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PJM Interconnection, L.L.C. 2750 Monroe Boulevard Audubon, PA 19403 Jacqulynn B. Hugee Associate General Counsel T: (610) 666-8208 | F: (610) 666-8211 [email protected] July 7, 2017 The Honorable Kimberly D. Bose, Secretary Federal Energy Regulatory Commission 888 First Street, N.E. Room 1A Washington, D.C. 20426 Re: PJM Interconnection, L.L.C., Docket No. ER17-2065-000 Dynamic Schedule Agreement with Tatanka Wind Power LLC, Original Service Agreement No. 4750, and Waiver of Notice Requirement Dear Secretary Bose: Pursuant to section 205 of the Federal Power Act 1 and section 35.13 of Part 35 of the regulations 2 of the Federal Energy Regulatory Commission (“Commission”), PJM Interconnection, L.L.C. (“PJM”) submits for filing an executed Dynamic Schedule Agreement among itself and Tatanka Wind Power, LLC (“Company”), designated as Original Service Agreement No. 4750. PJM requests an effective date of July 11, 2017 for the Dynamic Schedule Agreement. I. BACKGROUND PJM is a Commission established Independent System Operator and Regional Transmission Organization. PJM is a transmission provider under, and the administrator of, the 1 16 U.S.C. § 824d. 2 18 C.F.R. § 35.13.

Re: PJM Interconnection, L.L.C., Docket No. ER17-2065-000 ...Jul 07, 2017  · among itself and Tatanka Wind Power, LLC (“Company”), designated as Original Service Agreement No

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Page 1: Re: PJM Interconnection, L.L.C., Docket No. ER17-2065-000 ...Jul 07, 2017  · among itself and Tatanka Wind Power, LLC (“Company”), designated as Original Service Agreement No

PJM Interconnection, L.L.C. 2750 Monroe Boulevard Audubon, PA 19403

Jacqulynn B. Hugee Associate General Counsel T: (610) 666-8208 | F: (610) 666-8211 [email protected]

July 7, 2017

The Honorable Kimberly D. Bose, Secretary Federal Energy Regulatory Commission 888 First Street, N.E. Room 1A Washington, D.C. 20426

Re: PJM Interconnection, L.L.C., Docket No. ER17-2065-000 Dynamic Schedule Agreement with Tatanka Wind Power LLC, Original Service Agreement No. 4750, and Waiver of Notice Requirement

Dear Secretary Bose:

Pursuant to section 205 of the Federal Power Act1 and section 35.13 of Part 35 of the

regulations2 of the Federal Energy Regulatory Commission (“Commission”), PJM

Interconnection, L.L.C. (“PJM”) submits for filing an executed Dynamic Schedule Agreement

among itself and Tatanka Wind Power, LLC (“Company”), designated as Original Service

Agreement No. 4750. PJM requests an effective date of July 11, 2017 for the Dynamic Schedule

Agreement.

I. BACKGROUND

PJM is a Commission established Independent System Operator and Regional

Transmission Organization. PJM is a transmission provider under, and the administrator of, the

1 16 U.S.C. § 824d. 2 18 C.F.R. § 35.13.

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Kimberly D. Bose, Secretary Dynamic Schedule Agreement July 7, 2017 Page 2 PJM Open Access Transmission Tariff (“Tariff”), operates the PJM Interchange Energy Market,3

Reliability Pricing Model (i.e., PJM’s forward capacity market), and coordinates the movement

of wholesale electricity in the PJM Region.

Company is a PJM Member that owns, operates or has contractual authority to control the

dynamic interchange schedule of the output of 180 megawatts (“MW”) of energy from 120 wind

generating units (“Tatanka Wind Farm Generating Units”) which are located outside of the

physical and electrical boundaries of the PJM Balancing Authority Area at 10002 359th Ave

SE, Ashley, ND (the “Facility”), which is in the Midcontinent Independent System Operator, Inc.

(“MISO”) Balancing Authority Area. Company desires to dynamically schedule the Facility into

the PJM Balancing Authority Area and participate in the PJM Interchange Energy Markets as a

Market Seller of the Facility. MISO is aware of the dynamic schedule as indicated in its

Acknowledgement of Dynamic Schedule attached to the Dynamic Schedule Agreement.

PJM and Company wish to coordinate the operation of this dynamically scheduled

generation resource. To effectuate such coordination, PJM and Company entered into the

attached Dynamic Schedule Agreement to establish the terms and conditions for the operation of

the Tatanka Wind Farm Generating Units.

3 All capitalized terms that are not otherwise defined herein have the meaning as defined in the Tariff, Amended and Restated Operating Agreement of PJM Interconnection, L.L.C. (“Operating Agreement”), and Reliability Assurance Agreement Among Load Serving Entities in the PJM Region (“RAA”) (collectively referred to herein as “PJM Governing Documents”).

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Kimberly D. Bose, Secretary Dynamic Schedule Agreement July 7, 2017 Page 3 II. DESCRIPTION OF AGREEMENT

As the Commission has recognized,

Dynamic Scheduling allows a Load Serving Entity (LSE) or generator to move via telemetry some or all of its demand and/or generation from its Host Control Area (Host) and place it in another Metered Control Area. Thus, the Metered Control Area controls the load and/or generation as though it was physically in that Control Area. Dynamic Scheduling requires careful coordination with the Host and any intermediate and receiving Control Areas, since it causes an automatic interchange to occur between control areas.4

PJM requires that an entity seeking to dynamically schedule generation into the PJM

Balancing Authority Area execute an agreement to coordinate the operation of the dynamically

scheduled generation resource and establish the terms and conditions for the operation of the

Dynamic Schedule. The Dynamic Schedule Agreement being filed provides for a portion of the

MW of energy of the Tatanka Wind Farm Generating Units to be dedicated to the Dynamic

Schedule into the PJM Balancing Authority Area, up to the MW amount of the reserved

transmission service for the Dynamic Schedule. To dynamically schedule the Facility into the

PJM Region, Company must secure Point-to-Point Transmission Service or the equivalent

thereof, as required by the PJM Governing Documents,5 from where it is physically located

through the path to the interface point with the PJM Balancing Authority, and maintain such

transmission service, to sufficiently deliver, MW of energy up to the reserved transmission service

amount for the term of the Dynamic Schedule Agreement.

4 California Independent System Operator Corporation, Order Accepting Dynamic Scheduling Agreements, Docket No. ER04-389-000 (March 9, 2004), P 14. 5 Operating Agreement, Schedule 1, section 1.12(d); Tariff, Attachment K-Appendix, section 1.12(d).

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Kimberly D. Bose, Secretary Dynamic Schedule Agreement July 7, 2017 Page 4

Nothing in the Dynamic Schedule Agreement is intended to modify or change any

obligations or rights under any tariff (including the Tariff, Operating Agreement and RAA), any

rate schedule, or any other contract. The Dynamic Schedule Agreement does not establish any

generation as a designated network resource under the Tariff. Nothing in the Dynamic Schedule

Agreement affects Company’s rights or obligations as a Market Participant, and Company is still

required to comply with, and be subject to, all applicable provisions of the PJM Governing

Documents which provisions are deemed to be incorporated therein. The intent of the Parties is

that the use of the referenced Dynamic Schedule of the Facility will not negatively impact a

Balancing Authority’s reliability or performance expectations as defined by the North American

Electric Reliability Corporation.

III. REQUEST FOR PRIVILEGED DESIGNATION

PJM respectfully requests the information submitted to the Commission in the non-public

version of the Dynamic Schedule Agreement be designated as privileged pursuant to 18 C.F.R. §

388.112. In that regard, Operating Agreement, section 18.l7.1 specifies, in relevant part:

18.17 Confidentiality. 18.17.1 Party Access. (a) No Member shall have a right hereunder to receive or review any documents, data or other information of another Member, including documents, data or other information provided to the Office of the Interconnection, to the extent such documents, data or information have been designated as confidential pursuant to the procedures adopted by the Office of the Interconnection and/or the PJM Market Monitor or to the extent that they have been designated as confidential by such other Member; provided, however, a Member may receive and review any composite documents, data and other information that may be developed based on such confidential documents, data or information if the composite does not disclose any individual Member’s confidential data or information.

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Kimberly D. Bose, Secretary Dynamic Schedule Agreement July 7, 2017 Page 5

(b) Except as may be provided in this Agreement or in the PJM Open Access Transmission Tariff, the Office of the Interconnection shall not disclose to its Members or to third parties, any documents, data, or other information of a Member or entity applying for Membership, to the extent such documents, data, or other information has been designated confidential pursuant to the procedures adopted by the Office of the Interconnection or by such Member or entity applying for membership; provided that nothing contained herein shall prohibit the Office of the Interconnection from providing any such confidential information to its agents, representatives, or contractors to the extent that such person or entity is bound by an obligation to maintain such confidentiality;. . .

PJM submits that the information in Appendix 2 of the Dynamic Schedule Agreement is

confidential as it identifies non-public, market sensitive, commercially sensitive information

about Company’s participation in PJM’s markets, details about the scheduling of Tatanka Wind

Farm Generating Units, and other detailed information, which PJM treats as confidential per

Operating Agreement, section 18.17. Accordingly, PJM is submitting Appendix 2 on a

privileged basis, under seal in accordance with 18 C.F.R. § 388.112(b) (2017), and requests that

the Commission withhold it from public release. The privileged version of Appendix 2 is

entitled “CUI/PRIV – Contains Privileged Information Do Not Release Pursuant to 18 C.F.R. §

388.112.” The public, redacted version of the Dynamic Schedule Agreement does not include the

referenced confidential, privileged information.

PJM also submits the required form of protective agreement and non-disclosure

certificate, which are based on the Commission’s model protective order and non-disclosure

certificate.

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Kimberly D. Bose, Secretary Dynamic Schedule Agreement July 7, 2017 Page 6 IV. PROPOSED EFFECTIVE DATE AND WAIVER REQUEST

To the extent necessary, PJM respectfully requests a waiver of the Commission’s sixty-

day prior notice requirement set forth at 18 C.F.R §35.36 to allow an effective date of July 11,

2017, for the Dynamic Schedule Agreement, as agreed upon by PJM and Company, and as set

forth in section 13 of that agreement. The requested effective date is appropriate because the

Dynamic Schedule Agreement is being filed within thirty days of the commencement of service

under the agreement, consistent with the Commission’s regulations.7

To the extent necessary, PJM respectfully requests any other waivers that may be

necessary to accept this filing. Pursuant to 18 C.F.R §35.11, good cause exists to grant waiver

because July 11, 2017 is the date by which the dynamic schedule will be established and

functioning in order for Company to deliver energy into the PJM Region. The Commission has

granted similar waivers in such situations.8 In addition, waiver is appropriate in this case

because PJM and Company have agreed to this effective date and therefore all such parties seek

the Commission’s acceptance for filing of the Agreement as of this requested effective date.

6 18 C.F.R. §35.3(a)(1). 7 18 C.F.R. §35.3(a)(2); Prior Notice and Filing Requirements Under Part II of the Federal Power Act, 64 FERC ¶ 61, 139, at 61,983-84, order on reh’g, 65 FERC ¶ 61, 081 (1993) (“waiver of notice will be granted if service agreements are filed within 30 days after service commences.”). 8 See Duke Energy Progress, LLC, Letter Order, Docket No. ER16-1825-000 (accepting a pseudo-tie agreement filed on May 31, 2016 for filing effective as of June 1, 2016); Nevada Power Company, Letter Order, Docket No. ER14-1595-000 (May 14, 2014) (accepting a dynamic scheduling agreement filed on March 26, 2014 for filing effective as of March 26, 2014); California Independent System Operator Corp., Letter Order, Docket No. ER06-1470-000 (October 23, 2006) (accepting a pilot pseudo tie implementation agreement filed on September 6, 2006 for filing effective as of the date of the filing or September 27, 2006); Entergy Services, Inc., Letter Order, Docket No. ER13-319-000 (December 20, 2012) (accepting a dynamic transfer operating agreement, filed on November 5, 2012 for filing effective as of November 1, 2012).

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Kimberly D. Bose, Secretary Dynamic Schedule Agreement July 7, 2017 Page 7 V. DOCUMENTS ENCLOSED

With this transmittal letter, PJM submits the following attachments:

Attachment A – Non-Public version of executed Dynamic Schedule Agreement (containing confidential material); Attachment B – Public version of executed Dynamic Schedule Agreement (with confidential material redacted); Attachment C – Form of Confidentiality Agreement; Attachment D – Form of Non-Disclosure Certificate; and

Attachment E – Signature Pages.

VI. CORRESPONDENCE AND COMMUNICATIONS

Correspondence and communications regarding this filing should be sent to the following

individuals:

Craig Glazer Vice President–Federal Gov’t Policy PJM Interconnection, L.L.C. 1200 G Street, N.W. Suite 600 Washington, D.C. 20005 (202) 423-4743 [email protected]

Jacqulynn B. Hugee Associate General Counsel PJM Interconnection, L.L.C. 2750 Monroe Boulevard Audubon, PA 19403 (610) 666-8208 [email protected]

VII. SERVICE

PJM has served a copy of this filing on Company and on the affected state utility

regulatory commissions in the PJM Region.

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Kimberly D. Bose, Secretary Dynamic Schedule Agreement July 7, 2017 Page 8 VIII. CONCLUSION

For the foregoing reasons, PJM respectfully requests that the Commission issue an order

accepting the enclosed Dynamic Schedule Agreement as of the requested effective date.

Respectfully submitted, /s/ Jacqulynn B. Hugee

Craig Glazer Vice President–Federal Gov’t Policy PJM Interconnection, L.L.C. 1200 G Street, N.W. Suite 600 Washington, D.C. 20005 (202) 423-4743 [email protected]

Jacqulynn B. Hugee Associate General Counsel PJM Interconnection, L.L.C. 2750 Monroe Boulevard Audubon, PA 19403 (610) 666-8208 [email protected]

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CERTIFICATE OF SERVICE

I hereby certify that I have this day served the foregoing documents upon each person

designated on the official service list compiled by the Secretary in this proceeding.

Dated at Audubon, PA, this 7th day of July, 2017.

/s/ Jacqulynn B. Hugee Jacqulynn Hugee

Attorney for PJM Interconnection, L.L.C.

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ATTACHMENT B

PUBLIC VERSION OF AGREEMENT

REDACTED PRIVILEGED, CONFIDENTIAL MATERIAL

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Service Agreement No. 4750 DYNAMIC SCHEDULE AGREEMENT

By and Among PJM Interconnection, L.L.C.

And Tatanka Wind Power, LLC

This Dynamic Schedule Agreement (“Agreement”) including the Specifications and

Appendices attached hereto and incorporated herein, is entered into by and between PJM Interconnection, L.L.C., the Regional Transmission Organization for the PJM Region (hereinafter “PJM” or “PJM Balancing Authority”), and Tatanka Wind Power, LLC (“Company”). Company and PJM are hereinafter referred to individually as a “Party” and collectively as the “Parties.”

WHEREAS, PJM is a North American Electric Reliability Corporation (“NERC”) certified and registered Balancing Authority, as that term is defined in the NERC Glossary of Terms, responsible for balance and interconnection frequency support within the PJM Balancing Authority Area;

WHEREAS, the Native Balancing Authority for the Facility is Midcontinent Independent System Operator, Inc. (“MISO”), a NERC certified and registered Balancing Authority, responsible for balance and interconnection frequency support within its Balancing Authority Area, as that term is defined in the NERC Glossary of Terms;

WHEREAS, the Company owns, operates or has contractual authority to control the dynamic interchange schedule of the output of 180 MW megawatts (“MW”) of energy from 120 wind generating units (“Tatanka Wind Farm Generating Units”), consistent with PJM Manual 12, which are located outside of the physical and electrical boundaries of the PJM Balancing Authority Area at 10002 359th Ave SE, Ashley, ND (the “Facility”), and desires to dynamically schedule the Facility into the PJM Balancing Authority Area and participate in the PJM Interchange Energy Markets as a Market Seller of the Facility;

WHEREAS, the Facility is comprised of only a portion of the MW of energy of the Tatanka Wind Farm Generating Units such that not all of the MW of energy generated from those units will be dedicated to the Dynamic Schedule of the Facility and some of the MW of the energy will not be subject to the Dynamic Schedule of the Facility, the Parties agree that only the first portion of MW of energy generated from that Facility shall be dedicated to the Dynamic Schedule of the Facility, up to the MW amount of the reserved transmission service for the Dynamic Schedule;

WHEREAS, Company is a PJM Member and meets all of the PJM qualifications in order to operate the Facility in the PJM Region;

WHEREAS, Company represents the generator or load serving entity registered with the PJM Balancing Authority and meeting all of the qualifications of the PJM Balancing Authority in order to operate in the PJM Region and abiding by all applicable rules in the PJM Governing Documents (as defined below); and

WHEREAS, all capitalized terms that are not otherwise defined herein have the meaning as defined in the PJM Open Access Transmission Tariff (“PJM Tariff”), Amended and Restated Operating Agreement of PJM Interconnection, L.L.C. (“PJM Operating Agreement”), Reliability

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Assurance Agreement Among Load Serving Entities in the PJM Region (“RAA”), as may be amended from time to time, and in the PJM Manuals if not defined in the PJM Tariff, PJM Operating Agreement or RAA (collectively, “PJM Governing Documents”).

NOW THEREFORE, in consideration of the mutual covenants and agreements in this Agreement and of other good and valuable consideration, the sufficiency and adequacy of which are hereby acknowledged, the Parties, intending to be legally bound, hereby agree as follows:

1. Dynamic Schedule Point. From and after the effective date hereof, the point at which a Dynamic Schedule is made to deliver up to the reserved amount of transmission service to dynamically schedule the interchange of megawatts (“MW”) of energy between the Facility and the PJM Balancing Authority shall be a “Dynamic Schedule Point,” whereby any energy delivered from or consumed by the Facility at the Dynamic Schedule Point shall be included in the Balancing Authority Net Interchange Schedule (“NIS”), as defined in the NERC Glossary of Terms, between the Native Balancing Authority and the PJM Balancing Authority (for the avoidance of doubt, whether or not, at the time of delivery or consumption of such energy, the metering, data processing, telemetry and other equipment associated with the Dynamic Schedule Point is properly functioning). The PJM Balancing Authority will not be taking title to any energy delivered from or consumed by the Facility at the Dynamic Schedule Point. As necessary the Parties will work cooperatively with Native Balancing Authority to cause any energy delivered from or consumed by the Facility at the Dynamic Schedule Point to be treated as a Balancing Authority NIS between the Native Balancing Authority and the PJM Balancing Authority.

2. Implementation. The Dynamic Schedule of the Facility established under this Agreement shall be implemented and operated in accordance with this Agreement and the applicable provisions of the PJM Governing Documents. Each Party shall design, construct, operate, implement and maintain the equipment according to NERC and NAESB standards for which it is responsible under this Agreement and otherwise, and shall take all other actions required of it, to create and have the Dynamic Schedule Point recognized by PJM as a NIS between the Native Balancing Authority and the PJM Balancing Authority. A basic block diagram of the communications equipment required for the Dynamic Schedule Point is set forth in Appendix 1. As among the Parties:

(a) This Agreement does not provide for the reservation or sale of transmission service under the PJM Tariff or on any other transmission system or address rates, terms or conditions of transmission service or indicate in any way that transmission service is available or properly awarded. Company shall secure and pay for all cost associated with transmission service, across all transmission service providers necessary to deliver or consume power from the Facility to the interface point with the PJM Balancing Authority or to the interface point with the Native Balancing Authority.

(b) Company may dynamically schedule the Facility into the PJM Balancing Authority Area utilizing either Firm or Non-Firm Transmission Service on system(s) external to PJM. In order to dynamically schedule the Facility to the PJM Region, the Company shall secure Point-to-Point Transmission Service or the equivalent thereof, as required by the PJM Governing Documents, from where it is physically located through the path to the interface point with the PJM

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Balancing Authority, and maintain such transmission service, to sufficiently deliver, MW of energy up to the reserved transmission service amount for the term of this Agreement. PJM shall confirm that the appropriate transmission service reservations are in place and maintained prior to approving the Dynamic Schedule of the Facility. Failure to maintain sufficient transmission service shall constitute a violation of the PJM Governing Documents and a breach of this Agreement. However, if curtailment of a Dynamic Schedule of the Facility due to the non-firm nature of the Transmission Service utilized on systems external to PJM causes real-time operational difficulties, PJM may suspend the ability for the generator to dynamically schedule into PJM.

(c) Nothing in this Agreement makes Company a Market Participant under the PJM Governing Documents. If Company seeks to become a Market Participant, Company is solely responsible for satisfying all requirements as set forth for a Market Participant in the PJM Governing Documents to become a Market Participant.

(d) Company shall design, construct, operate and maintain real-time and historical systems and communications equipment in accordance with the PJM Governing Documents, at Company’s expense, in order to provide the PJM Balancing Authority with the corresponding real-time Dynamic Schedule value. Company’s systems shall provide this signal to the PJM Balancing Authority per the PJM Balancing Authority’s Inter-Control Center Communications Protocol standards. Company’s system shall provide this signal to the Native Balancing Authority in a manner mutually agreed to between the Native Balancing Authority and the Company.

(e) For generators dynamically scheduling from a Native Balancing Authority that operates wholesale electricity markets, the real time Dynamic Schedule MW value will be equal to the real-time telemetered generator output received by PJM from the Company. For generators dynamically scheduling from a Native Balancing Authority that does not operate wholesale electricity markets, the real time Dynamic Schedule MW value will be equal to the telemetered output of the generator minus the losses on the Native Balancing Authority’s or other transmission provider’s transmission system. Losses shall be handled as indicated in Appendix 2 of this Agreement. The Company shall simultaneously provide this value to the Native Balancing Authority.

(f) The PJM Balancing Authority will include the real time Dynamic Schedule value in its calculations of NIS and Area Control Error (“ACE”), as those terms are defined in the NERC Glossary of Terms.

(g) The PJM Balancing Authority shall integrate the real time Dynamic Schedule MW value on a five minute basis, or such other agreed upon interval, and maintain this information for balancing authority checkout, inadvertent calculations and payback purposes in accordance with the applicable NERC standards. It is the responsibility of the Company to checkout these five minute or other agreed upon interval integrated values with the Native Balancing Authority prior to the Native Balancing Authority’s final daily check out with the PJM

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Balancing Authority. (h) The technical characteristics of the Dynamic Schedule of the Facility are set forth

in this Agreement, including Appendix 2 appended hereto.

(i) The Company shall obtain station service for the Facility in accordance with the rules of the Native Balancing Authority.

(j) If the Facility is comprised of only a portion of the MW of energy the Company’s Tatanka Wind Farm Generating Units such that not all of the MW of energy generated from those units will be dedicated to the Dynamic Schedule of the Facility and some of the MW of energy will not be subject to the Dynamic Schedule of the Facility, the Parties agree that only the first MW generated from the units will be dedicated to the Dynamic Schedule of the Facility, up to the MW amount of the reserved transmission service for the Dynamic Schedule.

3. Costs Incurred By Native Balancing Authority. Company acknowledges and agrees that if the Native Balancing Authority incurs costs related to the reasonable implementation and operation of the Dynamic Schedule of the Facility, and requests compensation for such costs, the payment of all such costs shall be the sole responsibility of Company, and PJM shall not be responsible to compensate the Native Balancing Authority for any such costs.

4. Losses. Company will be responsible for loss compensation to deliver its energy to or receive its energy from the PJM Balancing Authority. Dynamic Schedule value(s) will be calculated net of losses external to PJM such that the Dynamic Schedule value shall equal the MW amount that is actually delivered to the PJM Region. Losses within the PJM Balancing Authority attributable to the Company’s participation in the PJM Day-ahead Energy Market and Real-time Energy Market shall be handled in the same manner as other Day-ahead Energy Market and Real-time Energy Market transactions per the PJM Governing Documents.

5. Operating and Maintenance Costs. The Company shall be responsible for all of its costs incurred for the purpose of meeting its obligations under this Agreement.

6. Contingency Operational Requirements. If the Dynamic Schedule signal is lost or determined to be unacceptable, or the telemetry from the Facility is lost or determined to be unacceptable, operation of the Dynamic Schedule of the Facility will continue under the following procedure:

(a) PJM will notify Company of the failure.

(b) PJM will hold the last known accurate Dynamic Schedule MW value on the Dynamic Schedule of the Facility until it is determined to be inaccurate or a more accurate value is provided by Company.

(c) It is the responsibility of the Company to verbally communicate changes in the real-time Dynamic Schedule MW values to the other Parties.

(d) Changes to the manually-updated Dynamic Schedule MW value cannot occur more frequently than once per hour unless otherwise mutually agreed upon by all Parties.

(e) To the extent possible, the Party maintaining the failed telemetry will provide a

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reasonable estimate of anticipated time of restoration. (f) If the primary data source is not restored within twenty-four (24) hours, all Parties

must agree on a plan to restore an acceptable data source for the Dynamic Schedule of the Facility to continue.

In the event of a planned or unplanned outage of the Facility or local transmission system that would disrupt the Dynamic Schedule of the Facility, then Company shall notify PJM and Native Balancing Authority of the outage.

7. Other Obligations. Nothing in this Agreement is intended to modify or change any obligations or rights under any tariff (including the PJM Tariff, PJM Operating Agreement and RAA), any rate schedule, or any other contract. This Agreement does not establish any generation as a designated network resource under the Tariff; the requirements of the Tariff still must be satisfied. Nothing in this Agreement affects Company’s rights or obligations as a Market Participant. The Parties will comply with, and be subject to, all applicable provisions of the PJM Governing Documents and any applicable Joint Operating Agreement between PJM and the Native Balancing Authority, to the extent applicable to that particular Party, which provisions shall be deemed to be incorporated herein. The intent of the Parties is that the use of the referenced Dynamic Schedule of the Facility will not negatively impact a Balancing Authority’s reliability or performance expectations as defined by NERC.

8. Modification. Nothing in this Agreement is intended to modify or limit, nor shall be construed as affecting in any way, the right of PJM to submit to FERC under Federal Power Act Section 205 or Section 206 unilateral changes to this Agreement or make application for a change in rates, terms and conditions, charges, classification of service, rule or regulation (both the form Agreement and any signed agreement), the right of any other Party to seek unilateral changes under this Agreement under Federal Power Act Section 206, or the authority of the FERC to accept any Federal Power Act Section 205 filing or to make changes under Federal Power Act Section 206 or to initiate proceedings under Federal Power Act Section 206. Nothing in this Agreement supersedes, modifies or changes any of the express provisions of the PJM Governing Documents, and in the event of any conflict, the provisions of the PJM Governing Documents shall control.

9. Auditing. Each Party reserves the right to audit records necessary to permit evaluation and verification of claims submitted, and the other Party’s compliance with this Agreement. The Parties shall retain for a period of seven (7) years all information and records relating to the performance of this Agreement. Each Party may examine and copy such information and records at the other Party’s premises during regular business hours and upon advance w r i t t e n notice given no less than fifteen (15) calendar days prior to such examination.

10. Disputes. Any disputes under this Agreement shall first be resolved pursuant to the PJM D ispute Resolution Procedures set forth in PJM Operating Agreement, Schedule 5. Any disputes that remain unresolved after completing the PJM Dispute Resolution Procedures may be brought to the Commission for resolution.

11. Breach. If any Party breaches the terms of this Agreement, then a non-breaching Party may seek any relief it believes is appropriate at the Commission. A breach is considered a substantive violation of this Agreement. Prior to pursuing a remedy at the Commission for a breach, a non-breaching Party shall provide five (5) Business Days’ notice of the breach to

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the breaching Party. If the breaching Party does not eliminate the breach within five (5) Business Days after the notice is received by the breaching Party, then the non-breaching Party may pursue its remedies at the Commission.

12. Commission Filing. If unchanged, a signed version of this form agreement shall not be filed with the Commission. PJM will simply report the existence of a signed agreement in its quarterly reports to the Commission. If the form agreement is substantively changed, then PJM shall file on behalf of itself and Company as a service schedule under the Tariff within thirty (30) days after execution by all Parties the revised form agreement with the Commission. The Parties shall be bound by the terms of this Agreement accepted or modified by the Commission.

13. Effective Date. The Agreement shall be effective upon execution by all Parties if it is not filed with the Commission. If the Agreement is filed with the Commission, then it shall be effective upon the later of the date of execution or the date specified by the Commission in its order accepting the Agreement for filing. This Agreement shall remain in full force and effect until terminated pursuant to Section 15 below.

14. Suspension. PJM reserves the right to suspend the Dynamic Schedule of the Facility if the Company no longer satisfies the PJM Governing Document requirements for Dynamic Schedules, criteria for participation in PJM’s markets as an external resource, or other applicable requirements, if Company commits a material default under this Agreement or has failed to cure any breach of this Agreement, if PJM reasonably determines that the Dynamic Schedule of the Facility poses a risk to system reliability or risk of violation of established reliability criteria, or if the Company fails to provide real-time Dynamic Schedule M W values in a timely manner, upon giving immediate notice to Company. The suspension of the Dynamic Schedule of the Facility shall not relieve the Company of any of its obligations owed to PJM, specifically including but not limited to, providing energy committed to PJM in its energy markets.

15. Termination. The Company and PJM shall have the right to terminate the Dynamic Schedule of the Facility and this Agreement, in their sole discretion and for any reason, upon sixty (60) days’ notice to PJM and the filing of a notice of cancellation with the Federal Energy Regulatory Commission (“FERC”) if required. The termination of this Agreement shall not relieve the Company of any of its obligations owed to PJM, specifically including but not limited to, providing energy committed to PJM in its energy markets.

16. Liability. In no event shall PJM be liable to Company or any third party or other person under any provision of this Agreement for any claims, demands, losses, damages, costs, or expenses for any special, indirect, incidental, consequential, or punitive damages, including but not limited to loss of profit or revenue, loss of the use of equipment, cost of capital, cost of temporary equipment or services, whether based in whole or in part in contract, in tort, including negligence, strict liability, or any other theory of liability related to this Agreement, except to the extent the damages are direct damages that arise or result from or result from gross negligence or willful misconduct of PJM. Nothing in this Agreement, whether express or implied, is intended to confer any rights or remedies under or by reason of this Agreement on any person or entity that is not a party or a permitted successor or assign.

17. Indemnification and Consequential Damages. Company shall at all times indemnify, defend, and save PJM harmless from any and all damages, losses, claims, including claims and actions relating to injury to or death of any person or damage to property, demands, suits,

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recoveries, costs and expenses, court costs, attorney fees, and all other obligations by or to third parties, arising out of or resulting from such Party’s performance of its respective obligations under this Agreement, except in cases of gross negligence or intentional wrongdoing by PJM.

18. Assignments. No Party may assign or transfer any of its rights and/or obligations under this Agreement without the written consent of the other Party, which consent shall not be unreasonably withheld.

19. Waivers. Any waiver at any time by a Party of its rights with respect to any default under this Agreement, or with respect to any other matter arising in connection with this Agreement, (1) must be in writing and executed by a duly authorized official of the waiving Party, and (2) shall not constitute or be deemed a waiver with respect to any subsequent default or other matter arising in connection with this Agreement.

20. Interpretation. In this Agreement:

(a) the words “include,” “includes” and “including” shall mean “including without limitation;”

(b) references to contracts, agreements and other documents and instruments shall be references to the same as amended, supplemented, restated or otherwise modified from time to time;

(c) unless the context otherwise requires, references to laws or standards and to terms defined in, and other provisions of, laws or standards shall be references to the same (or a successor to the same) as amended, supplemented or otherwise modified from time to time;

(d) references to a “Party” shall include its permitted successors and assigns, unless the context requires otherwise;

(e) references to a section, article or schedule shall mean a section, article or schedule of this Agreement, as the case may be, unless the context otherwise requires; and

(f) references to a person shall include any individual, partnership, firm, company, corporation, joint venture, trust, association, organization or other entity, and, in the case of a governmental or other authority (including PJM and NERC), any person succeeding to its functions and capacities, unless the context requires otherwise.

21. Severability. If any provision of this Agreement is held invalid, illegal or unenforceable in any jurisdiction by FERC or a court having authority to make such a determination, then, the Parties agree, to the fullest extent permitted by law, that the validity, legality and enforceability of the remaining provisions hereof in such or any other jurisdiction and of such provision in any other jurisdiction shall not in any way be affected or impaired thereby and shall remain in full force and effect. With respect to the provision held invalid, illegal or unenforceable, the Parties will amend this Agreement as necessary to effectuate the original intent of the Parties as closely as possible.

22. Representations and Warranties. Each Party represents and warrants that the execution, delivery and performance of this Agreement by it has been duly authorized by all necessary corporate and/or governmental actions, to the extent authorized by law. Company represents and

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warrants that it is duly organized or formed, as applicable, validly existing and in good standing under the laws of its state of organization or formation, and is in good standing under the laws of the respective state(s) in which it is incorporated and operates.

23. Notices. Any notice or request made to or by either Party regarding this Agreement shall be made to the representatives as indicated below. A notice shall be effective only if in writing and delivered by hand; reputable overnight courier; electronic mail; or United States mail. Notice shall be deemed to have been given: (a) when delivered to the recipient by hand, overnight courier or electronic mail, or (b) if delivered by United States mail, on the postmark date.

PJM Balancing Authority PJM Interconnection, L.L.C. 2750 Monroe Blvd. Audubon, PA 19403 Attn: Stu Bresler Email: [email protected]

Native Balancing Authority Midwest Independent System Operator, Inc. 720 City Center Drive Carmel, IN 46032

Attn: Amanda Schiro Email: [email protected]

Company

Tatanka Wind Power, LLC c/o Acciona Energy USA Global LLC 55 East Monroe, Suite 1925 Chicago, IL 60603 Attn: General Counsel

Email: [email protected] With an electronic copy to: Franklin Bristol Email: [email protected]

24. Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be an original but all of which, taken together, shall constitute only one legal instrument. It shall not be necessary in making proof of this Agreement to produce or account for more than one counterpart. The delivery of an executed counterpart of this Agreement by facsimile shall be deemed to be valid delivery thereof.

25. Governing Law. This Agreement shall be deemed a contract made under, and the interpretation and performance of this Agreement and each of its provisions shall be governed and construed in accordance with, the applicable Federal and/or laws of the State of Delaware without regard to conflicts of laws provisions that would apply the laws of another jurisdiction. The Parties irrevocably consent (to the extent permitted by law) that any legal action or proceeding arising under or related to this Agreement to which the PJM Dispute Resolution Procedures do not apply shall be brought in any of the following forums, as appropriate – any

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court of the State of Delaware, any federal court of the United States of America located in the State of Delaware, or, where subject to its jurisdiction, before FERC.

26. Entire Agreement; Amendments. This Agreement constitutes the entire agreement among the Parties with respect to the subject matter of this Agreement and supersedes other prior agreements and understandings, both written and oral, among the Parties with respect to the subject matter of this Agreement. This Agreement may be amended, supplemented or otherwise modified only by an instrument in writing signed by all Parties. Amendments that require FERC approval shall not take effect until FERC has accepted such amendment. If the amendment does not require FERC approval, the amendment will not be filed with FERC and shall become effective as of the date indicated in the written instrument signed by all Parties.

IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed by their respective authorized representatives on the dates reflected below.

Tatanka Wind Power, LLC: By: /s/ Basilio Guerrero Iñigo Treasurer/Authorized Signatory June 28, 2017

Name Title Date Tatanka Wind Power, LLC: By: /s/ Kimberly L. Smith Authorized Signatory June 28, 2017

Name Title Date

PJM Interconnection, L.L.C.: By: /s/ Frederick S. Bresler June 30, 2017

F. Stuart Bresler, Sr. VP, Operations & Markets, Market Services Date

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APPENDIX 1

BLOCK DIAGRAM

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“CUI/PRIV – Contains Privileged Information Do Not Release Pursuant to 18 C.F.R. § 388.112.”

APPENDIX 2

SPECIFICATIONS FOR

DYNAMIC SCHEDULE

By and Among PJM Interconnection, L.L.C.

And Tatanka Wind Power, LLC (TWP)

REDACTED – CONTAINS CONFIDENTIAL, PRIVILEGED INFORMATION

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Attachment 1

Acknowledgement of Dynamic Schedule

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Acknowledgement of Dynamic Schedule

Native Balancing Authority, Midcontinent Independent System Operator, Inc., acknowledges the

existence of and specifications for the point specific delivery of up to 180 megawatts (“MW”) of Tatanka

Wind Power, LLC generating capacity through a Dynamic Schedule for the interchange of energy up to

the reserved transmission service (firm and non-firm) amount to the Attaining Balancing Authority, PJM

Interconnection, L.L.C. The generating unit from which the dynamic interchange schedule originates is

within the physical and electrical boundaries of the Native Balancing Authority, located at 720 City

Center Drive, Carmen, IN 46032-7574, effective as of June 2, 2017.

Attaining Balancing Authority: PJM Interconnection, L.L.C.: By: /s/ Frederick S. Bresler Senior VP Operations & Markets June 22, 2017

Name: Title Date Native Balancing Authority: Midcontinent Independent System Operator, Inc. By: /s/ Robert Benbow Sr. Director System Operations 6/15/2017

Name: Title Date

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Attachment 2

Unit Geographic Location

Exhibit A

Google Maps Street Image

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Exhibit B

Google Maps Satellite Image

Attachment 3

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Unit One-Line Diagram

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ATTACHMENT C

PROPOSED PROTECTIVE AGREEMENT

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UNITED STATES OF AMERICA BEFORE THE

FEDERAL ENERGY REGULATORY COMMISSION

)PJM Interconnection, L.L.C. ) Docket No. ER17-____-000

)

PROTECTIVE AGREEMENT

This Protective Agreement (“Agreement”) is entered into this ____day of _________________, 2017 by and between PJM Interconnection, L.L.C. (“PJM”) and ______________ (“Intervenor”), and shall govern the use of all Protected Materials producedby PJM to Intervenor, or vice versa, in connection with the proceeding before the FederalEnergy Regulatory Commission (“Commission”) in Docket No.ER17-____-000. PJM andIntervenor are sometimes referred to herein individually as a “Party” or jointly as the “Parties.”

1. PJM filed Protected Materials in the captioned Commission proceeding andIntervenor is a Participant in such proceeding, as the term Participant is defined in 18 C.F.R. §382.102(b), or has filed a motion to intervene or a notice of intervention in such proceeding.PJM and Intervenor enter into this Agreement in accordance with their respective rights andobligations set forth in 18 C.F.R. § 388.112(b)(2). Notwithstanding any order terminating suchproceeding, this Agreement shall remain in effect until specifically modified or terminated by theCommission or court of competent jurisdiction.

2. This Agreement applies to the following two categories of Protected Materials: (A) aParty may designate as protected those materials which customarily are treated by that Party assensitive or proprietary, which are not available to the public, and which, if disclosed freely,would subject that Party or its customers to risk of competitive disadvantage or other businessinjury; and (B) a Party shall designate as protected those materials which contain critical energyinfrastructure information, as defined in 18 C.F.R. § 388.113(c)(1) (“Critical EnergyInfrastructure Information”).

3. Definitions – For purposes of this Order:

(a) (1) The term “Protected Materials” means (A) materials provided by aParty in association with this proceeding and designated by such Party as protected; (B) anyinformation contained in or obtained from such designated materials; (C) any other materialsthat are made subject to this Protective Order by the Commission, by any court or other bodyhaving appropriate authority, or by agreement of the Participants; (D) notes of ProtectedMaterials; and (E) copies of Protected Materials. The Party producing the Protected Materialsshall physically mark them on each page as “PROTECTED CONFIDENTIAL MATERIALS – DISCLOSURE PROHIBITED” or with words of similar import as long as the term“Protected Materials” is included in that designation to indicate that they are ProtectedMaterials. If the Protected Materials contain Critical Energy Infrastructure Information, theParty producing such information shall additionally mark on each page containing such

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information the words “Contains Critical Energy Infrastructure Information—“Do NotRelease.”

(2) The term “Notes of Protected Materials” means memoranda, handwrittennotes, or any other form of information (including electronic form) that copies or disclosesmaterials described in Paragraph 3(a)(1). Notes of Protected Materials are subject to the samerestrictions provided in this Agreement for Protected Materials except as specifically providedin this Agreement.

(3) Protected Materials shall not include (A) any information or documentcontained in the publicly available files of the Commission or of any other federal or stateagency, or any federal or state court, unless the information or document has been determined tobe protected by such agency or court, or (B) information that is public knowledge, or whichbecomes public knowledge, other than through disclosure in violation of this Agreement, or (C)any information or document labeled as “Non-Internet Public” by a Party, in accordance withParagraph 30 of FERC Order No. 630, FERC Stats. & Regs. ¶ 31,140 (2003). ProtectedMaterials do include any information or documents contained in the files of the Commissionthat have been designated as Critical Energy Infrastructure Information.

(b) The term “Non-Disclosure Certificate” shall mean the certificate annexed heretoby which Reviewing Representatives that have been granted access to Protected Materialsshall certify their understanding that such access to Protected Materials is provided pursuantto the terms and restrictions of this Agreement, and that they have read the Agreement andagree to be bound by it. Each Party shall provide a copy of the Non-Disclosure Certificate(s)executed by its Reviewing Representative(s) to the other Party prior to such ReviewingRepresentative(s) receiving access to any Protected Materials.

(c) The term “Reviewing Representative” shall mean a person who has signed aNon- Disclosure Certificate and who is:

(1) an attorney retained by a Party for purposes of this proceeding;

(2) attorneys, paralegals, and other employees associated for purposes of thisproceeding with an attorney described in Paragraph (3)(c)(1);

(3) an expert or an employee of an expert retained by a Party for the purposeof advising, preparing for or testifying in this proceeding;

(4) a person designated as a Reviewing Representative by order of theCommission; or

(5) employees or other representatives of a Party with significantresponsibility for matters involving this proceeding.

4. Protected Materials shall be made available under the terms of this Agreement onlyto Parties and only through their Reviewing Representative(s) as provided in Paragraphs 7–9.

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5. Protected Materials shall remain available to a Party until the later of the date thatan order terminating this proceeding becomes no longer subject to judicial review, or the datethat any other Commission proceeding relating to the Protected Material is concluded and nolonger subject to judicial review. If requested to do so in writing after that date, the Party shall,within fifteen days of such request, return the Protected Materials (excluding Notes of ProtectedMaterials) to the Party that produced them, or shall destroy the materials, except that copies offilings, official transcripts and exhibits in this proceeding that contain Protected Materials, andNotes of Protected Materials may be retained, if they are maintained in accordance withParagraph 6, below. Within such time period the Party, if requested to do so, shall also submit tothe producing Party an affidavit stating that, to the best of its knowledge, all Protected Materialsand all Notes of Protected Materials have been returned or have been destroyed or will bemaintained in accordance with Paragraph 6. To the extent Protected Materials are not returned ordestroyed, they shall remain subject to this Agreement.

6. All Protected Materials shall be maintained by the Party in a secure place. Access tothose materials shall be limited to those Reviewing Representatives specifically authorizedpursuant to Paragraphs 8–9.

7. Protected Materials shall be treated as confidential by the Party and its ReviewingRepresentative(s) in accordance with the certificate executed pursuant to Paragraph 9. ProtectedMaterials shall not be used except as necessary for the conduct of this proceeding, nor shall theybe disclosed in any manner to any person except a Reviewing Representative who is engaged inthe conduct of this proceeding and who needs to know the information in order to carry out thatperson’s responsibilities in this proceeding. Reviewing Representatives may make copies ofProtected Materials, but such copies become Protected Materials. Reviewing Representativesmay make notes of Protected Materials, which shall be treated as Notes of Protected Materials ifthey disclose the contents of Protected Materials.

8. (a) If a Reviewing Representative’s scope of employment includes the marketingof energy or the buying or selling of electric generation or transmission assets, the directsupervision of any employee or employees whose duties include the foregoing, the provision ofconsulting services to any person whose duties include the foregoing, or the direct supervision ofany employee or employees whose duties include the foregoing, such Reviewing Representativemay not use information contained in any Protected Materials obtained through this proceedingto give any Party or any competitor of any Party a commercial advantage.

(b) In the event that a Party wishes to designate as a Reviewing Representative aperson not described in Paragraph 3(c) above, the Party shall seek agreement from the Partyproviding the Protected Materials. If an agreement is reached that person shall be aReviewing Representative pursuant to Paragraphs 3(c) above with respect to those materials. Ifno agreement is reached, the Party shall submit the disputed designation to the Commissionfor resolution.

9. (a) A Reviewing Representative shall not be permitted to inspect, participate indiscussions regarding, or otherwise be permitted access to Protected Materials pursuant to this

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Agreement unless that Reviewing Representative has first executed a Non-Disclosure Certificate;provided, that if an attorney qualified as a Reviewing Representative has executed such acertificate, the paralegals, secretarial and clerical personnel under the attorney’s instruction,supervision or control need not do so. A copy of each Non-Disclosure Certificate shall beprovided to counsel for the Party asserting confidentiality prior to disclosure of any ProtectedMaterial to that Reviewing Representative.

(b) Attorneys qualified as Reviewing Representatives are responsible for ensuringthat persons under their supervision or control comply with this Agreement.

10. Any Reviewing Representative may disclose Protected Materials to any otherReviewing Representative as long as the disclosing Reviewing Representative and the receivingReviewing Representative both have executed a Non-Disclosure Certificate. In the event thatany Reviewing Representative to whom the Protected Materials are disclosed ceases to beengaged in these proceedings, or is employed or retained for a position whose occupant is notqualified to be a Reviewing Representative under Paragraph 3(c), access to Protected Materialsby that person shall be terminated. Even if no longer engaged in this proceeding, everyperson who has executed a Non-Disclosure Certificate shall continue to be bound by theprovisions of this Agreement and the certification.

11. Subject to Paragraph 18, the Commission shall resolve any disputes arising underthis Agreement. Prior to presenting any dispute under this Agreement to the Commission, theparties to the dispute shall use their best efforts to resolve it. If a Party contests thedesignation of materials as protected, it shall notify the Party that provided the ProtectedMaterials by specifying in writing the materials whose designation is contested. ThisAgreement shall automatically cease to apply to such materials five (5) business days afterthe notification is made unless the Party, within said 5-day period, files a motion with theCommission, with supporting affidavits, demonstrating that the materials should continue tobe protected. In any challenge to the designation of materials as protected, the burden of proofshall be on the Party seeking protection. If the Commission finds that the materials atissue are not entitled to protection, the procedures of Paragraph 18 shall apply. The proceduresdescribed above shall not apply to Protected Materials designated by a Party as Critical EnergyInfrastructure Information. Materials so designated shall remain protected and subject to theprovisions of this Agreement unless a Party requests and obtains a determination from theCommission’s Critical Energy Infrastructure Information Coordinator that such materials neednot remain protected.

12. All copies of all documents reflecting Protected Materials, including the portion ofany hearing testimony, exhibits, transcripts, briefs and other documents that refer to ProtectedMaterials, shall be filed and served in sealed envelopes or by other appropriate means endorsedto the effect that they are protected pursuant to this Agreement. Such documents shall be marked“PROTECTED CONFIDENTIAL MATERIALS – DISCLOSURE PROHIBITED” and shallbe filed under seal and served under seal upon the Commission and all ReviewingRepresentatives who are on the service list. Such documents containing Critical EnergyInfrastructure Information shall be additionally marked “Contains Critical EnergyInfrastructure Information Do Not Release.” For anything filed under seal, redacted

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versions or, where an entire document is protected, a letter indicating such, will also be filedwith the Commission and served on all parties on the service list. Counsel for the producingParty shall, upon the request of a Party, provide a list of Reviewing Representatives who areentitled to receive such material. Counsel shall take all reasonable precautions necessary to assure that Protected Materials are not distributed to unauthorized persons.

13. If any Party desires to include, utilize, or refer to any Protected Materials orinformation derived therefrom in pleadings, testimony or exhibits to these proceedings in such amanner that might require disclosure of such material to persons other than ReviewingRepresentatives, such Party shall first notify both counsel for the disclosing Party and theCommission of such desire, identifying with particularity each of the Protected Materials.Thereafter, use of such Protected Materials will be governed by procedures determined by theCommission.

14. Nothing in this Agreement shall be construed as precluding any Party from objectingto the use of Protected Materials on any legal grounds.

15. Nothing in this Agreement shall preclude any Party from requesting the Commissionor any other body having appropriate authority to find that this Agreement should not apply to allor any materials previously designated as Protected Materials pursuant to this Agreement.The Commission may alter or amend this Agreement as circumstances warrant at any timeduring the course of this proceeding.

16. The Parties may amend this Agreement only by mutual consent and in writing;provided, however, that a Party has the right to seek changes to this Agreement asappropriate from the Commission.

17. All Protected Materials filed with the Commission or any other judicial oradministrative body, in support of, or as a part of, a motion, other pleading, brief, or otherdocument, shall be filed and served in sealed envelopes or other appropriate means bearingprominent markings indicating that the contents include Protected Materials subject to this Agreement. Such documents containing Critical Energy Infrastructure Information shall beadditionally marked “Contains Critical Energy Infrastructure Information – Do Not Release.”

18. If the Commission finds at any time in the course of this proceeding that all or part ofthe Protected Materials need not be protected, those materials shall, nevertheless, be subject tothe protection afforded by this Agreement for three (3) business days from the date of issuanceof the Commission’s decision, and if the Party seeking protection files an interlocutoryappeal or requests that the issue be certified to the Commission, for an additional seven (7)business days. No Party waives its rights to seek additional administrative or judicial remediesafter the Commission’s decision respecting Protected Materials or Reviewing Representatives,or the Commission’s denial of any appeal thereof. The provisions of 18 C.F.R. §§ 388.112 and388.113 shall apply to any requests for Protected Materials in the files of the Commissionunder the Freedom of Information Act (5 U.S.C. § 552).

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19. Nothing in this Agreement shall be deemed to preclude any Party fromindependently seeking through discovery in any other administrative or judicial proceedinginformation or materials produced in this proceeding under this Agreement.

20. No Party waives the right to pursue any other legal or equitable remedies that maybe available in the event of actual or anticipated disclosure of Protected Materials.

21. The contents of Protected Materials or any other form of information that copiesor discloses Protected Materials shall not be disclosed to anyone other than in accordance withthis Agreement and shall be used only in connection with this proceeding. Any violation ofthis Agreement and of any Non-Disclosure Certificate executed hereunder shall constitute aviolation of an order of the Commission.

IN WITNESS WHEREOF, the Parties each have caused this Protective Agreement to besigned by their respective duly authorized representatives as of the date first set forth above.

PJM INTERCONNECTION, L.L.C. INTERVENOR: ______________________

By: __________________________ By: ___________________________

Name: _________________________ Name: _________________________

Title: _________________________ Title: _________________________

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ATTACHMENT D

PROPOSED NON-DISCLOSURE CERTIFICATE

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UNITED STATES OF AMERICA BEFORE THE

FEDERAL ENERGY REGULATORY COMMISSION

)PJM Interconnection, L.L.C. ) Docket No. ER17-____-000

)

NON-DISCLOSURE CERTIFICATE

I hereby certify my understanding that access to Protected Material is provided to me

pursuant to the terms and restrictions of the Protective Agreement dated __________________

by and between PJM Interconnection, L.L.C. and [ Intervenor] concerning materials in Federal

Energy Regulatory Commission Docket No. ER17-____-000, that I have been given a copy of

and have read the Protective Order, and that I agree to be bound by it. I understand that

the contents of the Protected Materials, any notes or other memoranda, or any other form of

information that copies or discloses Protected Materials shall not be disclosed to anyone other

than in accordance with that Protective Agreement. I acknowledge that a violation of this

certificate constitutes a violation of an order of the Federal Energy Regulatory Commission.

By: _______________________________

Name: _____________________________

Title: _____________________________

Representing: _______________________

Date: ______________________________

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ATTACHMENT E

SIGNATURE PAGES

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court of the State of Delaware, any federal court of the United States of America located in the

State of Delaware, or, where subject to its jurisdiction, before FERC.

26. Entire Agreement; Amendments. This Agreement constitutes the entire agreement

among the Parties with respect to the subject matter of this Agreement and supersedes other prior

agreements and understandings, both written and oral, among the Parties with respect to the

subject matter of this Agreement. This Agreement may be amended, supplemented or otherwise

modified only by an instrument in writing signed by all Parties. Amendments that require FERC

approval shall not take effect until FERC has accepted such amendment. If the amendment does

not require FERC approval, the amendment will not be filed with FERC and shall become

effective as of the date indicated in the written instrument signed by all Parties.

IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed by their

respective authorized representatives on the dates reflected below.

Tatanka Wind Power, LLC:

By: ______________________ ______________

Name Title Date

Tatanka Wind Power, LLC:

By: ______________________ ______________

Name Title Date

PJM Interconnection, L.L.C.:

By: _________________________ ______________

F. Stuart Bresler, Sr. VP, Operations & Markets, Market Services Date

June 30, 2017

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Senior VP Operations & Markets June 22, 2017