Common use of SERVICE AGREEMENT NO Clause in Contracts

SERVICE AGREEMENT NO. 2472 Base Case shall mean the base case power flow, short circuit, and stability data bases used for the Transmission Interconnection Studies by the NYISO, Connecting Transmission Owner, or the Transmission Developer, as described in Section 22.6.1 of the Transmission Interconnection Procedures. Breach shall mean the failure of a Party to perform or observe any material term or condition of this Agreement. Breaching Party shall mean a Party that is in Breach of this Agreement. Business Day shall mean Monday through Friday, excluding federal holidays. Byway shall mean all transmission facilities comprising the New York State Transmission System that are neither Highways nor Other Interfaces. All transmission facilities in Zone J and Zone K are Byways. Calendar Day shall mean any day including Saturday, Sunday or a federal holiday. Capacity Region shall mean one of four subsets of the Installed Capacity statewide markets comprised of (1) Rest of State (i.e., Load Zones A through F); (2) Lower Xxxxxx Valley (i.e., Load Zones G, H and I); (3) New York City (i.e., Load Zone J); and (4) Long Island (i.e., Load Zone K). Capacity Resource Interconnection Service (“XXXX”) shall mean the service provided by NYISO to Transmission Developers that satisfy the NYISO Deliverability Interconnection Standard or that are otherwise eligible to receive XXXX in accordance with Attachment S to the ISO OATT; such service being one of the eligibility requirements for participation as a NYISO Installed Capacity Supplier. Class Year Deliverability Study shall mean an assessment, conducted by the NYISO staff in cooperation with Market Participants, to determine whether System Deliverability Upgrades are required for Class Year XXXX Projects under the NYISO Deliverability Interconnection Standard. Class Year Interconnection Facilities Study shall mean a study conducted by NYISO or a third party consultant for the Developer to determine a list of facilities (including Connecting Transmission Owner’s Attachment Facilities, Distribution Upgrades, System Upgrade Facilities and System Deliverability Upgrades as identified in the Interconnection System Reliability Impact Study), the cost of those facilities, and the time required to interconnect the Large Generating Facility with the New York State Transmission System or with the Distribution System. The scope of the study is defined in Section 30.8 of the Standard Large Facility Interconnection Procedures. Confidential Information shall mean any information that is defined as confidential by Article 22 of this Agreement. Connecting Transmission Owner shall mean the New York public utility or authority (or its designated agent) that (i) owns facilities used for the transmission of Energy in interstate commerce and provides Transmission Service under the Tariff, (ii) owns, leases or otherwise SERVICE AGREEMENT NO. 2472 possesses an interest in the portion of the New York State Transmission System modified by the Transmission Project, and (iii) is a Party to this Agreement. Control Area shall mean an electric power system or combination of electric power systems to which a common automatic generation control scheme is applied in order to: (1) match, at all times, the power output of the Generators within the electric power system(s) and capacity and energy purchased from entities outside the electric power system(s), with the Load within the electric power system(s); (2) maintain scheduled interchange with other Control Areas, within the limits of Good Utility Practice; (3) maintain the frequency of the electric power system(s) within reasonable limits in accordance with Good Utility Practice; and (4) provide sufficient generating capacity to maintain Operating Reserves in accordance with Good Utility Practice. A Control Area must be certified by the NPCC. Default shall mean the failure of a Party in Breach of this Agreement to cure such Breach in accordance with Article 17 of this Agreement. Effective Date shall mean the date on which this Agreement becomes effective upon execution by the Parties, subject to acceptance by the Commission, or if filed unexecuted, upon the date specified by the Commission. Environmental Law shall mean Applicable Laws and Regulations relating to pollution or protection of the environment or natural resources. Facilities Study shall mean the study conducted pursuant to Section 22.9 of Attachment P of the NYISO OATT to determine a list of facilities required to reliably interconnect the Transmission Project (including Network Upgrade Facilities) as identified in the System Impact Study, the cost of those facilities, and the time required to interconnect the Transmission Project with the New York State Transmission System. Facilities Study Agreement shall mean the agreement described in Section 22.9.1 of Attachment P of the NYISO OATT for conducting the Facilities Study. Federal Power Act shall mean the Federal Power Act, as amended, 16 U.S.C. §§ 791a et seq. (“FPA”). FERC shall mean the Federal Energy Regulatory Commission (“Commission”) or its successor. Force Majeure shall mean any 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, any order, regulation or restriction imposed by governmental, military or lawfully established civilian authorities, or any other cause beyond a Party’s control. A Force Majeure event does not include acts of negligence or intentional wrongdoing by the Party claiming Force Majeure. Good Utility Practice shall mean any of the practices, methods and acts engaged in or approved by a significant portion of the electric industry during the relevant time period, or 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, could have been expected to accomplish the desired SERVICE AGREEMENT NO. 2472 result at a reasonable cost consistent with good business practices, reliability, safety and expedition. Good Utility Practice is not intended to be limited to the optimum practice, method, or act to the exclusion of all others, but rather to delineate acceptable practices, methods, or acts generally accepted in the region. Governmental Authority shall mean any federal, state, local or other governmental regulatory or administrative agency, court, commission, department, board, or other governmental subdivision, legislature, rulemaking board, tribunal, or other governmental authority having jurisdiction over any of the Parties, their respective facilities, or the respective services they provide, and exercising or entitled to exercise any administrative, executive, police, or taxing authority or power; provided, however, that such term does not include Transmission Developer, NYISO, Affected Transmission Owner, Connecting Transmission Owner, or any Affiliate thereof. Hazardous Substances shall mean any chemicals, materials or substances defined as or included in the definition of “hazardous substances,” “hazardous wastes,” “hazardous materials,” “hazardous constituents,” “restricted hazardous materials,” “extremely hazardous substances,” “toxic substances,” “radioactive substances,” “contaminants,” “pollutants,” “toxic pollutants” or words of similar meaning and regulatory effect under any applicable Environmental Law, or any other chemical, material or substance, exposure to which is prohibited, limited or regulated by any applicable Environmental Law. Highway shall mean 115 kV and higher transmission facilities that comprise the following NYCA interfaces: Xxxxxxxx East, West Central, Xxxxxx East, Xxxxx South, Central East/Total East, and UPNY-ConEd, and their immediately connected, in series, bulk power system facilities in New York State. Each interface shall be evaluated to determine additional “in series” facilities, defined as any transmission facility higher than 115 kV that (a) is located in an upstream or downstream zone adjacent to the interface and (b) has a power transfer distribution factor (DFAX) equal to or greater than five percent when the aggregate of generation in zones or systems adjacent to the upstream zone or zones that define the interface is shifted to the aggregate of generation in zones or systems adjacent to the downstream zone or zones that define the interface. In determining “in series” facilities for Xxxxxxxx East and West Central interfaces, the 115 kV and 230 kV tie lines between NYCA and PJM located in LBMP Zones A and B shall not participate in the transfer. Highway transmission facilities are listed in ISO Procedures. Initial Synchronization Date shall mean the date upon which the Transmission Project and Network Upgrade Facilities are initially synchronized with the New York State Transmission System and upon which Trial Operation begins. In-Service Date shall mean the date upon which the Transmission Project and Network Upgrade Facilities are energized consistent with the provisions of this Agreement and available to provide Transmission Service under the NYISO’s Tariffs, notice of which shall be provided by Connecting Transmission Owner in the form of Appendix E to this Agreement. IRS shall mean the Internal Revenue Service.

SERVICE AGREEMENT NO. 2472 1757 Base Case shall mean the base case power flow, short circuit, and stability data bases used for the Transmission Interconnection Studies by the NYISO, Connecting Transmission Owner, Owners or the Transmission Developer, as ; described in Section 22.6.1 30.2.3 of the Transmission Large Facility Interconnection Procedures. Breach shall mean the failure of a Party to perform or observe any material term or condition of this Agreement. Breaching Party shall mean a Party that is in Breach of this Agreement. Business Day shall mean Monday through Friday, excluding federal holidays. Byway shall mean all transmission facilities comprising the New York State Transmission System that are neither Highways nor Other Interfaces. All transmission facilities in Zone J and Zone K are Byways. Calendar Day shall mean any day including Saturday, Sunday or a federal holiday. Capacity Region shall mean one of four three subsets of the Installed Capacity statewide markets comprised of (1) Rest of State (i.e., Load Zones A through F); (2) Lower Xxxxxx Valley (i.e., Load Zones G, H and I); , Long Island (3) Zone K), and New York City (i.e., Load Zone J); and (4) Long Island (i.e., Load Zone K). Capacity Resource Interconnection Service (“XXXX”) shall mean the service provided by NYISO to interconnect the Developer’s Large Generating Facility to the New York State Transmission Developers that satisfy System in accordance with the NYISO Deliverability Interconnection Standard or that are otherwise eligible Standard, to receive XXXX in accordance with Attachment S enable the New York State Transmission System to deliver electric capacity from the Large Generating Facility, pursuant to the ISO OATT; such service being one terms of the eligibility requirements for participation as a NYISO Installed Capacity SupplierOATT. Class Year Deliverability Study shall mean an assessment, conducted by the NYISO staff in cooperation with Market Participants, to determine whether the System Deliverability Upgrades are required for each generation and merchant transmission project included in the Class Year XXXX Projects under Interconnection Facilities Study to interconnect to the New York State Transmission System in compliance with the NYISO Deliverability Interconnection Standard. Class Year Interconnection Facilities Study Clustering shall mean the process whereby a study conducted by NYISO or a third party consultant group of Interconnection Requests is studied together, instead of serially, for the Developer to determine a list purpose of facilities (including Connecting Transmission Owner’s Attachment Facilities, Distribution Upgrades, System Upgrade Facilities and System Deliverability Upgrades as identified in conducting the Interconnection System Reliability Impact Study), . Commercial Operation shall mean the cost status of those facilities, and the time required to interconnect the a Large Generating Facility with the New York State Transmission System or with the Distribution System. The scope of the study is defined in Section 30.8 of the Standard Large Facility Interconnection Procedures. Confidential Information shall mean any information that is defined as confidential by Article 22 of this Agreement. Connecting Transmission Owner shall mean the New York public utility or authority (or its designated agent) that (i) owns facilities used has commenced generating electricity for the transmission of Energy in interstate commerce and provides Transmission Service under the Tariffsale, (ii) owns, leases or otherwise SERVICE AGREEMENT NO. 2472 possesses an interest in the portion of the New York State Transmission System modified by the Transmission Project, and (iii) is a Party to this Agreement. Control Area shall mean an electric power system or combination of electric power systems to which a common automatic generation control scheme is applied in order to: (1) match, at all times, the power output of the Generators within the electric power system(s) and capacity and energy purchased from entities outside the electric power system(s), with the Load within the electric power system(s); (2) maintain scheduled interchange with other Control Areas, within the limits of Good Utility Practice; (3) maintain the frequency of the electric power system(s) within reasonable limits in accordance with Good Utility Practice; and (4) provide sufficient generating capacity to maintain Operating Reserves in accordance with Good Utility Practice. A Control Area must be certified by the NPCC. Default shall mean the failure of a Party in Breach of this Agreement to cure such Breach in accordance with Article 17 of this Agreement. Effective Date shall mean the date on which this Agreement becomes effective upon execution by the Parties, subject to acceptance by the Commission, or if filed unexecuted, upon the date specified by the Commission. Environmental Law shall mean Applicable Laws and Regulations relating to pollution or protection of the environment or natural resources. Facilities Study shall mean the study conducted pursuant to Section 22.9 of Attachment P of the NYISO OATT to determine a list of facilities required to reliably interconnect the Transmission Project (including Network Upgrade Facilities) as identified in the System Impact Study, the cost of those facilities, and the time required to interconnect the Transmission Project with the New York State Transmission System. Facilities Study Agreement shall mean the agreement described in Section 22.9.1 of Attachment P of the NYISO OATT for conducting the Facilities Study. Federal Power Act shall mean the Federal Power Act, as amended, 16 U.S.C. §§ 791a et seq. (“FPA”). FERC shall mean the Federal Energy Regulatory Commission (“Commission”) or its successor. Force Majeure shall mean any 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, any order, regulation or restriction imposed by governmental, military or lawfully established civilian authorities, or any other cause beyond a Party’s control. A Force Majeure event does not include acts of negligence or intentional wrongdoing by the Party claiming Force Majeure. Good Utility Practice shall mean any of the practices, methods and acts engaged in or approved by a significant portion of the electric industry excluding electricity generated during the relevant time period, or 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, could have been expected to accomplish the desired SERVICE AGREEMENT NO. 2472 result at a reasonable cost consistent with good business practices, reliability, safety and expedition. Good Utility Practice is not intended to be limited to the optimum practice, method, or act to the exclusion of all others, but rather to delineate acceptable practices, methods, or acts generally accepted in the region. Governmental Authority shall mean any federal, state, local or other governmental regulatory or administrative agency, court, commission, department, board, or other governmental subdivision, legislature, rulemaking board, tribunal, or other governmental authority having jurisdiction over any of the Parties, their respective facilities, or the respective services they provide, and exercising or entitled to exercise any administrative, executive, police, or taxing authority or power; provided, however, that such term does not include Transmission Developer, NYISO, Affected Transmission Owner, Connecting Transmission Owner, or any Affiliate thereof. Hazardous Substances shall mean any chemicals, materials or substances defined as or included in the definition of “hazardous substances,” “hazardous wastes,” “hazardous materials,” “hazardous constituents,” “restricted hazardous materials,” “extremely hazardous substances,” “toxic substances,” “radioactive substances,” “contaminants,” “pollutants,” “toxic pollutants” or words of similar meaning and regulatory effect under any applicable Environmental Law, or any other chemical, material or substance, exposure to which is prohibited, limited or regulated by any applicable Environmental Law. Highway shall mean 115 kV and higher transmission facilities that comprise the following NYCA interfaces: Xxxxxxxx East, West Central, Xxxxxx East, Xxxxx South, Central East/Total East, and UPNY-ConEd, and their immediately connected, in series, bulk power system facilities in New York State. Each interface shall be evaluated to determine additional “in series” facilities, defined as any transmission facility higher than 115 kV that (a) is located in an upstream or downstream zone adjacent to the interface and (b) has a power transfer distribution factor (DFAX) equal to or greater than five percent when the aggregate of generation in zones or systems adjacent to the upstream zone or zones that define the interface is shifted to the aggregate of generation in zones or systems adjacent to the downstream zone or zones that define the interface. In determining “in series” facilities for Xxxxxxxx East and West Central interfaces, the 115 kV and 230 kV tie lines between NYCA and PJM located in LBMP Zones A and B shall not participate in the transfer. Highway transmission facilities are listed in ISO Procedures. Initial Synchronization Date shall mean the date upon which the Transmission Project and Network Upgrade Facilities are initially synchronized with the New York State Transmission System and upon which Trial Operation begins. In-Service Date shall mean the date upon which the Transmission Project and Network Upgrade Facilities are energized consistent with the provisions of this Agreement and available to provide Transmission Service under the NYISO’s Tariffs, notice of which shall be provided by Connecting Transmission Owner in the form of Appendix E to this Agreement. IRS shall mean the Internal Revenue ServiceOperation.

SERVICE AGREEMENT NO. 2472 Base Case shall mean the base case power flow, short circuit, and stability data bases used for the Transmission Interconnection Studies by the NYISO, Connecting Transmission Owner, or the Transmission Developer, as described in Section 22.6.1 of the Transmission Interconnection Procedures. Breach shall mean the failure of a Party to perform or observe any material term or condition of this Agreement. 2710 Breaching Party shall mean a Party that is in Breach of this Agreement. Business Day shall mean Monday through Friday, excluding federal holidays. Byway shall mean all transmission facilities comprising the New York State Transmission System that are neither Highways nor Other Interfaces. All transmission facilities in Zone J and Zone K are Byways. Calendar Day shall mean any day including Saturday, Sunday or a federal holiday. Capacity Region shall mean one of four subsets of the Installed Capacity statewide markets comprised of (1) Rest of State (i.e., Load Zones A through F); (2) Lower Xxxxxx Valley (i.e., Load Zones G, H and I); (3) New York City (i.e., Load Zone J); and (4) Long Island (i.e., Load Zone K)) , except for Class Year Interconnection Facility Studies conducted prior to Class Year 2012, for which “Capacity Region” shall be defined as set forth in Section 25.7.3 of Attachment S to the ISO OATT. Capacity Resource Interconnection Service (“XXXX”) shall mean the service provided by NYISO to Transmission Developers that satisfy the NYISO Deliverability Interconnection Standard or that are otherwise eligible to receive XXXX in accordance with Attachment S to the ISO OATT; such service being one of the eligibility requirements for participation as a NYISO Installed Capacity Supplier. Class Year Deliverability Study shall mean an assessment, conducted by the NYISO staff in cooperation with Market Participants, to determine whether System Deliverability Upgrades are required for Class Year XXXX Projects under the NYISO Deliverability Interconnection Standard. Class Year Interconnection Facilities Study Commercial Operation shall mean the status of a study conducted Merchant Transmission Facility that has commenced transmitting electricity for sale, excluding electricity transmitted during Trial Operation. Commercial Operation Date of a unit shall mean the date on which the Merchant Transmission Facility commences Commercial Operation as agreed to by the Parties, notice of which must be provided to the NYISO or a third party consultant for the Developer to determine a list of facilities (including Connecting Transmission Owner’s Attachment Facilities, Distribution Upgrades, System Upgrade Facilities and System Deliverability Upgrades as identified in the Interconnection System Reliability Impact Study), the cost form of those facilities, and the time required Appendix E-2 to interconnect the Large Generating Facility with the New York State Transmission System or with the Distribution System. The scope of the study is defined in Section 30.8 of the Standard Large Facility Interconnection Proceduresthis Agreement. Confidential Information shall mean any information that is defined as confidential by Article 22 of this Agreement. Connecting Transmission Owner shall mean the New York public utility or authority (or its designated agent) that (i) owns facilities used for the transmission of Energy in interstate commerce and provides Transmission Service under the Tariff, (ii) owns, leases or otherwise SERVICE AGREEMENT NO. 2472 possesses an interest in the portion of the New York State Transmission System modified by or Distribution System at the Transmission ProjectPoint of Interconnection, and (iii) is a Party to this Agreement. Control Area Connecting Transmission Owner’s Attachment Facilities shall mean an electric power system all facilities and equipment owned, controlled or combination of electric power systems to which a common automatic generation control scheme is applied in order to: (1) match, at all times, the power output of the Generators within the electric power system(s) and capacity and energy purchased from entities outside the electric power system(s), with the Load within the electric power system(s); (2) maintain scheduled interchange with other Control Areas, within the limits of Good Utility Practice; (3) maintain the frequency of the electric power system(s) within reasonable limits in accordance with Good Utility Practice; and (4) provide sufficient generating capacity to maintain Operating Reserves in accordance with Good Utility Practice. A Control Area must be certified operated by the NPCC. Default shall mean Connecting Transmission Owner from the failure Point of a Party in Breach Change of this Agreement Ownership to cure such Breach in accordance with Article 17 the Point of this Agreement. Effective Date shall mean the date on which this Agreement becomes effective upon execution by the Parties, subject to acceptance by the Commission, or if filed unexecuted, upon the date specified by the Commission. Environmental Law shall mean Applicable Laws and Regulations relating to pollution or protection of the environment or natural resources. Facilities Study shall mean the study conducted pursuant to Section 22.9 of Attachment P of the NYISO OATT to determine a list of facilities required to reliably interconnect the Transmission Project (including Network Upgrade Facilities) Interconnection as identified in the System Impact Study, the cost of those facilities, and the time required to interconnect the Transmission Project with the New York State Transmission System. Facilities Study Agreement shall mean the agreement described in Section 22.9.1 of Attachment P of the NYISO OATT for conducting the Facilities Study. Federal Power Act shall mean the Federal Power Act, as amended, 16 U.S.C. §§ 791a et seq. (“FPA”). FERC shall mean the Federal Energy Regulatory Commission (“Commission”) or its successor. Force Majeure shall mean any 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, any order, regulation or restriction imposed by governmental, military or lawfully established civilian authorities, or any other cause beyond a Party’s control. Appendix A Force Majeure event does not include acts of negligence or intentional wrongdoing by the Party claiming Force Majeure. Good Utility Practice shall mean any of the practices, methods and acts engaged in or approved by a significant portion of the electric industry during the relevant time period, or 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, could have been expected to accomplish the desired SERVICE AGREEMENT NO. 2472 result at a reasonable cost consistent with good business practices, reliability, safety and expedition. Good Utility Practice is not intended to be limited to the optimum practice, method, or act to the exclusion of all others, but rather to delineate acceptable practices, methods, or acts generally accepted in the region. Governmental Authority shall mean any federal, state, local or other governmental regulatory or administrative agency, court, commission, department, board, or other governmental subdivision, legislature, rulemaking board, tribunal, or other governmental authority having jurisdiction over any of the Parties, their respective facilities, or the respective services they provide, and exercising or entitled to exercise any administrative, executive, police, or taxing authority or power; provided, however, that such term does not include Transmission Developer, NYISO, Affected Transmission Owner, Connecting Transmission Owner, or any Affiliate thereof. Hazardous Substances shall mean any chemicals, materials or substances defined as or included in the definition of “hazardous substances,” “hazardous wastes,” “hazardous materials,” “hazardous constituents,” “restricted hazardous materials,” “extremely hazardous substances,” “toxic substances,” “radioactive substances,” “contaminants,” “pollutants,” “toxic pollutants” or words of similar meaning and regulatory effect under any applicable Environmental Law, or any other chemical, material or substance, exposure to which is prohibited, limited or regulated by any applicable Environmental Law. Highway shall mean 115 kV and higher transmission facilities that comprise the following NYCA interfaces: Xxxxxxxx East, West Central, Xxxxxx East, Xxxxx South, Central East/Total East, and UPNY-ConEd, and their immediately connected, in series, bulk power system facilities in New York State. Each interface shall be evaluated to determine additional “in series” facilities, defined as any transmission facility higher than 115 kV that (a) is located in an upstream or downstream zone adjacent to the interface and (b) has a power transfer distribution factor (DFAX) equal to or greater than five percent when the aggregate of generation in zones or systems adjacent to the upstream zone or zones that define the interface is shifted to the aggregate of generation in zones or systems adjacent to the downstream zone or zones that define the interface. In determining “in series” facilities for Xxxxxxxx East and West Central interfaces, the 115 kV and 230 kV tie lines between NYCA and PJM located in LBMP Zones A and B shall not participate in the transfer. Highway transmission facilities are listed in ISO Procedures. Initial Synchronization Date shall mean the date upon which the Transmission Project and Network Upgrade Facilities are initially synchronized with the New York State Transmission System and upon which Trial Operation begins. In-Service Date shall mean the date upon which the Transmission Project and Network Upgrade Facilities are energized consistent with the provisions of this Agreement and available to provide Transmission Service under the NYISO’s Tariffs, notice of which shall be provided by Connecting Transmission Owner in the form of Appendix E to this Agreement. IRS shall mean the Internal Revenue Service, including any modifications, additions or upgrades to such facilities and equipment.

SERVICE AGREEMENT NO. 2472 Base Case shall mean the base case power flow, short circuit, and stability data bases used for the Transmission Interconnection Studies by the NYISO, Connecting Transmission Owner, or the Transmission Developer, as described in Section 22.6.1 of the Transmission Interconnection Procedures. Breach shall mean the failure of a Party to perform or observe any material term or condition of this Agreement. Breaching Party shall mean a Party that is in Breach of this Agreement. Business Day shall mean Monday through Friday, excluding federal holidays. 2689 Byway shall mean all transmission facilities comprising the New York State Transmission System that are neither Highways nor Other Interfaces. All transmission facilities in Zone J and Zone K are Byways. Calendar Day shall mean any day including Saturday, Sunday or a federal holiday. Capacity Region shall mean one of four subsets of the Installed Capacity statewide markets comprised of (1) Rest of State (i.e., Load Zones A through F); (2) Lower Xxxxxx Valley (i.e., Load Zones G, H and I); (3) New York City (i.e., Load Zone J); and (4) Long Island (i.e., Load Zone K)) , except for Class Year Interconnection Facility Studies conducted prior to Class Year 2012, for which “Capacity Region” shall be defined as set forth in Section 25.7.3 of Attachment S to the ISO OATT. Capacity Resource Interconnection Service (“XXXX”) shall mean the service provided by NYISO to Transmission Developers that satisfy the NYISO Deliverability Interconnection Standard or that are otherwise eligible to receive XXXX in accordance with Attachment S to the ISO OATT; such service being one of the eligibility requirements for participation as a NYISO Installed Capacity Supplier. Class Year Deliverability Study shall mean an assessment, conducted by the NYISO staff in cooperation with Market Participants, to determine whether System Deliverability Upgrades are required for Class Year XXXX Projects under the NYISO Deliverability Interconnection Standard. Class Year Interconnection Facilities Study Commercial Operation shall mean the status of a study conducted by NYISO or Large Generating Facility that has commenced generating electricity for sale, excluding electricity generated during Trial Operation. Commercial Operation Date of a third party consultant for unit shall mean the Developer to determine a list of facilities (including Connecting Transmission Owner’s Attachment Facilities, Distribution Upgrades, System Upgrade Facilities and System Deliverability Upgrades as identified in the Interconnection System Reliability Impact Study), the cost of those facilities, and the time required to interconnect date on which the Large Generating Facility with commences Commercial Operation as agreed to by the New York State Transmission System or with Parties, notice of which must be provided to the Distribution System. The scope NYISO in the form of the study is defined in Section 30.8 of the Standard Large Facility Interconnection ProceduresAppendix E-2 to this Agreement. Confidential Information shall mean any information that is defined as confidential by Article 22 of this Agreement. Connecting Transmission Owner shall mean the New York public utility or authority (or its designated agent) that (i) owns facilities used for the transmission of Energy in interstate commerce and provides Transmission Service under the Tariff, (ii) owns, leases or otherwise SERVICE AGREEMENT NO. 2472 possesses an interest in the portion of the New York State Transmission System modified by or Distribution System at the Transmission ProjectPoint of Interconnection, and (iii) is a Party to this Agreement. Control Area Connecting Transmission Owner’s Attachment Facilities shall mean an electric power system all facilities and equipment owned, controlled or combination of electric power systems to which a common automatic generation control scheme is applied in order to: (1) match, at all times, the power output of the Generators within the electric power system(s) and capacity and energy purchased from entities outside the electric power system(s), with the Load within the electric power system(s); (2) maintain scheduled interchange with other Control Areas, within the limits of Good Utility Practice; (3) maintain the frequency of the electric power system(s) within reasonable limits in accordance with Good Utility Practice; and (4) provide sufficient generating capacity to maintain Operating Reserves in accordance with Good Utility Practice. A Control Area must be certified operated by the NPCC. Default shall mean Connecting Transmission Owner from the failure Point of a Party in Breach Change of this Agreement Ownership to cure such Breach in accordance with Article 17 the Point of this Agreement. Effective Date shall mean the date on which this Agreement becomes effective upon execution by the Parties, subject to acceptance by the Commission, or if filed unexecuted, upon the date specified by the Commission. Environmental Law shall mean Applicable Laws and Regulations relating to pollution or protection of the environment or natural resources. Facilities Study shall mean the study conducted pursuant to Section 22.9 of Attachment P of the NYISO OATT to determine a list of facilities required to reliably interconnect the Transmission Project (including Network Upgrade Facilities) Interconnection as identified in the System Impact Study, the cost of those facilities, and the time required to interconnect the Transmission Project with the New York State Transmission System. Facilities Study Agreement shall mean the agreement described in Section 22.9.1 of Attachment P of the NYISO OATT for conducting the Facilities Study. Federal Power Act shall mean the Federal Power Act, as amended, 16 U.S.C. §§ 791a et seq. (“FPA”). FERC shall mean the Federal Energy Regulatory Commission (“Commission”) or its successor. Force Majeure shall mean any 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, any order, regulation or restriction imposed by governmental, military or lawfully established civilian authorities, or any other cause beyond a Party’s control. Appendix A Force Majeure event does not include acts of negligence or intentional wrongdoing by the Party claiming Force Majeure. Good Utility Practice shall mean any of the practices, methods and acts engaged in or approved by a significant portion of the electric industry during the relevant time period, or 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, could have been expected to accomplish the desired SERVICE AGREEMENT NO. 2472 result at a reasonable cost consistent with good business practices, reliability, safety and expedition. Good Utility Practice is not intended to be limited to the optimum practiceStandard Large Generator Interconnection Agreement, methodincluding any modifications, additions or act upgrades to the exclusion of all others, but rather to delineate acceptable practices, methods, or acts generally accepted in the regionsuch facilities and equipment. Governmental Authority shall mean any federal, state, local or other governmental regulatory or administrative agency, court, commission, department, board, or other governmental subdivision, legislature, rulemaking board, tribunal, or other governmental authority having jurisdiction over any of the Parties, their respective facilities, or the respective services they provide, and exercising or entitled to exercise any administrative, executive, police, or taxing authority or power; provided, however, that such term does not include Transmission Developer, NYISO, Affected Transmission Owner, Connecting Transmission Owner’s Attachment Facilities are sole use facilities and shall not include Stand Alone System Upgrade Facilities, System Upgrade Facilities, or any Affiliate thereof. Hazardous Substances shall mean any chemicals, materials or substances defined as or included in the definition of “hazardous substances,” “hazardous wastes,” “hazardous materials,” “hazardous constituents,” “restricted hazardous materials,” “extremely hazardous substances,” “toxic substances,” “radioactive substances,” “contaminants,” “pollutants,” “toxic pollutants” or words of similar meaning and regulatory effect under any applicable Environmental Law, or any other chemical, material or substance, exposure to which is prohibited, limited or regulated by any applicable Environmental Law. Highway shall mean 115 kV and higher transmission facilities that comprise the following NYCA interfaces: Xxxxxxxx East, West Central, Xxxxxx East, Xxxxx South, Central East/Total East, and UPNY-ConEd, and their immediately connected, in series, bulk power system facilities in New York State. Each interface shall be evaluated to determine additional “in series” facilities, defined as any transmission facility higher than 115 kV that (a) is located in an upstream or downstream zone adjacent to the interface and (b) has a power transfer distribution factor (DFAX) equal to or greater than five percent when the aggregate of generation in zones or systems adjacent to the upstream zone or zones that define the interface is shifted to the aggregate of generation in zones or systems adjacent to the downstream zone or zones that define the interface. In determining “in series” facilities for Xxxxxxxx East and West Central interfaces, the 115 kV and 230 kV tie lines between NYCA and PJM located in LBMP Zones A and B shall not participate in the transfer. Highway transmission facilities are listed in ISO Procedures. Initial Synchronization Date shall mean the date upon which the Transmission Project and Network Upgrade Facilities are initially synchronized with the New York State Transmission System and upon which Trial Operation begins. In-Service Date shall mean the date upon which the Transmission Project and Network Upgrade Facilities are energized consistent with the provisions of this Agreement and available to provide Transmission Service under the NYISO’s Tariffs, notice of which shall be provided by Connecting Transmission Owner in the form of Appendix E to this Agreement. IRS shall mean the Internal Revenue ServiceDeliverability Upgrades.

SERVICE AGREEMENT NO. 2472 Base Case shall mean the base case power flow, short circuit, and stability data bases used for the Transmission Interconnection Studies by the NYISO, Connecting Transmission Owner, or the Transmission Developer, as described in Section 22.6.1 of the Transmission Interconnection Procedures. Breach shall mean the failure of a Party to perform or observe any material term or condition of this Agreement. Breaching Party shall mean a Party that is in Breach of this Agreement. Business Day shall mean Monday through Friday, excluding federal holidays. Byway shall mean all transmission facilities comprising the New York State Transmission System that are neither Highways nor Other Interfaces. All transmission facilities in Zone J and Zone K are Byways. 2334 Calendar Day shall mean any day including Saturday, Sunday or a federal holiday. Capacity Region shall mean one of four subsets of the Installed Capacity statewide markets comprised of (1) Rest of State (i.e., Load Zones A through F); (2) Lower Xxxxxx Valley (i.e., Load Zones G, H and I); (3) New York City (i.e., Load Zone J); and (4) Long Island (i.e., Load Zone K)) , except for Class Year Interconnection Facility Studies conducted prior to Class Year 2012, for which “Capacity Region” shall be defined as set forth in Section 25.7.3 of Attachment S to the NYISO OATT. Capacity Resource Interconnection Service (“XXXX”) shall mean the service provided by NYISO to Transmission Developers that satisfy the NYISO Deliverability Interconnection Standard or that are otherwise eligible to receive XXXX in accordance with Attachment S to the ISO NYISO OATT; such service being one of the eligibility requirements for participation as a NYISO Installed Capacity Supplier. Class Year Deliverability Study shall mean an assessment, conducted by the NYISO staff in cooperation with Market Participants, to determine whether System Deliverability Upgrades are required for Class Year XXXX Projects under the NYISO Deliverability Interconnection Standard. Class Year Interconnection Facilities Study Clustering shall mean the process whereby a study conducted by NYISO or a third party consultant group of Interconnection Requests is studied together, instead of serially, for the Developer to determine a list purpose of facilities (including Connecting Transmission Owner’s Attachment Facilities, Distribution Upgrades, System Upgrade Facilities and System Deliverability Upgrades as identified in conducting the Interconnection System Reliability Impact Study). Commercial Operation shall mean the status of a Large Generating Facility that has commenced generating electricity for sale, excluding electricity generated during Trial Operation. Commercial Operation Date of a unit shall mean the cost of those facilities, and the time required to interconnect date on which the Large Generating Facility with commences Commercial Operation as agreed to by the New York State Transmission System or with the Distribution System. The scope of the study is defined in Section 30.8 of the Standard Large Facility Interconnection ProceduresParties pursuant to Appendix E to this Agreement. Confidential Information shall mean any information that is defined as confidential by Article 22 of this Agreement. Connecting Transmission Owner shall mean the New York public utility or authority (or its designated agent) that (i) owns facilities used for the transmission of Energy in interstate commerce and provides Transmission Service under the Tariff, (ii) owns, leases or otherwise SERVICE AGREEMENT NO. 2472 possesses an interest in the portion of the New York State Transmission System modified by or Distribution System at the Transmission ProjectPoint of Interconnection, and (iii) is a Party to this the Standard Large Interconnection Agreement. Control Area Connecting Transmission Owner’s Attachment Facilities shall mean an electric power system all facilities and equipment owned, controlled or combination of electric power systems to which a common automatic generation control scheme is applied in order to: (1) match, at all times, the power output of the Generators within the electric power system(s) and capacity and energy purchased from entities outside the electric power system(s), with the Load within the electric power system(s); (2) maintain scheduled interchange with other Control Areas, within the limits of Good Utility Practice; (3) maintain the frequency of the electric power system(s) within reasonable limits in accordance with Good Utility Practice; and (4) provide sufficient generating capacity to maintain Operating Reserves in accordance with Good Utility Practice. A Control Area must be certified operated by the NPCC. Default shall mean Connecting Transmission Owner from the failure Point of a Party in Breach Change of this Agreement Ownership to cure such Breach in accordance with Article 17 the Point of this Agreement. Effective Date shall mean the date on which this Agreement becomes effective upon execution by the Parties, subject to acceptance by the Commission, or if filed unexecuted, upon the date specified by the Commission. Environmental Law shall mean Applicable Laws and Regulations relating to pollution or protection of the environment or natural resources. Facilities Study shall mean the study conducted pursuant to Section 22.9 of Attachment P of the NYISO OATT to determine a list of facilities required to reliably interconnect the Transmission Project (including Network Upgrade Facilities) Interconnection as identified in the System Impact Study, the cost of those facilities, and the time required to interconnect the Transmission Project with the New York State Transmission System. Facilities Study Agreement shall mean the agreement described in Section 22.9.1 of Attachment P of the NYISO OATT for conducting the Facilities Study. Federal Power Act shall mean the Federal Power Act, as amended, 16 U.S.C. §§ 791a et seq. (“FPA”). FERC shall mean the Federal Energy Regulatory Commission (“Commission”) or its successor. Force Majeure shall mean any 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, any order, regulation or restriction imposed by governmental, military or lawfully established civilian authorities, or any other cause beyond a Party’s control. Appendix A Force Majeure event does not include acts of negligence or intentional wrongdoing by the Party claiming Force Majeure. Good Utility Practice shall mean any of the practices, methods and acts engaged in or approved by a significant portion of the electric industry during the relevant time period, or 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, could have been expected to accomplish the desired SERVICE AGREEMENT NO. 2472 result at a reasonable cost consistent with good business practices, reliability, safety and expedition. Good Utility Practice is not intended to be limited to the optimum practiceStandard Large Generator Interconnection Agreement, methodincluding any modifications, additions or act upgrades to the exclusion of all others, but rather to delineate acceptable practices, methods, or acts generally accepted in the regionsuch facilities and equipment. Governmental Authority shall mean any federal, state, local or other governmental regulatory or administrative agency, court, commission, department, board, or other governmental subdivision, legislature, rulemaking board, tribunal, or other governmental authority having jurisdiction over any of the Parties, their respective facilities, or the respective services they provide, and exercising or entitled to exercise any administrative, executive, police, or taxing authority or power; provided, however, that such term does not include Transmission Developer, NYISO, Affected Transmission Owner, Connecting Transmission Owner, or any Affiliate thereof. Hazardous Substances shall mean any chemicals, materials or substances defined as or included in the definition of “hazardous substances,” “hazardous wastes,” “hazardous materials,” “hazardous constituents,” “restricted hazardous materials,” “extremely hazardous substances,” “toxic substances,” “radioactive substances,” “contaminants,” “pollutants,” “toxic pollutants” or words of similar meaning ’s Attachment Facilities are sole use facilities and regulatory effect under any applicable Environmental Law, or any other chemical, material or substance, exposure to which is prohibited, limited or regulated by any applicable Environmental Law. Highway shall mean 115 kV and higher transmission facilities that comprise the following NYCA interfaces: Xxxxxxxx East, West Central, Xxxxxx East, Xxxxx South, Central East/Total East, and UPNY-ConEd, and their immediately connected, in series, bulk power system facilities in New York State. Each interface shall be evaluated to determine additional “in series” facilities, defined as any transmission facility higher than 115 kV that (a) is located in an upstream or downstream zone adjacent to the interface and (b) has a power transfer distribution factor (DFAX) equal to or greater than five percent when the aggregate of generation in zones or systems adjacent to the upstream zone or zones that define the interface is shifted to the aggregate of generation in zones or systems adjacent to the downstream zone or zones that define the interface. In determining “in series” facilities for Xxxxxxxx East and West Central interfaces, the 115 kV and 230 kV tie lines between NYCA and PJM located in LBMP Zones A and B shall not participate in the transfer. Highway transmission facilities are listed in ISO Procedures. Initial Synchronization Date shall mean the date upon which the Transmission Project and Network include Stand Alone System Upgrade Facilities are initially synchronized with the New York State Transmission or System and upon which Trial Operation begins. In-Service Date shall mean the date upon which the Transmission Project and Network Upgrade Facilities are energized consistent with the provisions of this Agreement and available to provide Transmission Service under the NYISO’s Tariffs, notice of which shall be provided by Connecting Transmission Owner in the form of Appendix E to this Agreement. IRS shall mean the Internal Revenue ServiceFacilities.

SERVICE AGREEMENT NO. 2472 Base Case 2334 Interconnection Facilities Study Agreement shall mean the base case power flow, short circuit, and stability data bases used for the Transmission Interconnection Studies by the NYISO, Connecting Transmission Owner, or the Transmission Developer, as described form of agreement contained in Section 22.6.1 Appendix 4 of the Transmission Standard Large Facility Interconnection ProceduresProcedures for conducting the Interconnection Facilities Study. Breach shall mean the failure of a Party to perform or observe any material term or condition of this Agreement. Breaching Party Interconnection Feasibility Study shall mean a Party that is in Breach preliminary evaluation of this Agreement. Business Day shall mean Monday through Friday, excluding federal holidays. Byway shall mean all transmission facilities comprising the system impact and cost of interconnecting the Large Generating Facility to the New York State Transmission System that are neither Highways nor Other Interfaces. All transmission facilities or to the Distribution System, the scope of which is described in Zone J and Zone K are Byways. Calendar Day shall mean any day including Saturday, Sunday or a federal holiday. Capacity Region shall mean one of four subsets Section 30.6 of the Installed Capacity statewide markets comprised of (1) Rest of State (i.e., Load Zones A through F); (2) Lower Xxxxxx Valley (i.e., Load Zones G, H and I); (3) New York City (i.e., Load Zone J); and (4) Long Island (i.e., Load Zone K)Standard Large Facility Interconnection Procedures. Capacity Resource Interconnection Service (“XXXX”) Feasibility Study Agreement shall mean the service provided by NYISO form of agreement contained in Appendix 2 of the Standard Large Facility Interconnection Procedures for conducting the Interconnection Feasibility Study. Interconnection Request shall mean a Developer’s request, in the form of Appendix 1 to Transmission Developers that satisfy the NYISO Deliverability Standard Large Facility Interconnection Standard or that are otherwise eligible to receive XXXX Procedures, in accordance with Attachment S to the ISO OATT; such service being one of the eligibility requirements for participation as a NYISO Installed Capacity Supplier. Class Year Deliverability Study shall mean an assessment, conducted by the NYISO staff in cooperation with Market ParticipantsTariff, to determine whether System Deliverability Upgrades are required for Class Year XXXX Projects under the NYISO Deliverability Interconnection Standard. Class Year Interconnection Facilities Study shall mean interconnect a study conducted by NYISO or a third party consultant for the Developer to determine a list of facilities (including Connecting Transmission Owner’s Attachment Facilities, Distribution Upgrades, System Upgrade Facilities and System Deliverability Upgrades as identified in the Interconnection System Reliability Impact Study), the cost of those facilities, and the time required to interconnect the new Large Generating Facility to the New York State Transmission System or to the Distribution System, or to materially increase the capacity of, or make a material modification to the operating characteristics of, an existing Large Generating Facility that is interconnected with the New York State Transmission System or with the Distribution System. The scope Interconnection Study shall mean any of the study is defined following studies: the Interconnection Feasibility Study, the Interconnection System Reliability Impact Study, and the Interconnection Facilities Study described in Section 30.8 of the Standard Large Facility Interconnection Procedures. Confidential Information Interconnection System Reliability Impact Study (“SRIS”) shall mean any information an engineering study, conducted in accordance with Section 30.7 of the Large Facility Interconnection Procedures, that is defined as confidential by Article 22 evaluates the impact of this Agreement. Connecting Transmission Owner shall mean the New York public utility or authority (or its designated agent) that (i) owns facilities used for proposed Large Generating Facility on the transmission of Energy in interstate commerce safety and provides Transmission Service under the Tariff, (ii) owns, leases or otherwise SERVICE AGREEMENT NO. 2472 possesses an interest in the portion reliability of the New York State Transmission System modified by the Transmission Projectand, and (iii) is a Party to this Agreement. Control Area shall mean if applicable, an electric power system or combination of electric power systems to which a common automatic generation control scheme is applied in order to: (1) matchAffected System, at all times, the power output of the Generators within the electric power system(s) and capacity and energy purchased from entities outside the electric power system(s), with the Load within the electric power system(s); (2) maintain scheduled interchange with other Control Areas, within the limits of Good Utility Practice; (3) maintain the frequency of the electric power system(s) within reasonable limits in accordance with Good Utility Practice; and (4) provide sufficient generating capacity to maintain Operating Reserves in accordance with Good Utility Practice. A Control Area must be certified by the NPCC. Default shall mean the failure of a Party in Breach of this Agreement to cure such Breach in accordance with Article 17 of this Agreement. Effective Date shall mean the date on which this Agreement becomes effective upon execution by the Parties, subject to acceptance by the Commission, or if filed unexecuted, upon the date specified by the Commission. Environmental Law shall mean Applicable Laws and Regulations relating to pollution or protection of the environment or natural resources. Facilities Study shall mean the study conducted pursuant to Section 22.9 of Attachment P of the NYISO OATT to determine a list of facilities required to reliably interconnect the Transmission Project (including Network Upgrade what Attachment Facilities) as identified in the , Distribution Upgrades and System Impact Study, the cost of those facilities, and the time required to interconnect the Transmission Project with the New York State Transmission System. Facilities Study Agreement shall mean the agreement described in Section 22.9.1 of Attachment P of the NYISO OATT for conducting the Facilities Study. Federal Power Act shall mean the Federal Power Act, as amended, 16 U.S.C. §§ 791a et seq. (“FPA”). FERC shall mean the Federal Energy Regulatory Commission (“Commission”) or its successor. Force Majeure shall mean any 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, any order, regulation or restriction imposed by governmental, military or lawfully established civilian authorities, or any other cause beyond a Party’s control. A Force Majeure event does not include acts of negligence or intentional wrongdoing by the Party claiming Force Majeure. Good Utility Practice shall mean any of the practices, methods and acts engaged in or approved by a significant portion of the electric industry during the relevant time period, or 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, could have been expected to accomplish the desired SERVICE AGREEMENT NO. 2472 result at a reasonable cost consistent with good business practices, reliability, safety and expedition. Good Utility Practice is not intended to be limited to the optimum practice, method, or act to the exclusion of all others, but rather to delineate acceptable practices, methods, or acts generally accepted in the region. Governmental Authority shall mean any federal, state, local or other governmental regulatory or administrative agency, court, commission, department, board, or other governmental subdivision, legislature, rulemaking board, tribunal, or other governmental authority having jurisdiction over any of the Parties, their respective facilities, or the respective services they provide, and exercising or entitled to exercise any administrative, executive, police, or taxing authority or power; provided, however, that such term does not include Transmission Developer, NYISO, Affected Transmission Owner, Connecting Transmission Owner, or any Affiliate thereof. Hazardous Substances shall mean any chemicals, materials or substances defined as or included in the definition of “hazardous substances,” “hazardous wastes,” “hazardous materials,” “hazardous constituents,” “restricted hazardous materials,” “extremely hazardous substances,” “toxic substances,” “radioactive substances,” “contaminants,” “pollutants,” “toxic pollutants” or words of similar meaning and regulatory effect under any applicable Environmental Law, or any other chemical, material or substance, exposure to which is prohibited, limited or regulated by any applicable Environmental Law. Highway shall mean 115 kV and higher transmission facilities that comprise the following NYCA interfaces: Xxxxxxxx East, West Central, Xxxxxx East, Xxxxx South, Central East/Total East, and UPNY-ConEd, and their immediately connected, in series, bulk power system facilities in New York State. Each interface shall be evaluated to determine additional “in series” facilities, defined as any transmission facility higher than 115 kV that (a) is located in an upstream or downstream zone adjacent to the interface and (b) has a power transfer distribution factor (DFAX) equal to or greater than five percent when the aggregate of generation in zones or systems adjacent to the upstream zone or zones that define the interface is shifted to the aggregate of generation in zones or systems adjacent to the downstream zone or zones that define the interface. In determining “in series” facilities for Xxxxxxxx East and West Central interfaces, the 115 kV and 230 kV tie lines between NYCA and PJM located in LBMP Zones A and B shall not participate in the transfer. Highway transmission facilities are listed in ISO Procedures. Initial Synchronization Date shall mean the date upon which the Transmission Project and Network Upgrade Facilities are initially synchronized with needed for the proposed Large Generation Facility of the Developer to connect reliably to the New York State Transmission System and upon which Trial Operation beginsor to the Distribution System in a manner that meets the NYISO Minimum Interconnection Standard in Attachment X to the NYISO OATT. In-Service Date Interconnection System Reliability Impact Study Agreement shall mean the date upon which the Transmission Project and Network Upgrade Facilities are energized consistent with the provisions of this Agreement and available to provide Transmission Service under the NYISO’s Tariffs, notice of which shall be provided by Connecting Transmission Owner in the form of agreement contained in Appendix E to this Agreement3 of the Standard Large Facility Interconnection Procedures for conducting the Interconnection System Reliability Impact Study. IRS shall mean the Internal Revenue Service. Large Generating Facility shall mean a Generating Facility having a Generating Facility Capacity of more than 20 MW. Loss shall mean any and all losses relating to injury to or death of any person or damage to property, demand, suits, recoveries, costs and expenses, court costs, attorney fees, and all other obligations by or to third parties, arising out of or resulting from the Indemnified Party’s performance or non-performance of its obligations under this Agreement on behalf of the Indemnifying Party, except in cases of gross negligence or intentional wrongdoing by the Indemnified Party.

SERVICE AGREEMENT NO. 2472 Base Case shall mean the base case power flow, short circuit, and stability data bases used for the Transmission Interconnection Studies by the NYISO, Connecting Transmission Owner, or the Transmission Developer, as described in Section 22.6.1 of the Transmission Interconnection Procedures. Breach shall mean the failure of a Party to perform or observe any material term or condition of this Agreement. Breaching Party shall mean a Party that is in Breach of this Agreement. Business Day shall mean Monday through Friday, excluding federal holidays. Byway shall mean all transmission facilities comprising the New York State Transmission System that are neither Highways nor Other Interfaces. All transmission facilities in Zone J and Zone K are Byways. 2356 Calendar Day shall mean any day including Saturday, Sunday or a federal holiday. Capacity Region shall mean one of four subsets of the Installed Capacity statewide markets comprised of (1) Rest of State (i.e., Load Zones A through F); (2) Lower Xxxxxx Valley (i.e., Load Zones G, H and I); (3) New York City (i.e., Load Zone J); and (4) Long Island (i.e., Load Zone K)) , except for Class Year Interconnection Facility Studies conducted prior to Class Year 2012, for which “Capacity Region” shall be defined as set forth in Section 25.7.3 of Attachment S to the NYISO OATT. Capacity Resource Interconnection Service (“XXXX”) shall mean the service provided by NYISO to Transmission Developers that satisfy the NYISO Deliverability Interconnection Standard or that are otherwise eligible to receive XXXX in accordance with Attachment S to the ISO NYISO OATT; such service being one of the eligibility requirements for participation as a NYISO Installed Capacity Supplier. Class Year Deliverability Study shall mean an assessment, conducted by the NYISO staff in cooperation with Market Participants, to determine whether System Deliverability Upgrades are required for Class Year XXXX Projects under the NYISO Deliverability Interconnection Standard. Class Year Interconnection Facilities Study Clustering shall mean the process whereby a study conducted by NYISO or a third party consultant group of Interconnection Requests is studied together, instead of serially, for the Developer to determine a list purpose of facilities (including Connecting Transmission Owner’s Attachment Facilities, Distribution Upgrades, System Upgrade Facilities and System Deliverability Upgrades as identified in conducting the Interconnection System Reliability Impact Study). Commercial Operation shall mean the status of a Large Generating Facility that has commenced generating electricity for sale, excluding electricity generated during Trial Operation. Commercial Operation Date of a unit shall mean the cost of those facilities, and the time required to interconnect date on which the Large Generating Facility with commences Commercial Operation as agreed to by the New York State Transmission System or with the Distribution System. The scope of the study is defined in Section 30.8 of the Standard Large Facility Interconnection ProceduresParties pursuant to Appendix E to this Agreement. Confidential Information shall mean any information that is defined as confidential by Article 22 of this Agreement. Connecting Transmission Owner shall mean the New York public utility or authority (or its designated agent) that (i) owns facilities used for the transmission of Energy in interstate commerce and provides Transmission Service under the Tariff, (ii) owns, leases or otherwise SERVICE AGREEMENT NO. 2472 possesses an interest in the portion of the New York State Transmission System modified by or Distribution System at the Transmission ProjectPoint of Interconnection, and (iii) is a Party to this the Standard Large Interconnection Agreement. Control Area Connecting Transmission Owner’s Attachment Facilities shall mean an electric power system all facilities and equipment owned, controlled or combination of electric power systems to which a common automatic generation control scheme is applied in order to: (1) match, at all times, the power output of the Generators within the electric power system(s) and capacity and energy purchased from entities outside the electric power system(s), with the Load within the electric power system(s); (2) maintain scheduled interchange with other Control Areas, within the limits of Good Utility Practice; (3) maintain the frequency of the electric power system(s) within reasonable limits in accordance with Good Utility Practice; and (4) provide sufficient generating capacity to maintain Operating Reserves in accordance with Good Utility Practice. A Control Area must be certified operated by the NPCC. Default shall mean Connecting Transmission Owner from the failure Point of a Party in Breach Change of this Agreement Ownership to cure such Breach in accordance with Article 17 the Point of this Agreement. Effective Date shall mean the date on which this Agreement becomes effective upon execution by the Parties, subject to acceptance by the Commission, or if filed unexecuted, upon the date specified by the Commission. Environmental Law shall mean Applicable Laws and Regulations relating to pollution or protection of the environment or natural resources. Facilities Study shall mean the study conducted pursuant to Section 22.9 of Attachment P of the NYISO OATT to determine a list of facilities required to reliably interconnect the Transmission Project (including Network Upgrade Facilities) Interconnection as identified in the System Impact Study, the cost of those facilities, and the time required to interconnect the Transmission Project with the New York State Transmission System. Facilities Study Agreement shall mean the agreement described in Section 22.9.1 of Attachment P of the NYISO OATT for conducting the Facilities Study. Federal Power Act shall mean the Federal Power Act, as amended, 16 U.S.C. §§ 791a et seq. (“FPA”). FERC shall mean the Federal Energy Regulatory Commission (“Commission”) or its successor. Force Majeure shall mean any 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, any order, regulation or restriction imposed by governmental, military or lawfully established civilian authorities, or any other cause beyond a Party’s control. Appendix A Force Majeure event does not include acts of negligence or intentional wrongdoing by the Party claiming Force Majeure. Good Utility Practice shall mean any of the practices, methods and acts engaged in or approved by a significant portion of the electric industry during the relevant time period, or 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, could have been expected to accomplish the desired SERVICE AGREEMENT NO. 2472 result at a reasonable cost consistent with good business practices, reliability, safety and expedition. Good Utility Practice is not intended to be limited to the optimum practiceStandard Large Generator Interconnection Agreement, methodincluding any modifications, additions or act upgrades to the exclusion of all others, but rather to delineate acceptable practices, methods, or acts generally accepted in the regionsuch facilities and equipment. Governmental Authority shall mean any federal, state, local or other governmental regulatory or administrative agency, court, commission, department, board, or other governmental subdivision, legislature, rulemaking board, tribunal, or other governmental authority having jurisdiction over any of the Parties, their respective facilities, or the respective services they provide, and exercising or entitled to exercise any administrative, executive, police, or taxing authority or power; provided, however, that such term does not include Transmission Developer, NYISO, Affected Transmission Owner, Connecting Transmission Owner, or any Affiliate thereof. Hazardous Substances shall mean any chemicals, materials or substances defined as or included in the definition of “hazardous substances,” “hazardous wastes,” “hazardous materials,” “hazardous constituents,” “restricted hazardous materials,” “extremely hazardous substances,” “toxic substances,” “radioactive substances,” “contaminants,” “pollutants,” “toxic pollutants” or words of similar meaning ’s Attachment Facilities are sole use facilities and regulatory effect under any applicable Environmental Law, or any other chemical, material or substance, exposure to which is prohibited, limited or regulated by any applicable Environmental Law. Highway shall mean 115 kV and higher transmission facilities that comprise the following NYCA interfaces: Xxxxxxxx East, West Central, Xxxxxx East, Xxxxx South, Central East/Total East, and UPNY-ConEd, and their immediately connected, in series, bulk power system facilities in New York State. Each interface shall be evaluated to determine additional “in series” facilities, defined as any transmission facility higher than 115 kV that (a) is located in an upstream or downstream zone adjacent to the interface and (b) has a power transfer distribution factor (DFAX) equal to or greater than five percent when the aggregate of generation in zones or systems adjacent to the upstream zone or zones that define the interface is shifted to the aggregate of generation in zones or systems adjacent to the downstream zone or zones that define the interface. In determining “in series” facilities for Xxxxxxxx East and West Central interfaces, the 115 kV and 230 kV tie lines between NYCA and PJM located in LBMP Zones A and B shall not participate in the transfer. Highway transmission facilities are listed in ISO Procedures. Initial Synchronization Date shall mean the date upon which the Transmission Project and Network include Stand Alone System Upgrade Facilities are initially synchronized with the New York State Transmission or System and upon which Trial Operation begins. In-Service Date shall mean the date upon which the Transmission Project and Network Upgrade Facilities are energized consistent with the provisions of this Agreement and available to provide Transmission Service under the NYISO’s Tariffs, notice of which shall be provided by Connecting Transmission Owner in the form of Appendix E to this Agreement. IRS shall mean the Internal Revenue ServiceFacilities.

SERVICE AGREEMENT NO. 2472 Base Case shall mean the base case power flow, short circuit, and stability data bases used for the Transmission Interconnection Studies by the NYISO, Connecting Transmission Owner, or the Transmission Developer, as described in Section 22.6.1 of the Transmission Interconnection Procedures. Breach shall mean the failure of a Party to perform or observe any material term or condition of this Agreement. 2710 Breaching Party shall mean a Party that is in Breach of this Agreement. Business Day shall mean Monday through Friday, excluding federal holidays. Byway shall mean all transmission facilities comprising the New York State Transmission System that are neither Highways nor Other Interfaces. All transmission facilities in Zone J and Zone K are Byways. Calendar Day shall mean any day including Saturday, Sunday or a federal holiday. Capacity Region shall mean one of four subsets of the Installed Capacity statewide markets comprised of (1) Rest of State (i.e., Load Zones A through F); (2) Lower Xxxxxx Valley (i.e., Load Zones G, H and I); (3) New York City (i.e., Load Zone J); and (4) Long Island (i.e., Load Zone K)) , except for Class Year Interconnection Facility Studies conducted prior to Class Year 2012, for which “Capacity Region” shall be defined as set forth in Section 25.7.3 of Attachment S to the ISO OATT. Capacity Resource Interconnection Service (“XXXX”) shall mean the service provided by NYISO to Transmission Developers that satisfy the NYISO Deliverability Interconnection Standard or that are otherwise eligible to receive XXXX in accordance with Attachment S to the ISO OATT; such service being one of the eligibility requirements for participation as a NYISO Installed Capacity Supplier. Class Year Deliverability Study shall mean an assessment, conducted by the NYISO staff in cooperation with Market Participants, to determine whether System Deliverability Upgrades are required for Class Year XXXX Projects under the NYISO Deliverability Interconnection Standard. Class Year Interconnection Facilities Study Commercial Operation shall mean the status of a study conducted Merchant Transmission Facility that has commenced transmitting electricity for sale, excluding electricity transmitted during Trial Operation. Commercial Operation Date of a unit shall mean the date on which the Merchant Transmission Facility commences Commercial Operation as agreed to by the Parties, notice of which must be provided to the NYISO or a third party consultant for the Developer to determine a list of facilities (including Connecting Transmission Owner’s Attachment Facilities, Distribution Upgrades, System Upgrade Facilities and System Deliverability Upgrades as identified in the Interconnection System Reliability Impact Study), the cost form of those facilities, and the time required Appendix E-2 to interconnect the Large Generating Facility with the New York State Transmission System or with the Distribution System. The scope of the study is defined in Section 30.8 of the Standard Large Facility Interconnection Proceduresthis Agreement. Confidential Information shall mean any information that is defined as confidential by Article 22 of this Agreement. Connecting Transmission Owner shall mean the New York public utility or authority (or its designated agent) that (i) owns facilities used for the transmission of Energy in interstate commerce and provides Transmission Service under the Tariff, (ii) owns, leases or otherwise SERVICE AGREEMENT NO. 2472 possesses an interest in the portion of the New York State Transmission System modified by the Transmission Project, and (iii) is a Party to this Agreement. Control Area shall mean an electric power system or combination of electric power systems to which a common automatic generation control scheme is applied in order to: (1) match, at all times, the power output of the Generators within the electric power system(s) and capacity and energy purchased from entities outside the electric power system(s), with the Load within the electric power system(s); (2) maintain scheduled interchange with other Control Areas, within the limits of Good Utility Practice; (3) maintain the frequency of the electric power system(s) within reasonable limits in accordance with Good Utility Practice; and (4) provide sufficient generating capacity to maintain Operating Reserves in accordance with Good Utility Practice. A Control Area must be certified by the NPCC. Default shall mean the failure of a Party in Breach of this Agreement to cure such Breach in accordance with Article 17 of this Agreement. Effective Date shall mean the date on which this Agreement becomes effective upon execution by the Parties, subject to acceptance by the Commission, or if filed unexecuted, upon the date specified by the Commission. Environmental Law shall mean Applicable Laws and Regulations relating to pollution or protection of the environment or natural resources. Facilities Study shall mean the study conducted pursuant to Section 22.9 of Attachment P of the NYISO OATT to determine a list of facilities required to reliably interconnect the Transmission Project (including Network Upgrade Facilities) as identified in the System Impact Study, the cost of those facilities, and the time required to interconnect the Transmission Project with the New York State Transmission System. Facilities Study Agreement shall mean the agreement described in Section 22.9.1 of Attachment P of the NYISO OATT for conducting the Facilities Study. Federal Power Act shall mean the Federal Power Act, as amended, 16 U.S.C. §§ 791a et seq. (“FPA”). FERC shall mean the Federal Energy Regulatory Commission (“Commission”) or its successor. Force Majeure shall mean any 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, any order, regulation or restriction imposed by governmental, military or lawfully established civilian authorities, or any other cause beyond a Party’s control. A Force Majeure event does not include acts of negligence or intentional wrongdoing by the Party claiming Force Majeure. Good Utility Practice shall mean any of the practices, methods and acts engaged in or approved by a significant portion of the electric industry during the relevant time period, or 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, could have been expected to accomplish the desired SERVICE AGREEMENT NO. 2472 result at a reasonable cost consistent with good business practices, reliability, safety and expedition. Good Utility Practice is not intended to be limited to the optimum practice, method, or act to the exclusion of all others, but rather to delineate acceptable practices, methods, or acts generally accepted in the region. Governmental Authority shall mean any federal, state, local or other governmental regulatory or administrative agency, court, commission, department, board, or other governmental subdivision, legislature, rulemaking board, tribunal, or other governmental authority having jurisdiction over any of the Parties, their respective facilities, or the respective services they provide, and exercising or entitled to exercise any administrative, executive, police, or taxing authority or power; provided, however, that such term does not include Transmission Developer, NYISO, Affected Transmission Owner, Connecting Transmission Owner, or any Affiliate thereof. Hazardous Substances shall mean any chemicals, materials or substances defined as or included in the definition of “hazardous substances,” “hazardous wastes,” “hazardous materials,” “hazardous constituents,” “restricted hazardous materials,” “extremely hazardous substances,” “toxic substances,” “radioactive substances,” “contaminants,” “pollutants,” “toxic pollutants” or words of similar meaning and regulatory effect under any applicable Environmental Law, or any other chemical, material or substance, exposure to which is prohibited, limited or regulated by any applicable Environmental Law. Highway shall mean 115 kV and higher transmission facilities that comprise the following NYCA interfaces: Xxxxxxxx East, West Central, Xxxxxx East, Xxxxx South, Central East/Total East, and UPNY-ConEd, and their immediately connected, in series, bulk power system facilities in New York State. Each interface shall be evaluated to determine additional “in series” facilities, defined as any transmission facility higher than 115 kV that (a) is located in an upstream or downstream zone adjacent to the interface and (b) has a power transfer distribution factor (DFAX) equal to or greater than five percent when the aggregate of generation in zones or systems adjacent to the upstream zone or zones that define the interface is shifted to the aggregate of generation in zones or systems adjacent to the downstream zone or zones that define the interface. In determining “in series” facilities for Xxxxxxxx East and West Central interfaces, the 115 kV and 230 kV tie lines between NYCA and PJM located in LBMP Zones A and B shall not participate in the transfer. Highway transmission facilities are listed in ISO Procedures. Initial Synchronization Date shall mean the date upon which the Transmission Project and Network Upgrade Facilities are initially synchronized with the New York State Transmission System and upon which Trial Operation begins. In-Service Date shall mean the date upon which the Transmission Project and Network Upgrade Facilities are energized consistent with the provisions of this Agreement and available to provide Transmission Service under the NYISO’s Tariffs, notice of which shall be provided by Connecting Transmission Owner in the form of Appendix E to this Agreement. IRS shall mean the Internal Revenue Service.

SERVICE AGREEMENT NO. 2472 Base Case shall mean the base case power flow, short circuit, and stability data bases used for the Transmission Interconnection Studies by the NYISO, Connecting Transmission Owner, or the Transmission Developer, as described in Section 22.6.1 of the Transmission Interconnection Procedures. Breach shall mean the failure of a Party to perform or observe any material term or condition of this Agreement. Breaching Party shall mean a Party that is in Breach of this Agreement. 2356 Business Day shall mean Monday through Friday, excluding federal holidays. Byway shall mean all transmission facilities comprising the New York State Transmission System that are neither Highways nor Other Interfaces. All transmission facilities in Zone J and Zone K are Byways. Calendar Day shall mean any day including Saturday, Sunday or a federal holiday. Capacity Region shall mean one of four subsets of the Installed Capacity statewide markets comprised of (1) Rest of State (i.e., Load Zones A through F); (2) Lower Xxxxxx Valley (i.e., Load Zones G, H and I); (3) New York City (i.e., Load Zone J); and (4) Long Island (i.e., Load Zone K)) , except for Class Year Interconnection Facility Studies conducted prior to Class Year 2012, for which “Capacity Region” shall be defined as set forth in Section 25.7.3 of Attachment S to the ISO OATT. Capacity Resource Interconnection Service (“XXXX”) shall mean the service provided by NYISO to Transmission Developers that satisfy the NYISO Deliverability Interconnection Standard or that are otherwise eligible to receive XXXX in accordance with Attachment S to the ISO OATT; such service being one of the eligibility requirements for participation as a NYISO Installed Capacity Supplier. Class Year Deliverability Study shall mean an assessment, conducted by the NYISO staff in cooperation with Market Participants, to determine whether System Deliverability Upgrades are required for Class Year XXXX Projects under the NYISO Deliverability Interconnection Standard. Class Year Interconnection Facilities Study Commercial Operation shall mean the status of a study conducted by NYISO or Large Generating Facility that has commenced generating electricity for sale, excluding electricity generated during Trial Operation. Commercial Operation Date of a third party consultant for unit shall mean the Developer to determine a list of facilities (including Connecting Transmission Owner’s Attachment Facilities, Distribution Upgrades, System Upgrade Facilities and System Deliverability Upgrades as identified in the Interconnection System Reliability Impact Study), the cost of those facilities, and the time required to interconnect date on which the Large Generating Facility with commences Commercial Operation as agreed to by the New York State Transmission System or with the Distribution System. The scope of the study is defined in Section 30.8 of the Standard Large Facility Interconnection ProceduresParties pursuant to Appendix E to this Agreement. Confidential Information shall mean any information that is defined as confidential by Article 22 of this Agreement. Connecting Transmission Owner shall mean the New York public utility or authority (or its designated agent) that (i) owns facilities used for the transmission of Energy in interstate commerce and provides Transmission Service under the Tariff, (ii) owns, leases or otherwise SERVICE AGREEMENT NO. 2472 possesses an interest in the portion of the New York State Transmission System modified by or Distribution System at the Transmission ProjectPoint of Interconnection, and (iii) is a Party to this Agreement. Connecting Transmission Owner’s Attachment Facilities shall mean all facilities and equipment owned, controlled or operated by the Connecting Transmission Owner from the Point of Change of Ownership to the Point of Interconnection as identified in Appendix A to the Standard Large Generator Interconnection Agreement, including any modifications, additions or upgrades to such facilities and equipment. Connecting Transmission Owner’s Attachment SERVICE AGREEMENT NO. 2356 Facilities are sole use facilities and shall not include Stand Alone System Upgrade Facilities, System Upgrade Facilities, or System Deliverability Upgrades. Control Area shall mean an electric power system or combination of electric power systems to which a common automatic generation control scheme is applied in order to: (1) match, at all times, the power output of the Generators within the electric power system(s) and capacity and energy purchased from entities outside the electric power system(s), with the Load within the electric power system(s); (2) maintain scheduled interchange with other Control Areas, within the limits of Good Utility Practice; (3) maintain the frequency of the electric power system(s) within reasonable limits in accordance with Good Utility Practice; and (4) provide sufficient generating capacity to maintain Operating Reserves in accordance with Good Utility Practice. A Control Area must be certified by the NPCC. Default shall mean the failure of a Party in Breach of this Agreement to cure such Breach in accordance with Article 17 of this Agreement. Developer shall mean an Eligible Customer developing a Large Generating Facility, proposing to connect to the New York State Transmission System, in compliance with the NYISO Minimum Interconnection Standard. Developer’s Attachment Facilities shall mean all facilities and equipment, as identified in Appendix A of this Agreement, that are located between the Large Generating Facility and the Point of Change of Ownership, including any modification, addition, or upgrades to such facilities and equipment necessary to physically and electrically interconnect the Large Generating Facility to the New York State Transmission System. Developer’s Attachment Facilities are sole use facilities. Distribution System shall mean the Connecting Transmission Owner’s facilities and equipment used to distribute electricity that are subject to FERC jurisdiction, and are subject to the NYISO’s Large Facility Interconnection Procedures in Attachment X to the ISO OATT or Small Generator Interconnection Procedures in Attachment Z to the ISO OATT under FERC Order Nos. 2003 and/or 2006. The term Distribution System shall not include LIPA’s distribution facilities. Distribution Upgrades shall mean the additions, modifications, and upgrades to the Connecting Transmission Owner’s Distribution System at or beyond the Point of Interconnection to facilitate interconnection of a Large Facility or Small Generating Facility and render the transmission service necessary to affect the Developer’s wholesale sale of electricity in interstate commerce. Distribution Upgrades do not include Attachment Facilities, System Upgrade Facilities, or System Deliverability Upgrades. Distribution Upgrades are sole use facilities and shall not include Stand Alone System Upgrade Facilities, System Upgrade Facilities, or System Deliverability Upgrades. Effective Date shall mean the date on which this Agreement becomes effective upon execution by the Parties, subject to acceptance by the Commission, or if filed unexecuted, upon the date specified by the Commission. Environmental Law shall mean Applicable Laws and Regulations relating to pollution or protection of the environment or natural resources. Facilities Study shall mean the study conducted pursuant to Section 22.9 of Attachment P of the NYISO OATT to determine a list of facilities required to reliably interconnect the Transmission Project (including Network Upgrade Facilities) as identified in the System Impact Study, the cost of those facilities, and the time required to interconnect the Transmission Project with the New York State Transmission System. Facilities Study Agreement shall mean the agreement described in Section 22.9.1 of Attachment P of the NYISO OATT for conducting the Facilities Study. Federal Power Act shall mean the Federal Power Act, as amended, 16 U.S.C. §§ 791a et seq. (“FPA”). FERC shall mean the Federal Energy Regulatory Commission (“Commission”) or its successor. Force Majeure shall mean any 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, any order, regulation or restriction imposed by governmental, military or lawfully established civilian authorities, or any other cause beyond a Party’s control. A Force Majeure event does not include acts of negligence or intentional wrongdoing by the Party claiming Force Majeure. Good Utility Practice shall mean any of the practices, methods and acts engaged in or approved by a significant portion of the electric industry during the relevant time period, or 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, could have been expected to accomplish the desired SERVICE AGREEMENT NO. 2472 result at a reasonable cost consistent with good business practices, reliability, safety and expedition. Good Utility Practice is not intended to be limited to the optimum practice, method, or act to the exclusion of all others, but rather to delineate acceptable practices, methods, or acts generally accepted in the region. Governmental Authority shall mean any federal, state, local or other governmental regulatory or administrative agency, court, commission, department, board, or other governmental subdivision, legislature, rulemaking board, tribunal, or other governmental authority having jurisdiction over any of the Parties, their respective facilities, or the respective services they provide, and exercising or entitled to exercise any administrative, executive, police, or taxing authority or power; provided, however, that such term does not include Transmission Developer, NYISO, Affected Transmission Owner, Connecting Transmission Owner, or any Affiliate thereof. Hazardous Substances shall mean any chemicals, materials or substances defined as or included in the definition of “hazardous substances,” “hazardous wastes,” “hazardous materials,” “hazardous constituents,” “restricted hazardous materials,” “extremely hazardous substances,” “toxic substances,” “radioactive substances,” “contaminants,” “pollutants,” “toxic pollutants” or words of similar meaning and regulatory effect under any applicable Environmental Law, or any other chemical, material or substance, exposure to which is prohibited, limited or regulated by any applicable Environmental Law. Highway shall mean 115 kV and higher transmission facilities that comprise the following NYCA interfaces: Xxxxxxxx East, West Central, Xxxxxx East, Xxxxx South, Central East/Total East, and UPNY-ConEd, and their immediately connected, in series, bulk power system facilities in New York State. Each interface shall be evaluated to determine additional “in series” facilities, defined as any transmission facility higher than 115 kV that (a) is located in an upstream or downstream zone adjacent to the interface and (b) has a power transfer distribution factor (DFAX) equal to or greater than five percent when the aggregate of generation in zones or systems adjacent to the upstream zone or zones that define the interface is shifted to the aggregate of generation in zones or systems adjacent to the downstream zone or zones that define the interface. In determining “in series” facilities for Xxxxxxxx East and West Central interfaces, the 115 kV and 230 kV tie lines between NYCA and PJM located in LBMP Zones A and B shall not participate in the transfer. Highway transmission facilities are listed in ISO Procedures. Initial Synchronization Date shall mean the date upon which the Transmission Project and Network Upgrade Facilities are initially synchronized with the New York State Transmission System and upon which Trial Operation begins. In-Service Date shall mean the date upon which the Transmission Project and Network Upgrade Facilities are energized consistent with the provisions of this Agreement and available to provide Transmission Service under the NYISO’s Tariffs, notice of which shall be provided by Connecting Transmission Owner in the form of Appendix E to this Agreement. IRS shall mean the Internal Revenue Service.

SERVICE AGREEMENT NO. 2472 2672 Base Case shall mean the base case power flow, short circuit, and stability data bases used for the Transmission Interconnection Studies by the NYISO, Connecting Transmission Owner, Owner or the Transmission Developer, as ; described in Section 22.6.1 30.2.3 of the Transmission Standard Large Facility Interconnection Procedures. Breach shall mean the failure of a Party to perform or observe any material term or condition of this Agreement. Breaching Party shall mean a Party that is in Breach of this Agreement. Business Day shall mean Monday through Friday, excluding federal holidays. Byway shall mean all transmission facilities comprising the New York State Transmission System that are neither Highways nor Other Interfaces. All transmission facilities in Zone J and Zone K are Byways. Calendar Day shall mean any day including Saturday, Sunday or a federal holiday. Capacity Region shall mean one of four subsets of the Installed Capacity statewide markets comprised of (1) Rest of State (i.e., Load Zones A through F); (2) Lower Xxxxxx Valley (i.e., Load Zones G, H and I); (3) New York City (i.e., Load Zone J); and (4) Long Island (i.e., Load Zone K), except for Class Year Interconnection Facility Studies conducted prior to Class Year 2012, for which “Capacity Region” shall be defined as set forth in Section 25.7.3 of Attachment S to the ISO OATT. Capacity Resource Interconnection Service (“XXXX”) shall mean the service provided by NYISO to Transmission Developers that satisfy the NYISO Deliverability Interconnection Standard or that are otherwise eligible to receive XXXX in accordance with Attachment S to the ISO OATT; such service being one of the eligibility requirements for participation as a NYISO Installed Capacity Supplier. Class Year Deliverability Study shall mean an assessment, conducted by the NYISO staff in cooperation with Market Participants, to determine whether System Deliverability Upgrades are required for Class Year XXXX Projects under the NYISO Deliverability Interconnection Standard. Class Year Interconnection Facilities Study Commercial Operation shall mean the status of a study conducted by NYISO or Large Generating Facility that has commenced generating electricity for sale, excluding electricity generated during Trial Operation. Commercial Operation Date of a third party consultant for unit shall mean the Developer to determine a list of facilities (including Connecting Transmission Owner’s Attachment Facilities, Distribution Upgrades, System Upgrade Facilities and System Deliverability Upgrades as identified in the Interconnection System Reliability Impact Study), the cost of those facilities, and the time required to interconnect date on which the Large Generating Facility with commences Commercial Operation as agreed to by the New York State Transmission System or with Parties, notice of which must be provided to the Distribution System. The scope NYISO in the form of the study is defined in Section 30.8 of the Standard Large Facility Interconnection ProceduresAppendix E-2 to this Agreement. Confidential Information shall mean any information that is defined as confidential by Article 22 of this Agreement. Connecting Transmission Owner shall mean the New York public utility or authority (or its designated agent) that (i) owns facilities used for the transmission of Energy in interstate commerce and provides Transmission Service under the Tariff, (ii) owns, leases or otherwise SERVICE AGREEMENT NO. 2472 2672 possesses an interest in the portion of the New York State Transmission System modified by or Distribution System at the Transmission ProjectPoint of Interconnection, and (iii) is a Party to this Agreement. Connecting Transmission Owner’s Attachment Facilities shall mean all facilities and equipment owned, controlled or operated by the Connecting Transmission Owner from the Point of Change of Ownership to the Point of Interconnection as identified in Appendix A to the Standard Large Generator Interconnection Agreement, including any modifications, additions or upgrades to such facilities and equipment. Connecting Transmission Owner’s Attachment Facilities are sole use facilities and shall not include Stand Alone System Upgrade Facilities, System Upgrade Facilities, or System Deliverability Upgrades. Contingent Facilities shall mean those Attachment Facilities and System Upgrade Facilities and/or System Deliverability Upgrades associated with Class Year Projects upon which the Large Facility’s Class Year Project Cost Allocations are dependent, and if delayed or not built, could impact the actual costs and timing of the Large Facility’s Project Cost Allocation for System Upgrade Facilities or System Deliverability Upgrades. Control Area shall mean an electric power system or combination of electric power systems to which a common automatic generation control scheme is applied in order to: (1) match, at all times, the power output of the Generators within the electric power system(s) and capacity and energy purchased from entities outside the electric power system(s), with the Load within the electric power system(s); (2) maintain scheduled interchange with other Control Areas, within the limits of Good Utility Practice; (3) maintain the frequency of the electric power system(s) within reasonable limits in accordance with Good Utility Practice; and (4) provide sufficient generating capacity to maintain Operating Reserves in accordance with Good Utility Practice. A Control Area must be certified by the NPCC. Default shall mean the failure of a Party in Breach of this Agreement to cure such Breach in accordance with Article 17 of this Agreement. Effective Date Developer shall mean an Eligible Customer developing a Large Generating Facility, proposing to connect to the date on which this Agreement becomes effective upon execution by New York State Transmission System, in compliance with the Parties, subject to acceptance by the Commission, or if filed unexecuted, upon the date specified by the CommissionNYISO Minimum Interconnection Standard. Environmental Law Developer’s Attachment Facilities shall mean Applicable Laws all facilities and Regulations relating to pollution or protection of the environment or natural resources. Facilities Study shall mean the study conducted pursuant to Section 22.9 of Attachment P of the NYISO OATT to determine a list of facilities required to reliably interconnect the Transmission Project (including Network Upgrade Facilities) equipment, as identified in Appendix A of this Agreement, that are located between the System Impact Study, the cost of those facilities, Large Generating Facility and the time required Point of Change of Ownership, including any modification, addition, or upgrades to such facilities and equipment necessary to physically and electrically interconnect the Transmission Project with Large Generating Facility to the New York State Transmission System. Developer’s Attachment Facilities Study Agreement are sole use facilities. Distribution System shall mean the agreement described in Section 22.9.1 of Attachment P of the NYISO OATT for conducting the Facilities Study. Federal Power Act shall mean the Federal Power Act, as amended, 16 U.S.C. §§ 791a et seq. (“FPA”). FERC shall mean the Federal Energy Regulatory Commission (“Commission”) or its successor. Force Majeure shall mean any 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, any order, regulation or restriction imposed by governmental, military or lawfully established civilian authorities, or any other cause beyond a Party’s control. A Force Majeure event does not include acts of negligence or intentional wrongdoing by the Party claiming Force Majeure. Good Utility Practice shall mean any of the practices, methods and acts engaged in or approved by a significant portion of the electric industry during the relevant time period, or 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, could have been expected to accomplish the desired SERVICE AGREEMENT NO. 2472 result at a reasonable cost consistent with good business practices, reliability, safety and expedition. Good Utility Practice is not intended to be limited to the optimum practice, method, or act to the exclusion of all others, but rather to delineate acceptable practices, methods, or acts generally accepted in the region. Governmental Authority shall mean any federal, state, local or other governmental regulatory or administrative agency, court, commission, department, board, or other governmental subdivision, legislature, rulemaking board, tribunal, or other governmental authority having jurisdiction over any of the Parties, their respective facilities, or the respective services they provide, and exercising or entitled to exercise any administrative, executive, police, or taxing authority or power; provided, however, that such term does not include Transmission Developer, NYISO, Affected Transmission Owner, Connecting Transmission Owner, or any Affiliate thereof. Hazardous Substances shall mean any chemicals, materials or substances defined as or included in the definition of “hazardous substances,” “hazardous wastes,” “hazardous materials,” “hazardous constituents,” “restricted hazardous materials,” “extremely hazardous substances,” “toxic substances,” “radioactive substances,” “contaminants,” “pollutants,” “toxic pollutants” or words of similar meaning ’s facilities and regulatory effect under any applicable Environmental Law, or any other chemical, material or substance, exposure equipment used to which is prohibited, limited or regulated by any applicable Environmental Law. Highway shall mean 115 kV and higher transmission facilities distribute electricity that comprise the following NYCA interfaces: Xxxxxxxx East, West Central, Xxxxxx East, Xxxxx South, Central East/Total Eastare subject to FERC jurisdiction, and UPNY-ConEd, and their immediately connected, in series, bulk power system facilities in New York State. Each interface shall be evaluated are subject to determine additional “in series” facilities, defined as any transmission facility higher than 115 kV that (a) is located in an upstream or downstream zone adjacent to the interface and (b) has a power transfer distribution factor (DFAX) equal to or greater than five percent when the aggregate of generation in zones or systems adjacent to the upstream zone or zones that define the interface is shifted to the aggregate of generation in zones or systems adjacent to the downstream zone or zones that define the interface. In determining “in series” facilities for Xxxxxxxx East and West Central interfaces, the 115 kV and 230 kV tie lines between NYCA and PJM located in LBMP Zones A and B shall not participate in the transfer. Highway transmission facilities are listed in ISO Procedures. Initial Synchronization Date shall mean the date upon which the Transmission Project and Network Upgrade Facilities are initially synchronized with the New York State Transmission System and upon which Trial Operation begins. In-Service Date shall mean the date upon which the Transmission Project and Network Upgrade Facilities are energized consistent with the provisions of this Agreement and available to provide Transmission Service under the NYISO’s Tariffs, notice of which Large Facility Interconnection Procedures in Attachment X to the ISO OATT or Small Generator Interconnection Procedures in Attachment Z to the ISO OATT under FERC Order Nos. 2003 and/or 2006. The term Distribution System shall be provided by Connecting Transmission Owner in the form of Appendix E to this Agreement. IRS shall mean the Internal Revenue Servicenot include LIPA’s distribution facilities.

SERVICE AGREEMENT NO. 2472 Base Case shall mean the base case power flow, short circuit, and stability data bases used for the Transmission Interconnection Studies by the NYISO, Connecting Transmission Owner, or the Transmission Developer, as described in Section 22.6.1 of the Transmission Interconnection Procedures. Breach shall mean the failure of a Party to perform or observe any material term or condition of this Agreement. Breaching Party shall mean a Party that is in Breach of this Agreement. Business Day shall mean Monday through Friday, excluding federal holidays. 2535 Byway shall mean all transmission facilities comprising the New York State Transmission System that are neither Highways nor Other Interfaces. All transmission facilities in Zone J and Zone K are Byways. Calendar Day shall mean any day including Saturday, Sunday or a federal holiday. Capacity Region shall mean one of four subsets of the Installed Capacity statewide markets comprised of (1) Rest of State (i.e., Load Zones A through F); (2) Lower Xxxxxx Valley (i.e., Load Zones G, H and I); (3) New York City (i.e., Load Zone J); and (4) Long Island (i.e., Load Zone K)) , except for Class Year Interconnection Facility Studies conducted prior to Class Year 2012, for which “Capacity Region” shall be defined as set forth in Section 25.7.3 of Attachment S to the ISO OATT. Capacity Resource Interconnection Service (“XXXX”) shall mean the service provided by NYISO to Transmission Developers that satisfy the NYISO Deliverability Interconnection Standard or that are otherwise eligible to receive XXXX in accordance with Attachment S to the ISO OATT; such service being one of the eligibility requirements for participation as a NYISO Installed Capacity Supplier. Class Year Deliverability Study shall mean an assessment, conducted by the NYISO staff in cooperation with Market Participants, to determine whether System Deliverability Upgrades are required for Class Year XXXX Projects under the NYISO Deliverability Interconnection Standard. Class Year Interconnection Facilities Study Commercial Operation shall mean the status of a study conducted by NYISO or Large Generating Facility that has commenced generating electricity for sale, excluding electricity generated during Trial Operation. Commercial Operation Date of a third party consultant for unit shall mean the Developer to determine a list of facilities (including Connecting Transmission Owner’s Attachment Facilities, Distribution Upgrades, System Upgrade Facilities and System Deliverability Upgrades as identified in the Interconnection System Reliability Impact Study), the cost of those facilities, and the time required to interconnect date on which the Large Generating Facility with commences Commercial Operation as agreed to by the New York State Transmission System or with Parties, notice of which must be provided to the Distribution System. The scope NYISO in the form of the study is defined in Section 30.8 of the Standard Large Facility Interconnection ProceduresAppendix E-2 to this Agreement. Confidential Information shall mean any information that is defined as confidential by Article 22 of this Agreement. Connecting Transmission Owner shall mean the New York public utility or authority (or its designated agent) that (i) owns facilities used for the transmission of Energy in interstate commerce and provides Transmission Service under the Tariff, (ii) owns, leases or otherwise SERVICE AGREEMENT NO. 2472 possesses an interest in the portion of the New York State Transmission System modified by or Distribution System at the Transmission ProjectPoint of Interconnection, and (iii) is a Party to this Agreement. Control Area Connecting Transmission Owner’s Attachment Facilities shall mean an electric power system all facilities and equipment owned, controlled or combination of electric power systems to which a common automatic generation control scheme is applied in order to: (1) match, at all times, the power output of the Generators within the electric power system(s) and capacity and energy purchased from entities outside the electric power system(s), with the Load within the electric power system(s); (2) maintain scheduled interchange with other Control Areas, within the limits of Good Utility Practice; (3) maintain the frequency of the electric power system(s) within reasonable limits in accordance with Good Utility Practice; and (4) provide sufficient generating capacity to maintain Operating Reserves in accordance with Good Utility Practice. A Control Area must be certified operated by the NPCC. Default shall mean Connecting Transmission Owner from the failure Point of a Party in Breach Change of this Agreement Ownership to cure such Breach in accordance with Article 17 the Point of this Agreement. Effective Date shall mean the date on which this Agreement becomes effective upon execution by the Parties, subject to acceptance by the Commission, or if filed unexecuted, upon the date specified by the Commission. Environmental Law shall mean Applicable Laws and Regulations relating to pollution or protection of the environment or natural resources. Facilities Study shall mean the study conducted pursuant to Section 22.9 of Attachment P of the NYISO OATT to determine a list of facilities required to reliably interconnect the Transmission Project (including Network Upgrade Facilities) Interconnection as identified in the System Impact Study, the cost of those facilities, and the time required to interconnect the Transmission Project with the New York State Transmission System. Facilities Study Agreement shall mean the agreement described in Section 22.9.1 of Attachment P of the NYISO OATT for conducting the Facilities Study. Federal Power Act shall mean the Federal Power Act, as amended, 16 U.S.C. §§ 791a et seq. (“FPA”). FERC shall mean the Federal Energy Regulatory Commission (“Commission”) or its successor. Force Majeure shall mean any 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, any order, regulation or restriction imposed by governmental, military or lawfully established civilian authorities, or any other cause beyond a Party’s control. Appendix A Force Majeure event does not include acts of negligence or intentional wrongdoing by the Party claiming Force Majeure. Good Utility Practice shall mean any of the practices, methods and acts engaged in or approved by a significant portion of the electric industry during the relevant time period, or 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, could have been expected to accomplish the desired SERVICE AGREEMENT NO. 2472 result at a reasonable cost consistent with good business practices, reliability, safety and expedition. Good Utility Practice is not intended to be limited to the optimum practiceStandard Large Generator Interconnection Agreement, methodincluding any modifications, additions or act upgrades to the exclusion of all others, but rather to delineate acceptable practices, methods, or acts generally accepted in the regionsuch facilities and equipment. Governmental Authority shall mean any federal, state, local or other governmental regulatory or administrative agency, court, commission, department, board, or other governmental subdivision, legislature, rulemaking board, tribunal, or other governmental authority having jurisdiction over any of the Parties, their respective facilities, or the respective services they provide, and exercising or entitled to exercise any administrative, executive, police, or taxing authority or power; provided, however, that such term does not include Transmission Developer, NYISO, Affected Transmission Owner, Connecting Transmission Owner’s Attachment Facilities are sole use facilities and shall not include Stand Alone System Upgrade Facilities, System Upgrade Facilities, or any Affiliate thereof. Hazardous Substances shall mean any chemicals, materials or substances defined as or included in the definition of “hazardous substances,” “hazardous wastes,” “hazardous materials,” “hazardous constituents,” “restricted hazardous materials,” “extremely hazardous substances,” “toxic substances,” “radioactive substances,” “contaminants,” “pollutants,” “toxic pollutants” or words of similar meaning and regulatory effect under any applicable Environmental Law, or any other chemical, material or substance, exposure to which is prohibited, limited or regulated by any applicable Environmental Law. Highway shall mean 115 kV and higher transmission facilities that comprise the following NYCA interfaces: Xxxxxxxx East, West Central, Xxxxxx East, Xxxxx South, Central East/Total East, and UPNY-ConEd, and their immediately connected, in series, bulk power system facilities in New York State. Each interface shall be evaluated to determine additional “in series” facilities, defined as any transmission facility higher than 115 kV that (a) is located in an upstream or downstream zone adjacent to the interface and (b) has a power transfer distribution factor (DFAX) equal to or greater than five percent when the aggregate of generation in zones or systems adjacent to the upstream zone or zones that define the interface is shifted to the aggregate of generation in zones or systems adjacent to the downstream zone or zones that define the interface. In determining “in series” facilities for Xxxxxxxx East and West Central interfaces, the 115 kV and 230 kV tie lines between NYCA and PJM located in LBMP Zones A and B shall not participate in the transfer. Highway transmission facilities are listed in ISO Procedures. Initial Synchronization Date shall mean the date upon which the Transmission Project and Network Upgrade Facilities are initially synchronized with the New York State Transmission System and upon which Trial Operation begins. In-Service Date shall mean the date upon which the Transmission Project and Network Upgrade Facilities are energized consistent with the provisions of this Agreement and available to provide Transmission Service under the NYISO’s Tariffs, notice of which shall be provided by Connecting Transmission Owner in the form of Appendix E to this Agreement. IRS shall mean the Internal Revenue ServiceDeliverability Upgrades.

SERVICE AGREEMENT NO. 2472 1668 Base Case shall mean the base case power flow, short circuit, and stability data bases used for the Transmission Interconnection Studies by the NYISO, Connecting Transmission Owner, Owner or the Transmission Developer, as ; described in Section 22.6.1 30.2.3 of the Transmission Large Facility Interconnection Procedures. Breach shall mean the failure of a Party to perform or observe any material term or condition of this Agreement. Breaching Party shall mean a Party that is in Breach of this Agreement. Business Day shall mean Monday through Friday, excluding federal holidays. Byway shall mean all transmission facilities comprising the New York State Transmission System that are neither Highways nor Other Interfaces. All transmission facilities in Zone J and Zone K are Byways. Calendar Day shall mean any day including Saturday, Sunday or a federal holiday. Capacity Region shall mean one of four three subsets of the Installed Capacity statewide markets comprised of (1) Rest of State (i.e., Load Zones A through F); (2) Lower Xxxxxx Valley (i.e., Load Zones G, H and I); , Long Island (3) Zone K), and New York City (i.e., Load Zone J); and (4) Long Island (i.e., Load Zone K). Capacity Resource Interconnection Service (“XXXX”) shall mean the service provided by NYISO to interconnect the Developer’s Large Generating Facility to the New York State Transmission Developers that satisfy System in accordance with the NYISO Deliverability Interconnection Standard or that are otherwise eligible Standard, to receive XXXX in accordance with Attachment S enable the New York State Transmission System to deliver electric capacity from the Large Generating Facility, pursuant to the ISO OATT; such service being one terms of the eligibility requirements for participation as a NYISO Installed Capacity SupplierOATT. Class Year Deliverability Study shall mean an assessment, conducted by the NYISO staff in cooperation with Market Participants, to determine whether the System Deliverability Upgrades are required for each generation and merchant transmission project included in the Class Year XXXX Projects under Interconnection Facilities Study to interconnect to the New York State Transmission System in compliance with the NYISO Deliverability Interconnection Standard. Class Year Interconnection Facilities Study Clustering shall mean the process whereby a study conducted by NYISO or a third party consultant group of Interconnection Requests is studied together, instead of serially, for the Developer to determine a list purpose of facilities (including Connecting Transmission Owner’s Attachment Facilities, Distribution Upgrades, System Upgrade Facilities and System Deliverability Upgrades as identified in conducting the Interconnection System Reliability Impact Study), the cost of those facilities, and the time required to interconnect the Large Generating Facility with the New York State Transmission System or with the Distribution System. The scope of the study is defined in Section 30.8 of the Standard Large Facility Interconnection Procedures. Confidential Information shall mean any information that is defined as confidential by Article 22 of this Agreement. Connecting Transmission Owner shall mean the New York public utility or authority (or its designated agent) that (i) owns facilities used for the transmission of Energy in interstate commerce and provides Transmission Service under the Tariff, (ii) owns, leases or otherwise SERVICE AGREEMENT NO. 2472 possesses an interest in the portion of the New York State Transmission System modified by the Transmission Project, and (iii) is a Party to this Agreement. Control Area shall mean an electric power system or combination of electric power systems to which a common automatic generation control scheme is applied in order to: (1) match, at all times, the power output of the Generators within the electric power system(s) and capacity and energy purchased from entities outside the electric power system(s), with the Load within the electric power system(s); (2) maintain scheduled interchange with other Control Areas, within the limits of Good Utility Practice; (3) maintain the frequency of the electric power system(s) within reasonable limits in accordance with Good Utility Practice; and (4) provide sufficient generating capacity to maintain Operating Reserves in accordance with Good Utility Practice. A Control Area must be certified by the NPCC. Default shall mean the failure of a Party in Breach of this Agreement to cure such Breach in accordance with Article 17 of this Agreement. Effective Date shall mean the date on which this Agreement becomes effective upon execution by the Parties, subject to acceptance by the Commission, or if filed unexecuted, upon the date specified by the Commission. Environmental Law shall mean Applicable Laws and Regulations relating to pollution or protection of the environment or natural resources. Facilities Study shall mean the study conducted pursuant to Section 22.9 of Attachment P of the NYISO OATT to determine a list of facilities required to reliably interconnect the Transmission Project (including Network Upgrade Facilities) as identified in the System Impact Study, the cost of those facilities, and the time required to interconnect the Transmission Project with the New York State Transmission System. Facilities Study Agreement shall mean the agreement described in Section 22.9.1 of Attachment P of the NYISO OATT for conducting the Facilities Study. Federal Power Act shall mean the Federal Power Act, as amended, 16 U.S.C. §§ 791a et seq. (“FPA”). FERC shall mean the Federal Energy Regulatory Commission (“Commission”) or its successor. Force Majeure shall mean any 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, any order, regulation or restriction imposed by governmental, military or lawfully established civilian authorities, or any other cause beyond a Party’s control. A Force Majeure event does not include acts of negligence or intentional wrongdoing by the Party claiming Force Majeure. Good Utility Practice shall mean any of the practices, methods and acts engaged in or approved by a significant portion of the electric industry during the relevant time period, or 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, could have been expected to accomplish the desired SERVICE AGREEMENT NO. 2472 result at a reasonable cost consistent with good business practices, reliability, safety and expedition. Good Utility Practice is not intended to be limited to the optimum practice, method, or act to the exclusion of all others, but rather to delineate acceptable practices, methods, or acts generally accepted in the region. Governmental Authority shall mean any federal, state, local or other governmental regulatory or administrative agency, court, commission, department, board, or other governmental subdivision, legislature, rulemaking board, tribunal, or other governmental authority having jurisdiction over any of the Parties, their respective facilities, or the respective services they provide, and exercising or entitled to exercise any administrative, executive, police, or taxing authority or power; provided, however, that such term does not include Transmission Developer, NYISO, Affected Transmission Owner, Connecting Transmission Owner, or any Affiliate thereof. Hazardous Substances shall mean any chemicals, materials or substances defined as or included in the definition of “hazardous substances,” “hazardous wastes,” “hazardous materials,” “hazardous constituents,” “restricted hazardous materials,” “extremely hazardous substances,” “toxic substances,” “radioactive substances,” “contaminants,” “pollutants,” “toxic pollutants” or words of similar meaning and regulatory effect under any applicable Environmental Law, or any other chemical, material or substance, exposure to which is prohibited, limited or regulated by any applicable Environmental Law. Highway shall mean 115 kV and higher transmission facilities that comprise the following NYCA interfaces: Xxxxxxxx East, West Central, Xxxxxx East, Xxxxx South, Central East/Total East, and UPNY-ConEd, and their immediately connected, in series, bulk power system facilities in New York State. Each interface shall be evaluated to determine additional “in series” facilities, defined as any transmission facility higher than 115 kV that (a) is located in an upstream or downstream zone adjacent to the interface and (b) has a power transfer distribution factor (DFAX) equal to or greater than five percent when the aggregate of generation in zones or systems adjacent to the upstream zone or zones that define the interface is shifted to the aggregate of generation in zones or systems adjacent to the downstream zone or zones that define the interface. In determining “in series” facilities for Xxxxxxxx East and West Central interfaces, the 115 kV and 230 kV tie lines between NYCA and PJM located in LBMP Zones A and B shall not participate in the transfer. Highway transmission facilities are listed in ISO Procedures. Initial Synchronization Date shall mean the date upon which the Transmission Project and Network Upgrade Facilities are initially synchronized with the New York State Transmission System and upon which Trial Operation begins. In-Service Date shall mean the date upon which the Transmission Project and Network Upgrade Facilities are energized consistent with the provisions of this Agreement and available to provide Transmission Service under the NYISO’s Tariffs, notice of which shall be provided by Connecting Transmission Owner in the form of Appendix E to this Agreement. IRS shall mean the Internal Revenue Service.

SERVICE AGREEMENT NO. 2472 Base Case shall mean the base case power flow, short circuit, and stability data bases used for the Transmission 1662 Interconnection Studies by the NYISO, Connecting Transmission Owner, or the Transmission Developer, as described in Section 22.6.1 of the Transmission Interconnection Procedures. Breach shall mean the failure of a Party to perform or observe any material term or condition of this Agreement. Breaching Party shall mean a Party that is in Breach of this Agreement. Business Day shall mean Monday through Friday, excluding federal holidays. Byway shall mean all transmission facilities comprising the New York State Transmission System that are neither Highways nor Other Interfaces. All transmission facilities in Zone J and Zone K are Byways. Calendar Day shall mean any day including Saturday, Sunday or a federal holiday. Capacity Region shall mean one of four subsets of the Installed Capacity statewide markets comprised of (1) Rest of State (i.e., Load Zones A through F); (2) Lower Xxxxxx Valley (i.e., Load Zones G, H and I); (3) New York City (i.e., Load Zone J); and (4) Long Island (i.e., Load Zone K). Capacity Resource Interconnection Service Reliability Impact Study (“XXXXSRIS”) shall mean the service provided by NYISO to Transmission Developers that satisfy the NYISO Deliverability Interconnection Standard or that are otherwise eligible to receive XXXX an engineering study, conducted in accordance with Attachment S to the ISO OATT; such service being one Section 30.7 of the eligibility requirements for participation as a NYISO Installed Capacity Supplier. Class Year Deliverability Study shall mean an assessment, conducted by the NYISO staff in cooperation with Market Participants, to determine whether System Deliverability Upgrades are required for Class Year XXXX Projects under the NYISO Deliverability Interconnection Standard. Class Year Interconnection Facilities Study shall mean a study conducted by NYISO or a third party consultant for the Developer to determine a list of facilities (including Connecting Transmission Owner’s Attachment Facilities, Distribution Upgrades, System Upgrade Facilities and System Deliverability Upgrades as identified in the Interconnection System Reliability Impact Study), the cost of those facilities, and the time required to interconnect the Large Generating Facility with the New York State Transmission System or with the Distribution System. The scope of the study is defined in Section 30.8 of the Standard Large Facility Interconnection Procedures. Confidential Information shall mean any information , that is defined as confidential by Article 22 evaluates the impact of this Agreement. Connecting Transmission Owner shall mean the New York public utility or authority (or its designated agent) that (i) owns facilities used for proposed Large Generating Facility on the transmission of Energy in interstate commerce safety and provides Transmission Service under the Tariff, (ii) owns, leases or otherwise SERVICE AGREEMENT NO. 2472 possesses an interest in the portion reliability of the New York State Transmission System modified by the Transmission Projectand, and (iii) is a Party to this Agreement. Control Area shall mean if applicable, an electric power system or combination of electric power systems to which a common automatic generation control scheme is applied in order to: (1) matchAffected System, at all times, the power output of the Generators within the electric power system(s) and capacity and energy purchased from entities outside the electric power system(s), with the Load within the electric power system(s); (2) maintain scheduled interchange with other Control Areas, within the limits of Good Utility Practice; (3) maintain the frequency of the electric power system(s) within reasonable limits in accordance with Good Utility Practice; and (4) provide sufficient generating capacity to maintain Operating Reserves in accordance with Good Utility Practice. A Control Area must be certified by the NPCC. Default shall mean the failure of a Party in Breach of this Agreement to cure such Breach in accordance with Article 17 of this Agreement. Effective Date shall mean the date on which this Agreement becomes effective upon execution by the Parties, subject to acceptance by the Commission, or if filed unexecuted, upon the date specified by the Commission. Environmental Law shall mean Applicable Laws and Regulations relating to pollution or protection of the environment or natural resources. Facilities Study shall mean the study conducted pursuant to Section 22.9 of Attachment P of the NYISO OATT to determine a list of facilities required to reliably interconnect the Transmission Project (including Network Upgrade Facilities) as identified in the what Attachment Facilities and System Impact Study, the cost of those facilities, and the time required to interconnect the Transmission Project with the New York State Transmission System. Facilities Study Agreement shall mean the agreement described in Section 22.9.1 of Attachment P of the NYISO OATT for conducting the Facilities Study. Federal Power Act shall mean the Federal Power Act, as amended, 16 U.S.C. §§ 791a et seq. (“FPA”). FERC shall mean the Federal Energy Regulatory Commission (“Commission”) or its successor. Force Majeure shall mean any 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, any order, regulation or restriction imposed by governmental, military or lawfully established civilian authorities, or any other cause beyond a Party’s control. A Force Majeure event does not include acts of negligence or intentional wrongdoing by the Party claiming Force Majeure. Good Utility Practice shall mean any of the practices, methods and acts engaged in or approved by a significant portion of the electric industry during the relevant time period, or 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, could have been expected to accomplish the desired SERVICE AGREEMENT NO. 2472 result at a reasonable cost consistent with good business practices, reliability, safety and expedition. Good Utility Practice is not intended to be limited to the optimum practice, method, or act to the exclusion of all others, but rather to delineate acceptable practices, methods, or acts generally accepted in the region. Governmental Authority shall mean any federal, state, local or other governmental regulatory or administrative agency, court, commission, department, board, or other governmental subdivision, legislature, rulemaking board, tribunal, or other governmental authority having jurisdiction over any of the Parties, their respective facilities, or the respective services they provide, and exercising or entitled to exercise any administrative, executive, police, or taxing authority or power; provided, however, that such term does not include Transmission Developer, NYISO, Affected Transmission Owner, Connecting Transmission Owner, or any Affiliate thereof. Hazardous Substances shall mean any chemicals, materials or substances defined as or included in the definition of “hazardous substances,” “hazardous wastes,” “hazardous materials,” “hazardous constituents,” “restricted hazardous materials,” “extremely hazardous substances,” “toxic substances,” “radioactive substances,” “contaminants,” “pollutants,” “toxic pollutants” or words of similar meaning and regulatory effect under any applicable Environmental Law, or any other chemical, material or substance, exposure to which is prohibited, limited or regulated by any applicable Environmental Law. Highway shall mean 115 kV and higher transmission facilities that comprise the following NYCA interfaces: Xxxxxxxx East, West Central, Xxxxxx East, Xxxxx South, Central East/Total East, and UPNY-ConEd, and their immediately connected, in series, bulk power system facilities in New York State. Each interface shall be evaluated to determine additional “in series” facilities, defined as any transmission facility higher than 115 kV that (a) is located in an upstream or downstream zone adjacent to the interface and (b) has a power transfer distribution factor (DFAX) equal to or greater than five percent when the aggregate of generation in zones or systems adjacent to the upstream zone or zones that define the interface is shifted to the aggregate of generation in zones or systems adjacent to the downstream zone or zones that define the interface. In determining “in series” facilities for Xxxxxxxx East and West Central interfaces, the 115 kV and 230 kV tie lines between NYCA and PJM located in LBMP Zones A and B shall not participate in the transfer. Highway transmission facilities are listed in ISO Procedures. Initial Synchronization Date shall mean the date upon which the Transmission Project and Network Upgrade Facilities are initially synchronized with needed for the proposed Large Generation Facility of the Developer to connect reliably to the New York State Transmission System and upon which Trial Operation beginsin a manner that meets the NYISO Minimum Interconnection Standard. In-Service Date Interconnection System Reliability Impact Study Agreement shall mean the date upon which the Transmission Project and Network Upgrade Facilities are energized consistent with the provisions of this Agreement and available to provide Transmission Service under the NYISO’s Tariffs, notice of which shall be provided by Connecting Transmission Owner in the form of agreement contained in Appendix E to this Agreement3 of the Standard Large Facility Interconnection Procedures for conducting the Interconnection System Reliability Impact Study. IRS shall mean the Internal Revenue Service. Large Generating Facility shall mean a Generating Facility having a Generating Facility Capacity of more than 20 MW. Loss shall mean any and all losses relating to injury to or death of any person or damage to property, demand, suits, recoveries, costs and expenses, court costs, attorney fees, and all other obligations by or to third parties, arising out of or resulting from the Indemnified Party’s performance or non-performance of its obligations under this Agreement on behalf of the Indemnifying Party, except in cases of gross negligence or intentional wrongdoing by the Indemnified Party. Material Modification shall mean those modifications that have a material impact on the cost or timing of any Interconnection Request with a later queue priority date. Metering Equipment shall mean all metering equipment installed or to be installed at the Large Generating Facility pursuant to this Agreement at the metering points, including but not limited to instrument transformers, MWh-meters, data acquisition equipment, transducers, remote terminal unit, communications equipment, phone lines, and fiber optics. Minimum Interconnection Standard shall mean the reliability standard that must be met by any Large Generating Facility proposing to connect to the New York State Transmission System. The Standard is designed to ensure reliable access by the proposed project to the New York State Transmission System. The Standard does not impose any deliverability test or deliverability requirement on the proposed interconnection. NERC shall mean the North American Electric Reliability Council or its successor organization. New York State Transmission System shall mean the entire New York State electric transmission system, which includes (i) the Transmission Facilities under ISO Operational Service Agreement No. 1662 Control; (ii) the Transmission Facilities Requiring ISO Notification; and (iii) all remaining transmission facilities within the New York Control Area.

SERVICE AGREEMENT NO. 2472 Base Case shall mean the base case power flow, short circuit, and stability data bases used for the Transmission Interconnection Studies by the NYISO, Connecting Transmission Owner, or the Transmission Developer, as described in Section 22.6.1 of the Transmission Interconnection Procedures. Breach shall mean the failure of a Party to perform or observe any material term or condition of this Agreement. 2487 Breaching Party shall mean a Party that is in Breach of this Agreement. Business Day shall mean Monday through Friday, excluding federal holidays. Byway shall mean all transmission facilities comprising the New York State Transmission System that are neither Highways nor Other Interfaces. All transmission facilities in Zone J and Zone K are Byways. Calendar Day shall mean any day including Saturday, Sunday or a federal holiday. Capacity Region shall mean one of four subsets of the Installed Capacity statewide markets comprised of (1) Rest of State (i.e., Load Zones A through F); (2) Lower Xxxxxx Valley (i.e., Load Zones G, H and I); (3) New York City (i.e., Load Zone J); and (4) Long Island (i.e., Load Zone K)) , except for Class Year Interconnection Facility Studies conducted prior to Class Year 2012, for which “Capacity Region” shall be defined as set forth in Section 25.7.3 of Attachment S to the ISO OATT. Capacity Resource Interconnection Service (“XXXX”) shall mean the service provided by NYISO to Transmission Developers that satisfy the NYISO Deliverability Interconnection Standard or that are otherwise eligible to receive XXXX in accordance with Attachment S to the ISO OATT; such service being one of the eligibility requirements for participation as a NYISO Installed Capacity Supplier. Class Year Deliverability Study shall mean an assessment, conducted by the NYISO staff in cooperation with Market Participants, to determine whether System Deliverability Upgrades are required for Class Year XXXX Projects under the NYISO Deliverability Interconnection Standard. Class Year Interconnection Facilities Study Commercial Operation shall mean the status of a study conducted by NYISO or Large Generating Facility that has commenced generating electricity for sale, excluding electricity generated during Trial Operation. Commercial Operation Date of a third party consultant for unit shall mean the Developer to determine a list of facilities (including Connecting Transmission Owner’s Attachment Facilities, Distribution Upgrades, System Upgrade Facilities and System Deliverability Upgrades as identified in the Interconnection System Reliability Impact Study), the cost of those facilities, and the time required to interconnect date on which the Large Generating Facility with commences Commercial Operation as agreed to by the New York State Transmission System or with the Distribution System. The scope of the study is defined in Section 30.8 of the Standard Large Facility Interconnection ProceduresParties pursuant to Appendix E to this Agreement. Confidential Information shall mean any information that is defined as confidential by Article 22 of this Agreement. Connecting Transmission Owner shall mean the New York public utility or authority (or its designated agent) that (i) owns facilities used for the transmission of Energy in interstate commerce and provides Transmission Service under the Tariff, (ii) owns, leases or otherwise SERVICE AGREEMENT NO. 2472 possesses an interest in the portion of the New York State Transmission System modified by or Distribution System at the Transmission ProjectPoint of Interconnection, and (iii) is a Party to this Agreement. Control Area shall mean an electric power system or combination of electric power systems to which a common automatic generation control scheme is applied in order to: (1) match, at all times, the power output of the Generators within the electric power system(s) and capacity and energy purchased from entities outside the electric power system(s), with the Load within the electric power system(s); (2) maintain scheduled interchange with other Control Areas, within the limits of Good Utility Practice; (3) maintain the frequency of the electric power system(s) within reasonable limits in accordance with Good Utility Practice; and (4) provide sufficient generating capacity to maintain Operating Reserves in accordance with Good Utility Practice. A Control Area must be certified by the NPCC. Default shall mean the failure of a Party in Breach of this Agreement to cure such Breach in accordance with Article 17 of this Agreement. Effective Date shall mean the date on which this Agreement becomes effective upon execution by the Parties, subject to acceptance by the Commission, or if filed unexecuted, upon the date specified by the Commission. Environmental Law shall mean Applicable Laws and Regulations relating to pollution or protection of the environment or natural resources. Facilities Study shall mean the study conducted pursuant to Section 22.9 of Attachment P of the NYISO OATT to determine a list of facilities required to reliably interconnect the Transmission Project (including Network Upgrade Facilities) as identified in the System Impact Study, the cost of those facilities, and the time required to interconnect the Transmission Project with the New York State Transmission System. Facilities Study Agreement shall mean the agreement described in Section 22.9.1 of Attachment P of the NYISO OATT for conducting the Facilities Study. Federal Power Act shall mean the Federal Power Act, as amended, 16 U.S.C. §§ 791a et seq. (“FPA”). FERC shall mean the Federal Energy Regulatory Commission (“Commission”) or its successor. Force Majeure shall mean any 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, any order, regulation or restriction imposed by governmental, military or lawfully established civilian authorities, or any other cause beyond a Party’s control. A Force Majeure event does not include acts of negligence or intentional wrongdoing by the Party claiming Force Majeure. Good Utility Practice shall mean any of the practices, methods and acts engaged in or approved by a significant portion of the electric industry during the relevant time period, or 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, could have been expected to accomplish the desired SERVICE AGREEMENT NO. 2472 result at a reasonable cost consistent with good business practices, reliability, safety and expedition. Good Utility Practice is not intended to be limited to the optimum practice, method, or act to the exclusion of all others, but rather to delineate acceptable practices, methods, or acts generally accepted in the region. Governmental Authority shall mean any federal, state, local or other governmental regulatory or administrative agency, court, commission, department, board, or other governmental subdivision, legislature, rulemaking board, tribunal, or other governmental authority having jurisdiction over any of the Parties, their respective facilities, or the respective services they provide, and exercising or entitled to exercise any administrative, executive, police, or taxing authority or power; provided, however, that such term does not include Transmission Developer, NYISO, Affected Transmission Owner, Connecting Transmission Owner, or any Affiliate thereof. Hazardous Substances ’s Attachment Facilities shall mean any chemicalsall facilities and equipment owned, materials controlled or substances defined as or included in operated by the definition of “hazardous substances,” “hazardous wastes,” “hazardous materials,” “hazardous constituents,” “restricted hazardous materials,” “extremely hazardous substances,” “toxic substances,” “radioactive substances,” “contaminants,” “pollutants,” “toxic pollutants” or words of similar meaning and regulatory effect under any applicable Environmental Law, or any other chemical, material or substance, exposure to which is prohibited, limited or regulated by any applicable Environmental Law. Highway shall mean 115 kV and higher transmission facilities that comprise the following NYCA interfaces: Xxxxxxxx East, West Central, Xxxxxx East, Xxxxx South, Central East/Total East, and UPNY-ConEd, and their immediately connected, in series, bulk power system facilities in New York State. Each interface shall be evaluated to determine additional “in series” facilities, defined as any transmission facility higher than 115 kV that (a) is located in an upstream or downstream zone adjacent to the interface and (b) has a power transfer distribution factor (DFAX) equal to or greater than five percent when the aggregate of generation in zones or systems adjacent to the upstream zone or zones that define the interface is shifted to the aggregate of generation in zones or systems adjacent to the downstream zone or zones that define the interface. In determining “in series” facilities for Xxxxxxxx East and West Central interfaces, the 115 kV and 230 kV tie lines between NYCA and PJM located in LBMP Zones A and B shall not participate in the transfer. Highway transmission facilities are listed in ISO Procedures. Initial Synchronization Date shall mean the date upon which the Transmission Project and Network Upgrade Facilities are initially synchronized with the New York State Transmission System and upon which Trial Operation begins. In-Service Date shall mean the date upon which the Transmission Project and Network Upgrade Facilities are energized consistent with the provisions of this Agreement and available to provide Transmission Service under the NYISO’s Tariffs, notice of which shall be provided by Connecting Transmission Owner in from the form of Appendix E to this Agreement. IRS shall mean the Internal Revenue Service.Point