HomeMy WebLinkAboutContract 39056-A1 CITY SECRETARY
CONTRACT NO.
AGREEMENT FOR INTERCONNECTION AND PARALLEL OPERATION
OF DISTRIBUTED GENERATION
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This Interconnection Agreement ("Agreement") is made and entered into this day of
luo vC fAh e_r , 2010, by Oncor Electric Delivery Company LLC, a Delaware limited liability company
("Company"), and City of Fort Worth, a Texas municipality ("Customer"), (specify whether corporation, and if
so name state, municipal corporation, cooperative corporation, or other), each hereinafter sometimes referred
to individually as "Party' or both referred to collectively as the "Parties". In consideration of the mutual
covenants set forth herein, the Parties agree as follows:
1. Scope of Agreement — This Agreement is applicable to conditions under which the Company and
the Customer agree that one or more generating facility or facilities of ten MW or less to be interconnected at
60 kV or less ("Facility or Facilities") may be interconnected to the Company's utility system, as described in
Exhibit A.
2. Establishment of Point(s) of Interconnection -- Company and Customer agree to interconnect
their Facility or Facilities at the locations specified in this Agreement, in accordance with Public Utility
Commission of Texas Substantive Rules § 25.211 relating to Interconnection of Distributed Generation and §
25.212 relating to Technical requirements for Interconnection and Parallel Operation of On-Site Distributed
Generation, (16 Texas Administrative Code §25.211 and §25.212) (the "Rules") or any successor rule
addressing distributed generation and as described in the attached Exhibit A (the "Point(s) of
Interconnection").
3. Responsibilities of Company and Customer -- Each Party will, at its own cost and expense,
operate, maintain, repair, and inspect, and shall be fully responsible for, Facility or Facilities which it now or
hereafter may own unless otherwise specified on Exhibit A. Customer shall conduct operations of its facility(s)
in compliance with all aspects of the Rules, and Company shall conduct operations on its utility system in
compliance with all aspects of the Rules, or as further described and mutually agreed to in the applicable
Facility Schedule. Maintenance of Facilities or interconnection facilities shall be performed in accordance
with the applicable manufacturer's recommended maintenance schedule. The Parties agree to cause their
Facilities or systems to be constructed in accordance with specifications equal to or greater than those
provided by the National Electrical Safety Code, approved by the American National Standards Institute, in
effect at the time of construction.
Each Party covenants and agrees to design, install, maintain, and operate, or cause the design, installation,
maintenance, and operation of, its distribution system and related Facilities and Units so as to reasonably
minimize the likelihood of a disturbance, originating in the system of one Party, affecting or impairing the
system of the other Party, or other systems with which a Party is interconnected.
Company will notify Customer if there is evidence that the Facility operation causes disruption or deterioration
of service to other customers served from the same grid or if the Facility operation causes damage to
Company's system.
Customer will notify Company of any emergency or hazardous condition or occurrence with the Customer's
Unit(s)which could affect safe operation of the system.
4. Limitation of Liability and Indemnification
a. Notwithstanding any other provision in this Agreement, with respect to Company's provision of
electric service to Customer, Company's liability to Customer shall be limited as set forth in
Section 5.2.1 of Company's PUC-approved tariffs and terms and conditions for electric service,
which is incorporated herein by reference.
OFF7RECORD CITAgreement for Interconnection and Parallel Operation of Distributed Generation Hemphill Drop Off Station F
b. Neither Company nor Customer shall be liable to the other for damages for any act that is beyond
such party's control, including any event that is a result of an act of God,labor disturbance, act of
the public enemy, war, insurrection, riot, fire, storm or flood, explosion, breakage or accident to
machinery or equipment, a curtailment, order, or regulation or restriction imposed by
governmental, military, or lawfully established civilian authorities, or by the making of necessary
repairs upon the property or equipment of either party.
c. Notwithstanding Paragraph 4.b of this Agreement, Company shall assume all liability for and shall
indemnify Customer for any claims, losses, costs, and expenses of any kind or character to the
extent that they result from Company's negligence in connection with the design, construction, or
operation of its facilities as described on Exhibit A;provided, however, that Company shall have
no obligation to indemnify Customer for claims brought by claimants who cannot recover directly
from Company. Such indemnity shall include, but is not limited to, financial responsibility for. (a)
Customer's monetary losses; (b) reasonable costs and expenses of defending an action or claim
made by a third person; (c)damages related to the death or injury of a third person; (d) damages
to the property of Customer; (e) damages to the property of a third person; (f) damages for the
disruption of the business of a third person. In no event shall Company be liable for
consequential, special, incidental or punitive damages, including, without limitation, loss of
profits, loss of revenue, or loss of production. The Company does not assume liability for any
costs for damages arising from the disruption of the business of the Customer or for the
Customer's costs and expenses of prosecuting or defending an action or claim against the
Company. This paragraph does not create a liability on the part of the Company to the Customer
or a third person, but requires indemnification where such liability exists. The limitations of
liability provided in this paragraph do not apply in cases of gross negligence or intentional
wrongdoing.
d. Notwithstanding Paragraph 4.b of this Agreement, Customer shall assume all liability for and shall
indemnify Company for any claims, losses, costs, and expenses of any kind or character to the
extent that they result from Customer's negligence in connection with the design, construction or
operation of its facilities as described on Exhibit A;provided, however, that Customer shall have
no obligation to indemnify Company for claims brought by claimants who cannot recover directly
from Customer. Such indemnity shall include,but is not limited to, financial responsibility for. (a)
Company's monetary losses; (b) reasonable costs and expenses of defending an action or claim
made by a third person; (c) damages related to the death or injury of a third person;(d) damages
to the property of Company; (e) damages to the property of a third person; (0 damages for the
disruption of the business of a third person. In no event shall Customer be liable for
consequential, special, incidental or punitive damages, including, without limitation, loss of
profits, loss of revenue, or loss of production. The Customer does not assume liability for any
costs for damages arising from the disruption of the business of the Company or for the
Company's costs and expenses of prosecuting or defending an action or claim against the
Customer. This paragraph does not create a liability on the part of the Customer to the Company
or a third person, but requires indemnification where such liability exists. The limitations of
liability provided in this paragraph do not apply in cases of gross negligence or intentional
wrongdoing.
e. Company and Customer shall each be responsible for the safe installation, maintenance, repair
and condition of their respective lines and appurtenances on their respective sides of the point of
delivery. The Company does not assume any duty of inspecting the Customer's lines, wires,
switches, or other equipment and will not be responsible therefore. Customer assumes all
responsibility for the electric service supplied hereunder and the facilities used in connection
therewith at or beyond the point of delivery, the point of delivery being the point where the electric
energy first leaves the wire or facilities provided and owned by Company and enters the wire or
facilities provided by Customer.
Agreement for Interconnection and Parallel Operation of Distributed Generation Page 2
Hemphill Drop Off Station
L For the mutual protection of the Customer and the Company, only with Company prior
authorization are the connections between the Company's service wires and the Customer's
service entrance conductors to be energized.
5. Right of Access, Equipment Installation, Removal & Inspection— Upon reasonable notice, the
Company may send a qualified person to the premises of the Customer at or immediately before the time the
Facility first produces energy to inspect the interconnection, and observe the Facility's commissioning
(including any testing), startup, and operation for a period of up to no more than three days after initial startup
of the unit.
Following the initial inspection process described above, at reasonable hours, and upon reasonable notice, or
at any time without notice in the event of an emergency or hazardous condition, Company shall have access
to Customer's premises for any reasonable purpose in connection with the performance of the obligations
imposed on it by this Agreement or if necessary to meet its legal obligation to provide service to its customers.
6. Disconnection of Unit — Customer retains the option to disconnect from Company's utility system.
Customer will notify the Company of its intent to disconnect by giving the Company at least thirty days' prior
written notice. Such disconnection shall not be a termination of the agreement unless Customer exercises
rights under Section 7.
Customer shall disconnect Facility from Company's system upon the effective date of any termination under
Section 7.
Subject to Commission Rule, for routine maintenance and repairs on Company's utility system, Company
shall provide Customer with seven business days' notice of service interruption.
Company shall have the right to suspend service in cases where continuance of service to Customer will
endanger persons or property. During the forced outage of the Company's utility system serving customer,
Company shall have the right to suspend service to effect immediate repairs on Company's utility system, but
the Company shall use its best efforts to provide the Customer with reasonable prior notice.
7. Effective Term and Termination Rights-- This Agreement becomes effective when executed by
both parties and shall continue in effect until terminated. The agreement may be terminated for the following
reasons: (a) Customer may terminate this Agreement at any time, by giving the Company sixty days' written
notice; (b) Company may terminate upon failure by the Customer to generate energy from the Facility in
parallel with the Company's system within twelve months after completion of the interconnection; (c) either
party may terminate by giving the other party at least sixty days prior written notice that the other Party is in
default of any of the material terms and conditions of the Agreement, so long as the notice specifies the basis
for termination and there is reasonable opportunity to cure the default; or (d) Company may terminate by
giving Customer at least sixty days notice in the event that there is a material change in an applicable rule or
statute.
B. Governing Law and Regulatory Authority -- This Agreement was executed in the State of Texas
and must in all respects be governed by, interpreted, construed, and enforced in accordance with the laws
thereof. This Agreement is subject to, and the parties' obligations hereunder include, operating in full
compliance with all valid, applicable federal, state, and local laws or ordinances, and all applicable rules,
regulations, orders of, and tariffs approved by, duly constituted regulatory authorities having jurisdiction.
9. Amendment --This Agreement may be amended only upon mutual agreement of the Parties, which
amendment will not be effective until reduced to writing and executed by the Parties.
10. Entirety of Agreement and Prior Agreements Superseded -- This Agreement, including all
attached Exhibits and Facility Schedules, which are expressly made a part hereof for all purposes,constitutes
the entire agreement and understanding between the Parties with regard to the interconnection of the facilities
of the Parties at the Points of Interconnection expressly provided for in this Agreement. The Parties are not
bound by or liable for any statement, representation, promise, inducement, understanding, or undertaking of
any kind or nature (whether written or oral) with regard to the subject matter hereof not set forth or provided
Agreement for Interconnection and Parallel Operation of Distributed Generation Page 3
Hemphill Drop Off Station
for herein. This Agreement replaces all prior agreements and undertakings, oral or written, between the
Parties with regard to the subject matter hereof, including without limitation none
[specify any prior agreements being superseded], and all such agreements and undertakings are agreed by
the Parties to no longer be of any force or effect. It is expressly acknowledged that the Parties may have
other agreements covering other services not expressly provided for herein, which agreements are unaffected
by this Agreement.
11. Notices -- Notices given under this Agreement are deemed to have been duly delivered if hand
delivered or sent by United States certified mail, return receipt requested, postage prepaid,to:
(a) If to Company:
Oncor Electric Delivery Company LLC
Distributed Generation Manager
1601 Bryan Street; Rm. 21-065H
Dallas,Texas 75201
(b) If to Customer:
City of Fort Worth
Assistant City Manager
1000 Throckmorton Street
Fort Worth, Texas 76102
The above-listed names, titles, and addresses of either Party may be changed by written notification to the
other, notwithstanding Section 10.
12. Invoicing and Payment— Invoicing and payment terms for services associated with this agreement
shall be consistent with applicable Substantive Rules of the PUCT.
13. No Third-Party Beneficiaries -- This Agreement is not intended to and does not create rights,
remedies, or benefits of any character whatsoever in favor of any persons, corporations, associations, or
entities other than the Parties, and the obligations herein assumed are solely for the use and benefit of the
Parties,their successors in interest and,where permitted, their assigns.
14. No Waiver -- The failure of a Party to this Agreement to insist, on any occasion, upon strict
performance of any provision of this Agreement will not be considered to waive the obligations, rights, or
duties imposed upon the Parties.
15. Headings -- The descriptive headings of the various articles and sections of this Agreement have
been inserted for convenience of reference only and are to be afforded no significance in the interpretation or
construction of this Agreement.
16. Multiple Counterparts -- This Agreement may be executed in two or more counterparts, each of
which is deemed an original but all constitute one and the same instrument.
IN WITNESS WHEREOF, the Parties have caused this Agreement to be signed by their respective duly
authorized representatives.
NO M&C REQUIRED
Oncor ectnc Delivery Company LLC City o 0 0
BY: BY: Arer.w�iC Cam!
Printed Name: �*/O Printed Name:To r
TITLE:/Y 14th �s�71/s�,�ia�/"��w%K� TITLE: S �FFICIAL RECORD
DATE: /l //I I DATE: a'd4��. �n CITY SECRETARY
moo opooO
FT. WORTH, TX
Agreement for 1 e% QpnnpecJiQn and Parallel Operatio u er8 i,.cd ,,NL") LEGAL.iT�'
Hemphill Drop 911 N oY. o e° �
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Mp4y Handri , City Secretary b., .p
EXHIBIT A
LIST OF FACILITY SCHEDULES AND POINTS OF INTERCONNECTION
Facility Schedule No. Name of Point of Interconnection
1. City of Fort Worth
6260 Old Hemphill Road
Fort Worth,TX 76134
FACILITY SCHEDULE NO. 1
1. Name: City of Fort Worth ("Customer')
2. Facility location 6260 Old Hemphill Road, Fort Worth,TX 76134
3. Delivery voltage: 480/277 volts. 3 phase.4 wire
4. Metering(voltage, location, losses adjustment due to metering location, and other): 480/277, 3
phase,4 wire
5. Normal Operation of Interconnection: _parallel operation (grid tie inverter)
6. One line diagram attached (check one): X Yes/ No (See Exhibit B)
7. Facilities to be furnished by Company:
No specific modifications.
The above list is not intended to be a complete list of all facilities that are part of the Company
Interconnection Facilities.
8. Facilities to be furnished by Customer:
a)Three(3) SunPower SPR 3000M (208V), 3.0 kW, 208 Vac, Grid Tie Inverters, tested to UL-1741,
and forty eight(48) SunPower—SPR 225 BLK U,225 watt panels;
b) All required facilities that customer needs for interconnection and parallel operation with Company
including but not limited to all requirements provided by Substantive Rules §25.211 and §25.212 or
successor and Section 3 of this Agreement.
The above list is not intended to be a complete list of all facilities that are part of the Customer
Interconnection Facilities.
9. Cost Responsibility:
Pursuant to Section 3 of the Agreement, it is Customer's responsibility to maintain and operate its
Facilities so as to minimize the likelihood of a disturbance originating within Customer's Facilities
which might affect or impair the utility system. In accordance with Section 3, if there is evidence that
the Facility operation causes disruption or deterioration of service to other customers served from the
same grid, or if the Facility operation causes damage to Company's system, which disruption,
deterioration of service or damage cannot be resolved by Customer, then it will be Customer's
responsibility to pay reasonable costs for changes on Company's system necessary to rectify the
situation.
10. Control area interchange point(check one): Yes/ X No
11. Supplemental terms and conditions:
a) Change in Facility, Operation or On-site Distributed Generation Equipment. Customer agrees
that this Agreement must be amended in writing to reflect the impact of any changes Customer
desires to make in the capacity, design, specifications, operation or any of the other
characteristics of the Facilities identified in this Agreement. Customer agrees that before any
changes are initiated, Customer will notify Company of its plans for the desired modifications and
will submit a new Application for Interconnection and Parallel Operation request for the desired
modifications.
b) Modification to Section 4 — Limitation of Liability and Indemnification, Subparagraph d. Replace
paragraph 4.d. with the following:
d. Notwithstanding Paragraph 4.b of this Agreement, to the maximum extent permitted by
law, Customer shall assume all liability for and shall indemnify Company for any claims,
losses, costs, and expenses of any kind or character to the extent that they result from
Customer's negligence in connection with the design, construction or operation of its
facilities as described on Exhibit A; provided, however, that Customer shall have no
obligation to indemnify Company for claims brought by claimants who cannot recover
directly from Customer. Such indemnity shall include, but is not limited to, financial
responsibility for: (a) Company's monetary losses;(b) reasonable costs and expenses of
defending an action or claim made by a third person; (c) damages related to the death or
injury of a third person; (d) damages to the property of Company; (e) damages to the
property of a third person;(f) damages for the disruption of the business of a third person.
In no event shall Customer be liable for consequential, special, incidental or punitive
damages, including, without limitation, loss of profits, loss of revenue, or loss of
production. The Customer does not assume liability for any costs for damages arising
from the disruption of the business of the Company or for the Company's costs and
expenses of prosecuting or defending an action or claim against the Customer. This
paragraph does not create a liability on the part of the Customer to the Company or a
third person, but requires indemnification where such liability exists. The limitations of
liability provided in this paragraph do not apply in cases of gross negligence or intentional
wrongdoing.
Oncor Electric Delivery Company LLC City of Fort Worth
BY: T BY:_ GOV
Printed Name:l*0 j�A),90Dr Printed Name: hQ r K)u+-! w C.,
TITLE: � L/A—zei TITLE:
DATE: I B t/l I DATE:
0 k�i t vt AND LEGALITY:
Assis nt,Rv Attoi-,'I:ry
Attested by:
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Marty Hendnx, City Secretary jV as 0000 ok
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OFFICIAL RECORD
CITY SECRETARY
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Fig, TEGRITY/HEMPHILL DROP OFF
M 6260 Old Hemphill Rd. e°
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FORTWORTH
INTEROFFICE MEMO
TO: James Masters, Transportation and Public Works Department
FROM: Allison Tidwell, City Secretary's Office
DATE: November 29, 2010
SUBJECT: TAKE A LOAD OFF TEXAS INCENTIVE PROGRAM AGREEMENT FOR
INTERCONNECTION AND PARALLEL OPERATION OF A
DISTRIBUTED GENERATION FOR OLD HEMPHILL CITIZEN DROP-
OFF STATION (CSC NO. 39056)
These documents are being forwarded to you for original signatures from Oncor Electric Delivery
Company. All signed copies of the contract must be returned with original signatures for final
processing.
Failure to return the documents will delay the final processing of the contract. Once we have
received all of the documents, we will assign a contract number. Thank you in advance for your
cooperation.
If you have any questions, please call me at 817-392-6090.
Attached: 3 sets