating policies and procedures established by the IMC,and in compliance with any applicable Reliability Standards.The IMC may at any time designate another Participant to assume such responsibility from GVEA or AML&P with the affirmative vote of a minimum of 75 percent of the members of the IMC constituting greater than 66 percent of the total Annual System Demand of all members of the IMC,including the affirmative vote of AEA.Upon such designation by the IMC,the name of the new operator(s) shall be deemed substituted for the name of the old operator(s)in this Article 10,OPERATION OF THE INTERTIE,as appropriate. 10.1.2 AML&P and MEA Responsibilities.AML&P shall be responsible for the operation of the southern assets of the Intertie including,but not limited to, coordination with other utilities,the terminal facilities,communication facilities,the Intertie transmission line,and other facilities south of the Douglas Substation (more specifically illustrated and defined in the Intertie Facilities Diagram in Exhibit E of this Agreement).The Douglas Substation Intertie facilities shall be managed by AML&P and shall be deemed to be the point of demarcation between the Intertie Operators. 10.1.2.1_AEA has contracted with MEA under the 1984 Joint Use Agreement for use of approximately five and one-half (5.5) miles of MEA's right-of-way and constructed transmission facilities that are a part of the Intertie to the Teeland Substation.This being presently a part of the Intertie,the IMC delegates to AML&P,and AML&P assumes the responsibility for operation of this portion of the transmission facilities.AEA delegates to MEA and MEA assumes responsibility for maintenance of this portion of the transmission facilities.Nothing contained in this Agreement shall be deemed to modify any portion of the 1984 Joint Use Agreement. 10.1.3 GVEA Responsibilities.GVEA shall be responsible for the operation of the northern assets of the Intertie,including but not limited to,coordination with other utilities,the terminal facilities,communication facilities,the Intertie transmission line,and other facilities north of the Douglas Substation (as more specifically illustrated and defined in the Intertie Facilities Diagram in Exhibit E of this Agreement).The Douglas Substation Intertie facilities shall be Page 24 of 46 -Second Amended and Restated Alaska Intertie Agreement managed by AML&P and deemed to be the point of demarcation between Operators. 10.1.4 Joint Responsibilities)AML&P and GVEA acting in concert shall: 10.1.4.1.Coordinate all the activities and transactions involving the Intertie operation; 10.1.4.2 Coordinate Intertie Transactions to ensure that at all times, to the extent possible,the Intertie System is operated to: provide reliable and economical service;optimize the availability of the Intertie within practical operational and cost constraints;and;ensure the Intertie is fully subscribed; 10.1.4.3.Comply with,monitor compliance with,and enforce the operating policies and procedures and_Reliability Standards; 10.1.4.4 Coordinate the scheduling of all Intertie Transactions by the Participants in the Northern and Southern Groups in accordance with the provisions of this Agreement,and inform all Participants of the scheduled transactions; 10.1.4.5.Develop procedures for restoration of service on the Intertie for interruptions due to either Scheduled or Forced Outages,and have personnel trained to carry out such operational procedures to ensure Intertie reliability; 10.1.4.6 Maintain communications with each other and the other Participants using prudent methods of data acquisition sufficient for reliable system control of the operation of the Intertie; 10.1.4.7.Maintain complete and accurate hourly records of all operations,Intertie Transactions,and activities involving the Intertie,and promptly publish and distribute such records to all Participants at regular intervals as established by the Operating Committee (any Participants who desire it shall be provided,at their own expense,direct access to all telemetry gathered from the Intertie); 10.1.4.8 Coordinate the responsibilities delegated to them in this Agreement to minimize duplication and ensure efficient operation of the Intertie; Page 25 of 46 -Second Amended and Restated Alaska Intertie Agreement 10.1.5 10.1.6 Section 10.2 10.1.4.9 Abide by the terms and conditions of other contracts or agreements involving the operation of the Intertie,so long as they do not conflict with this Agreement; 10.1.4.10 Operate the Intertie in a safe,reliable,and responsible manner consistent with Prudent Utility Practices,the directives and instructions of the Operating Committee,and any applicable Reliability Standards. Contracting.The IMC may,to the extent permitted by law,contract with other Participants and qualified contractors to maintain transmission facilities under IMC control. Load_Balancing.The Operating Committee shall recommend operating policies and procedures and standard practices to the IMC to guide load balancing responsibilities performed by the Intertie Operators and any Control Area operators interconnected with the Intertie. Suspension of Work in Performance of Operational Duties The AEA or IMC may order AML&P and/or GVEA,or any other entity responsible for operation of the Intertie,in writing to suspend,delay,or interrupt all or any part of the work involved in operation of the Intertie for such period of time as AEA or the IMC determines to be appropriate for the convenience of,and in the best interest of,the operation of the Intertie. Section 10.3 10.3.1 10.3.2 Budget for Operation of the Intertie Budget Process.For purposes of calculation of unit Intertie Operating Costs pursuant to Section 7.2,Calculation of Intertie Costs and Rates,of this Agreement,AML&P and GVEA may develop and submit to the IMC a suggested scope of operations and a budget for operation of the Intertie upon thirty (30)days written notice to the IMC.The budget developed by the Intertie Operators may include all direct expenses and an allocated portion of such other expenses as interest,depreciation and margin requirements,among others.All costs allocated to the Intertie Operator budget shall be consistent with AML&P's and GVEA's respective utility system operations and generally accepted utility accounting principles.Unless otherwise agreed upon,the IMC shall provide AML&P and GVEA submittals to the Participants for their review and comments prior to the inclusion of such costs in Intertie Operating Costs.The Participants shall be provided no less than thirty (30)days to comment. Participant Comments.Participants may provide written comments on the preliminary scope of operations and related budget requirements to the IMC pursuant to a schedule adopted by the IMC.The Participants shall be provided no less than thirty (30)days to comment. Page 26 of 46 -Second Amended and Restated Alaska Intertie Agreement 10.3.3 10.3.4 10.3.5 IMC Establishes Budget.Based on the preliminary scope of operations and budget and the comments received,the IMC shall establish the final Intertie operating budget under the schedule established in Section 8.6.5,Budget. IMC Determinations and Payment of AML&P and GVEA.If AML&P and GVEA submit a budget under Section 10.3.1,Budget Process,the IMC shall determine the final scope of operations and related budget requirements that will be deemed to be the fixed cost fee for operation of the Intertie for the ensuing fiscal year.Unless otherwise agreed,the IMC shall pay each of AML&P and GVEA pursuant to Section 10.6,Payment of Operators. Payment if IMC Unable to Determine Fixed Cost Fee.If the IMC is unable to determine the fixed cost fee for operation of the Intertie,then AML&P and GVEA may each determine,using records and accounts maintained under Section 10.4,Accounting and Records,the cost to their respective systems to provide operation of the Intertie in accordance with this Agreement and shall bill the IMC monthly for these services.The IMC will then reimburse AML&P and GVEA under Section 10.6,Payment of Operators. Section 10.4 Accounting and Records In maintaining accounts for operation of the Intertie,AML&P and GVEA will follow the system of accounts prescribed for public utilities and licensees by the Federal Energy Regulatory Commission,conform to Section 12.2.2,Cost Records,and GAAP.AML&P and GVEA will furnish the IMC such operating and financial statements relating to operation of the Intertie as may be reasonably requested by AEA or the IMC.If receipt of such operating and financial statements is unduly delayed,the IMC may,with its own staff,perform all work necessary to collect such data as reasonably necessary.Such work shall be performed at a time and in a manner to prevent unreasonable interference with AML&P and GVEA operations. Section 10.5 Audits 10.5.1 Request for Audit.At the discretion of AEA or the IMC or by request of a majority of the Participants,an audit shall be conducted with respect to the matters provided for in this Agreement by independent auditors according to such programs and procedures as agreed to by the Participants,and all Participants shall be furnished copies of the report.The cost of performing such audits shall be shared by the Participants in the same proportion as their MITCR or share of Intertie Capacity share during the period covered by the audit or as determined by the IMC.The Participants,their agents,and any other party involved with the operation of the Intertie,shall provide and/or make available the information and records required for the audit.The cost of any audit required by a Participant that is beyond the above scope deemed necessary by the IMC shall be borne by such Participant. Page 27 of 46 -Second Amended and Restated Alaska Intertie Agreement 10.5.2 State Audit.AML&P and GVEA shall allow their books of accounts to be audited with respect to matters provided for in this Agreement by such state officials or agencies as may be authorized and directed by law to make those audits.To the extent permitted by law,Participants shall have the same authority to audit the books of accounts of the IMC and AEA with respect to the operation of the Intertie. Section 10.6 Payment of Operators If a fixed cost fee for operation of the Intertie is established under Section 10.3.4 of this Article, then within thirty (30)days of the end of each month the IMC shall pay to AML&P and GVEA one-twelfth of their respective yearly fixed cost fees for operation of the Intertie.If the Participants have not agreed upon a fixed cost fee for operation of the Intertie under Section 10.3.4 of this Article,then the IMC shall reimburse AML&P and GVEA within thirty (30)days of the receipt of their invoices.At all times,however,such reimbursement is subject to adjustment in the event of errors,the resolution of disputes,or as the result of audit findings. Section 10.7.Change in Ownership or Control If there is any change in the ownership,ownership structure,control of,or right to control an entity delegated responsibility for the operation of the Intertie on behalf of the IMC,or any such change regarding an entity delegated any other responsibility related to the operation or maintenance of any portion of the Intertie facilities,then the IMC may designate another Participant,or such other entity as it deems appropriate,to assume those responsibilities.The IMC's designation shall be accomplished in the same manner as set forth in Section 10.1.1, Responsible Participants. Section 10.8 Critical Repairs and Maintenance In the event that immediate action is required to preserve the reliability or safe operation of the Intertie,the operators shall have the right to engage qualified contractors or qualified members of their own staff to effect such repairs as are reasonably necessary pursuant to Prudent Utility Practices.The IMC shall determine whether the costs for such repairs are Intertie Operating Costs or Intertie Administrative Costs,and the Payment Obligation of each Participant and User shall be determined in accordance with the methodology set forth in this Agreement.In the event an Operator has not performed,or cannot perform,repairs or maintenance on Intertie facilities for which it is responsible,and such delay or failure jeopardizes the immediate safety, reliability,or operation of the Intertie pursuant to Prudent Utility Practices,the affected Participants shall have the same right to effect such repairs or maintenance.The costs for such repairs or maintenance shall be Intertie Costs. Page 28 of 46 -Second Amended and Restated Alaska Intertie Agreement Article 11. SCHEDULING OF CAPACITY AND ENERGY ON THE INTERTIE Section 11.1 11.1.1 11.1.2 11.1.3 Section 11.2 11.2.1 11.2.2 11.2.3 11.2.4 11.2.5 Scheduling Responsibility Southern Group.AML&P shall have the responsibility for scheduling transfers on the Intertie for the Participants and Users of the Southern Group and coordinating them with GVEA under:(i)the provisions of this Agreement;(ii)any operating policies and procedures or Reliability Standards;and (iii)the procedures adopted by the IMC. Northern Group.GVEA shall have the responsibility for scheduling transfers on the Intertie for the Participants and Users of the Northern Group and coordinating them with AML&P under:(i)the provisions of this Agreement; (ii)any operating policies and procedures or Reliability Standards;and (iii) the procedures adopted by the IMC. Coordination.AML&P and GVEA shall each have the responsibility for coordinating schedules within their respective Groups. Capacity and Energy Schedules Participant Hourly Schedules.The amount of electric Capacity used and Energy to be transferred on the Intertie under this Agreement will be based upon hourly schedules provided by the Participants and Users. Advanced Scheduling.Capacity and Energy shall be scheduled on an hourly basis and the schedules may be made for the next hour(s),day(s),week(s),or month(s)in advance if allowed by the operating policies and procedures. Procedure.Schedules for all transfers on the Intertie shall be furnished to the respective Intertie Operators before 3:00 P.M.prevailing local time each day for Capacity used and Energy to be delivered across the Intertie for each clock hour of the following 24-hour period.If the IMC determines that it is prudent to do so,this schedule shall be updated each day and an additional six-day schedule will be furnished to provide a continuing seven-day schedule. Short-term Scheduling.Short-term schedules of transfers on the Intertie may not be made or changed on an hour-by-hour basis unless coordinated in advance with the Intertie Operators.Operators will use their best efforts to accommodate changes. Modification of Scheduling Procedures.Modifications to scheduling procedures shall be required to be adopted by the IMC before implementation to be effective. Page 29 of 46 -Second Amended and Restated Alaska Intertie Agreement Section 11.3 Intertie Schedule Limitations The maximum schedule of Capacity and Energy of any Participant or User on the Intertie shall be limited to their individual Intertie Capacity rights as allocated under this Agreement,either by the MITCR methodology or the methodology adopted by the IMC under Section 6.2.4,IMC Authority to Change Capacity Allocation Methodology. Section 11.4 Transmission Service to Access the Intertie Each Participant and User shall have the sole responsibility for scheduling any service(s) required,on the intervening transmission systems for transfers of Energy or Capacity to and from the Alaska Intertie,in compliance with the applicable tariff schedules of the Participants or utilities involved. Article 12. MAINTENANCE OF THE INTERTIE FACILITIES Section 12.1.Maintenance Responsibility 12.1.1 |Responsibility for Maintenance Practices.The IMC shall maintain the Intertie facilities that AEA owns or for which AEA has contracted use arrangements. The IMC shall provide for the maintenance of the Intertie facilities by contracting with qualified parties to perform maintenance on its behalf. Maintenance shall be scheduled,coordinated,and accomplished in accordance with Prudent Utility Practices so as to minimize disturbances on the Intertie that would impair service on the Participants'systems. 12.1.2 Availability.The Intertie shall be maintained in good working condition, optimizing the availability of the Intertie within practical operational and cost constraints.After a failure on the Intertie,the Intertie shall be returned to service in the shortest possible time within the constraints of practical maintenance procedures and Prudent Utility Practices. Section 12.2.Maintenance Budget and Costs 12.2.1 Development of Budget.The IMC shall develop an annual maintenance budget and a schedule for the maintenance on the Intertie each year based on the budgets developed by the contractors providing Intertie maintenance.This budget will be reviewed with the Participants and Users sufficiently in advance of the commencement of the fiscal year covered so that each Participant or User will be able to submit its comments for consideration prior to finalization of the budget.Budgets for more than one year will be required for the Participants'and Users'long range fiscal planning requirements.The IMC will prepare and furnish the Participants and Users a copy of the long range fiscal requirements for the Intertie,or a forecast of such requirements. Page 30 of 46 -Second Amended and Restated Alaska Intertie Agreement 12.2.2 Cost Records.AEA,in cooperation with the IMC,shall maintain complete and accurate records of costs associated with maintenance of the Intertie. Costs associated with maintenance of the Intertie will be recorded using the system of accounts prescribed for public utilities and licensees by the Federal Energy Regulatory Commission. Article 13. MEASUREMENT OF ELECTRIC POWER AND ENERGY Section 13.1.Required Metering Facilities The electric power delivered through interconnection facilities of the Intertie shall be measured by nonreversible watt-hour meters and 15-minute interval demand meters. Section 13.2 Access to Metering Facilities and Data The IMC is responsible for the operation and maintenance of the facilities necessary to interface with points of interconnection.The equipment at these points of interconnection is necessary to provide for Intertie operation only.The IMC shall provide for the use of available metered Intertie data output for Participants or Users for the purpose of providing data necessary for their operations. Section 13.3 Installation and Maintenance The IMC shall agree upon the specifications for Intertie-related metering equipment before its installation.Each Participant hereby grants to all other Participants the right to install and maintain at the installing Participants'cost,Intertie-related equipment in other Participants' substations.Each Participant has the right to install and maintain,at its cost,equipment in another Participant's substation only if the equipment is necessary to perform Intertie functions under this Agreement.The installation and maintenance shall be coordinated with staff of the Participant owning and operating the facilities on which the meters are to be installed.Ingress and egress shall be granted to the other Participants to install,remove,or maintain such equipment.Participants shall coordinate such activities. Section 13.4.Testing of Metering Equipment. Participants,Users,and AEA,shall each,at its cost,have the right to require testing of metering equipment for accurate registration by a qualified third party.Such testing shall be coordinated with the Participant owning and operating the facilities on which the meters are installed.The IMC shall be responsible for taking appropriate action to resolve any inaccurate registration,plus or minus,that is not within tolerances approved by the IMC pursuant to Section 9.3,Operating Procedures. Page 31 of 46 -Second Amended and Restated Alaska Intertie Agreement Article 14. TRANSMISSION LOSSES Section 14.1.Intertie Transmission and Transmission Service Losses 14.1.1 Method of Determination of Losses.Losses in the Intertie System created by Intertie transfers shall be determined by the Intertie Operators through engineering studies,calculation,and power flow programs,and procedures as established by the Operating Committee. 14.1.2 Compensation for Losses.The Participant or User supplying Capacity and Energy shall also provide power to compensate for losses which occur from the transfer.Such compensating power shall be provided at the time of the transfer unless otherwise agreed by the affected Participants or Users. 14.1.3.Schedules.Transfer schedules shall include losses associated with such transfers.When transfers reduce losses in a Participant's system which is not a part of the Intertie,the losses in that system caused by the transfer shall be considered zero. Section 14.2 Intertie Transmission Loss Compensation Losses occurring due to Energy transfers shall be made up by in-kind deliveries of Energy and scheduled accordingly.All Energy usage that occurs in Intertie facilities within a Control Area will be allocated and charged to the operation of the Intertie in that Control Area.In each month, entities utilizing the Intertie will be allocated losses based on their percentage share of the Energy transferred in their respective Control Area.If no Energy is transferred,losses will be allocated according to MITCR shares. Article 15. RIGHTS OF USERS The rights and responsibilities of a User shall be set out in a User Agreement adopted by the IMC pursuant to Section 8.6.2,Intertie User Agreements.Non-Participant Users shall not be directly responsible for the management,operation,maintenance or improvement of the Intertie, but shall have the same rights,obligations,and responsibilities as a Participant with respect to compliance with operating policies and procedures,any applicable Reliability Standards and the provisions of Section 8.7,Payment Obligation Unimpaired and Article 20,INDEMNITY. Article 16. OPEN ACCESS PRINCIPLES Section 16.1 Definition "Open Access”means that all potential Users of the Alaska Intertie shall be provided access to transmission service on the Alaska Intertie under common terms and conditions that are just and Page 32 of 46 -Second Amended and Restated Alaska Intertie Agreement reasonable and not unjustly discriminatory,subject to a priority reservation of Capacity for power supply contracts with AEA projects,and equal access to Intertie system information the IMC has deemed critical for all potential Users. Section 16.2.Purpose The policies and procedures for the operation of the Intertie shall make use of Open Access principles where practicable. Section 16.3 Implementation of Capacity Allocation Methodology The IMC shall use the process and principles in this Section 16.3 as guidance when developing a proposed allocation methodology for Intertie Capacity. 16.3.1 New Methodology.The IMC shall develop and implement a methodology for the allocation of Intertie Capacity,approved by AEA pursuant to Sections 6.2.4 IMC Authority to Change Capacity Allocation Methodology,and 8.6.7 Maximum Capability and Capacity Allocation,before July 1,2013.The methodology shall use and incorporate Open Access and other principles set forth in this Article. 16.3.2 Statutory Conditions.The allocation of Intertie Capacity shall comply with statutory conditions,including that the allocation provide a method by which municipal electric,rural electric,cooperative electric,or private electric and regional electric authorities,or other persons authorized by law to engage in the distribution of electricity may secure a reasonable share of available Intertie Capacity (i.e.,United States Army). 16.3.3.Priority for AEA Contracts.Participants or Users with contracts for power from a facility owned by AEA shall have a priority capacity reservation on the Intertie sufficient to accommodate the transfer of that contracted power throughout the term of the power supply contract with AEA.This priority shall be subject to rights of Participants and Users with firm contracts so long as the Participant or User materially satisfies its related obligations. Continued service under firm contracts will be guaranteed irrespective of whether another AEA-owned project is developed or additional transmission capacity 1s made available by AEA or another entity.In the event that additional transmission capacity is made available,however,the IMC shall have the right to supply transmission service to those Participants or Users by means of transmission paths other than the currently-existing Intertie so long as there is no degradation in the quality or amount of transmission capacity provided. 16.3.4 Alternative Allocation of Intertie Capacity.If the IMC has not developed and implemented a new methodology for the allocation of Intertie Capacity, approved by AEA,on or before July 1,2013,then the MITCR allocation Page 33 of 46 -Second Amended and Restated Alaska Intertie Agreement processes under Article 6 shall continue but in an expanded format.Absent an approved new methodology,after July 1,2013,and notwithstanding the requirements of Section 4.2,New Participant,any User or potential User shall be entitled to become a "Participant”under and for purposes of Article 6 by (a)giving twenty-four (24)months written notice to AEA and the Participants of its intention to become a Participant under Article 6,and (b)executing a User Agreement,if one has not already been executed.Upon becoming a Participant under this section (referred to as a "Section 16.3.4 Participant)the entity shall obtain full rights to MITCR allocations under Article 6, MINIMUM RIGHTS OF THE PARTICIPANTS AND USERS TO USE INTERTIE FACILITIES. 16.3.4.1.For purposes of calculating MITCR allocations under Section 16.3.4 and Article 6 for a User eligible to become a Participant only under Section 16.3.4 and that sells wholesale power to an electric utility,the number of "kilowatts-hours in any clock hour,attributable to Energy required during such hour for supply of Energy to a system's consumers,”as that phrase is used in the definition of "System Demand,”shall include wholesale power sold to an electric utility,unless otherwise agreed in writing by the "Section 16.3.4 Participant.”Wholesale power sold to a Participant and included in the calculation of a "Section 16.3.4 Participant's”MITCR may not be included in the calculation of the receiving Participant's MITCR. 16.3.5 Federal Acquisition Regulations.A User Agreement with an organization that is required to follow the Federal Acquisition Regulations (FAR),may differ from the standard User Agreement in order to accommodate obligations to follow the FAR so long as the entity required to follow the FAR has provided the IMC with reasonable assurance that its financial obligations have been or will be satisfied. Section 16.4 Public Process The IMC shall publish its initial proposed allocation methodology for Intertie Capacity and request public comment no later than eighteen (18)months after the Effective Date of this Agreement.The IMC shall consider the public comments before finalizing an Intertie Capacity allocation methodology. Section 16.5 Availability of Information The IMC shall use a transparent approach to:(i)making Intertie system information available to all Users;(ii)allocating Capacity on the Intertie;(iii)planning for Improvements,planned outages,or increases in Intertie Capacity;(iv)developing the types of transmission service and Page 34 of 46 -Second Amended and Restated Alaska Intertie Agreement the setting of the appropriate rate for each type (including ancillary services should it deem the provision of ancillary services appropriate);and (v)budgeting. Section 16.6 Review of Methodology The IMC shall request comments on the Capacity allocation methodology in effect once every three years following implementation of the new allocation methodology developed pursuant to Section 16.3,Implementation of Capacity Allocation Methodology. Article 17. BILLING AND PAYMENTS Section 17.1 _Billing Participants and User shall be invoiced monthly for their respective share of Intertie Costs, normally not later than fifteen (15)days after the end of the calendar month to which the bills apply.Bills shall be due and payable within fifteen (15)days from the date the bills are postmarked or hand-delivered.Interest on any unpaid amount from the date due until the date payment is received shall accrue at the annual legal rate under Alaska law for post-judgment interest,or pro rata fraction thereof.Interest collected pursuant to this section shall be credited to the IMC. Section 17.2 _Billing Disputes If a Participant or User disputes the charges on an invoice,the Participant or User shall nevertheless pay the full amount when due and payable and give notification in writing,within ninety (90)days of the date the bill is rendered,to the AEA and IMC stating the grounds on which charges are disputed and the amount in dispute.If settlement of the dispute results in a refund,the refund shall include interest at the annual legal rate under Alaska law for post- judgment interest,or pro rata fraction thereof,from the date of overpayment to the date of refund. Section 17.3.Payment of Sanctions Any payments related to sanctions shall be administered as provided in any Reliability Standards adopted by the IMC. Article 18. INSURANCE AND LIABILITY Section 18.1 Insurance During the term of this Agreement,each Participant shall purchase and maintain liability insurance with a carrier or carriers satisfactory to AEA and the IMC covering injury to persons or property suffered by any Participant or a third party as a result of errors,omissions,or operations which arise both out of and during the course of this Agreement by the Participant or by any of its subcontractors,including injuries to all employees of the Participant and the Page 35 of 46 -Second Amended and Restated Alaska Intertie Agreement employees of any of its subcontractors engaged in work under this Agreement.If approved by the IMC and AFA,a Participant that is legally eligible to do so may self-insure for the Workers' Compensation Insurance and other types of insurance required by this Article.An insurance certificate in a reasonably satisfactory form or a copy of the insurance policies along with any undertaking to self-insure,shall be furnished to the Operating Committee,AEA and the IMC before beginning operations under this Agreement. Section 18.2 Types of Insurance The Intertie insurance coverage and limits shall be reviewed by the IMC yearly and may be adjusted with the affirmative vote of a minimum of 75 percent of the members of the IMC constituting greater than 66 percent of the total Annual System Demand of all members of the IMC,including the affirmative vote of AEA.The agreed coverage must be provided by each Participant to cover those operations of the Participant performed under this Agreement.The Alaska State Risk Management department may also review the coverage and limits,and any required changes to established coverage and limits shall be adopted. 18.2.1 Workers'Compensation Insurance.Each Participant shall provide and maintain,for all employees of the Participant engaged in work under this Agreement,workers'compensation insurance as required by AS 23.30.045,as it may be amended or replaced,or other Alaska or federal statue or regulation. The Participant is responsible for ensuring that any of its subcontractors who directly or indirectly provide services under this Agreement maintain workers' compensation insurance to the extent required by law.The workers' compensation insurance policy shall contain a waiver of subrogation in favor of the other Participants.Any Participant who is self-insured hereby waives subrogation in favor of the other Participants. 18.2.2 |Comprehensive General Liability Insurance.Each Participant shall purchase and maintain comprehensive general liability insurance in an amount not less than the limits approved by the IMC.The other Participants shall be included as additional insureds on insurance required in this Agreement and shall not by their inclusion be responsible to the insurance carrier for payment of premiums therefor.These insurance policies must also contain a cross liability or severability of interest endorsement. Section 18.3.Other Insurance Coverage Requirements 18.3.1 Participants'Cost Responsibility.Each Participant will bear the cost of the required insurance.Insurance required to be maintained under this Agreement may be maintained as part of any other policy or policies of the Participant so long as the coverage of such policy or policies is substantially the same as if such coverage were maintained under a separate policy. 18.3.2 Users'Insurance Requirements.The IMC may set minimum requirements for Users to be included in any User Agreement for Intertie service. Page 36 of 46 -Second Amended and Restated Alaska Intertie Agreement 18.3.3 Coverage and Certificates.These policies must provide that any cancellation, non-renewal,or material change be upon not less than thirty (30)days notice to all named insureds.Each Participant must provide the AEA and IMC with evidence of insurance.Insurance companies or self-insurers shown on the certificate of insurance must have financial ratings acceptable to the AEA. Failure to furnish satisfactory evidence of insurance or lapse of the policy is a material breach of this Agreement. Article 19. REVIEW OF DECISION Section 19.1 Review of IMC Decision Participants and Users may seek review of an IMC decision in the manner provided in this Article if they are directly affected by such decision.For review of IMC determinations of compliance or non-compliance with any operating policies and procedures or other IMC adopted standards,a Participant or User first must complete any review process specifically provided for in such policies,procedures,or standards.This Article shall not apply to AEA without AEA's written consent. Section 19.2 Initiation of Review Any review process under this Article 19 must be initiated within fifteen (15)days after receipt of written notification of the disputed decision. Section 19.3.Review Process 19.3.1 Settlement Conference.Within twenty (20)calendar days after the written request of any disputing party,or such longer time as mutually agreed upon, representatives of the IMC and the disputing parties'senior management with direct authority to enter into a settlement agreement shall meet and make a good faith effort to resolve any dispute.In the event the representatives are unable to achieve a resolution,then the dispute shall be subject to mediation pursuant to this Section 19.3.Completion of the settlement conference procedure set out in this paragraph shall be a condition precedent to mediation under this Section unless one or more of the disputing parties refuses to attend the settlement conference as requested. 19.3.2 Disposition of Dispute.Any dispute(s)not resolved by the settlement conference convened pursuant to Section 19.3.1 above,shall be subject to mediation unless otherwise mutually agreed upon in writing.Within twenty (20)calendar days after receipt of a written notice of demand for mediation,or such longer time as mutually agreed upon,the IMC and disputing parties shall jointly select a single,neutral mediator and thereafter shall participate in the mediation in a good faith effort to resolve the dispute(s).If the parties are unable to mutually agree upon a mediator within 20 calendar days after receipt Page 37 of 46 -Second Amended and Restated Alaska Intertie Agreement Section 20.1 20.1.1 20.1.2 20.1.3 20.1.4 of the written demand for mediation,the mediator shall be selected by the presiding judge of the Superior Court for the Third Judicial District at Anchorage,Alaska,unless mutually agreed otherwise.Any mediator selected must have experience in the subject matter of the dispute.If the IMC and the disputing parties have not reached a settlement of the dispute(s)within an additional thirty (30)days after appointment of the mediator,or such longer period as they may agree,then they may file an action in a court of competent jurisdiction or pursue such other remedies as they may have. Article 20. INDEMNITY Responsibility;Cost of Indemnity Costs of Indemnity.Each Participant shall be responsible for the costs and liability arising out of,or in any way connected with,the acts or omissions of the Participant,its agents (excluding other Participants),employees,or officers taken pursuant to or under color of this Agreement. Participant Indemnity.Each Participant shall defend and indemnify the other Participants from and against any claim or liability,including any related loss or cost,caused by or resulting from the design,construction,installation, operation,or maintenance of any of the electric facilities owned,operated,or maintained by the indemnifying Participant or by reason of the acts or omissions of its agents,contractors,servants,or employees in connection therewith. IMC Indemnity.To the fullest extent permitted by law,the IMC shall indemnify and hold its members,authorized agents,and officers harmless against all claims and liabilities which they or any of them incur as a party defendant to any proceeding,except one filed by or in the right of the IMC, based on any authorized action of any such person as a member of the IMC, an authorized agent of the IMC,or as an officer of the IMC within the scope of the member's office. User Agreements.The IMC shall include provisions in any agreements with Users that provide equivalent indemnity rights and responsibilities for such Users as those provided for and required of Participants in this Article provided,however,that this Section may not apply to AEA or other state entities. Section 20.2 Comparative Negligence Any liability,including costs of defense and attorney fees,for claims arising from the concurrent negligence of two or more Participants and/or Users will be apportioned according to the Page 38 of 46 -Second Amended and Restated Alaska Intertie Agreement respective percentage of fault attributable to each Participant and/or User as determined by agreement or by the trier of fact. Article 21. WARRANTY DENIAL AND EXCLUSIVITY OF CONTRACT Section 21.1.AEA Denial of Warranty AEA does not warrant the Intertie facilities it owns as fit for their intended use or the reliability or availability of the Intertie for intended operations covered by this Agreement. Section 21.2.Exclusivity of Contract The terms of this Agreement and any provisions adopted by reference or otherwise incorporated into this Agreement set forth the full intent and agreement of AEA and the Participants regarding the matters covered by this Agreement.However,this Agreement does not supersede related written agreements,such as the Intertie maintenance agreements between AEA and GVEA or AML&P,but is to be interpreted consistently with them. Article 22. UNCONTROLLABLE FORCES Section 22.1 Limited Excuse of Performance. A Participant will not be in default in performance of any obligation hereunder,other than the obligation to make payments as provided in this Agreement,if failure of performance is due to uncontrollable forces and without the fault or negligence of that Participant.Strikes,lockouts, and other labor disturbances are considered uncontrollable forces and nothing in this Agreement will require a Participant to settle a labor dispute against its better judgment. Section 22.2 Suspension of Performance. If a Participant,by reason of an uncontrollable force,is rendered unable,wholly or in part,to perform its obligations under this Agreement (other than its obligations to pay money),then upon that Participant giving notice and the particulars of the uncontrollable force,its obligation to perform will be suspended during the continuance of,but only to the extent of,any inability so caused,but for no longer period thereof,and the effects of such cause shall,so far as possible,be remedied with all reasonable dispatch;provided,however,that the settlement of labor disputes shall be considered wholly within the discretion of the Participant involved.The affected Participant will not be responsible for its delay in performance under this Agreement to the extent caused by an uncontrollable force,nor will such uncontrollable force give rise to claim for damages or constitute default. Page 39 of 46 -Second Amended and Restated Alaska Intertie Agreement Article 23. WAIVERS Any waiver at any time by a Participant or the IMC of its rights with respect to a default under this Agreement,or with respect to any other matter arising in connection with this Agreement, shall not be deemed a waiver with respect to any subsequent default or matter.Any delay short of the statutory period of limitations in asserting or enforcing any right shall not be deemed a waiver of such right. Article 24. SUCCESSORS AND ASSIGNS;NO THIRD PARTY BENEFICIARIES Section 24.1 Successors and Assigns This Agreement shall be binding upon and inure to the benefit of the successors,legal representatives,or assigns of the respective Participants.However,no Participant shall assign this Agreement nor any part hereof without the express written consent of the IMC,which consent shall not be unreasonably withheld or delayed.Nor shall a Participant be relieved of its obligations hereunder by an assignment of less than all of the benefits and burdens hereunder or impose additional obligations or burdens on the other Participants by an assignment of this Agreement or any part hereof.The consent of the IMC under this section shall require at least the affirmative vote of a minimum of 75 percent of the members of the IMC constituting greater than 66 percent of the total Annual System Demand of all members of the IMC,including the affirmative vote of AEA Section 24.2.No Third-Party Beneficiaries The provisions of this Agreement shall not create any rights in favor of any person,corporation, or association not a Participant in this Agreement,except as provided herein for Users,and the obligations herein assumed are solely for the use and benefit of the Participants to this Agreement. Article 25. GOVERNING LAW This Agreement is made subject to,and shall be governed by and construed in accordance with, the laws of the State of Alaska and the authority granted to the individual Participants thereunder. Article 26. CAPTIONS,MERGER OF ADDENDA AND EXHIBITS Section 26.1 Captions Captions of the various articles herein are intended for convenience of reference only and shall not define or limit any terms or provisions. Page 40 of 46 -Second Amended and Restated Alaska Intertie Agreement Section 26.2 Merger The following addendum and exhibits as attached hereto are hereby merged into this Agreement: Exhibit A -Former AS 44.83.380 Exhibit B -Definitions Exhibit C -Form of New Participant Addendum Exhibit D Former AS 44.83.398(f)Exhibit E -Intertie Facilities Diagram Exhibit E -Intertie Facilities Diagram Exhibit F --Form of User Agreement Exhibit G -Sample MITCR Calculation Exhibit H -Reserve Capacity and Operating Reserve Responsibility Agreement Subsequent Entering Participant addenda also shall be merged into this Agreement upon their execution by AEA and the Participants. Article 27. NOTICES Section 27.1 Notices 27.1.1 Address.Any notice or demand under this Agreement is properly given if sent by registered or certified mail and addressed to the following: General Manager Municipality of Anchorage,Alaska Municipal Light and Power 1200 East First Avenue Anchorage,Alaska 99501 Executive Director Alaska Energy Authority 813 West Northern Lights Blvd. Anchorage,Alaska 99503 President Alaska Electric Generation and Transmission Cooperative,Inc. 3977 Lake Street Homer,Alaska 99603 Page 41 of 46 -Second Amended and Restated Alaska Intertie Agreement Chief Executive Officer Chugach Electric Association,Inc. Pouch 6300 Anchorage,Alaska 99503 or 5601 Electron Drive Anchorage,Alaska 99502 President and CEO Golden Valley Electric Association,Inc. P.O.Box 71249 Fairbanks,Alaska 99707 or 758 Mlinois Street Fairbanks,Alaska 99701 with a copy to: Kirk H.Gibson McDowell Rackner &Gibson PC 419 SW 11"Ave.,Suite 400 Portland,Oregon 97205 The foregoing designations of the name or address to which notices or demands are to be directed may be changed at any time by written notice given by any Participant to all others. 27.1.2 Means of Notice.Any notice or request of a routine character in connection with the use of Capacity or delivery of Energy,or in connection with the operation of facilities,shall be given in the manner so designated by the Operating Committee,or the IMC. Article 28. AMENDMENTS Except as expressly provided for in this Agreement,neither this Agreement nor any part hereof may be terminated,amended,supplemented,waived,or modified except by a written instrument signed by a minimum of 75 percent of the members of the IMC constituting greater than 66 percent of the total Annual System Demand of all members of the IMC,including the affirmative vote of AEA. Article 29. MUTUAL RIGHT OF ENTRY Each Participant and AEA hereby grants a license and permit to the operators of the Intertie, including the operators'employees or contractors,to enter upon its rights-of-way and to make use of its easements (or similar right to use or enter upon property)to perform work related to the repair,operation or maintenance of Intertie facilities located thereon.Any such entry shall Page 42 of 46 -Second Amended and Restated Alaska Intertie Agreement comply with the requirements and restrictions of the right-of-way or easement.Notice of entry and the purpose(s)for it shall be provided to the owner or holder in as timely a manner as is practicable under the then-existing circumstances. Article 30. AGENTS Each Participant shall provide notice to the IMC and the operators of the Intertie of that Participant's appointment of an agent,or Designated Contractor.The Participant shall remain fully responsible under this Agreement for all acts or failures to act of its agents or Designated Contractors.Appointment of an agent or Designated Contractor shall not relieve a Participant of any of its responsibilities or obligations under this Agreement.The appointment of an agent or Designated Contractor shall not be used to have,or have the right to control more than one vote or have more than one voting representative on the IMC.See Section 8.1,Establishment of the Intertie Management Committee,Right to Vote.An agent or Designated Contractor must meet the requirements of this Agreement to become a Participant. Article 31. AGREEMENT APPROVAL AND TRANSMITTAL By signing this Agreement,a Participant does not subject itself to rate regulation by the Regulatory Commission of Alaska (RCA).AEA will transmit this Agreement to the RCA for informational purposes only. [The remainder of this page intentionally left blank] Page 43 of 46 -Second Amended and Restated Alaska Intertie Agreement Article 32. CONSTRUCTION OF AGREEMENT Each Participant agrees that it has participated as fully as it deemed prudent in the drafting and negotiation of this Agreement.Accordingly,the Agreement will not be construed against any particular Participant,or Participants,as the drafter. IN WITNESS WHEREOF,the Participants have caused this Agreement to be executed by their duly authorized officers or representatives as of the day and year first above written. This Agreement may be executed in counterparts each of which shall be an original,and all of which shall be merged into this Agreement.-<$é44%e"egALASKA ENERGY AUTHORITY ZezBy:Varo koh Goel te 34%ee =)Title:Execudve Dyce we ayn Aree -a vel angee ta 26 day of hor.L__,2014. Notary Public,State of Alaska y Commission Expires:(a)|offic <%.4,%@.SUBSCRIBED MUNICIPALITY OF ANCHORAGE,ALASKA 4d.b.a.ICIPAL LIGHT AND POWER By:<-\--=>< Jeapes .Tropt GM.ML&P Title:ye"ey ewe ,ZaSUBSCRIBEDANINBIWQRNTObeforemeonthe/Sth day of __Agril 201neon:teeyS$!QTARYS,%-GJO.=:'a >Notary Public,State of Alaska 4 *.p up ESE My Commission Expires:0,oO] OOHaOKs Page 44 of 46 -Second Amended and Restated Alaska Intertie Agreement CHUGACH ELECTRIC ASSOCIATION,INC. purrpcedherd ZeerTitle:cee Arrupch Ebene \\day of oct ,2014.SUBSCRIBED AND SWORN TO before me on thepeti eoelWeth,\)e:Pa Wettitis()",fs NOT4,S,;Z =:ra A 4 Notary Public,State of Alaska $333 Yeuc F 2 M os __. %toe F y Commission Expires: wy bag errtite:Pusidrdk ¢CE SUBSCRIBED AND SWORN TO before me on the __A day of _(N sitine Xin (U 'Rebwer'he,HY -7 Notary Public,State of Alaska ,vawe12pe!Ayr'13, 2014. fs eo,iy PNOTARY™4 44 ..2 3 My Commission Expires:PUBLIC ve Seeees agyas¥8® Page 45 of 46 --Second Amended and Restated Alaska Intertie Agreement SUBSCRIBED AND SWORN TO before me on the A nd day of 2014. yO UCT OCCUCCCCCUOUCCCCCCCCCCC ,eS DAWN M.BAHAM,3}Notary Public -State of Alaskaave'My Comm.Expires May 25,2016OR My Commission Expires:vy|a5]leVuVVyNotaryPublic,State of Alaska Page 46 of 46 -Second Amended and Restated Alaska Intertie Agreement EXHIBIT B TO SECOND AMENDED AND RESTATED ALASKA INTERTIE AGREEMENT (Revised March 11,2014) DEFINITIONS EXHIBIT B TO SECOND AMENDED AND RESTATED ALASKA INTERTIE AGREEMENT DEFINITIONS ABBREVIATIONS 1.AML&P Municipal Light and Power,a department of the Municipality of Anchorage,Alaska. 2.AEA Alaska Energy Authority. 3.AEG&T Alaska Electric Generation and Transmission Cooperative,Inc.,of which Homer Electric Association, Matanuska Electric Association,Inc.are members. 4.APA Alaska Power Authority (predecessor agency to AEA). 5.CEA Chugach Electric Association,Inc. 6.GVEA Golden Valley Electric Association,Inc. 7.HEA Homer Electric Association,Inc. 8.MEA Matanuska Electric Association,Inc. DEFINITIONS 1.Accredited Capability of a Participant -shall mean:(a)the net generating capability of a Participant;plus (b)the value in kilowatts assigned to that Participant's purchases and/or firm commitments for power from electric suppliers under contracts now existing or hereafter created;minus (c)the value in kilowatts assigned to any commitment of that Participant to deliver power to any electric supplier or suppliers pursuant to any valid order or under separate contract or contracts now existing or hereafter created.The Accredited Capability of a Participant may be determined and assigned by the Operating Committee in accordance with the provisions of the Agreement. 2. Affiliate(s)-shall mean any subsidiary or other entity which is associated with or has a legal relationship with a Party to the Agreement,or a successor agreement,or any related Page 1 of 7 -Exhibit B to Amended and Restated Alaska Intertie Agreement agreements.Such association shall be considered the ownership of a controlling interest or other right to control,either directly or indirectly,the affairs of the affiliated entity. 3.Agreement -shall have the meaning as provided in the preamble of the Agreement. 4.Annual Deb Service Cost -shall have the meaning provided in Section 7.1.2.3. 5.Annual System Demand -shall mean the highest hourly System Demand occurring during the 12-month period ending with the current month and that is used in the MITCR calculations. 6.Available Accredited Capability of a Participant.-shall mean the Accredited Capability adjusted for generating capacity out of service for maintenance or repair. 7.Capacity -shall mean the time rate of generating,transferring or using electric Energy,usually expressed in kilowatts. 8.Capacity Rate (or Intertie Capacity Rate)-shall have the meaning provided in Section 7.2.6,Capacity Rate. 9.Control Area -shall mean an interconnected system of one or more utilities which manually or automatically controls all generation to meet the total load,plus or minus the power it is delivering or receiving from neighboring systems by exercising operating control of the resources necessary to meet the loads within the Control Area on an instantaneous and continuous basis.The Participant exercising operating control for a Control Area provides the following services: a.regulate generating facilities and other power resources to effect instantaneous and continuous supply of the power requirements of the loads within the Control Area; b.regulate generating facilities to assist in the control of frequency and time correction;and c.monitor continuously the power flows between the Control Area and the Control Area(s)with which it is interconnected. 10.Cost of Improvements -shall have the meaning provided in Section 11.Declared Capability -shall mean the current capability of a generating unit which is not greater than the published capability of the unit. 12.Decremental Cost -shall mean the cost of fuel,operating labor and maintenance which would have been incurred to provide the Operating Reserves at any time and which are avoided by the other Participant,including the cost of avoiding the starting and operating of a Page 2 of 7 -Exhibit B to Amended and Restated Alaska Intertie Agreement generating unit or units and a proportional amount of the annual debt service on the capital investment of the highest cost (per kw)generating unit on the receiving Participant's system. The decremental cost of Operating Reserves shall be the total of such avoided costs to the receiving Participant.In situations where a Participant would have incurred replacement fuel costs which are higher than the cost of existing fuel supply,replacement costs shall be utilized. 13.Designated Contractor -shall mean the contractor designated by the United States Army from time to time as provided in Article 30,AGENTS,to operate the utility systems on the United States Army's bases. 14.Effective Date-shall have the meaning provided in the preamble of the Agreement. 15.Emergency Outage (Forced Outage)-shall mean any unanticipated, unscheduled outage of generating or transmission facilities for other reasons than planned maintenance.Such outage classification shall not exceed a period of four hours. 16.Energy -shall mean as commonly used in the electric utility industry,electric energy means kilowatt hours (kWh). 17.Energy Rate -shall have the meaning provided in Section 7.2.5,Energy 18.Extraordinary Maintenance and Replacements Costs -shall have the meaning provided in Section 7.1.2.2. 19.GVEA Control Area -shall have the meaning as provided in Section 10.1.3, GVEA Responsibilities. 20.Improvement -shall have the meaning provided in Section 6.4.1,Development of Improvements. 21.IMC -shall mean the Intertie Management Committee.The criteria for membership in the IMC is provided in Section 4.3,Membership In IMC,and its establishment, authority and duties are set out in Article 8,INTERTIE MANAGEMENT COMMITTEE. 22.IMC Bylaws -shall have the meaning provided in Section 8.2,Adoption of Procedural Rules or Bylaws. 23.Incremental Cost -shall mean the cost of fuel,operating labor,maintenance and a proportional amount of the annual debt service on the capital investment of the next generating unit that would be used to provide the required capability and Energy.It shall include the cost of starting and operating any generating unit required to provide such Energy.The incremental cost of supplying Operating Reserve shall be the total of such costs for the period of time involved.In situations where a Participant will incur replacement fuel costs which are higher than the cost of the existing fuel supply,replacement costs shall be used. Page 3 of 7 -Exhibit B to Amended and Restated Alaska Intertie Agreement 24.Incremental Energy Cost -shall mean the cost of fuel,operating labor and maintenance to generate the next unit of Energy required at any time,including the cost of starting and operating any generating unit which must be started as a result of supplying such Energy.The incremental cost per kilowatt hour for any particular transaction shall be the total of such costs divided by the kilowatt hours scheduled for delivery to the receiving Participant. In situations where a Participant will incur replacement fuel costs which are higher than the cost of existing fuel supply,replacement costs shall be used. 25.Interruptible Transmission Service -shall mean a service providing for transmission of electric Energy in bulk from one utility system through the utility's transmission system providing the transmission service to another utility.This service is made available with the understanding that it can be curtailed or interrupted at any time with little or no notice at the discretion of the supplier. 26.Intertie -shall mean the electrical transmission facilities constructed by APA or AEA to interconnect the Participants in North-Central Alaska with the Participants in South- Central Alaska and facilities under contract to AEA that are part of the interconnected Intertie system. 27.Intertie Costs -shall have the meaning provided in Section 7.I,Intertie Costs. 28.Intertie Point of Interconnection -shall mean the AEA-owned facilities in the Douglas Substation,which is also the point of interconnection between AML&P's and GVEA's Control Areas. 29.Intertie Operators -shall mean the operators at the control centers of AML&P and GVEA,the utilities that have operational responsibility for the Intertie under Article 10, OPERATION OF THE INTERTIE. 30.Intertie System -shall mean the Participants of the Alaska Intertie Agreement functioning as an interconnected electrical system. 31.Intertie -shall mean transfer of electric energy on the Intertie or a commitment to provide reserve capacity between Participants and/or Users. 32.Intertie User Agreement or User Agreement -shall mean an agreement adopted by the IMC pursuant to the requirements of Section 8.6.2,Intertie User Agreements,which provides common terms and conditions for Capacity and Energy transactions on the Intertie by Participants and Users.The initial form of the User Agreement is Exhibit F to the Agreement 33.Maximum Intertie Transfer Capability -shall mean,for purposes of this Agreement,the maximum Intertie transfer capability is 78 MW,net of losses,as provided in Section 6.3,Maximum Intertie Transfer Capability,unless changed by the IMC pursuant to Section 6.2.4,IMC Authority to Change Capacity Allocation Methodology. Page 4 of 7 -Exhibit B to Amended and Restated Alaska Intertie Agreement 34.MITCR shall mean the Minimum Intertie Transfer Capability Rights as discussed in Article 6,MINIMUM RIGHTS OF THE PARTICIPANTS AND USERS TO USE INTERTIE FACILITIES.A sample MITCR calculation is included at Exhibit G. 35.New Participant Addendum-shall mean the agreement required by Section 4.2, New Participant,as part of the requirements for the addition of a new Participant. 36.Non-Spinning Reserve -shall mean all unloaded generating capability not meeting the Spinning Reserve criteria that can be made fully effective in 45 minutes. 37.Northern Group -Shall initially mean GVEA. 38.Open Access -shall have the meaning provided in Section 16.1,Definition. 39.Operating Committee -shall mean the committee established by Section 9.1,Establishment of the Operating Committee. 40.Operating Reserve -shall mean the sum of Spinning and Non-Spinning Reserves. 41.Operating Reserve Obligation -shall mean that amount of Spinning Reserve and Non-Spinning Reserve which a Participant is obligated under the terms of this Agreement to provide for the purpose of maintaining continuity of service. 42.Operation and Maintenance Costs -shall have the meaning provided in Section 7.1.2.1. 43.Original Agreement -shall mean the Alaska Intertie Agreement dated December 23,1985. 44,Participant -shall have the meaning provided in the preamble to the Agreement and Article 4,PARTICIPANT. 45.Payment Obligation -shall have the meaning provided in Section 8.7,Payment Obligation Unimpaired. 46.Prudent Utility Practices -shall mean Prudent Utility Practices at a particular time means any of the practices,methods and acts which,in the exercise of reasonable judgment in light of the facts known at the time the decision was made,would have been expected to accomplish the desired result at the lowest reasonable cost Consistent with reliability,safety and expedition,including but not limited to the practices,methods and acts engaged in or approved by a significant portion of the electrical utility industry prior thereto.In applying the standard of Prudent Utility Practices to any matter under the Agreement,equitable consideration should be given to the circumstances,requirements and obligations of each of the Participants, and the fact that the Participants are cooperatives,public corporations,or political subdivisions of the State of Alaska with prescribed statutory powers,duties and responsibilities.It is Page 5 of 7 -Exhibit B to Amended and Restated Alaska Intertie Agreement recognized that Prudent Utility Practice are not intended to be limited to the optimum practices, methods or acts to the exclusion of all others,but rather is a spectrum of possible practices, methods or acts which could have been expected to accomplish the desired result at the lowest reasonable cost consistent with reliability,safety and expedition.Prudent Utility Practices include due regard for manufacturers'warranties and the requirements of governmental authorities having jurisdiction. 47.Railbelt -shall mean,in reference to a utility or Participant,those electrically connected electric utilities situated along the Alaska Railroad from Fairbanks to Seward,Alaska. 48.Reliability Standards -shall mean those standards having to do with promoting the reliable operation of the Intertie developed,adopted and enforced by the IMC in compliance with the requirements of Article 3,OPERATING AND RELIABILITY STANDARDS AND ENFORCEMENT.The Reserve Capacity and Operating Reserve Responsibility agreement, which is Exhibit H to the Agreement,will constitute the Reliability Standards until such time as the IMC adopts and implements additional standards. 49.Reliability Standards Implementation Agreement -shall mean that contractual agreement between the IMC and the Participants and Users for the implementation of IMC- approved reliability standards. 50.Representative -shall have the meaning provided in Section 9.1.2, Representatives. 51.Required Work -shall have the meaning as provided in Section 8.8,AEA's Ability to Perform Required Work,and Section 6.4.4,Right to Make Improvements-Required Work. 52.Reserve Capacity -shall mean the excess in kilowatts of a system's Net Generating Capability over its maximum System Demand for any period. 53.Reserve Capacity Obligation -shall mean the capacity which a Participant is obligated to reserve and use for the purpose of maintaining continuity of service. 54.Reserve Fund -shall mean the fund established to provide for repairs to and replacements of Intertie Facilities pursuant to Section 7.1.2.4,and Section 8.6.12,Creation of Reserve Fund,consistent with Prudent Utility Practice and in compliance with applicable law and regulations,or as required by any bond or other borrowing covenants. 55.Scheduled Outage -shal]mean any outage of generating or transmission facilities which is scheduled in advance to be out of service. 56.Southta}sroup Group-shall initially mean AML&P,CEA,AEG&T,MEA,and Page 6 of 7 -Exhibit B to Amended and Restated Alaska Intertie Agreement pte? Spinning Reserve -shal]mean the amount of unloaded generating capability of a & )Participant connected to and synchronized with the interconnected system of the Participants and ready to take load.Spinning Reserve allocation to any generator shall not exceed the amount of generation increase that can be realized immediately from normal governor control. 58.System Demand -shall mean that number of kilowatts which is equal to the kilowatt-hours required in any clock hour,attributable to Energy required during such hour for supply of Energy to a system's consumers,including system losses,and also including any wheeling losses occurring on other systems and supplied for transmission of such Energy,but excluding generating station uses and excluding wheeling losses supplied by another system. 59.Total Operating Reserve Obligation -shall mean that amount of Spinning Reserve and Non-Spinning Reserve of the Participants collectively required to maintain continuity of service. 60.Transmission Service -shall mean service provided by the use of the transmission system of a Participant directly collected to the Intertie for wheeling of power and energy through its system for another Participant. 61.Transmission Service Facilities -shall mean the integrated transmission facilities of the transmitting utility,excluding power plant step-up transformation and radial lines to loads or generators. 62.User -shall mean any entity actually using the Intertie that has executed a User Agreement,including a Participant that has executed a User Agreement. 63.User Agreement or Intertie User Agreement -shall mean an agreement adopted by the IMC pursuant to the requirements of Section 8.6.2,Intertie User Agreement,that provides common terms and conditions for Capacity and Energy transaction on the intertie by Participants and Users.The initial form of the User Agreement is Exhibit F to the Agreement. Page 7 of 7 -Exhibit B to Amended and Restated Alaska Intertie Agreement ne eds aliecnites .toobwihaSy.Jun aIMC/OC Subcommittee Members yY Updated May 2014 Dispatch and System Operations Subcommittee:Jeff Warner -ML&P warnerja@muni.org Hank Gocke -MEA hank.gocke@mea.coop Allen Gray -GVEA AJGRAY@GVEA.COM John Johnson -CEA john johnson@chugachelectric.com Bob Day-HEA BDay@Homerelectric.com Engineering,Relay and Reliability Subcommittee:Aung Thuya -ML&P thuyaac@muni_org Jim Brooks -MEA JIM.BROOKS@MEA.COOP Nathan Minnema -GVEA NJMinnema@gvea.com Adam Vogel -CEA adam_vogel@chugachelectric.com Machine Ratings Subcommittee:Ken Langford -ML&P langfordkw@muni.org Bruno Urcuyo -MEA bruno.urcuyo@MEA.coop Paul Morgan -GVEA Dee Fultz -CEA dee_fultz@chugachelectric.com Bob Day -HEA <7 BDay@Homerelectric.com SCADA and Telecommunications Subcommittee:Russ Lyday -ML&P lydayrw@muni.org Keith Palchikoff -GVEA KEPalchikoff@gvea.com DJ Carrington -MEA d j.carrington@mea.coop Paul Johnson -CEA Paul_Johnson@chugachelectric.com Operations,Maintenance and Scheduling Subcommittee:Jeff Warner -ML&P warnerja@muni.org Jim Brooks -MEA JIM.BROOKS@MEA.COOP Allen Gray -GVEA AJGRAY@GVEA.COM Bill Bernier -CEA bill bernier@chugachelectric.com Budget Subcommittee:Jeff Warner -ML&P warnerja@muni.org ys .Matt Reisterer-MEA mailto:mattreisterer@mea.coopKirkeWain=-(nair Cory Borgeson -GVEA CBORGESON@GVEA.COM Burke Wick -CEA Burke Wick@ChugachElectric.com System Studies Subcommittee:Aung Thuya -ML&P thuyaac@muni.org Bruno Urcuyo -MEA bruno.urcuyo@MEA.coop Colt Nyland -GVEA CBNyland@qvea.com Russ Thornton -CEA rthornton@esaqrp.net Jim Cross -HEA JCross@HomerElectric.com Bob Day cs not.a memlae-eZ he in the sub-tommy tee 7 let sana Ly mnows Mewwicers aAwFsYNAGENDA INTERTIE MANAGEMENT COMMITTEE Regular Meeting 11:30 a.m.,Thursday,May 8,2014 Alaska Energy Authority 813 W Northern Lights Blvd,Anchorage,Alaska CALL TO ORDER ROLL CALL FOR COMMITTEE MEMBERS PUBLIC ROLL CALL , AGENDA APPROVAL PRIOR MINUTES -Feb.11,2014 PUBLIC COMMENTS 0 XU NEW BUSINESS |lint:'we FetbsA.OPERATOR REPORTS - n-att *Leek rhe Sees 4" 1.Asset status 2.System operations status B.COMMITTEE REPORTS1.Tariffs and Regulatory Affairs Committee nOthINS OP a a)RCA enforcement of reliability standards and operating protocols 2. Intertie Operating Committee (IOC) a)Compliance Reporting for Operating Standard Protocols b)Report on non-utility generation N°tiny xo repork c)HEA complaints/issues w/meeting reliability standards d)Budget Subcommittee o(1)Budget review for next year -possible lease situation e)System Studies Subcommittee "i(1)Frequency Load Shed System Studies L a y e(2)Move forward the EPS $40,000 study relating to Healy 2 coming v ¢ \oe é,one Bey Qersabiel 8. 9. COMMITTEE ASSIGNMENTS NEXT MEETING DATE 10.ADJOURNMENT To participate via teleconference,dial 1-800-315-6338,enter code 3074# Alaska Intertie Management Committee DRAFT MEETING MINUTES Tuesday,February 11,2014 Anchorage,Alaska 1.CALL TO ORDER Chair Brad Evans called the meeting of the Alaska Intertie Management Committee to order on February 11,2014 at 9:00 a.m.A quorum was established. 2.ROLL CALL Members present:Bradley Evans -Chugach Electric Association (CEA);Cory Borgeson - Golden Valley Electric Association (GVEA);Joe Griffith -Matanuska Electric Association (MEA);Dan Kendall -Municipal Light &Power (ML&P);and Gene Therriault -Alaska Energy Authority (AEA). 3.PUBLIC ROLL CALL Public present in Anchorage:Lou Agi (ML&P);Brian Bjorkquist (Department of Law);Mark Johnson,Brian Hickey,Burke Wick (CEA);Bernie Smith (Regulatory Commission of Alaska); Bob Day -Homer Electric Association (HEA);Kirk Warren,Teri Webster (AEA);Kirk Gibson (McDowell Rackner &Gibson PC);and Miranda Studstill (Accu-Type Depositions). 4,AGENDA COMMENTS/MOTION FOR APPROVAL MOTION:Mr.Borgeson made a motion to approve the agenda as amended.Motion seconded by Mr.Kendall.The motion was approved unanimously. 5.PRIOR MINUTES -November 1,2013;November 12,2013 MOTION:Mr.Griffith made a motion to approve the prior minutes November 1,2013 and November 12,2013.Motion seconded by Mr.Borgeson.The motion was approved unanimously. 6.PUBLIC COMMENT There were no public comments. 7.OPERATOR REPORTS 7A.Asset Status Mr.Wick reported the intertie is in service and no outages are scheduled for this time and there have been no problems. IMC Meeting Minutes-February 11,2014 Page 1 of 11 7B.System operations status Mr.Wick reported the system is operating at close to capacity almost around the clock with sales of Bradley energy to GVEA.The Static Var Compensators (SVC)are in service.There are other SVC projects scheduled for later in 2014,which are on the railbelt maintenance schedule. Mr.Griffith asked what level of energy is being sent north.Mr.Wick advised it is 70 megawatts. 8.OLD BUSINESS 8A.Spinning Reserves Loe Chair Evans noted this item was added to reengage on thesspinning reserve issue.He requestedtheoperatorsgrouplookatwhetherornotanychanges”'need to be made to how the spinningreserveisallocatedandtospecificallyreviewresponsibilitiesoftheoperatingentitiesthatareinterconnectedtothepool,who are otherwise unrecognized by the pool since open access hasbeenestablished,including the military,the University,Doyon,and Tesoro.The interconnectedmillivoltamps(MVA)capability of all of those entities needs to be determined.Chair Evanssuggestedstatusquoismaintaineduntilthereisagreementto'any changes.©.Mr.Griffith asked if thisissue is covered under the resolution previously passed.Chair Evansrecognizedthestatusquowasaffirmedandbelievestheseissuesareorganicanditistimetoreviewtheseissuesagain.Open access has been incorporated and those entities need to be heldtotheopenaccesslanguageandtheresultingresponsibilities.Chair Evans reported thisis notoccurringineachloadbalancingareaandshould|be remedied..Mr.Griffith suggested Mr.Wick explain howthese iissues were'addressed iin the past.ChairEvansnotedthishasnotoccurredinthepastbecauseofthenarrowissueofopenaccess.Mr. Griffith informed there have been yearswhere the largest utility used the largest unit.ChairEvansagreedtheutilitiesarefollowingtheprotocolsandhisconcerniswiththeentitieswho areonlinebecauseoftheopenaccesssystem.Mr.Kendall commented ML&Pis carrying thebiggestloadofthespinningrreserve.;Chair Evansrequested the Operating a (OC)review the cost of spinning reserves because the IMC will have to address the benefits others are receiving and not paying for. Mr.Griffith asked if bills are being sent out to the entities who are not paying.Chair Evansstatedthatneedstobereviewed.Mr.Kendall commented if another unit is started,bills may besentout. Chair Evans noted another issue regarding the spinning reserves for the OC to review is the battery.This is a very substantial asset in the system that provides a benefit to everybody,but may not be totally recognized.Chair Evans requested GVEA provide additional information to the OC regarding the battery and its ongoing Operating &Maintenance (O&M).There may be more of these devices entering the system and there could be an increase in demand for those kinds of devices to maintain the quality of the operational characteristics of the system.Chair Evans requested the OC write up a specific scope of this issue to bring to the IMC. IMC Meeting Minutes-February 11,2014 Page 2 of 11 8B.Expenses cost allocation methodology for non-asset costs (GVEA) Mr.Borgeson reported GVEA sent the documentation for information on Resolution 14-2,the expense cost allocation methodology for non-asset costs.These are operational costs and not maintenance costs.The intertie is evolving,changing and additional studies are necessary.The regulatory efforts that may have to be taken for the operation of the intertie with the open access rules,reliability standards,and the enforcement of those reliability standards places a greater administrative burden on the intertie.GVEA proposes costs would be shared equally among the participants and users.If an entity came onto the intertie as a participant or as a user,the entity would share in the administrative costs. Mr.Borgeson provided a working red line draft version of the amended and restated Alaska Intertie agreement.Mr.Borgeson advised the resolution assumes Mr.Gibson would work with AEA to prepare the appropriate amendments to the Alaska Intertie agreement that wouldeffectuatethedesiredchanges.The changes would come back before the IMC for approval.Nochangeswouldbeapprovedattoday's meeting. Mr.Griffith asked who will bring the final recommendation back before the IMC.Chair Evans and Mr.Borgeson stated the attorneys,Mr.Gibson and Mr.Bjorkquist,will change the contractlanguage.Mr.Borgeson advised every organization would have a chance to review the changesandprovidefeedback. Mr.Griffith believes the relevant issue is determining the allocation algorithm.He asked ifGVEAhasaproposedalgorithmorifthealgorithmwillbeprovidedlater.Mr.Borgesonreportedthealgorithmcurrentlyproposedistheadministrativecostsandthesecostswould besharedequallyamongtheparticipantsandusers,not including AEA.The operational costs willcontinuetobesharedthewaytheyaresetoutintheagreement. Mr.Griffith asked how capital costs will be treated.Mr.Borgeson advised capital costs areincludedintheoperationalcostsandwillbeshared|using the current manner of sharing,withGVEAhavingthebulkofthosecosts.F Mr.Therriault expressed hhisappreciation for the work GVEA has completed on this resolutionintryingtomaintaintheexistinglistofchargesfortheoperationalcostsandcreateaseparatelistofchargesfortheadministrativecosts.The allocation of costs would be evenly distributed amongparticipantsandusers.Mr.Therriault noted between now and the next meeting,staff will need to clarify language for the budget,establishing a charge based on the number of participants at the beginning of the fiscal year.Language needs to be included which anticipates and addresses a recalculation of the cost share if a new participant joins any time after the beginning of the fiscal year. Mr.Borgeson clarified the definition of intertie administrative costs includes AEA's administrative expenses associated with the intertie,legal expenses association with IMC activities,regulatory costs associated with the IMC activities,and costs associated with developing,monitoring and administering operating reliability standards for the intertie and the IMC.Mr.Borgeson believes this definition is broad enough to include the reliability reports, standards and review of those types of activities.Chair Evans agreed that is a good list and any other cost elements identified can be included in that list. IMC Meeting Minutes-February 11,2014 Page 3 of 11 MOTION:Mr.Borgeson made a motion to approve Resolution 14-2.Motion seconded by Mr.Therriault. Chair Evans requested the amendments get circulated to members prior to the next meeting in about a month so voting can occur at the next meeting. Mr.Warren reported he will be scheduling a Budget Subcommittee meeting in less than a month to determine the budget for the next fiscal year.He noted it would be nice to have synergy and guidance for the Budget Subcommittee prior to their meeting.Chair Evans noted there are a couple of efforts underway that have some initial cost estimates and other efforts that would needtoprovidetheircostestimates.a The motion was approved unanimously. 9.NEW BUSINESS9A.Pool Participation from Utility non--members Chair Evans stated this issue was anticipated when the agreement changed.The subject matter is a recognition that not everyone operating in the interconnected system is a member.The IMCneedstoaddressthatdiversityinthesystem.The rules have tto be observed to enjoy the benefitsofthesystem.a Chair Evans commented this is a discussion for the IMC to frame the issues which gives entities the opportunity to use the system without being part of the agreement,while having to follow theestablishedrulesofthesystem.He noted the business framework for this accountability needs tobecreated.Chair Evans requested input from IMC members.- Mr.Borgeson asked if the IMC or any of the utilities are able to measure and know whether theentitieswhoareproducingenergyareprovidingthespinningreservesrequiredundertheAlaska Intertie standards,specifically Doyon.Chair Evans does not believe Doyon is providing anyspinningreserves.Chair Evans stated he suspects there are times when other entities,like theUniversityorthemilitary,are not fully loaded and probably at times do have some reservecapability.He does not know if they have reserve capability when they are on peak. Mr.Borgeson asked if GVEA is providing spinning reserves for entities like Doyon.ChairEvansstatedthepointisGVEA's members are paying for reserves that other entities are gettingthebenefitof.Mr.Borgeson asked if this issue is as simple as determining a rate for providingspinningreserves,setting the rate with the RCA,and then sending the entities a bill.Chair Evans agreed that is the direction he would like.If an entity is deficient,they will receive a bill.Mr. Griffith agreed. Mr.Kendall asked if these standards will be set as cooperative standards or RCA standards. Chair Evans noted the standards would be established by the IMC determining the contribution of spin for the members.There will have to be a tariff for the deficiencies.If a benefit is being provided to other entities without compensation,the IMC is not doing its job.Open access does not mean free access. IMC Meeting Minutes-February 11,2014 Page 4 of 11 Mr.Kendall stated open access is a new path for the intertie and issues with entities like the hospital will have to be addressed.Chair Evans expressed the rules need to be clear.He does not know if the IMC would address issues regarding benefits provided to entities who are self- generating at a small level.Mr.Kendall advised the IMC is still acting as the backup for these entities. Mr.Griffith believes if the IMC starts pricing the intertie,then that issue will have to be addressed as to how much value is there to the utilities providing the reserves,similar to the water park issue that occurred at the Commission.Mr.Borgeson commented that was a standby rate.Chair Evans noted some of the value may already be in their rate.He stated he is trying to solve the wholesale level problem first and then draw the complicated dividing retail line. Mr.Griffith stated he is experiencing a similar situation with the water plant on the hill.They are swinging on CEA's generation and not paying for it.Chair Evans explained these are theissuestheIMCneedstoaddress.He stated he does not have the answers,but knows thereis ahugeproblemtheIMCneedstofocustheirresourcesonresolvingit..foMr.Griffith asked what the next steps in this process are.Chair Evans tecommended to firstidentifytheissues.Next,some form of the OC group works with the Regulatory Committee anddevelopsaregulatoryapproachtotheselong-term systemic issues that are currently being leftunaddressed.:. Mr.Griffith asked if the IMC organizational structure has been'populated.Chair Evans noted hehasinternally,but he has not sent his correspondence to Ms.Webster.Chair Evans requestedeachmembercompletethehousekeepingofsendingtoMs.Webster their representatives and organizational structure.'Mr.Griffith asked if the organizational structure was approved by the IMC.Chair Evans stated the organizational structure was approved by the IMC and is organic. Any changes that need to be made can be brought in front of the IMC.Mr.Griffith suggestedMr.Warren andand the>Budget Committee be:assiigned'to address theseissues.Mr.Béfgeson |believes there should bea special committee who addresses theseissues.ChairEvansnotedthecommitteewouldbecomeaspecialcommittee,including subject matter experts.Mr.Borgeson believes the committee may need regulatory counsel and IMC counsel.It willtakerealefforttocometotheresolution."Mr.Borgeson agreed the IMC has to develop a plan,including what entities are involved,and provide the resources for top-notch people to beinvolved.Chair Evans stated this will be part of the block budgeting item for administrativecosts.He believes the issues feed to be addressed at the wholesale level first. LY Mr.Griffith noted if rules are established on the wholesale bulk power level,it is highly likely some of the same criteria will flow to the distribution level. Mr.Therriault informed the IMC he has to go to Juneau to give a presentation on transmission to the House Energy Committee tomorrow.Mr.Therriault advised the presentation will primarily discuss the work that has been completed by AEA on the suggested upgrades and the cost benefit analysis.There could be a line of questioning coming from the policy-makers on the governance structure.The discussion occurring today highlights the difficulties the utilities and the IMC have in creating governance which applies to the whole system,when the IMC is only IMC Meeting Minutes-February 11,2014 Page 5 of 11 empowered to impact and directly control the Alaska Intertie,which is owned outright by the state. Chair Evans disagreed with Mr.Therriault's characterization because this is a voluntary organization and its scope far exceeds the direct asset of the intertie.Mr.Therriault noted the decisions that have been made by the IMC have been applied system-wide,but it has been through voluntary action.Chair Evans noted he would not characterize the IMC has had such a narrow window on the world.Mr.Therriault commented the IMC has no outright authority and it is important for policy-makers to understand if this system is to be aggregated and operated as a system,they need to give some thought to what the governance structure should be for it.He believes this is likely to be an area of discussion at the House'Energy Committee tomorrow. Mr.Therriault expressed his appreciation for the work the utility members on the IMC havecompletedtomakethesystemwork.Mr.Griffith noted the utilities have been operating for 27yearsprettyeffectively. "aeMr.Borgeson commented the regulated utilities are 'governed iin some sense by the RCA.Ifthegovernmentgoesfurther,it would constitute a|taking of the utilities'assets.If the state wants topaytheutilities$400 million or $500 million for the transmission lines,then the state can own itandgovernit.Mr.Borgeson understands how government has the ability to regulate thetransmissionlines,but the lines are the property of the utilities,encumbered by the debt of theutilities,and the utilities are governing ttheir own assets.°Sigs ooRY,Chair Evans advised Mr.Therriault to bevvery careful about the governance model for theutilitiesbecauseifsomethingiis'done wrong andiis not recognizedin the industry,it couldjeopardizetheutilitiesaccesstocapital.If the governance structure is adverse,the utilities willgetlockedoutofthecapitalmarket.Chair Evans does not know of any of the bodiesin theLower48whoutilizeaspecialpurposegovernmentagencyforgovernance.Most of thosebodiesareboundtoregulationandarethesubjectmatterexpertsontariffs.The assets cannot betransferredinmanycasesandsomeofthedebtisnotcallable.Chair Evans cautioned theformationofagovernancemodelthatimpactstheutilitiesfinancially,operationally,and couldbecountertowhatindustrye%expects.:Mr.Theriault stated heis sensitive to those comments and concerns.In looking at some of themodelsacrossthenationwhere'there has been success,there was no forced aggregation and arealizationthatalotofthingshadtobenegotiatedincontractuallanguagebetweenentities.Theprocesstakessometimeandiisnotsomethingthepolicy-makers can just impose.The policy-makers need to be awareof all of those nuances and possibly consider a structure that wouldallowthediscussionsandnegotiationstotakeplace. Mr.Borgeson commented one of the questions regarding governance is the ability of the RCA to oversee the regulations and enforcement of the rules being imposed on the transmission lines. To the extent the discussion about governance is taking place with policy-makers,he requested making sure the RCA is empowered to regulate and provide tariffs for the intertie system, including the Alaska Intertie.Mr.Borgeson stated the Alaska Intertie is probably exempt from regulatory oversight,but that could be changed if the RCA can oversee the governance on the intertie.There needs to be a body that can enforce the open access rules and regulations the IMC has adopted.Mr.Borgeson believes the utilities anticipate filing their own tariffs.He IMC Meeting Minutes-February 11,2014 Page 6 of 11 recommended the group that sets the rules and regulations for the intertie operations is certain to have authority to take those regulations and create a tariff over them. Chair Evans advised he is going to leave it up to the Chair of the assigned group to decide how to populate the working group,whether it is a combination of two or let the RCA take the lead and have individual members decide on their representatives. 9B.HEA Reliability complaints as registered with the BPMC regarding Bradley Lake Operations and interconnected reliability standards Chair Evans reported issues were raised by the Bradley Lake operator regarding reliability compliance.Chair Evans noted he will make this issue a committee assignment and that group needs to review the issues and report back to the Bradley Lake Project Management Committee (BPMC)with recommendations.Chair Evans noted he intends to assign this to the OC. Mr.Borgeson expressed he is surprised Chair Evans is not tasking this issue with a BPMC committee.Chair Evans noted the issue is with the compliance to the IMC reliability standards.So if a voice of authorityis sought,the OC would be that guiding group.Chair Evans stated heisopenfordiscussionatthistime.. =. Chair Evans stated IMC promulgated reliability standards,which include certain interconnectionrequirementsandtherewerequestions.about how those rules applied to the Bradley Lakeoperation.;:* Mr.Kendall commented the issues are about standards and how the system is operated.HeaskedifBradleyLakeisincludedbecausethesystemistiedtogether.Chair Evans agreed and noted Bradley Lake adopted the standards and are trying to figure out how to comply with the standards.Mr.Kendall asked if the standards are voluntary.Chair Evans stated the standards have been adopted by the IMC and by Bradley Lake.Bradley Lake has technical questionsabouthowcertainstandardsworkinaparticularcase.Theseissues would normally be handledbytheOCifaninterconnectedentityaskedthesamequestionsaboutcomplianceintheircircumstance. Chair Evans gave an example of one of the issues regarding how the plant was supposed to beinterconnectedtothesystemanddidthereneedtobearingbusatBradleyJunctiontocomplywiththeinterconnectedstandards.Chair Evans noted that kind of question is appropriate for the IMC to review.He believes it is appropriate for the IMC to review any questions brought to the BPMC with regard to the compliance of the reliability standards.He noted that is the extent of the assignment and it is a very narrow issue. Mr.Borgeson agreed with the scope of that assignment and believes some of the issues that were raised properly belong in front of the BPMC.Mr.Griffith noted the BPMC accepted and adopted the reliability criteria.Mr.Griffith requested additional clarification on Item 9B and how it addresses HEA's complaints.Chair Evans stated he may have used the wrong word when he characterized the issues as complaints.HEA brought issues forward to be reviewed in terms of complying with the reliability standards. IMC Meeting Minutes-February 11,2014 Page 7 of 11 Mr.Therriault asked who would be tasked with going through the document and identifying the issues that need clarification.Chair Evans stated he would task this to the OC and let them work with the specific groups identified to resolve the issue.There could be multiple subject matter experts looking at the questions. Mr.Therriault asked if the first step is going through the stated issue and identifying the individual specifics of the questions.Chair Evans agreed and noted the issues identified are only as they apply to the reliability standards and compliance with those by the project. 10.COMMITTEE REPORTS 10A.Regulatory Committee -RCA Reliability Standards filing Mr.Gibson advised the letter and the attached operations and reliability standards was filed with the RCA on January 28,2014.According to comments from Mr.Therriault,there was a letter of acknowledgement of the receipt sent out.Mr.Gibson reported he had an opportunity to speakwithChairPatch,who mentioned he had received the operations and reliability standards filingandhehadnosubstantivequestionsatthattime,but did have a question regardingconfidentiality.Mr.Gibson advised thereis not a'confidentiality iissue. Mr.Gibson advised the next step will be how the individual utilities want to adopt and embracethestandardsandtheprocessthatentails.He noted there have been discussions about the utilities individually filing their tariffs and having them approved.Mr.Gibson stated ML&P has a different idea on how to proceed.Mr.Gibson suggested the utilities meet to discuss and decideonaprocesstheutilitieswillfollow., :&.'eS é C "agChairEvansnotedtherewillbefollow--up onn the RCA filing based on the committeeassignments.May ;% 10B.Operational compliance conflict nmatters ,. Mr.Wick noted the Dispatch Subcommittee has been detailed with developing compliancereportingstandardsiinordertohaveauniformformatthateveryoneagreesto.Chair Evans,advised that taskhas to be completed because there are already violations occurringandtheIMCneedstobefilingcomplaintstotheRCAregardingthoseviolations.Mr.WickstatedJohnJohnsonofCEAiisstheChairoftheDispatchSubcommittee. Chair Evans noted there were two assignments under this item,one of which was to prioritize the IMC's compliance program beginning with the most important issues first.Chair Evans believes the data is collected and any violations are addressed,but the reporting matter needs to be worked on. Mr.Borgeson stated addressing the issues discussed today,including spinning reserves,pool participants,and compliance,is going to take a significant effort and the IMC may have specified oversight staff to ensure there is compliance.The individual collective utilities undertaking these activities will create potentially a haphazard selective enforcement.Chair Evans noted there are currently designated groups to ensure compliance.Chair Evans noted when he was part of the group documenting issues,he created 300 to 400 reports on every IMC Meeting Minutes-February 11,2014 Page 8 of 11 individual disturbance of the system,which was a requirement of the job.There is a northern controller and a souther controller who are supposed to marshall that work and it is not being completed like it used to be.There used to be a much greater effort,which has softened over time. Mr.Borgeson noted HEA has expressed caution on this issue.Mr.Borgeson asked when GVEA starts up Healy Unit 2,who is going to ensure GVEA and MEA are compliant with the rules and regulations regarding backup.He asked who is going to ensure that any independent power producer who comes onto the system is compliant with the rules and regulation.Mr.Borgeson commented the rules and regulations have broadened under the standards and thatis going torequirealotofoversight. Chair Evans expressed he understands Mr.Borgeson's concerns and the reporting needs to be communicated as to what units are running and what units are running for backup.One of the issues this Committee needs to address is entities trying to cheat the system and what happens when they get caught.Chair Evans does not believe it is appropriate for the members of thisCommitteetostartwritingwhattheentitiesneedtodo.Itis a lot of work and iis part of the poolcost.: Mr.Griffith requested an overview of how well the transmission system is operating.Chair Evans noted the OC has an opportunity to report that to the Committee.Mr.Borgeson stated the OC can present a one-page summary disturbance report to the Committee,but advised it takeswork,effort and all the staffis busy.Mr.Griffith commented his staff would have troubledefiningwhatisoccurringonthetransmissionsystemonanhourlyoradailybasis,but will havetobeginthatmonitoringsoon.-wa 4 ; Mr.Kendall noted these issues bring friction between the utilities.When one utility reports another utility is out of compliance,the utility who is purported to be out of compliance has to document in self defense they were or were not in compliance.Mr.Kendall stated the utilitieshavetomonitortheirownfacilitiesandbeabletorespondtocomplaintsfromadjacentutilities.This will be a long paperwork documentation trail.:Chair Evans commented the monitoring wascharacterizedasatrust,and there was a healthy tension knowing the utilities were veryconcernedaboutcompliance..Chair Evans stated North American Electric ReliabilityCorporation(NERC)is not going to give friendly audits anymore.There are fines associatedwithanythingstheyfindwrong.Compliance iin the system has become an issue.%:/Mr.Griffith asked how does the independent system operator (ISO)concept fit into this discussion.Chair Evans believes the ISO will assure compliance by all the generating facilities if it is a generating reliability issue.The information is being collected and there may be some areas where information collection can be improved.Chair Evans commented there is a gap between standards and compliance that needs to be closed. 10C.Under frequency load shed study and update Mr.Jeff Warner provided a report requesting funding for a special group to be tasked with the study.Chair Evans noted it is the responsibility of the participants to populate the engineering group who will actively engage on the under frequency loadshed study.Mr.Griffith reviewed Mr.Warner's report and noted data should be collected by February 15,2014. IMC Meeting Minutes-February 11,2014 Page 9 of 11 Mr.Hickey stated the Special Purpose Group has been formed and has met with the System Studies Subcommittee (SSS)to update the model.Mr.Hickey and Mr.Warner will manage the Special Purpose Group,consisting of representatives from ML&P and CEA.He noted the project will be augmented with resources from PTI and Power Engineers.A formal scope, schedule and budget should be defined by March 15,2014.Mr.Hickey noted the goal is to get the project substantially completed by the first of August. Mr.Griffith asked what is the timeframe of the model?Mr.Hickey stated the 2009 loads were scaled up by a couple of percent to get to 2017 loads.The study will be 2017.The model has been updated to integrate the current studies.Several corrections were made to the system,including a data error by Postmark Substation.Mr.Griffith commented this is important information andis eager to compare the updated Power System Stimulation/Engineering (PSSE)model with the one that was run initially. Mr.Griffith asked if a request for proposal (RFP)will be.e provided by the SSS by March 15,2014.Mr.Hickey explained a scope,schedule'and budget will be developed by March 15,2014. The current planis to use as much railbelt staff as possible and perhaps contract with PTI and Power Engineers to provide technicians to actually perform some of the runs,because there are many runs to be created.This will also bring the engineerson the railbelt up to speed on how thenewsystemisgoingtowork.Chair Evans and Mr.Griffith agreed it is a good idea to utilize theengineers.:oe Mr.Griffith asked if MEA has anyone involved in Mr.Hickey's group.Mr.Hickey noted thateachutility,including HEA,had a representative at the meeting and were all invited toparticipate.The study needs to be executed by the end of the summer.11.COMMITTEE ASSIGNMENTS Chair Evans noted the assignments for the Regulatory Committee are as follows;1)meet anddiscusstariffsandfurthercoordinationwiththeRCAregardingcompliancewithreliabilitystandardsandoperatingrequirements,2)examine the issue of non-utility generation operation,3)examine the issue of a way forward on compliance with standards and operating protocolswiththeRCAanddecidehowbesttopopulatethateffortwithacombinationofsubjectmatterexpertsfromotherareasoftheorganizationalstructure. Chair Evans stated the Regulatory Committee needs to meet and decide on the Chair.Mr.Griffith noted MEA will send a representative to the meeting,but does not know where themeetingisgoingtooccurorwhotocontacttofindout.Chair Evans temporarily designated Mr. Mark Johnson as lead of the Regulatory Committee until a Chairis decided upon. Chair Evans noted coordination will be through Mr.Johnson.Mr.Griffith asked if the Regulatory Committee representative should be a technical person.Chair Evans suggested the Regulatory Committee meet and discuss questions like that.He noted there may be multiple special meetings that focus on different issues like tariffs,operating costs,or compliance with standards and it is the responsibility of the Regulatory Committee to determine how to run those meetings and who is requested to attend those meetings. IMC Meeting Minutes-February 11,2014 Page 10 of 11 Chair Evans noted the assignments to the Operating Committee are as follows;1)review the issues raised by HEA as regards to compliance with the Bradley Lake project with reliability standards,2)continue with the trust and verify manner of documenting operating parameters of disturbances;3)continue documentation of compliance issues. Mr.Griffith asked if the issues reflect operating protocols.Chair Evans explained these are operating details,including if everybody carried their spin and how much,and how to trust and verify that information. Chair Evans continued assignments for the Operating Committee;4)increase the effort on creating a summary report on disturbance analytics and provide to the IMC;5)regarding status reporting,the OC is to review all of the reliability standards,determine how to comply to those standards,what reporting is necessary,and what is the process for compliance.The previous instructions were to begin with the most important matter of spinning reserve first and then address further matters in order of importance.The end in mind of this assignment is to ensure aprocessisbeingfollowed,complianceis being maintained,and thereiis a robust system capableofmonitoring. Chair Evans does not believe he needs to give the SSS any further guidance because they seemtobewellunderwayaccordingtotheirreport.<3 Chair Evans requested all members provide}Ms.Webster correspondence designating contact individuals for the various organizational needs so she can distribute information to theappropriatepeople.:fe 12.NEXT MEETING DATEChairEvansrecommendedmeeting monthly untilSignificant progress is made on theseissues.The next meeting is scheduled for March 11,2014,at 9:00 am,in Anchorage,Alaska.13."ADJOURNMENT } There being no further business of the IMC,the meeting adjourned at 10:35 am. Bradley Evans,Chairman. Gene Therriault,Secretary IMC Meeting Minutes-February 11,2014 Page 11 of 11 IMC /OC Subcommittee Members Updated May 2014 Dispatch and System Operations Subcommittee:Jeff Warner -ML&P warneria@muni.org Hank Gocke -MEA hank.gocke@mea.coopAllenGray-GVEA AJGRAY@GVEA.COM John Johnson -CEA john_johnson@chugachelectric.com Bob Day -HEA BDay@Homerelectric.com Engineering,Relay and Reliability Subcommittee:Aung Thuya -ML&P thuyaac@muni.or Jim Brooks -MEA JIM.BRQOKS@MEA.COOP Nathan Minnema -GVEA NJMinnema@qvea.com Adam Vogel -CEA adam_vogel@chugachelectric.com Machine Ratings Subcommittee:Ken Langford -ML&P langfordkw@muni.org Bruno Urcuyo -MEA brung.urcuyo@MEA.coopPaulMorgan-GVEA Dee Fultz -CEA dee_fultz@chugachelectric.com Bob Day -HEA BDay@Homerelectric.com SCADA and Telecommunications Subcommittee:Russ Lyday -ML&P lydayrw@muni.org Keith Paichikoff -GVEA KEPalchikoff@gvea.com DJ Carrington -MEA d.j.carrington@mea.coop Paul Johnson -CEA Paul_Johnson@chugachelectric.com Operations,Maintenance and Scheduling Subcommittee:Jeff Warner -ML&P warnenja@muni.org Jim Brooks -MEA JIM.BROOKS@MEA.COOP Allen Gray -GVEA AJGRAY@GVEA.COM Bill Bernier -CEA bill _bernier@chugachelectric.com Budget Subcommittee:Jeff Warner -ML&P warnerja@muni.org Matt Reisterer-MEA mailto:mattreisterer@mea.coop Cory Borgeson -GVEA CBORGESON@GVEA.COM Burke Wick -CEA Burke Wick@ChugachElectric.com System Studies Subcommittee:Aung Thuya -ML&P thuyaac@muni.org Bruno Urcuyo -MEA brung.urcuyo@MEA.coop Colt Nyland -GVEA CBNyland@gvea.com Russ Thornton -CEA rthornton@esaqrp.net Jim Cross -HEA JCross@HomerElectric.com PRESENT: GUESTS: Jeff Warner Gary Kuhn Burke Wick Allen Gray Kirk Warren Ed Jenkin Mark Peery Luke Sliman Brian Hickey DRAFT IMC OPERATING COMMITTEE MEETING MINUTES THURSDAY,March 24,2014 Teleconference Anchorage Municipal Light &Power (AML&P)-1lOC Chair Matanuska Electric Association (MEA) Chugach Electric Association (CEA) Golden Vailey Electric Association (GVEA) Alaska Energy Authority (AEA) Chugach Electric Association (CEA) Homer Electric Association (HEA) Chugach Electric Association (CEA) Chugach Electric Association (CEA) 1.Teleconference called to order at 1:35 PM 2.March 6,2014 meeting minutes approved with edits 3.Asite visit occurred March 17,2014,MEA,CEA and ML&P were in attendance.The intent of the visit provided insight for the IMC/OC members prior to voting on Motion 2014-1. 4.Formal Operating Committee Actions/Recommendations A. B. MEA moved Motion 2014-2 placing Motion 2014-1 back on the table for consideration. Motion 2014-2 passed unanimously. MEA moved Motion 2014-1 as follows: Request the IMC Operating Committee forward a recommendation to the Intertie Management Committee to provide additional funding for a new relay control enclosure for the Douglas Substation Relay Upgrade Project.Amount to be determined upon final design, not to exceed $800,000. The Motion was seconded by ML&P. 1.MEA stated the existing relay enclosure building at Douglas Substation is dilapidated and provides limited space to perform work necessary to install new relay racks and associated equipment/cabinets.Numerous code violations exist within the building. ML&P agreed that space is very limited in the existing building but felt the new relay racks could be positioned to allow for required clearances.CEA stated that the IMC is currently determining how to address future capital projects for Alaska Intertie assets and how they can be included in the budget and paid for out of an R&C fund rather than funding a project through wheeling.GVEA stated they could not attend the site visit and would like to see pictures of the site.MEA will forward the pictures to GVEA. After discussion Motion 2014-1 was put to a vote. 1.CEA -No ML&P -No MEA -Yes GVEA -No AEA -No a.Motion 2014-1 Failed Operating Committee Meeting Minutes,Thursday,March 24,2014 Page 2 of 3 F. K. L. MEA moved Motion 2014-3 as follows: Provide Primary and backup relay protection for the circuit out of Douglas Substation heading north to Healy Substation and the circuit out of Douglas Substation heading South to Teeland Substation.The primary and backup relay protection scheme and devices shall be approved by the IMC/OC Relay Protection Subcommittee. The Motion was seconded by CEA. After discussion Motion 2014-3 was put to a vote. Motion 2014-3 passed unanimously. ML&P moved the Motion 2014-4 as follows: Request the IMC Operating Committee approve and provide the notice to proceed for EPS to commission a study for Alaska Intertie operation with the Healy SVC out of service.The study will include suggestions made by GVEA to EPS.Not to exceed $50,000. The Motion was seconded GVEA Motion 2014-4 passed unanimously. 5.Work Session A.ML&P provided dates for both the Gold Hill and Healy SVC upgrade project. 1.Gold Hill SVC-May 6,2014 to May 29,2014 2.Healy SVC May 29,to June 20,2014 B.Teeland SVC outage to install a resistor kit on the S&C PT circuits scheduled for April 8,2014.8 -10 hour outage.Intertie limited to approximately 65MW. C.Teeland SVC Software upgrade outage scheduled for May 13,2014.8-10 hours. Intertie limited to approximately 65MW. D.138/230 Intertie Transformer (T2)relay protection upgrade scheduled for April 22, 2014.Intertie limited to approximately 65MW. E.CEA writing scope of work and timeline for the Railbelt UFLS Study. F.First quarter Railbelt spinning reserve violations based on Railbelt Operating and Reliability Standards Appendix |,will be prepared by the Alaska Intertie Northern and Southern Controllers. G.OC chairman to make assignments to the IMC/OC subcommittees to address HEA's report regarding bringing Bradley Lake in compliance with the Railbeit Operation and Reliabitity Standards. H.Dispatch subcommittee updating and revising compliance reporting and on-line outage reporting data base to coincide with the Railbelt Operating and Reliability Standards. 6.Next meeting A.Date/time:April 29,2014 at 9:30 AM B.Location:Golden Valley Electric Association Cc7.Teleconference adjourned at 2:46 PM Operating Committee Meeting Minutes,Thursday,March 24,2014 Page 3 of 3 yEe Alaska Eleetric &EnergyaCooperative,Ine.eee D/L-use blanks in capacity row AEEC Spin Sheet 1/2/2014 0100|0200 0300!0400]0500]0600]0700]0800}0900}1000]1100]1200]13 00]1400]1500]1600]1700]1800|1900f 20001 2100]22001 2300]24001 ots .20/|20/|20/|20/]20/120/)20/|20/120/|20/420/|20/|20 :/]20/420/]20/120/420/]20/4 20/420/|20/|20/]20/Bernice 2 / Bernice 3 29/129 /|29/]29 /]29/129 /129/]29/129/}29 v4 29/129 129/429 /|29/129/429/129 29/29/129 oY,”emnice A/ad/dl/d/d/a/d/d/ad/1/o/6/d/d/d/I/d/a/A/a 6/7 aA/a 29/429,/429/429 129/129 /[29/129/129/129/129/129/129 /129/129/129/129/129 /129/129 /129/129/]2Bernice4ofv4oYWAWaY°y Y Y v4 Y WA /Y yA ey Y Va oY oY o/av /Z ;in Vn Ve Nikiski CT 40/|40/|40/1 40 yA yA 40/|40/]40/440/|40/440/}40 -/140/140/|40/|40/1.40/140/|40 yA 40/|40/|40£33]734 735]735)735]737]738)7 40}/40]/40}/39]739 VA 39}7 39}7 40]4 40]/40}/40}/38}738]/36}"36]/37)735 18 /(18 /118/]18/]18/118/]138 /]18 8/118/418/]18/]18 18/]1 18 |f /)|"Nikiski STG WA Ae y /|8 18/118/118/1187]18/118/)18 7518 14]414]£14]414]415]715]/16]718]718]£18)418)4 17]4117}417]£18]417)417]417)/17)£16)4 15[415)416]415 Soldotna AAAAAAAAMVA AV AAA A Total Gen spin 31|33)32}32)34]29]27|23)23)22]24)25]225}25!23)21]24)241 25]271 30}29]27]31 O Purchased Spin 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 0 Sold Spin o|oo;of;of;o|of of Oo OF;OF OF O oj}of oF OF}OY Oo;oF Of OF Of GQ OF Oa SILOS Total 34)36]35)35)34!32]30]26)26]25]27)28)7228]281 26]241 271 271 281 30}33!32}30)34)+o Spin Obligation 11|11)22)112)22}12)14)#11)12)113;12 12)#111]11)12)22)#12]12)22]44)#12)a2)41)11 Defficiency SpereooSWwoa]4tetpos}uBD[on]|tf4 - oa y SINS ee ° ° ao . 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N 6]8]8]ANfaLa TSTSSPA. fo) N JN N t+ Mm ele NStf aSeTN ]4yAF° n =|OO fon) el ald N 08 (s) op) an jo) a:5]2181a[Qn] ISNTEN] i [ok : © 2-5 sl< 6 22ft} a} omo} sr ob]2] tlle |& & Clal=)ow wuw " PStejol a4iqlol§ Oo Sete} vf}eg] exe] ez] sg] &fal eyolesls ByQ}eo] 'e c c " 9 loyal zi=loi2i2 m{[a c roae 'S blme) SII AIELOLS Visbel aa)wo=¥ = |slisi2 v SIotoOo|ol]oOo] SB] S Qo|siz =| 3KE 2YO|s ror bo Fla 7) 3 -1/8/2014 1:03 AM Lo nee ee oy Alaska Electric &Energyin . Cooperative,luc.AEEC Spin Sheet Sey D/L -use blanks in capacity row 1/15/2014 0100 |0200]0300}0400]0500}0600]0700 |0800]0900]1000 1100]1200]1300]1400]1500]1600}1700]1800]1900;2000}2100)2200}2300}2400]DLS Temperature 31 30 29 28 27 25 25 25 26 26 28 29 29 29 29 29 29 29 29 29 29 30 30 30 (¢] Bernice 2 JAVA AAA,NDAAAAAALSAAALAAAA|/ peices |AIA /|/AAJA AA AAA AAA AAABernice4NAAAAAL/AAAI MAA AAAAAA |S Nikiski CT #07 |H07 [7 [ao hor Fo vAVAY 40 VAVAVAVAW.VAVAVAVAY VAVAVAYA /IKISKI /32|32)A32|432]/32 LN ol Asl Act An 371 /36|a5]el Ae]36]/37|33}"394 /39]/37|/36|34]733]7canaraPaeicdscbecbidedaldiabcokiccckoaeadabakobPLIKISKI131/13]23]13]3]A3]4 ON Aa Aal Asl As 17|As}27|Ar 8]As}19}20}29]13]17]A3], NAAAAAAAAS DAANAAAAAAAAZSoldotna1/\/J MA /||/\|/ Total Gen spin 13,13}13/13)13/12)24{18]27/15{15|16{18]ae|a7{17|15|14]12{11 14{16]7]12]0 Purchased Spin 3,3}3f_3f 3|af 3l 3!af 3l a!al_3l af 3f af 3f 3f 3 3/3]3 3{3]0 Sold Spin of of of of of of of o of of of of of of of of of of of of of of o SILOS el 9}9{of 9f 9]9 2|2 Total 16}16]16]16|16]15|27)27|29!27]27)281 30]28]20]20]18]17]15)14{17|19[12/17|0 Spin Obligation 11}_12{11)33]2a]22)21|27)27]27]27 27[27]27)13)aa/aa]aa]a2)23]11)a3)22]12 Deficiency 12:24 AM These are mostly "reads"ie dispatcher should enter just before the ramp (ie 5 min til the hour). SS on Alaska Electric &Energy .GLE Cooperative,Inc.AEEC Spin Sheet eee D/L-use blanks in capacity row 1/23/2014 0100}0200|0300]0400]0500]C600}0700}0800 |0900 |1000}1100]1200}1300f 1400]1500}1600}1700]1800]1900]2000}2100;2200)2300]2400}Ors Temperature 35 35 35 35 35 36 36 35 34 33 35 35 34 34 34 35 35 35 36 36 37 37 38 38 0 seive2 VN AAAI AIA AAA AAA A semiees LAA AA ALAA AAAIAAAAAI ; Ty |/:YT /t yd,Bernice 4 ///J ////vA /J ////J /J ////SAVYNikiskiCT40PAVAVAVANARAPAI40Ay#07 [07 (07 [407 F407 (20/407 Fao”a0,0 ,IKISKI 30]/29]/28]/28|28]/29|32]734]35 yA 36 As 35 yA 35 Ja 3s}6 37]37]al 33]Ai]31)7 /a 3 ,:30/4187NikiskiSTG18/118 VAVAVAW Wl Ad Ad Aad Al a)"|7 vA.hel Aol Aol Aol AatA,orse|711]A}Art Aol Ao}An]As|6]7]Ast Ast 7]A7]Asl Ast Az As]94 20 20]As]7]Ae]124 - Soldotna 1 VAVAVAVAVAVA LAVA VATA A AAA AAA JAL/ Total Gen spin Purchased Spin »OoawoNoN[ao]-[es]NWwNo(=)heoO»_fea)raryooeo» "rayrarySe)--wnroyw-uw[ve]N[=]NoWw_wCcusWwwWwwuswuwWwWwWwuwwwiwWwWwWwWwWwWwWwWwWwWSSold Spin 0 0 0 0 is}0 0 Q 0 i¢}0 0 i)0 0 0 is}0 0 0 0 SILOS Total 20)21)22)23)23)21]26)23)21)20)19)21]21}20)20)22)20)18{16]16)21}23)26)18 0 Spin Obligation 11)22)12)12)12)22)23)22)212)22)12]11]11)12)22)22f 12)12)21)227 22)12)11)11 Deficiency These are mostly "reads”ie dispatcher should enter just before the ramp (ie 5 min til the hour). 1/24/2014 12:10 AM fo Alaska Elecuric &EnergySaCooperative,Inc.AEEC Spin Sheet D/t-use blanks in capacity row 1/31/2014 0100!0200|0300]0400|0S00]0600]0700]08001 0900 10001 1100]1200]1300}1400}15007 1600}1700}1800]1900)2000]2100)2200]2300]2400]OLS Temperature 21 20 21 21 20 19 19 19 19 19 19 19 23 25 26 27 27 26 23 22 21 21 20 19 I VA DAAAAAAAAAAAAAAAA AZBernice2/ ./././/LWT //// 7/7 iw nwBernice3JV/AA JLVAAV IAA JAY AAA AAA | Bernice 4 DAA AAJA AAA AVA A LAVA«40/4407 [40 1401407 [40/140 7 [40/140 /f40 740 aor [roy [toy #07 (407 f0/{a0 [407 407 [Ady [a0 ag ' Nikiski CT 31 vA yA tao Pao yA faa yA WA Yay yA /36|35]/36 36|/37|/38]As]/35}a]al 31 yA / 18 'Bo, vo 187 [187[18 1 fis 30/[30/BoNikiskiSTG"Al Ad "al VAs 11|3]6]7sonarIAALV/A Tota!Gen spin 16{17)47}17)17]16}23]18}16]15]15}17}18)17)#17)#17]25}13]13]18]20;21)25}15 Purchased Spin 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 Sold Spin 0 0 is}0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 SILOS Total 19}20]20]20}20;19}26]21)19)18]18}20]21]20}20]20]18}16{16]21]23}24}28)18 Spin Obligation 11]12)12)11)42)22)22)11]11]12)12)12)24)12 21)12)117 21]12)127 11]11)#11)11 Deficiency 2/1/2014 12:09 AM y eS£2 Alaska Eleciric &Energy .SIL4 Cooperative,line.AEEC Spin Sheet D/L -use blanks in capacity row 2/8/2014 0100}0200 |0300!0400]0500]0600]0700}0800 |0900}1000}1100]1200}1300)1400]1500]1600]1700]1800]1900}2000f 2100)2200}2300}2400]DLS Temperature 27 27 27 26 22 22 21 20 19 18 19 21 23 25 25 25 2s 2s 21 17 15 14 14 ie)i) Bernice 2 JNA AA AZ NAN AAAAAAAAAZ SVAN|MAA LVI NAAAAAA,NAAAAAAAA Z |/Bernice 3 //JV Sy //S|/fd //vA 7 7 "|...y .' 4Bernice4JAVALAAAAAAAAm/SAV AA |.//4/4 .J 4 ; Nikiski CT VAVAVAW WA VAVAVAVAVAPAD 40 YAVAVAVAVAVAVAVAIAY 'IKISK!/33\/32|A2|/32|32 2]31]/35|48}As]39]Aa 48 'al Asal Aol Aal Ast Aal Aa}38 'oh Ash Aol Nikiski STG 18/]18/[18 ie ie 18/118 /{30 /130 /{30 Y/30/[30 30/30 30/30/130 4 7 20/30 39/30/7 /RISK!/13|13]/13|A2|A2|Ara At]Aas]Ag Al Aa}Aol Ag}Al Ao Aa}Asl Act 8]19]19]19]47 Al Total Gen spin y2{_13{13{14[14{14[16f 20]14{a4{12]12{13]13 13/a2f 14{19!14 13/13)a2}18{18!0 Purchased Spin 3,3!31 3{3}3{3)3!3]3)3]31 3/3)3]3]3!3]3!3f 3/3!3f alo Sold Spin o|of of of of of of of of of of of of of of of of of of of of of of of o SILOS Total 15]16 16!17|17|17]19]23[17]17|15]15/16]16]16]15]17|22|17]16]16]15}21]21!0 Spin Obligation Deficiency 2/8/2014 11:21PM These are mostly "reads"ie dispatcher should enter just before the ramp (ie 5 min til the hour). CH,Cooperative,lnc. m,Alaska Electric &Energy AEEC Spin Sheet D/L -use blanks in capacity row 2/16/2014 0100]0200 |0300|0400]0500]06001 0700]0800}0900]1000]1100]1200}1300]1400]1500]1600]1700]1800]1900]2000]2100]2200]2300]2400;DLS Temperature 8 6 7 7 8 8 9 9 10 9 11 18 |21 18 19 20 |20 |20 |20 |19 19 16 14 14 te) Bernice 2 SV AA ALY AAA AAV AVA 7 Bernice 3 DADA AAAAAAAAAAAAAA IAAI AA |Z Bernice 4 NVAAAAAA AAA A AAA AAA AVANikiskiCT40AyTARAPAR#07 fa/fa 40 #070 407 (07 [407 [AO (40/407 0 [407 [aay Yao a0)/IKISKI Js 34 AVA Js 32]31 45]Ael 5]A5|5|Aa]Ael Aol Ast 36 7]Ao 39]Ag]7]sl 43NikiskiSTG18/[18 /]18 118/118 {18 187 [30/or 30 30 307 0/30/3070 30/207 [80/1307 R07 0/Bo Bo 7IKISKI(Asl Aal Al As 131/13 Kh Al Ar 16]16]7]A7|A7|Az Az]Az]A9|20 Aah Aal Aa]Ac Soldotna 1 JNA AAAA AA AAAAAAAAAAAAA|AA|Z Total Gen spin 11/11]120 11(11)13]12]20f 17)18]19]19]19/17|17|18]17|16/12)11!13|15]18]211 0 Purchased Spin 3,3;3!3)3 3]3)3)3}3!3!3)3f 3)3!31 3!3)3!3!3f 3/3f o Sold Spin 0 of of of of of of of of of of of of of of of of of of of of of of o SILOS Total 14}14[13]14{14]16)15/23]201 22)22]22]22/20!20]21]20/19]151 14]16]18]22)241 0 Spin Obligation tif 21}11 12{21)21)22]aa)2a aa]22]22)a2)a2{aa)a2)aa)aa)aa}aaf aa]aa]221 22 Deficiency 2/17/2014 12:11 AM These are mostly "reads"ie dispatcher should enter just before the ramp (ie 5 min til the hour). 5 <,Alaska Electric &Energy ;Lif Cooperative,Ine.AEEC Spin Sheet D/L -use blanks in capacity row 2/24/2014 0100}0200}0300 |0400}0500]0600!0700|0800]0900]1000]1100]1200]1300]1400]1500}1600]1700}1800}1900}2000}2100}2200|2300)2400/DLS Temperature 20 26 26 Bernice 2 //J/ Bernice 3 J/\/ Bernice 4 J/\/ Nikiski CT VAVAVAVAVASec140AWAWAUCA A WA TAA AAA DAO A ASoldotna1DVAAAAAAAAAAAYAAALY AAANS)ololoNNNYN_ a°Total Gen spin 14]13]13{134 13 14;20{15}16]14]13)11}7)8|7{|ZF 7]9}23f 13]14]19)19]12 Purchased Spin 3)3]3]3]3)3)3}3)3Y)3888888888888 Sold Spin oj oOo;of}oO;O}OF OF Of Of OF;Of OF OF:6©OfY)6©OF})6OfY)6O})6Of)6O})6O})6}U0 SILOS 5 eS ees eS ee Total 17|16]16]16}16]17]23)18)19}17]16)14}11}12)13)11)21)13)14;16{17]22{22{15}Oo Spin Obligation 14,11)11]12,14)12)12,14)13)12)14)12,127 12)13]127 11]214)2127 24)13]11]12)11 Deficiency These are mostly "reads"ie dispatcher should enter just before the ramp (ie 5 min til the hour). 2/25/2014 12:09 AM E>Alaska Electric &EnergyCooperative,Ine.AEEC Spin Sheet D/L-use blanks in capacity row 3/4/2014 0100}0200]0300]0400}0500|0600]0700|0800{0900]1000]1100]1200]1300|1400}1500]1600|1700}1800]1900]2000]2100}2200]2300]2400}DLS Temperature 31 |31 |31 |31 |32 |32 |32 |]32 |32 |32 |32 |33 |33 |33 }33 |33 J 32 |33 |33 |33 |33 |33 |32 |324 0 cme' AAAAAAAAAAAAAAAAAAAernice/|| . /J wets 40/140 /f40 /]40 /140 /]40/140 /]40 /140 /|40,/]40 /]40 /}40 7 140 7 [40/140 7440 71407140 /140/140/140 7140/1407NikiskiCTZa/59)Aol VA Al Al Ar /aa|/al Ash30]/30]/30]429]730]429]/30}433]433]432]432]431)4311 432)/32]/31]/32]431]/32]433)432]731]4291 428 Nikiski STG 18/418 /118/418 WA 18/)18/118 WA 18/418/]18/]18/7418 /]18 WA 18/118 /WA WA WA WA 18/9187 /KIS a1]Aa)Ay Aa]Ary Aa]A2]A3]3]3]3]Al A2]A2]3]Al A2 VA 12|13]23]12 A /10sora|/ALAA AAAAYAAAANAAAVYAAY Total Gen spin 17!17)17]18]17)18]16;12]12)13}13]14]15}14)13)15;14)15]14]12)13]15)18}20 0 Purchased Spin 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 0 Sold Spin 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 SILOS Total 20)20}20{21;20;21;19)15}15}16]16]17]18]17;16]18)17)18]17)1S]16]18)21}23 0 Spin Obligation 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 Deficiency 3/5/2014 12:27 AM am Alaska Electric &Energy ;Ls Cooperative,Inc.AEEC Spin Sheet D/L -use blanks in capacity row 3/12/2014 0100]0200 |0300 |0400]0500}0600]0700]0800]0900]1000}11004 1200]1300]1400]1500]1600]1700}1800]1900]2000]2100]2200;2300]2400]DLS Temperature 33 32 31 32 31 31 29 28 27 25 25 26 26 27 27 27 28 28 28 29 29 29 30 30 0 Bernice 2 DVAAAAAAAAALAAAAAAAAAAAAAL Bernice 3 VAVAVA AAA SVN d/h 7 Vad/d/l /7 7 Yh /ernice ..JN//8/817 8 al /al /2l 2 8]/8 l/s 8. Bemices LAVAL AAA AAI AAA AAA AAAINikiskiCT407[40/40/7140 TAR 407 (a0/roy dy [407 407 [a0 [A070 [A070 #07 (ao [aor Ady [40/0 wl /InIsKl Ja 33 AVAVA 34]A6|/38]Al 8}el 6]el 26]As]35]36]6 AVA 37 AN As 34), Nikiski STG 18 VAVAWAW.aah Ad Aol Aol Aol 7 VAVAVAVAVALAVAN ad Aol Al Aalst /,IKISK Ash ral Aa]al Ag 14]As}A9|/20|/20}21}/20]20 AVA 19]/20]19]19]As}20]20]As]15 Total Gen spin 9{11|12/11/13)10/19]13]12|12|13)33)33/33]34]35/33]34]34]34]321 33|361 28]0 Purchased Spin 0 1 1 1 0 0 2 2 1 0 0 0 0 0 0 0 0 0 0 e)0 0 0 0 Sold Spin 0 of of of of of o of of of of of of of of of of of of of of of 0 SILOS 2 2 Total 11)12]12]12]13/12/19]1s]24]13!13]331 33{33]34]35/33/34]34]34]32]33]361 28 0 Spin Obligation ai]_23{13]2a 21{a2)22{aa)22{a3)2a]23)aa)22)anf aa]23]an)aa]aa)anf af af 1 Deficiency 3/13/2014 12:08 AM These are mostly "reads"ie dispatcher should enter just before the ramp (ie 5 min til the hour). oe Alaska Electric &Energy2G74B Cooperative,Inc.AEEC Spin Sheet D/L -use blanks in capacity row 3/20/2014 0100{0200]0300|0400]0500]0600]0700}0800}0900}1000]1100|1200]1300]1400}1500]1600]1700]1800}1900]2000]2100|2200|2300}2400]DLS Temperature wfie}isti}]o9f{949 7415 |6 |14]24]26 |28]29 |31 |32 |31 |32 |30 |28 |25 |244 241 0 semice2 |/T A/T A /ANAAAAAAAMAAAAVA : a ,.¢ -f - seniee3 IAA AAA AAA AAA AAAI, Bernice 4 LVL AAAAA YA AAA A AAV J AAAwisncr[97 [07 (#07 207 (07 0/40/4070 [a0 [407 ao |407 207 ay ay a0 [40 Tao [407 [a0 a0 fy |RISK 321 /34]/33}33]al 33}33]33]435]37]/37|37]436]/35]/35]34]734]/34 LN Ash Aa Ad As 33 Nikiski STG vw:18/]18/418/418 /130 why Pod Zool 7 VAVAVAVAN heh Aol 7 vA VA,/s /144 131 13]13]13]13]131 131 271 20]20]/20]/20 AVA 19]19]/19 'ol 0h As|As AVA sera?IAAI AAI AAA AZ Total Gen spin 12}11)12}12]12)12)24]###)18]13)13)13]14)16)16]17}17]17]17{19]18)17)19)20 0 Purchased Spin 1 3 3 3 3 2 0 1 0 0 0 0 1 1 2 2 2 3 3 1 0 0 0 2 0 Sold Spin 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 Q 0 0 0 SILOS Total 13]14)15}1S)15)14}24]###/18]13)13]13]15)17}18{19)19]20]20]20]18)17]19)22 0 Spin Obligation 11;12)11)21)117 14)212)212)22)212)12)112)11]11)422)22)22)12)12)12)112)12)11)11 Deficiency HHH 3/21/2014 12:11 AM These are mostly "reads”ie dispatcher should enter just before the ramp (ie 5 min til the hour). >Alaska Electric &EnerzySS7,Li Cooperative,Ine.AEEC Spin Sheet D/L-use blanks in capacity row 3/28/2014 0100 |0200}0300}0400}0500]0600|0700;0800]0900]1000]1100]1200}1300]1400]1500]1600}1700}1800]1900]2000]2100]2200{2300]24001 DLS Temperature 23 22 21 i9 18 18 17 16 15 19 25 30 32 34 35 36 35 36 36 36 33 30 27 2s Bernice ||../1 Bernice 3 NVA VAVAVAVAVAVAVAVAWAWA LAAA|Sernice /|.///23|A3|/9 ls 141 /6]/6]/6 |//| semiceet IA AAAA AAAIAAAIAVNikiskiCTTA40/{40 #0740 AVA #07 f/f TAP 40/40 #07 [40/0 [407 07 [A07 [407 H0//InISKI /33\33 yAVA!33]/331 As]/33]8 yA 25]/26)24]25]A8|Al Aa]al 42]4:3]Al 5]Aa]Aal -Nikiski STG 187 [leis AVAL 207 [307 BO fo 20/9 30 307 fag 307 [3 30/[30/30/[30/30/0,[307misAs13]13]13]13]22]A6|As|As}As]11 11 Aol Aol 2 "LA Ao 14|16]A6 VA 17|7 / ,{7 1 /|23/139/1367134713,[42 [337 [387 [3soiéorrat|ALAA ALAA AAV Al al ah Al od Aa]od dd AAA |4TotalGenspin12)12|12/12 12|13/19 14{30|501 53/59]58]45]58]58]sol 5al 21,21/18 19(19/0 Purchased Spin 3}3)3]3h)338 3;3 3:#3)3]3F 0 3f)38f)3h)3;3]«3f 3)3] Sold Spin of of of ol of of o o|of of of of of of of o|of of of of of of of o SILOS Total 15]15/15]15]15]16]22 17]33[53}56|62]61|438]61!61|62(54]2a!24]21]221 221 0SpinObligationti}12)11)231)221)11/11 11]12{34]sol 47]45]24]53!4a)49{a4l ai]aa]aa]a2]12 Deficiency 3/29/2014 6:10 AM These are mostly "reads”ie dispatcher should enter just before the ramp (ie 5 min til the hour). Cooperative,ine.E>Alaska Electric &Energy D/Lt-use blanks in cap re AEEC Spin Sheet 4/6/2014 0100]0200]0300}0400]0500}0600]0700}0800]0900]1000]1100]1200]1300]1400]1500]1600]1700]1800]1900]2000}2100]2200;2300}2400]DLS Temperature 34 33 34 33 33 32 32 30 32 35 37 40 41 43 43 45 45 44 43 43 38 36 35 35Bran(A VZVA AVA UAV VAVA AVA VAVA DAV TADof/of /of /ol /of /of 7 of /of Z of 4 of 4 of 4 of Z of 4 of 4 of /of /of 7 Of 4 of 4 of 4 of 4 of 7 of 7 0 Bra AVAVAVAVAVAVAVAVAVAVAVAVZVAVAVAVAVAVAVZVAVAVETAUo]/of 7 of /of /of /of /of Z of /of 4 of 4 of 4 of 4 of 4 of /of 4 Of 7 Of 4 Of 4 Of 4 of 7 of 4 of 4 of 7 0meraAVAVAVAVAVAVAVZVAVAVAVAVAVAVAVAVAVAVEVZVZVAVAVANof"of /of /of /of /of /of /of /0f 7 of 7 of /of /of /of /of 7 of 7 of /0]/of 7 of 7 of 7 of /of 7 0 _40/[407 [40/1407 {407 [407 [40/{40 [40407407 (407 [40/]40 [40/140/]407 [40/1407 ]40/[407 (40/40,[407NikiskiCTalalAlalAolalZeda)ad]LV Aa)Al Aa]Aal As Sh Asl Aa]Aal Aa]Aol 0]/, 187 [187 {187 |18/|18,[18 [187 [18/1307 [307 [30/[30,130,[30 [30 [30 [30 [307 (307/30,[30,(30,(30/fis,|Nikiski STG al Hat fal Aah Aal Aa]Aal Aa]As LW rel Ael Ad Ac hel Al Aa)Acl Al Aa Al Ach Ae]Aa / meer VV VAVAVAVAVAVAVAVAVAVAVAVAVAVAVAVAVAVADZDATAVAVAof/of /of Z of 7 of 7 of /of /of /of /of 4 of 4 of 7 of 4 of Z of 4 of /of /0]7 Of 7 of /Of /of 4 0f 7 0 Total Gen spin 1i{41)11,12,10]11]10]12]22|22 21}211 22|22/21]20]20/21|21|20|22{21/22/12]0 Purchased Spin 3}3!_3]_3/_3]_3/_3f_3)_3/_3f_3f3)3]3l_3l_31 3}3)3l3l3f3/3]alo Sold Spin ol 0 of of ol of of of of of of of of of of of of of of of of of of o SILOS Total 14)14]14]14]13]14]13]15]25]24]24]24]251 25]2a]23]231 24]24]23]25|241 25]15!0 Spin Obligation 11 11]22]1a]aa]aa]aa]aa]aa]aa)aa)aif as)ai)uf of fia)a)af uf nf af on Deficiency 4/7/2014 12:06 AM These are mostly "reads"ie dispatcher should enter just before the ramp (ie 5 min til the hour). t\'£=>Alaska Electric &EnergyCooperative,Inc.AEEC Spin Sheet eae D/t-use blanks in cap re 4/14/2014 0100|0200]0300|0400]0500]0600]0700}0800]0900]1000}1100]1200]1300}1400]1500}1600}1700]1800}1900]2000}2100{2200{2300]2400]DiS Temperature 41}41 |4.|a2}42 fo 42 f 42 |4a {4a f 4a |4a faa fo 4a faa |4a |4a fo 4a f 4a |4a fo 4a |4 [4a |4a fo 42BarcaAVAVAVAVAVAWAVAVAVAVAAVAAVALALADADAVAAL00OL'O17 Of O 0 OV/0 OV/O17 OF/0 0 0 0 0 0 Ol'0 OLY OF7 0 /0reAVAVAVAVAVAVAVATAVATAWADAWADAVAWATAWADARADAABAMf 90 0 oY/Oo 0 Oo]/0 0 0 O17 0 ol 7 0 O17 O17 O 0 0}7 0 0 O17 0 0 0SeraAVAVAAWAVATAVAVAAVAUAAWAWAZAVAWAWADAWAVAD/ 0 ol7 Oo 0 0 OLY O1/O17 O Oj 7 0 ol7 0 0 O17 oO 0 ol'O 0 0 0 0 O}.wasnt Pala ah lalla Pal boa lal od oleae el oload soa)2S33]335/33}434]7/31]4334 4 35]4351 4371/37]35]/364 /36]436]/36]/36}434)4354 735]434]734)433 /34|7317SESAAAAWAWAAAWAAWAAAADAVA14]414]/14]414]414]713]/18]417]418]419}4/18]4197/19)419]4194 7199 4/19]419]4181 718)418]4/17]4187 715rereDAVAVAVAVAVAVADABAVAWADAVAVADADAVAVAWADAVAVADADAMAof/of Z ol 4 of 7 of 4 of /of 7 of /of /of4of Z of7of 4 Of /Of 7 Of /of 7 Of7Of /of 7 of 7 0]7 of 7 0 Total Gen spin 11)1411)21]10]137 12}17]18)15}14)27)15)15;15)15}15]17}16)17)18]18]20]18)24 0 Purchased Spin 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 0 Sold Spin 0 Oo}=O}60 0 Oo}0 Oo}oO}Of O Oo}0 0 Oo}0 0 0 o|0 0 0 0 0 0 SILOS Total 14)14)14]13]16)15]20}21;18]17]20)18)18]18)18]18}20;19)20)24]21)23)21)27 0 Spin Obligation 11}11)21)14}117 14)11f 112)21)21)112)11)11)#11)121)21]21,11)12)23]11)112)11)11 Deficiency 4/15/2014 12:06 AM These are mostly "reads"ie dispatcher should enter just before the ramp (ie 5 min til the hour). [>Alaska Electric &Energy a D/L-use blanks in cap rc Ly)Cooperative,Ine.AEEC Spin Sheet 4/21/2014 0100{0200]0300|0400|0500]0600]0700]0800]0900]1000]1100]1200}1300]1400]1500]1600]1700]1800}1900]2000{2100|2200]2300}2400]DLS Temperature 43 |39 |]33 |32 }32 |31 |30 |30 |33 |36 |44 |48]50]51 |]53 |53 7}54]54 |]54]S4 {|50 }41 |40 |39SerAVAVAVAVAVAVAUWAVAWAVAWAUAWALAADARAUADALALOl/Of7 O17 Of 7%OL OF Of 7 O17 OF/OF OF Of Of OF 7 OFF OF Of 7 OF OL OF 7 OF OF OF Y OSeesVAVAVAWAVAUAVWAWAVAWAAVAWAUAVTAYVVOYOLO17OfOLYO17OF/OL Of 7 OL OF OF OFF Of/OF OF 7 Of 7 OF OF/OF 7 OF OF Of 7 OF,Saran AVA VAVAVAVAVAVAWAWADAVAVAVATATAWANAVATAVAAVABANAOF/O17 OF OF OF OF OF OF OF OF Of 7 Of 7 Of 7 OF/Of 7%OF 7 OFZ OF7 Of 7 OF 7 OF 7 OF/7 O 7/0 Nikiski CT yA 40/140 yA yA 40/440 WA 40 yA yA 40/140 WA 40 WA WA 40/140 yA yA WA 40/40/J30]30]430]31]32]433]433]32]31]33]433]733]732]734]33]732]731 732]732]732]33]/34f 32]334 / spel:18/418 /418/118/]18 "118 /]30 /}30/130/130 /]30 /1307 [30/30 /[30/30/1307 [30/7 130/418 /]18/]18 7118,418 /Nikiski STG A Aa}Aa)Aa)Aa|Za As Ash As Kel Aa)Aa]Aa)Ar CV Al Ad Ad Aad Aad Ac|Al Aad cal //Serra DAVAVAVAVAVAVAVAVAVAVADADADADALALADAWADANADADABANAol/of 4 of 4 of Z of 7 of 7 of 7 Of 4 Of /of 7 of 7 of 7 Of 7 Of 7 Of 7 Of 7 Of "Of 7 Of 7 Of 7 Of 7 Of Y of /0 Total Gen spin 16]16)16}15]14)12]24)23]24)21}20]20;21}19)20}23}23)22)21 9}10]10}12]11 0 Purchased Spin 3 3 3 3 3 3 3 3 3 3 2 3]3 3 3 3 3 3 3 3 3 3 3 3 0 Sold Spin Oo}of of of Of Of Of OF OF OF OO]OF OF OF Of OY)Of)OF)6OF)6OY)6 6OF)6OF)6O})6OF dh 60 SILOS Total 19}19)19)18)17]15)27}26)27)24]22{23)24)22)23]24]26}25)24)12]13;13f 15)14 0 Spin Obligation 11}12)22)12)127 22]11)11)11)11)11)11)11)12)12]11)11)22)11)112)11)11)12)11 Deficiency 4/22/2014 12:16 AM These are mostly "reads"ie dispatcher should enter just before the ramp {ie 5 min til the hour). fis5 "7,Alaska Electric & D/L-use blanks in cap rc Cooperative,Inc. Energy AEEC Spin Sheet 4/30/2014 0100]0200]0300]0400]0500]0600]0700]0800{0900}1000]1100}1200|1300]1400]1500|1600]1700]1800]1900]2000]2100]2200}2300 2400}DLS Temperature 38 |33 |38}38 |3a |38 |38 |38 |39 |42 |44 |45 |46]46}46 |46 |46 |45 |45 |44 |44a |43 |43 |42 .19/f19/]19/419 /119 419/119 119/919 /919/419 /119 419/119 /119/119 919/119 719/119 7919/7 ]19 79197 4197Bernice2ZNd/h d/4/7 1/1/41)Nl 0)hh 7 7 o)/o)o/c)0)|70}/O}/Ol/O1/OF/OL O17 OF 7 OL O1/O17 OL 7 OF/OF OF7 OF OF7 OF7 OF 7 OF O17 Of/OFF Of 7 OSealAVAVAVAVAVAVAVAWAVAVAVAVAWADAVALAVADALADAUATAAYool/of /of 7 of 4 of /of 7 of "of /of 7 of 7 of 7 of 4 Of 4 0f /of "of 7 of /of "of 7 of /Of /of 7 Of,Sed VA VAWA AVA VA VA VA VA WA WAZ VAVA AVA WA VA WALA VA VATA LAMA000000000000000000000Or70/0 specs 36/136 /136 /136 /136 /136/136 /136/136/]36/36/136 /[36/]36/136 /[36/[36 /[36/136 /]36/[36/1367 (36,136 ;Nikiskt CT Ll al Aa]An 32]/30 LVL Ad Aad A Ae)Ae LL al Aad Ad al al al al oad) spe ye W/V /T/7/7/77 7 7 a 7 ys fd 7 fA 7 7/7 i177 97 fzNikiskiSTGLpAlAahAa]Aa)Aad 0]As]Ad Aol Ast Ash A]Ast As}Ast As Al Aol al Aal Za)Aa)/sams Prd ddeed deeded ddr ddd ddr /ar7 0 0 O17 Oo ol/0 0 0 0 0 0 0 0 0 0 Ol/O17 O 0)ol7 0 0 0 Total Gen spin 10 9 9 9 9 9]11 7 2 3 4 4 5 5 4{11)10)10]#10 9}10!12 0 Purchased Spin 3 3}3 3 3 3 3 1 2 1}O 1 2 1 1 1 2 3 3 3 3 3 3 3 0 Sold Spin 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 SILOS 3 7 7 7 7 7 7 7 7 7 7 2 2 2 2 2 2 Total 13;12)12]12)12)12]14)11)12)11)112)12]13)12)13]13)13)23)15]25]15)14)15]17 0 Spin Obligation Vi]12)12)14)117 14)11]12)22)122)12)227 11)22)23 12)22)22)22)13)22)127 21)12 Deficiency 5/1/2014 12:20 AM These are mostly "reads"ie dispatcher should enter just before the ramp (ie 5 min til the hour). bee,Alaska Electric &EnergyGigCooperative,Inc.AEEC Spin Sheet D/L-use blanks in cap rc 5/1/2014 0100]0200]0300 0400]0500}0600]0700|0800]0900]1000}1100]1200]1300}1400]1500]1600]1700]1800]1900]2000]2100]2200]2300]2400}DLS Temperature 37 |34 |33 |31 |30 |30 |31 |32 |32 |41 {48 |51}56 |59 |60 |61 |61 |62 |63 |61 |SO |57 7 49 |45SereAVAVAVAVAVAVAVAVALADADATATATATATAWAPADALAIABAIANG00OT7O0ol/0 0 O17 0 0 0 0 0 O17 0 0 O17 0 /0 0 0 0 O}- .29/429 /429/129/129/129 WA 29/129 /129/429 /429,/429 /129 /429/429 /129 /129/429 /129/129 /]29/129,|29SeanadVAVAVAVAVAVAVAVARADAVAWAVAVAVADATAVAVAVAVARANAPAN .29/429.7129 /]29 /[29 129 Ay,29/129 /129/429 /|29/|29,/]29 %,29/129 /129 71291297129 |29,-129/Bernice 4 VAVAVAVAVAVA l/l cl ol "ol "ol "of”of”lol "ol "ol ol "ol ol /ol "ol Sag AAV AA AAA AAA AAV30]4/30]430]/314 431]/311/31]434]4341/32)/319 /314 4311 4311/31]431)4314/30]4314 428]4284 429)429]429 / pe ge W/E Y/ATS /PTT T/T 7 fs ns sy 7 sy i fn a 7p a7 yf 7p a7 7 /Nikiski STG AWA AN Aal Aa}Aad Aol Aal Ac|a 13 Lal Aal Aal Aal Aal Aa]Aa]Aa]Aa]AZo]Aa]Ao]Aah / S WAWA WA WAWA %WAWA VAWA WA 48/148 /148 /]48 /148 /[48 /]48 /}48/]48 /[48/148 /148-48/oldotna 1 /\/\/A /h/4 /1/0)/o/c)|/0 0 Ol”O Oy7 0 oy 7 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0]7 0 Total Gen spin 11}11)#12)10)10]10}10 5 4 8 9 8 8 8 8 8 8 9 8]13]13}12]12]11 0 Purchased Spin 3 3 3 3 3 3 3 3 3 1 1 2 2 3 3 3 3 3 3 2 3 3 3 3 0 Sold Spin 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 SILOS 2 2 2 2 2 2 2 4 4 7 6 5 5 5 4 4 4 3 3 3 3 3 3 3 Total 16}16)17]15}15;15}15]12]11)16)16]15]15]16)15]15)15)15]14)18]19]18}18}17 0 Spin Obligation 11]112]21)22]11]12}12}227 21,22)127 11)12]11)14)112]12)11)11)14)12]11)11)11 Deficiency CMNNA 19-07 AM These are mostly "reads"ie dispatcher should enter just before the ramp (ie 5 min til the hour). :za,Afaska Electric &Enersy .if Cooperative,Inc.AEEC Spin Sheet D/Lt-use blanks in cap rc 5/5/2014 0100]0200}0300 Temperature 47 |47 45 Bernice 2 %,vA vf Bernice 3 VA WA vA Bernice 4 7 vA ” Nikiski CT Ya yA WA ; eae 17/417 /417NikiskiSTGAs fo}SbQoSlo]wSoa0600]0700;0800 |0900]1000{1100}1200;1300}1400]1500]1600[21700]1800}1900}2000}2100}2200}2300]2400]DLS 39 |37 |40 |40 |40 |40 |40]41 |41 |42 |44 |46 |45 |44 |43 |43 |42 |41 |42PAGARAPAPARABABARAPARARARAAloll"ol "of "cof cf of ol /of ol 7 ol ol”of "ol”of of ”of "0>wSNDWwOeWwWwnw !WwPNYwnWwwooutWwPNYLLes)PNYLfWwOnebhWwwnWwWWwaeWwWwRNGbhWwWWmWw.WwOe7Ff.Wwnwjp™WwowewnWwoeLbWwneWwLoe)rewrewaeoneROslolelMPSPAPAPATAayWwNNenn2]NSPRTOSS}Ne(te)ofujolwilotoN°(=)[o)NNS(=)WwNNDFPNSENSfo)fo)[o]NONS(=)NNSOoNNe:.[s)' NONNS( )o™".::>NBoOSVEN&[ )NNS[o)NNSoONNE[o)NONS(=)NNS(=)NNS{o)NNS[s)NNSoONoNBoONN&[o)NoNS[o)NNS(=)13 12SseV2VAWAVA VA DAA VAVAVA WADA DADA DAA VAVAVA LA LANA DARAOl/Of 7 0 O]7 OFZ OF7 OFF OF OLY OF OF OF OF Of/OF OF7 OF/0 /0 Of 7 OF OF7 O Total Gen spin 9}8 11 10;10)7}OF;2)3}4 44 6 6}S|}St}41 4)3f 4)6|6 Purchased Spin 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 Sold Spin Oo}of Oo Oo}o|OF Of O Oo;60 Oo}Oo;OF}OF Of]OF OF Of)60}U0 SILOS 5}5]5 S|5{St 8 8 7)7E 7]7]7th Gf)66]h6G])lh6U7T)U7}U7 hCG}UG]UG:OG Total 17}16}19 18{18}15]11)13]13)14;14)14]16)#15;14)#14]14)14]13}13}15]15)17;0O Spin Obligation 41]14}11{11,12,11]112)24]12)24]13)11)13,212)13)22)12)14,12)13 11)12 112)11 Deficiency These are mostly "reads"ie dispatcher should enter just before the ramp (ie 5 min til the hour). 5/6/2014 12:04 AM