Exhibit 10.3.22
INTERCONNECTION AGREEMENT
BETWEEN
SOUTHERN CALIFORNIA EDISON COMPANY
AND
HEBER GEOTHERMAL COMPANY
INTERCONNECTION AGREEMENT BETWEEN
SOUTHERN CALIFORNIA EDISON COMPANY
AND HEBER GEOTHERMAL COMPANY
1. PARTIES: The Parties to this Interconnection Agreement, hereinafter
referred to as "Agreement", are Southern California Edison Company, a California
corporation, hereinafter referred to as "Edison", and Heber Geothermal Company,
a California general partnership, hereinafter referred to as "Seller",
hereinafter sometimes referred to individually as "Party" and collectively as
"Parties".
2. RECITALS: This Agreement is made with reference to the following
facts, among others:
2.1 On August 26, 1983, Edison and Chevron U.S.A. Inc., executed
the Power Purchase and Sales Agreement to provide the terms and conditions for
the sale by Chevron and purchase by Edison of capacity and energy delivered to
the Point of Interconnection from a 47 MW (Net) electrical generating facility
located at Heber, California, utilizing geothermal steam as the prime mover
energy source.
2.2 On August 26, 1983, Chevron assigned and Heber Geothermal
Company assumed Chevron's right, title, and interest in the Power Purchase and
Sales Agreement between Chevron and Edison, dated August 26, 1983.
2.3 On March 16, 1984, Chevron and Heber Geothermal Company
issued a Notice of Intention to Proceed to Edison. The Notice of Intention to
Proceed stated Chevron and Heber Geothermal Company's desire to construct the
facilities necessary to proceed with the Power Purchase and Sales Agreement,
dated August 26, 1983.
2.4 On December 11, 1984, Edison and Heber Geothermal Company
executed an Amendment No. 1 to the Power Purchase and Sales Agreement, dated
August 26, 1983.
2
Amendment No. 1 provided for modifications to the terms of: (i) Payments
for Energy; (ii) Payments for Capacity; and (iii) Transmission Cost.
2.5 Pursuant to Section 34.2.2 of the Power Purchase and Sales
Agreement, these Parties desire to establish the terms and conditions for the
design, construction, ownership, operation, maintenance, and cost responsibility
for the 115/92 kV Mirage Substation, located near Thousand Palms, California
("Interconnection Facilities").
3. Edison shall, pursuant to the Edison Tariff Rule No. 21, engineer,
design, construct, own, operate, and maintain the Interconnection Facilities,
described in Exhibit A, and procure equipment, materials, and necessary
rights-of-way for such facilities.
4. Seller shall pay Edison a pro rata share of the cost of the
Interconnection Facilities to be constructed, owned, operated, and maintained by
Edison as provided in this Section 4 and Exhibit A. The cost figures set forth
in Exhibit A are estimates only and shall be adjusted to reflect the recorded
cost after installation is complete.
4.1 Not later than thirty (30) days after the date of execution
of this Agreement, Seller shall pay Edison a pro rata share of the Total
Estimated Installed Cost of the Interconnection Facilities as set forth in
Exhibit A. The Seller's pro rata share is 25/65 of the total installed cost of
the Interconnection Facilities and represents the Seller's 25,000 kVA portion of
the total 65,000 kVA Interconnection Facilities.
4.2 Pursuant to Edison's Tariff Rule No. 2H for Seller-financed
added facilities (Interconnection Facilities), Seller shall pay a monthly charge
of 0.9% of the Seller's pro rata share of the Total Estimated Installed Cost of
the Interconnection Facilities as set forth in Exhibit A. When the recorded book
cost of the Interconnection Facilities has been determined by Edison, the charge
to Seller shall be adjusted retroactively to the date when the Interconnection
3
Facilities were first available for use. Charges or credits to the Seller
resulting from such adjustment shall, unless otherwise agreed to, be payable
within thirty (30) days of the presentation of a statement therefor.
4.3 If Seller abandons its plans for the generating facility or
otherwise terminates its need for the Interconnection Facilities prior to the
Interconnection Facilities being placed in use, for any reason whatsoever,
Seller shall pay Edison costs which Edison incurred as a direct result of such a
termination. Such costs shall include the cost of engineering, design,
procurement of equipment and materials, acquisition of rights-of-way, and
construction of the Interconnection Facilities.
4.4 Pursuant to Edison's Tariff Rule No. 21, when a change in the
Interconnection Facilities results in a change in the installed cost of the
Interconnection Facilities, the charges provided herein shall be adjusted
consistent with such change.
4.5 Monthly charges for Interconnection Facilities shall commence
upon the date the Interconnection Facilities are available for use and shall be
payable within thirty (30) days after Edison submits a statement therefor.
5. Edison's obligations under this Agreement shall be subject to the
availability of materials required for construction of the Interconnection
Facilities and all applicable Tariff Schedules of Edison.
6. Edison shall exercise its best efforts to provide the
Interconnection Facilities to accommodate Seller's projected operation date.
7. This Agreement shall be subject to applicable tariff rules and
modification of such rules as directed by the Public Utilities Commission of the
State of California in the exercise of its jurisdiction.
4
8. This Agreement shall become effective upon execution by the Parties
and consent by Chevron U.S.A. Inc. and shall remain in effect for the period the
Seller uses the Interconnection Facilities.
9. SIGNATURE CLAUSE: The signatories hereto represent that they have
been appropriately authorized to enter into this Interconnection Agreement on
behalf of the Party for whom they sign. This Interconnection Agreement is hereby
executed as of this 12th day of August, 1985.
SOUTHERN CALIFORNIA EDISON COMPANY
BY /s/ Xxxxxx X. Xxxxx, Xx.
-------------------------------------------
Name Xxxxxx X. Xxxxx, Xx.
-------------------------------------
Title Vice President
------------------------------------
HEBER GEOTHERMAL COMPANY, A PARTNERSHIP
DRAVO ENERGY, INC., A PARTNER
BY /s/ Xxxx X. Xxxxxxxx
-------------------------------------------
Name Xxxx X. Xxxxxxxx
-------------------------------------
Title Asst. General Manager
------------------------------------
CENTENNIAL GEOTHERMAL, INC. PARTNER
BY /s/ Xxxxxx X'Xxxxx
-------------------------------------------
Name Xxxxxx X'Xxxxx
-------------------------------------
Title President
------------------------------------
5
CHEVRON U.S.A. INC., REPRESENTED BY ITS AGENT,
CHEVRON RESOURCES COMPANY
BY /s/ A.M. Xxxxxx
-------------------------------------------
Name A.M. Xxxxxx
-------------------------------------
Title Vice President
------------------------------------
6
EXHIBIT "A"
SELLER: Heber Geothermal Company
SERVICE Southern California Edison Mirage Substation
ADDRESS: Roman Road at Xxxxx Xx Xxx Xxxx
Xxxxxxxx Xxxxx Xxxx, Xxxxxxxxx Xxxxxx, Xxxxxxxxxx
DATE APPLICANT DESIRES INTERCONNECTION FACILITIES AVAILABLE: July 5, 1985
MATERIAL INSTALLATION
DESCRIPTION COST* LABOR COST*
----------- ---------- ------------
1. 65 MVA 115/92 kV Transformer
2. 115 kV Circuit Breaker Relay Protection
3. Metering
4. Relay House
5. Grounding System
6. Relocation of existing IID Tie Substation
Transformer to Mirage Substation for storage as
spare.
TOTAL $1,140,000 $ 346,000
TOTAL ENGINEERING COSTS $ 79,000
TOTAL ESTIMATED INSTALLED COST OF
INTERCONNECTION FACILITIES: $1,565,000
SELLER'S PRO RATA SHARE OF THE TOTAL ESTIMATED
INSTALLED COST OF INTERCONNECTION FACILITIES**: $ 602,000
TOTAL RECORDED INSTALLED BOOK COST OF
INTERCONNECTION FACILITIES: $_________
SELLER'S PRO RATA SHARE OF THE TOTAL RECORDED
INSTALLED BOOK COST OF INTERCONNECTION FACILITIES: $_________
DATE SERVICE FIRST RENDERED BY MEANS OF
THE INTERCONNECTION FACILITIES:_________________________________________________
* Cost estimates are for information purposes only and are not binding
unless provided in writing by Edison pursuant to a written request by
Seller.
** Seller's pro rata share is 25/65 of the total cost of Interconnection
Facilities.
-6-
