AGREEMENT WITH RESPECT TO SECOND AMENDMENT
AND RESTATEMENT OF AGREEMENT WITH RESPECT
TO USE OF QUEBEC INTERCONNECTION
This AGREEMENT dated as of November 19, 1997, is between some or all of those New England electric
utilities (the "Participants") which are the parties to the Agreement with Respect of Use of Quebec
Interconnection dated as of December 1, 1981, as amended and restated as of September 1, 1985 (the "Existing Use
Agreement").
WHEREAS, in connection with the restructuring of the New England Power Pool and the entering into of the
Restated New England Power Pool Agreement, the signatory Participants propose to amend the Existing Use Agreement
to, among other things, accommodate the new market provisions contained in the Restated NEPOOL Agreement;
NOW, THEREFORE, in consideration of the premises, the mutual covenants hereinafter set forth, and other
good and valuable consideration, receipt of which is hereby acknowledged, the Participants which are the
signatories hereto hereby agree as follows:
Section 1. Amendment and Restatement of Use Agreement
------------------------------------------------------------
The Existing Use Agreement as in effect on the date hereof is amended and restated as of the effective
dates provided in Section 2, to read as provided in Exhibit A hereto (the "Restated Use Agreement").
Section 2. Effectiveness
-------------------------------
The Restated Use Agreement shall become effective as follows:
(i) Sections 1 to 4, inclusive, all of Section 5 except the second to last paragraph
thereof, Section 6, the first paragraph of Section 7, Sections 10 to 12, inclusive, and
Sections 14 to 19, inclusive, of the Restated Use Agreement shall become effective, and
Section 1, all of Section 2 except subsections 2 (11) and 2 (25) thereof, Sections 3
and 4, all of Section 5 except the second sentence of the first paragraph thereof,
Sections 6 and 7, the first sentence of Section 8, Sections 10 to 12, inclusive, and
Sections 14 to 19, inclusive, of the Existing Use Agreement shall cease to be in
effect, on the date on which Participants having Percentage Interests in the Transfer
Capability of the Interconnection aggregating at least 66 2/3% shall have executed this
Agreement.
(ii) The remaining portions of the Restated Use Agreement shall become effective, and the
remaining portions of the Existing Use Agreement shall cease to be in effect, on the
later of (i) the date on which Participants having Percentage Interests in the Transfer
Capability of the Interconnection aggregating at least 66 2/3% shall have executed this
Agreement and (ii) the Second Effective Date, as defined in the Restated NEPOOL
Agreement.
Section 3. Further Amendment to Section 15 of the Restated Use Agreement
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The first sentence of Section 15 of the Restated Use Agreement, set forth in Exhibit A hereto, reads as
follows:
"Any amendment changing the percentage shares of the Participants in the use of the Interconnection or
modifying Section 6 shall require the written consent of all parties to this Agreement."
The Participants agree that if this Agreement shall be executed by all of the parties to the Existing
Use Agreement, then effective on the date on which the last such Participant shall have executed this Agreement,
the first sentence of Section 15 of the Restated Use Agreement shall be amended to read as follows:
"Any amendment changing the percentage shares of the Participants in the use of the Interconnection
shall require the written consent of all parties to this Agreement."
Section 4 Counterparts
------------------------------
This Agreement may be executed in any number of counterparts and each executed counterpart shall have
the same force and effect as an original instrument as if all the parties to all the counterparts had signed the
same instrument. Any signature page of this Agreement may be detached from any counterpart of this Agreement
without impairing the legal effect of any signatures thereof, and may be attached to another counterpart of this
Agreement identical in form thereto but having attached to it one or more signature pages.
IN WITNESS WHEREOF, each of the signatories has caused a counterpart signature page of this Agreement to
be executed by their duly authorized officers, representatives or agents.
COUNTERPART SIGNATURE PAGE
TO AGREEMENT WITH RESPECT TO
SECOND AMENDMENT AND RESTATEMENT OF
AGREEMENT WITH RESPECT TO USE OF
QUEBEC INTERCONNECTION
DATED AS OF NOVEMBER 19, 1997
This Agreement With Respect to Use of Quebec Interconnection, being dated as of December 1, 1981,
amended and restated as of September 1, 1985, and further amended and restated as of November 19, 1997.
BOSTON EDISON COMPANY
By: /s/ Xxxxxxx X. Xxxxx
Name: Xxxxxxx X. Xxxxx
Title: Senior Vice President and General Counsel
Address: 000 Xxxxxxxx Xxxxxx
Xxxxxx, XX 00000-0000
COUNTERPART SIGNATURE PAGE
TO AGREEMENT WITH RESPECT TO
SECOND AMENDMENT AND RESTATEMENT OF
AGREEMENT WITH RESPECT TO USE OF
QUEBEC INTERCONNECTION
DATED AS OF NOVEMBER 19, 1997
This Agreement With Respect to Use of Quebec Interconnection, being dated as of December 1, 1981,
amended and restated as of September 1, 1985, and further amended and restated as of November 19, 1997.
TOWN OF BOYLSTON MUNICIPAL LIGHT
DEPARTMENT
By: /s/ H. Xxxxxxxx Xxxxx Xx.
Name: H. Xxxxxxxx Xxxxx Xx.
Title: Manager
Address: Xxxx X. Xxxxx Xxxx
Xxxxxxxx, XX 00000
COUNTERPART SIGNATURE PAGE
TO AGREEMENT WITH RESPECT TO
SECOND AMENDMENT AND RESTATEMENT OF
AGREEMENT WITH RESPECT TO USE OF
QUEBEC INTERCONNECTION
DATED AS OF NOVEMBER 19, 1997
This Agreement With Respect to Use of Quebec Interconnection, being dated as of December 1, 1981,
amended and restated as of September 1, 1985, and further amended and restated as of November 19, 1997.
CANAL ELECTRIC COMPANY on its own
behalf and/or as agent for COMMONWEALTH
ELECTRIC COMPANY and/or CAMBRIDGE
ELECTRIC LIGHT COMPANY
By: /s/ Xxxxxxx X. Xxxxxx
Name: Xxxxxxx X. Xxxxxx
Title: President and Chief Operating Officer
Address: 0000 Xxxxxxxxx Xxxxxxx
Xxxxxxx, XX 00000-0000
COUNTERPART SIGNATURE PAGE
TO AGREEMENT WITH RESPECT TO
SECOND AMENDMENT AND RESTATEMENT OF
AGREEMENT WITH RESPECT TO USE OF
QUEBEC INTERCONNECTION
DATED AS OF NOVEMBER 19, 1997
This Agreement With Respect to Use of Quebec Interconnection, being dated as of December 1, 1981,
amended and restated as of September 1, 1985, and further amended and restated as of November 19, 1997.
CENTRAL MAINE POWER COMPANY
By: /s/ Xxxxxxxxx Xxxxxxxx
Name: Xxxxxxxxx Xxxxxxxx
Title: Managing Director
Address: 00 Xxxxxx Xxxxx
Xxxxxx, XX 00000-0000
COUNTERPART SIGNATURE PAGE
TO AGREEMENT WITH RESPECT TO
SECOND AMENDMENT AND RESTATEMENT OF
AGREEMENT WITH RESPECT TO USE OF
QUEBEC INTERCONNECTION
DATED AS OF NOVEMBER 19, 1997
This Agreement With Respect to Use of Quebec Interconnection, being dated as of December 1, 1981,
amended and restated as of September 1, 1985, and further amended and restated as of November 19, 1997.
TOWN OF GROTON ELECTRIC LIGHT
DEPARTMENT
By: /s/ Xxxxx X. Xxxxxxx
Name: Xxxxx X. Xxxxxxx
Title: Manager
Address: Xxxxxxx Xxxxxx
Xxxxxx, XX 00000
COUNTERPART SIGNATURE PAGE
TO AGREEMENT WITH RESPECT TO
SECOND AMENDMENT AND RESTATEMENT OF
AGREEMENT WITH RESPECT TO USE OF
QUEBEC INTERCONNECTION
DATED AS OF NOVEMBER 19, 1997
This Agreement With Respect to Use of Quebec Interconnection, being dated as of December 1, 1981,
amended and restated as of September 1, 1985, and further amended and restated as of November 19, 1997.
HINGHAM MUNICIPAL LIGHTING PLANT
By: /s/ Xxxxxx X. Xxxxxx, Xx.
Name: Xxxxxx X. Xxxxxx, Xx.
Title: General Manager
Address: 00 Xxx Xxxxxx
Xxxxxxx, XX 00000
COUNTERPART SIGNATURE PAGE
TO AGREEMENT WITH RESPECT TO
SECOND AMENDMENT AND RESTATEMENT OF
AGREEMENT WITH RESPECT TO USE OF
QUEBEC INTERCONNECTION
DATED AS OF NOVEMBER 19, 1997
This Agreement With Respect to Use of Quebec Interconnection, being dated as of December 1, 1981,
amended and restated as of September 1, 1985, and further amended and restated as of November 19, 1997.
TOWN OF MIDDLEBOROUGH
By: /s/ Xxxxx X. Xxxxx
Name: Xxxxx X. Xxxxx
Title: Acting General Manager
Address: Xxxx Xxxx
Xxxxxxxxx Xxxxxx
Xxxxxxxxxxxxx, XX 00000
COUNTERPART SIGNATURE PAGE
TO AGREEMENT WITH RESPECT TO
SECOND AMENDMENT AND RESTATEMENT OF
AGREEMENT WITH RESPECT TO USE OF
QUEBEC INTERCONNECTION
DATED AS OF NOVEMBER 19, 1997
This Agreement With Respect to Use of Quebec Interconnection, being dated as of December 1, 1981,
amended and restated as of September 1, 1985, and further amended and restated as of November 19, 1997.
MONTAUP ELECTRIC COMPANY
By: /s/ Xxxxx X. Xxxxx
Name: Xxxxx X. Xxxxx
Title: Vice President
Address: c/o Eastern Utilities Associates
000 Xxxx Xxxxxx Xxxxxx
Xxxx Xxxxxxxxxxx, XX 00000-0000
COUNTERPART SIGNATURE PAGE
TO AGREEMENT WITH RESPECT TO
SECOND AMENDMENT AND RESTATEMENT OF
AGREEMENT WITH RESPECT TO USE OF
QUEBEC INTERCONNECTION
DATED AS OF NOVEMBER 19, 1997
This Agreement With Respect to Use of Quebec Interconnection, being dated as of December 1, 1981,
amended and restated as of September 1, 1985, and further amended and restated as of November 19, 1997.
NEW ENGLAND POWER COMPANY
By: /s/ Xxxx X. Xxxxxx
Name: Xxxx X. Xxxxxx
Title: Vice President
Address: 00 Xxxxxxxx Xxxxx
Xxxxxxxxxxx, XX 00000
COUNTERPART SIGNATURE PAGE
TO AGREEMENT WITH RESPECT TO
SECOND AMENDMENT AND RESTATEMENT OF
AGREEMENT WITH RESPECT TO USE OF
QUEBEC INTERCONNECTION
DATED AS OF NOVEMBER 19, 1997
This Agreement With Respect to Use of Quebec Interconnection, being dated as of December 1, 1981,
amended and restated as of September 1, 1985, and further amended and restated as of November 19, 1997.
NEWPORT ELECTRIC CORPORATION
By: /s/ Xxxx X. Xxxxxx
Name: Xxxx X. Xxxxxx
Title: President
Address: c/o Eastern Utilities Associates
000 Xxxx Xxxxxx Xxxxxx
Xxxx Xxxxxxxxxxx, XX 00000-0000
COUNTERPART SIGNATURE PAGE
TO AGREEMENT WITH RESPECT TO
SECOND AMENDMENT AND RESTATEMENT OF
AGREEMENT WITH RESPECT TO USE OF
QUEBEC INTERCONNECTION
DATED AS OF NOVEMBER 19, 1997
This Agreement With Respect to Use of Quebec Interconnection, being dated as of December 1, 1981,
amended and restated as of September 1, 1985, and further amended and restated as of November 19, 1997.
THE CONNECTICUT LIGHT AND POWER
COMPANY
WESTERN MASSACHUSETTS ELECTRIC
COMPANY
HOLYOKE WATER POWER COMPANY
HOLYOKE POWER AND ELECTRIC
COMPANY
PUBLIC SERVICE COMPANY OF NEW
HAMPSHIRE
By: /s/ Xxxxx X. Xxxxxxxx
Name: Xxxxx X. Xxxxxxxx
Title: Vice President, Wholesale Marketing
Address: c/o Northeast Utilities Service
Company
X.X. Xxx 000
Xxxxxxxx, XX 00000-0000
COUNTERPART SIGNATURE PAGE
TO AGREEMENT WITH RESPECT TO
SECOND AMENDMENT AND RESTATEMENT OF
AGREEMENT WITH RESPECT TO USE OF
QUEBEC INTERCONNECTION
DATED AS OF NOVEMBER 19, 1997
This Agreement With Respect to Use of Quebec Interconnection, being dated as of December 1, 1981,
amended and restated as of September 1, 1985, and further amended and restated as of November 19, 1997.
TOWN OF SHREWSBURY ELECTRIC LIGHT
DEPARTMENT
By: /s/ Xxxxxx X. Xxxxx
Name: Xxxxxx X. Xxxxx
Title: General Manager
Address: 000 Xxxxx Xxxxxx
Xxxxxxxxxx, XX 00000
COUNTERPART SIGNATURE PAGE
TO AGREEMENT WITH RESPECT TO
SECOND AMENDMENT AND RESTATEMENT OF
AGREEMENT WITH RESPECT TO USE OF
QUEBEC INTERCONNECTION
DATED AS OF NOVEMBER 19, 1997
This Agreement With Respect to Use of Quebec Interconnection, being dated as of December 1, 1981,
amended and restated as of September 1, 1985, and further amended and restated as of November 19, 1997.
TOWN OF SOUTH XXXXXX ELECTRIC LIGHT
DEPARTMENT
By: /s/ Xxxxx X. Xxxxxxxxx
Name: Xxxxx X. Xxxxxxxxx
Title: Manger
Address: 00 Xxxx Xxxxxx
Xxxxx Xxxxxx, XX 00000
COUNTERPART SIGNATURE PAGE
TO AGREEMENT WITH RESPECT TO
SECOND AMENDMENT AND RESTATEMENT OF
AGREEMENT WITH RESPECT TO USE OF
QUEBEC INTERCONNECTION
DATED AS OF NOVEMBER 19, 1997
This Agreement With Respect to Use of Quebec Interconnection, being dated as of December 1, 1981,
amended and restated as of September 1, 1985, and further amended and restated as of November 19, 1997.
THE UNITED ILLUMINATING COMPANY
By: /s/ Xxxxxxx Xxxxxxxxxxx
Name: Xxxxxxx Xxxxxxxxxxx
Title: Vice President, Planning and Information
Resources
Address: 000 Xxxxxx Xxxxxx
Xxx Xxxxx, XX 00000-0000
COUNTERPART SIGNATURE PAGE
TO AGREEMENT WITH RESPECT TO
SECOND AMENDMENT AND RESTATEMENT OF
AGREEMENT WITH RESPECT TO USE OF
QUEBEC INTERCONNECTION
DATED AS OF NOVEMBER 19, 1997
This Agreement With Respect to Use of Quebec Interconnection, being dated as of December 1, 1981,
amended and restated as of September 1, 1985, and further amended and restated as of November 19, 1997.
TOWN OF WAKEFIELD MUNICIPAL
LIGHTING DEPARTMENT
By: /s/ Xxxxxxx X. Xxxxxxx
Name: Xxxxxxx X. Xxxxxxx
Title: Manager
Address: 0 Xxxxxx Xxxxxx
Xxxxxxxxx, XX 00000