Exhibit B-3.2
MUTUAL SERVICES AGREEMENT
BETWEEN
PECO ENERGY COMPANY
AND
[INSERT NAMES OF AFFILIATES HERE]
THIS AGREEMENT, made and entered into this __ day of ________, 1999, by and
between the following: _______ PECO ENERGY COMPANY ("PECO"), a Pennsylvania
Corporation; and [INSERT NAMES OF AFFILIATES HERE], (hereinafter "Affiliates,"
PECO and its Affiliates are collectively referred to as "Parties.")
WITNESSETH:
WHEREAS, the Parties desire to enter into this Agreement providing for the
performance of certain services as more particularly set forth herein; and
WHEREAS, to maximize efficiency, and to achieve cost savings, the Parties
desire to avail themselves of the benefits of having services provided by the
least cost provider thereof whenever possible, and to compensate such provider
appropriately for such services;
NOW, THEREFORE, in consideration of these premises and of the mutual
agreements set forth herein, the Parties agree as follows:
Section 1. Definitions
----------------------
Commission -- the Pennsylvania Public Utility Commission.
Providing Company -- one or more Parties to this Agreement that have agreed to
provide requested services to another Party in accordance with the terms of this
Agreement.
Requesting Company -- one or more Parties to this Agreement that are requesting
services to be provided by another Party in accordance with the terms of this
Agreement.
Section 2. Agreement to Provide Services
----------------------------------------
PECO and Affiliates agree to provide, upon the terms and conditions set
forth herein, services including but not limited to those services hereinafter
referred to and described in Section 3, at such times, for such period and in
such manner as Requesting Company may from time to time request and Providing
Company concludes it is able and willing to provide. Providing Company will keep
itself and its personnel available and competent to render to Requesting Company
such services so long as it is authorized so to do by the appropriate federal
and state regulatory agencies. In providing such services, Providing Company
may arrange, as it deems appropriate, for the services of such experts,
consultants, advisers, and other persons with necessary qualifications as are
required for or pertinent to the provision of the requested services.
Section 3. Services to be Provided
----------------------------------
The services expected to be provided by Providing Company hereunder may
include, but are not limited to, the services set out in Schedule 1, attached
hereto and made a part hereof. In addition to those identified in Schedule 1, a
Providing Company shall render such additional general or special services,
whether or not now contemplated, as Requesting Company may request from time to
time and Providing Company determines it is able and willing to perform.
Section 4. New Affiliates
-------------------------
New direct or indirect affiliates of PECO, which may come into existence
after the effective date of this Mutual Service Agreement, may become parties to
this Agreement. The Parties hereto shall make such changes in the scope and
character of the services to be provided and the method of assigning,
distributing or allocating costs of such services as may become necessary to
achieve a fair and equitable assignment, distribution, or allocation of costs
among all Requesting Companies, including the new affiliates.
Section 5. Compensation of Providing Company
--------------------------------------------
As compensation for the services to be provided hereunder, a Requesting
Company shall generally pay to Providing Company charges for services that are
no more than the cost thereof (except as otherwise directed or permitted by an
appropriate regulatory authority), insofar as costs can reasonably be identified
and related to the particular services in question or otherwise fairly and
equitably allocated to such services. To the extent that PECO or its affiliated
Electric Generation Supplier are participants in a particular transaction, the
Requesting Company shall
pay to Providing Company charges for services that comply with the Commission's
decisions, rules and regulations, including the Commission-approved settlement
of Docket Nos. R-00973953 and P-00971265 and Appendices G and H thereto.
Section 6. Service Requests
---------------------------
The services described herein or contemplated to be provided hereunder
shall be directly assigned, distributed or allocated by activity, project,
program, work order or other appropriate basis.
Section 7. Payment
------------------
Payment shall be by making remittance of the amount billed or by making
appropriate accounting entries on the books of the companies involved. Invoices
shall be prepared on a monthly basis for services provided hereunder.
Section 8. Effective Date and Termination
-----------------------------------------
This Agreement is executed subject to the Commission's consent and
approval, and if so approved in its entirety, shall become effective as of the
date of approval and shall remain in effect from said date unless terminated by
the Commission or by mutual agreement. Any Party may withdraw from this
Agreement by giving at least sixty days written notice to the other Parties
prior to withdrawal.
Section 9. Access to Records
----------------------------
For the seven years following a transaction under this Agreement, the
Requesting Company may request access to and inspect the accounts and records of
the Providing Company, provided that the scope of access and inspection is
limited to accounts and records that are related to such transaction.
Section 10. Assignment
----------------------
This Agreement and the rights hereunder may not be assigned without the
mutual written consent of all Parties hereto.
IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be
executed and attested by their authorized officers as of the day and year first
above written.
PECO ENERGY COMPANY
By____________________
Title_________________
ATTEST
By________________
Title_____________
[INSERT NAME OF AFFILIATE HERE]
By________________________
Title_____________________
ATTEST:
By________________
Title_____________
[INSERT NAMES OF AND SIGNATURE BLOCKS FOR ADDITIONAL
PARTIES AS NEEDED]
