EXHIBIT 10.9
FACILITIES AGREEMENT
Between
INDIANAPOLIS POWER & LIGHT COMPANY
PUBLIC SERVICE COMPANY OF INDIANA, INC.
---------
Dated: August 16, 1977
CONTENTS
Article Page
Preamble . . . . . . . 1
1 Construction and
Ownership of Transmission
Facilities . . . . . . 1
2 Operation of Facilities 5
3 Metering Points and 6
Metering
4 Term . . . . . . . . . 7
5 Regulatory Authorities 7
6 Notices. . . . . . . . 8
7 Waivers. . . . . . . . 8
8 Assignment . . . . . . 8
9 Arbitration. . . . . . 8
10 Additional Rights and
Responsibilities . . . 8
Appendix A - Map of Transmission
Line Facilities including Facilities to be
Constructed and Provided Pursuant to Article 1 and
Article 10
0.01 Agreement, dated August 16, 1977, between
Indianapolis Power & Light Company (Indianapolis Company)
and Public Service Company of Indiana, Inc. (Service
Company), both of whom are Indiana corporations,
WITNESSETH:
0.02 WHEREAS, Indianapolis Company and Service
Company, severally, own electric facilities and are
engaged in the generation, transmission, distribution,
and sale of electric power and energy in Indiana; and
0.03 WHEREAS, the systems of the parties are
directly interconnected through certain transmission line
facilities and in order to further strengthen the
respective transmission systems of the parties and the
interconnections between such systems, the parties now
desire that certain 345,000-volt transmission line
facilities be construed as herein provided;
0.04 NOW, THEREFORE, in consideration of the
premises and of the mutual covenants set forth, the
parties agree as follows:
ARTICLE 1
CONSTRUCTION AND OWNERSHIP OF
TRANSMISSION FACILITIES
General
1.01 The parties shall each construct a part of, as
hereinafter provided in this Article 1 and Article 10,
certain 345,000-volt transmission line facilities and
associated appurtenances, including switching, control,
metering, telemetering, and protective equipment,
connecting the following:
Service Company's Columbus Substation located
in Columbus, Indiana, to Indianapolis Company's
Sunnyside Substation located in Indianapolis,
Indiana.
Indianapolis Company's Petersburg Station, near
Petersburg, Indiana, to Service Company's ▇▇▇▇▇▇-
▇▇▇▇▇▇▇ (southmost) 345,000-volt transmission line.
The approximate routes of such transmission lines (herein
called "Line" or collectively called "Lines") to be so
constructed and provided are shown on the map attached
hereto and made a part hereof as Appendix A. All Lines,
except where otherwise specified, shall be single-circuit
and shall be constructed with two 954,000 cm ACSR
conductors per phase, or equivalent, and suitable ground
wires. Where a company is required to build a single-
circuit line, it may elect to place such circuit on one-
half of a double-circuit tower and reserve the vacant
one-half of the double-circuit tower for its future use.
Definitions
1.02 The following terms, wherever used in this
agreement, shall have the following meanings:
1.021 "Sunnyside-Columbus Line" means the Line
to be constructed hereunder, which is to extend from
Indianapolis Company's Sunnyside Substation to
Service Company's Columbus Substation.
1.022 "Petersburg-Cato Line" means the Line to
be constructed hereunder, which is to extend from
Indianapolis Company's Petersburg Station to the W
Interconnection Point defined in subsection 1.052
hereof.
1.023 "Carthage Substation" means the 345,000-
volt portion of Service Company's proposed
substation to be located near Carthage, Indiana, or
at such other location as Service Company may
specify to Indianapolis Company; provided, that on
or before April 1, 1978, Indianapolis Company and
Service Company shall reach an agreement in writing
as to the general location of Carthage Substation,
for the sole purpose of determining the point "Z"
past which the Sunnyside-Columbus Line must pass;
otherwise, the Carthage Substation and
Interconnection Point Z shall no longer be deemed a
part of this agreement and any provision of this
agreement referring to or which is affected by the
Carthage Substation or Interconnection Point Z shall
be deemed amended to exclude any such reference or
affect.
1.024 "Shelbyville Substation" means the
345,000-volt substation which Service Company plans
to install at the site of their existing 138 kV
"Northeast" Shelbyville Substation.
The parties shall cooperate to assure the maximum
coordination practicable in the design of the facilities
to be installed hereunder with each of the party's
existing facilities.
Coordination of Construction Programs
1.03 The parties shall coordinate their
construction programs and otherwise cooperate to achieve
to the fullest extent practicable, the simultaneous
completion of all portions of a particular Line.
Further, the parties shall coordinate such construction
programs so as to achieve simultaneous completion of all
facilities designated in this agreement. Each party will
use its best efforts to insure that the facilities to be
provided are completed and in service by April 1, 1982;
provided that Service Company reserves the right to
construct Carthage Substation at its convenience.
Indianapolis Company
1.04 Indianapolis Company shall provide, own, and
construct, or cause to be constructed, at its own
expense, the following described facilities:
1.041 A 345,000-volt Line (Sunnyside-Columbus
Line), approximately seventy miles in length, to
extend in a generally southeasterly direction from
Sunnyside Substation to an undetermined point near
Carthage, Indiana (herein called Z Interconnection
Point), thence continuing in a generally
southwesterly direction past Shelbyville Substation
to existing Service Company's Columbus Substation,
where it shall be connected to Service Company's
terminal equipment described in subsection 1.051.
1.042 At Sunnyside Substation, the necessary
terminal equipment, including facilities suitable
for the control of the Sunnyside-Columbus Line and
essential to the protection of line and station
equipment. Such terminal equipment shall include
not less than two 345,000-volt ultra-high-speed
automatic reclosing circuit breakers, appurtenant
disconnecting switches and associated equipment,
protective relays and associated equipment, and such
other items as may be required and suitable for the
control of such Line and for the coordination of
such control with terminal equipment to be provided
by Service Company pursuant to subsection 1.051.
1.043 At said Sunnyside Substation, the
necessary 345,000-volt metering equipment which,
subject to subsection 1.023 and in accordance with
section 10.01, shall be moved to and installed at
Carthage Substation at Indianapolis Company's
expense, for the purpose of monitoring flows on the
Sunnyside-Carthage Line, as described in Article 3.
1.044 At Indianapolis Company's Petersburg
Station, the necessary terminal equipment, including
facilities suitable for the control of the ▇▇▇▇▇▇-
Petersburg and Petersburg-Bedford Lines and
essential to the protection of line and station
equipment. Such terminal equipment shall include
not less than two 345,000-volt ultra-high-speed
automatic reclosing circuit breakers, appurtenant
disconnecting switches and associated equipment,
protective relays and associated equipment, and such
other items as may be required and suitable for the
control of such Lines for the coordination of such
control with terminal equipment now existing and
operational at Service Company's ▇▇▇▇▇▇ Station and
Bedford Substation.
1.045 At said Petersburg Station, the
necessary 345,000-volt metering equipment for
metering the flows on the ▇▇▇▇▇▇-Petersburg and
Petersburg-Bedford Lines, as described in Article 3.
Service Company
1.05 Service Company shall provide, own, and
construct, or cause to be constructed, at its own
expense, the following described facilities:
1.051 At Service Company's Columbus
Substation, the necessary terminal equipment
including facilities suitable for the control of the
Sunnyside-Columbus Line and essential to the
protection of line and station equipment. Such
terminal equipment shall include not less than one
345,000-volt ultra-high-speed automatic reclosing
circuit breaker and appurtenant disconnecting and
associated equipment, protective relays and
associated equipment, and such other items as may be
required and suitable for the control of such Line
and for the coordination of such control with
terminal equipment to be provided at said Sunnyside
Substation by Indianapolis Company pursuant to
subsections 1.042 through 1.045.
1.052 A 345,000-volt double-circuit Line
[Petersburg to ▇▇▇▇▇▇-▇▇▇▇▇▇▇ (southmost) Line],
approximately five miles in length, to extend in a
generally southerly direction from Indianapolis
Company's Petersburg Station to an undetermined
point near Cato, Indiana (herein call Point "W"), on
Service Company's ▇▇▇▇▇▇-▇▇▇▇▇▇▇ (southmost) Line.
The said Line shall be connected to the ▇▇▇▇▇▇-
▇▇▇▇▇▇▇ Line in the manner hereinafter described.
The ▇▇▇▇▇▇-▇▇▇▇▇▇▇ Line shall be opened at Point W
and one circuit of the Petersburg-Cato Line
connected to the ▇▇▇▇▇▇-▇▇▇▇ section of the ▇▇▇▇▇▇-
▇▇▇▇▇▇▇ (southmost) Line. The other circuit of the
Petersburg-Cato Line shall be connected to the ▇▇▇▇-
▇▇▇▇▇▇▇ section of the ▇▇▇▇▇▇-▇▇▇▇▇▇▇ (southmost)
Line. At Indianapolis Company's Petersburg Station,
the newly formed Petersburg-▇▇▇▇▇▇ and Petersburg-
Bedford Lines shall be connected to Indianapolis
Company's terminal equipment as described in
subsections 1.044 and 1.045.
Communication, Telemetering, and Load Control Facilities
1.06 Each party shall provide, own, and construct
or cause to be constructed at its own expense the
facilities described under its name in this Section:
1.061 By Indianapolis Company, at its
Petersburg Station and at the Carthage Substation or
in the event Carthage Substation is not operational,
at its Sunnyside Substation and at other suitable
locations as it may determine, such communication,
telemetering and load control facilities as shall
hereafter be determined by the parties to be
necessary for the proper interconnected operation of
their respective systems.
1.062 By Service Company, at its Columbus
Substation, Carthage Substation, and at other
suitable locations as it may determine, such
communication, telemetering and load control
facilities as shall hereafter be determined by the
parties to be necessary for the proper
interconnected operation of their respective
systems.
Maintenance of Facilities
1.07 Each party shall keep, or shall cause to be
kept, the Line or Lines, together with all associated
facilities and appurtenances described in this Article 1
that is to be provided and owned by each, in a suitable
condition of repair at all times, at each party's own
expense, in order that any such Line will operate in a
reliable and satisfactory manner and in order that
reduction in the capacity of any such Line will be
avoided. If at any time any party is not satisfied that
the facilities of another are being maintained in a
suitable condition of repair, it may, by written notice
given to the other party, call for a special study by the
parties to determine what, if anything, should be done to
place such facilities in a suitable condition of repair.
If the parties are unable to mutually agree upon a
decision within a reasonable time, the matter shall be
settled by arbitration in accordance with Article 9
hereof.
Future Transmission Facilities
1.08 The facilities to be provided by each party as
set forth above are governed by (1) the economies of
mutual transmission facilities and (2) the aggregate
interconnection capacity as it relates to the services
being furnished under the several agreements entered into
between the parties hereto. The expansion of the
parties' respective transmission systems during the term
of this agreement may make it necessary or desirable that
a party add-to, replace, relocate, or remove portions of
facilities now or hereafter provided by it. Either party
shall have the right to so add-to, replace, relocate, or
remove portions of facilities now or hereafter provided
by it, subject, however, to the understanding that in so
doing such party does not interfere with the purposes and
benefits desired under this Facilities Agreement as
herein above expressed, or with the performance of (1)
the agreement between Indianapolis Company and Service
Company, dated May 1, 1962, as amended; (2) agreements
between Indianapolis Company and its other interconnected
companies; (3) agreements between Service Company and its
other interconnected companies; (4) the agreement among
Indianapolis Company, Service Company, and Indiana &
Michigan Electric Company dated April 24, 1968; and (5)
the agreement among East Kentucky Power Cooperative,
Incorporated, Indianapolis Company, Kentucky Utilities
Company, and Service Company, dated July 9, 1971, as
amended.
ARTICLE 2
OPERATION OF FACILITIES
2.01 When a Line provided for herein is completed,
it shall be appropriately connected, physically and
electrically, to the systems of the appropriate parties,
and thereafter, during the term of this agreement, such
systems shall be operated in continuous synchronism
through such Line. If synchronous operation through any
line becomes interrupted either manually or automatically
for any reason, including scheduled maintenance that has
been agreed to by the parties, the parties shall
cooperate to remove the cause of the interruption and
restore the Line to normal operating condition as soon as
practicable. No party shall be liable to any other party
for any damage or loss of revenue caused by any such
interruption. All circuit breakers and associated
terminal facilities shall be operated by the party that
owns such facilities.
ARTICLE 3
METERING POINTS AND METERING
Metering Points
3.01 Suitable metering equipment shall be provided,
owned, and maintained by the owners thereof at the
metering points and voltages as hereinbelow set forth,
and at such other points and voltages and with such
ownership as may be agreed upon by the parties:
3.011 Should ▇▇▇▇▇▇ Unit #5 or other
generation which would affect losses be installed,
located of the metering shall be reviewed.
3.012 In respect of the X Interconnection
Point, 345,000-volt metering equipment owned by
Indianapolis Company and installed at Indianapolis
Company's Sunnyside Substation, subject to being
moved pursuant to Section 10.01 to Interconnection
Point Z, at Indianapolis Company's expense and to be
installed in Service Company's Carthage Substation
for the purpose of monitoring the flows in the
Sunnyside-Carthage Line.
3.013 In respect of the Y Interconnection
Point, 345,000-volt metering equipment owned by
Indianapolis Company and installed at Indianapolis
Company's Petersburg Station.
Metering.
3.02 Suitable metering equipment at the metering
points as provided in Section 3.01 above shall include
standard types of electric meters, and acceptable
appurtenances as shall be necessary to give for each
direction of flow the following quantities: (1) a
continuous automatic graphic record of both kilowatts and
kilovars, (2) an automatic record of the kilowatt-hours
for each clock hour, and (3) a continuous integrating
record of the kilowatt-hours. Additions or deletions to
the above three items shall be at the mutual consent of
the parties involved.
3.03 Measurements of electric energy for the
purpose of effecting settlements shall be made by
standard types of electric meters installed and
maintained by the owners at the metering points as
provided under Section 3.01 above. The timing devices of
all meters having such devices shall be maintained in
time synchronism as closely as practicable. The meters
shall be sealed and the seals shall be broken only
occasions when the meters are to be tested or adjusted.
3.04 The aforesaid standard metering equipment
shall be tested by the owners at suitable intervals and
its accuracy of registration maintained in accordance
with good practice. On request of any party, a special
test may be made at the expense of the party requesting
such special test. Representatives of all parties shall
be afforded opportunity to be present at all routine or
special tests and upon occasions when any readings, for
purposes of settlements, are taken from meters not
bearing an automatic record.
3.05 If any test of metering equipment shall
disclose an inaccuracy exceeding two percent, the
accounts among the parties for service theretofore
delivered shall be adjusted to correct for the inaccuracy
disclosed over the shorter of the following two periods:
(1) for the thirty-day period immediately preceding the
day of the test or (2) for the period that such
inaccuracy may be determined to have existed. Should the
metering equipment as provided for under Section 3.02
above at any time fail to register, the electric power
and energy delivered shall be determined from the best
available data.
3.06 The parties hereto understand and agree that
the establishment of the metering points as set forth in
Section 3.01 hereof, determines each party's
responsibility for the line losses incurred between such
metering points.
ARTICLE 4
TERM
4.01 This agreement shall become effective on the
date first above-written, shall continue until December
31, 2012, and shall remain in full force and effect
thereafter unless terminated under Section 4.02 hereof.
4.02 Either party upon at least 5-years prior
written notice to the other may terminate this agreement
on December 31, 2012, or on any anniversary of said date.
ARTICLE 5
REGULATORY AUTHORITIES
5.01 This agreement is subject to any governmental
authority having jurisdiction in the premises.
ARTICLE 6
NOTICES
6.01 All notices and requests under this agreement
shall be in writing and shall be delivered in person or
sent by registered or certified mail addressed to the
Chief Executive Officer of the party to be served at such
party's general office or at such other address as such
party may from time to time designate in writing.
ARTICLE 7
WAIVERS
7.01 Any waiver at any time of any rights as to any
default or other matter arising hereunder, shall not be
deemed a waiver as to any other default or matter. Any
delay, short of the statutory period of limitation, in
asserting any right hereunder shall not be deemed a
waiver of such right.
ARTICLE 8
ASSIGNMENT
8.01 Either party may assign this agreement by way
of pledge to a trustee under a mortgage securing its
indebtedness or to a successor corporation acquiring its
electric utility property and business substantially as
an entirety, provided such successor corporation assumes
all obligations of the assignor hereunder. Such
successor shall be substituted for the assignor under
this agreement, but the assignor shall not be released
from any obligations set forth herein. Except as
aforesaid, neither party shall assign this agreement
without the prior written consent of the other.
ARTICLE 9
ARBITRATION
9.01 Any controversy or claim arising out of, or
relating to, this agreement or the breach of it shall be
settled by arbitration in Indianapolis, Indiana, in
accordance with the rules of the American Arbitration
Association, and judgment upon the award rendered, may be
had in any court having jurisdiction thereof.
ARTICLE 10
ADDITIONAL RIGHTS AND
RESPONSIBILITIES
10.01 At the time of construction of the Carthage
Substation, or such other substation as may be specified
pursuant to subsection 1.023 hereof, Service Company
shall provide, own, and construct, or cause to be
constructed, at its own expense, the following described
facilities:
10.011 All facilities incident and appropriate
to the establishment of a Sunnyside-Carthage Line
and a Carthage-Columbus Line out of the Sunnyside-
Columbus Line, including, without limitation, the
breaking of the Sunnyside-Columbus Line;
constructing such new 345,000-volt transmission line
as may be required to connect the two portions of
the Sunnyside-Columbus Line to Carthage Substation
at Interconnection Point Z; 345,000-volt ultra-high-
speed automatic reclosing circuit breakers to
average at least one per termination unless
otherwise agreed to; appurtenant disconnecting and
associated equipment; protective relays and
associated equipment and such other items as may be
required and suitable for the control of such Lines
and for the coordination of such control with
terminal equipment at Indianapolis Company's
Sunnyside Substation; provided that Indianapolis
Company (1) shall pay Service Company for the cost
and Indianapolis Company will assume ownership of
one of the 345,000-volt ultra-high-speed automatic
reclosing circuit breakers and associated equipment
appertaining thereto upon receipt and approval of an
itemized statement therefore, and (2) shall, at its
expense, move the metering equipment from Point "X"
to Point "Z".
10.02 Service Company reserves the right to install
a 345,000/138,000-volt transformer at their Shelbyville
Substation, tapped on the Sunnyside-Columbus Line through
a 345,000-volt circuit switcher, and including such other
appurtenant disconnecting and associated equipment;
protective relays and associated equipment and such other
items as may be required and suitable for the control of
such substation and for the coordination of such control
with terminal equipment at the remote ends of the
connecting Lines; provided, that Service Company shall
pay the costs of such substation and provided, that
Service Company shall pay the costs of bringing the
Sunnyside-Columbus Line into the Shelbyville Substation.
10.03 Should it appear to be advantageous from an
engineering and economic standpoint at a future date to
further coordinate or add-to the transmission system
additions covered by this agreement, Indianapolis Company
and Service Company agree to mutually conduct such
studies as necessary of the proposed system at that time
to ascertain the mutual benefits.
IN WITNESS WHEREOF, the parties have caused this
agreement to be duly executed as of the date first above-
written.
INDIANAPOLIS POWER & LIGHT COMPANY
By /s/ ▇▇▇▇ ▇. ▇▇▇▇
PUBLIC SERVICE COMPANY OF INDIANA, INC.
By /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇
APPENDIX A
Map of Transmission line facilities including facilities
to be constructed and provided pursuant to Article 1 and
Article 10.
AMENDMENT NO. 1
To
FACILITIES AGREEMENT
Between
INDIANAPOLIS POWER & LIGHT COMPANY
And
PUBLIC SERVICE COMPANY OF
INDIANA, INC.
This amendment, dated as of June 1, 1981 between
Indianapolis Power & Light Company (Indianapolis Company)
and Public Service Company of Indiana, Inc. (Service
Company), both of whom are Indiana corporations,
WITNESSETH:
WHEREAS, there is now in effect between Indianapolis
Company and Service Company a Facilities Agreement dated
August 16, 1977 (the "Facilities Agreement"); and
WHEREAS, said parties wish to amend the Facilities
Agreement to provide for a delay in the construction and
completion of certain facilities specified therein, as a
result of delays in the expected in-service dates of
associated generating facilities; and
WHEREAS, said parties wish to amend the Facilities
Agreement to provide for a revision in the location of
metering specified therein, as a result of changes in
generation and transmission plans not foreseen at the
time of that Agreement; and
WHEREAS, said parties wish to amend the Facilities
Agreement to allow for the installation of substation
facilities not contemplated at the time of that
Agreement;
NOW, THEREFORE, in consideration of the premises and
of the mutual covenants herein set forth, the parties
agree as follows:
Section 1. The Facilities Agreement is hereby
amended by substituting the word "Gwynneville" for the
word "Carthage" whenever and wherever it appears in the
Facilities Agreement.
Section 2. The Facilities Agreement is hereby
further amended by amending Section 1.03 thereof to read:
"1.03 The parties shall coordinate their
respective construction programs and otherwise
cooperate, to the fullest extent practicable, toward
the achievement of the completion of all lines and
facilities covered by this agreement. Each party
shall use it best efforts to insure that such lines
and facilities are completed by the in-service dates
specified in the following Subsections 1.031 through
1.034, unless later dates are mutually agreed upon
by the parties hereto:
"1.031 That portion of the Sunnyside-
Columbus Line from Columbus to Point Z, known
as the Columbus-Gwynneville Line, shall be in
service by April 1, 1982. Completion of this
line shall be coordinated with the completion
of a line (not involved in this agreement) to
be built by Service Company from Gwynneville to
New Castle.
"1.032 The Petersburg-Cato Line shall be
in service by August 1, 1982.
"1.033 That portion of the Sunnyside-
Columbus Line extending from Point Z to
Sunnyside, known as the Gwynneville-Sunnyside
Line, shall be in service by August 1, 1985.
"1.034 That portion of the Gwynneville
Substation required for the operation of the
Gwynneville-Sunnyside Line, and that portion of
the Sunnyside Substation required for the
operation of that line shall both be in service
by August 1, 1985."
Section 3. The Facilities Agreement is hereby
further amended by amending Subsection 1.043 of Section
1.04 to read:
"1.043 At Service Company's Gwynneville
Substation, the necessary 345,000-volt metering
equipment for the purpose of monitoring flows
on the Sunnyside-Gwynneville Line, as described
in Article 3 hereof."
Section 4. The Facilities Agreement is hereby
further amended by modifying Subsection 3.012 of Section
3.01 to read:
"3.012 In respect of the Z
Interconnection Point, 345,000-volt metering
equipment owned by Indianapolis Company and
installed by Service Company at its Gwynneville
Substation at Indianapolis Company's expense,
for the purpose of monitoring the flows in the
Sunnyside-Gwynneville Line. Such metering
equipment shall include compensation as
provided in Section 3.06 hereof."
Section 5. The Facilities Agreement is hereby
further amended by amending Section 3.06 to read:
"3.06 The parties hereto understand and
agree that the establishment of metering point
Y as set forth in Subsection 3.013 hereof,
determines each party's responsibility for the
line losses incurred. With respect to metering
point Z, metering equipment shall be
compensated to fully compensate Indianapolis
Company for losses incurred on the Sunnyside-
Gwynneville Line. Such compensation shall
cease and Sunnyside-Gwynneville Line losses
shall become the responsibility of Indianapolis
Company at such time as Service Company has
fulfilled all of the following three
conditions: (i) 765,000-volt lines and
associated substations between Marble Hill and
Columbus, Marble Hill and Jefferson, and
Columbus and Gwynneville are placed in service;
(ii) the Jefferson-Greentown 765,000-volt line
covered by an agreement between Service Company
and Indiana and Michigan Electric Company, is
looped into Gwynneville and placed in service;
and (iii) the 765,000/345,000-volt
autotransformers at Gwynneville and a
765,000/230,000-volt autotransformer at
Columbus are placed in service."
Section 6. The Facilities Agreement is hereby
further amended by amending Subsection 10.011 of Section
10.01 to read:
"10.011 All facilities incident and
appropriate to the establishment of a
Sunnyside-Gwynneville Line and a Gwynneville-
Columbus Line including, without limitation:
345,000-volt ultra-high-speed automatic
reclosing circuit breakers to average at least
one per termination unless otherwise agreed to;
appurtenant disconnecting and associated
equipment; protective relays and associated
equipment and such other items as may be
required and suitable for the control of such
Lines and for the coordination of such control
with terminal equipment at Indianapolis
Company's Sunnyside Substation; provided, that
Indianapolis Company shall provide Service
Company with one of the 345,000-volt ultra-
high-speed automatic reclosing circuit breakers
and equipment appertaining thereto; and shall
pay the cost of installing the same upon
receipt and approval of an itemized statement
therefore."
Section 7. The Facilities Agreement is hereby
further amended by adding a new Section 10.04 to read:
"10.04 Service Company shall have the
right to install at its cost a 345,000/69,000-
volt transformer at the Gwynneville Substation,
tapped on Indianapolis Company's Gwynneville-
Columbus 345,000-volt line through a 345,000-
volt circuit switcher, together with such other
equipment as may be required and suitable for
the control of such substation and for the
coordination of such control with terminal
equipment at the remote ends of the connecting
lines; provided, that Indianapolis Company
shall have the right to approve the design of
such installation to determine that it will not
adversely affect the reliability and operation
of its Gwynneville-Columbus 345,000-volt line,
which approval shall not be unreasonably
withheld."
Section 8. Except as specifically amended by this
Amendment No. 1, the Facilities Agreement shall remain
the same and in full force and effect.
IN WITNESS WHEREOF, the parties have caused this
agreement to be duly executed as of the date first above
written.
INDIANAPOLIS POWER & LIGHT COMPANY
By /s/ ▇▇▇▇ ▇. ▇▇▇▇
▇▇▇▇ ▇. ▇▇▇▇, Chairman of the
Board
PUBLIC SERVICE COMPANY OF INDIANA, INC.
By /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇
▇▇▇▇ ▇. ▇▇▇▇▇▇, Chairman
AMENDMENT NO. 2
TO
FACILITIES AGREEMENT
Dated as of August 16, 1977
Between
PUBLIC SERVICE COMPANY OF
INDIANA, INC.
and
INDIANAPOLIS POWER & LIGHT COMPANY
Dated as of October 1, 1984
This AMENDMENT NO. 2, dated as of the 1st day of October,
1984 between Public Service Company of Indiana, Inc.
(Service Company), an Indiana Corporation, and
Indianapolis Power & Light Company (Indianapolis
Company), an Indiana Corporation, and hereafter called
"the parties",
WITNESSETH THAT:
WHEREAS the parties entered into a Facilities Agreement
dated as of August 16, 1977 which Agreement was last
modified on June 1, 1981 (said Facilities Agreement, as
so modified, being herein called the "1977 Agreement");
and
WHEREAS the parties desire to modify the 1977 Agreement,
as hereinafter set forth;
NOW, THEREFORE, in consideration of the premises and the
mutual covenants herein set forth, the parties hereto
agree as follows:
SECTION 1 Article 1, Subsection 1.033 of Section 1.03 of
the 1977 Agreement is amended to read:
1.033 That portion of the Sunnyside-Columbus
Line extending from Point Z to Sunnyside, known as
the Sunnyside-Gwynneville Line, shall be in service
by February 1, 1986.
SECTION 2. Article 1, Subsection 1.043 of Section 1.04
of the 1977 Agreement is amended to read:
1.043 At said Sunnyside Substation, the
necessary 345,000-volt metering equipment for the
purpose of monitoring flows in the Sunnyside-
Gwynneville Line, as described in Article 3 hereof.
SECTION 3. Article 3, Subsection 3.011 of Section 3.01
of the 1977 Agreement is amended to read:
3.011 Should generation and/or transmission
developments of the parties affect losses, location
of the metering shall be reviewed.
SECTION 4. Article 3, Subsection 3.012 of Section 3.01
of the 1977 Agreement is amended to read:
3.012 In respect of the X Interconnection
Point, 345,000-volt metering equipment owned and
installed by Indianapolis Company at Indianapolis
Company's Sunnyside Substation for the purpose of
monitoring the flows in the Sunnyside-Gwynneville
Line. Such metering equipment shall be capable of
being compensated.
SECTION 5. Article 3, Section 3.06 of the 1977 Agreement
is amended to read:
3.06 The parties hereto understand and agree
that the establishment of the metering points as set
forth in Section 3.01 hereof determines each party's
initial responsibility for the line losses incurred
between such metering points.
SECTION 6. Except as hereinabove modified and amended,
all the terms and conditions of the 1977 Agreement shall
remain in full force and effect.
SECTION 7. This Agreement shall inure to the benefit of
and be binding upon the successors and assigns of the
respective parties hereto.
IN WITNESS WHEREOF, the parties hereto have caused this
agreement to be executed by their duly authorized
officers.
PUBLIC SERVICE COMPANY OF INDIANA, INC.
By /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇, President
INDIANAPOLIS POWER & LIGHT COMPANY
By /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇
▇▇▇▇▇▇ ▇. ▇▇▇▇
