Exhibit 10.1 As Executed
SERVICE AGREEMENT
(Public Utility Companies)
This Service Agreement is made and entered into as of the 22nd
day of May, 1998 by and among WISCONSIN POWER & LIGHT COMPANY, SOUTH
BELOIT WATER, GAS AND ELECTRIC COMPANY, IES UTILITIES INC. and INTERSTATE
POWER COMPANY (individually, a "Client Company" and collectively, the
"Client Companies"), and ALLIANT SERVICES COMPANY (the "Service Company"),
a service company subsidiary of Interstate Energy Corporation.
WITNESSETH
WHEREAS, the Securities and Exchange Commission (hereinafter
referred to as the "SEC") has approved and authorized as meeting the
requirements of Section 13(b) of the Public Utility Holding Company Act of
1935 (hereinafter referred to as the "Act"), the organization and conduct
of the business of the Service Company in accordance herewith, as a wholly
owned subsidiary service company of Interstate Energy Corporation; and
WHEREAS, the Service Company and the Client Companies desire to
enter into this Service Agreement whereby the Service Company agrees to
provide and the Client Companies agree to accept and pay for various
services as provided herein at cost, determined in accordance with
applicable rules and regulations under the Act, which require the Service
Company to fairly and equitably allocate costs among all associate
companies to which it renders services, including the Client Companies and
other associate companies which are not a party to this Service Agreement;
and
WHEREAS, any services provided to an associate company that
qualifies as a foreign utility company ("FUCO") under section 33 of the
Act will be charged at not less than the cost of providing such services
such that there will be no subsidization of the FUCO associate company
through the Service Company by the Client Companies; and
WHEREAS, economies and efficiencies benefiting the Client
Companies will result from the performance by Service Company of services
as herein provided;
NOW, THEREFORE, in consideration of the premises and the mutual
agreements herein contained, the parties to this Service Agreement
covenant and agree as follows:
ARTICLE I - SERVICES
Section 1.1 The Service Company shall furnish to the Client
Companies, upon the terms and conditions hereinafter set forth, such of
the services described in Appendix A hereto, at such times, for such
periods and in such manner as the Client Companies may from time to time
request and which the Service Company concludes it is able to perform.
The Service Company shall also provide each Client Company with such
special services, in addition to those services described in Appendix A
hereto, as may be requested by such Client Company and which the Service
Company concludes it is able to perform. In supplying such services, the
Service Company may arrange, where 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 performance of such
services.
Section 1.2 Each Client Company shall take from the Service
Company such of the services described in Section 1.1, and such additional
general or special services, whether or not now contemplated, as are
requested from time to time by such Client Company and which the Service
Company concludes it is able to perform.
Section 1.3 The services described herein shall be directly
assigned or allocated by activity, project, program, work order or other
appropriate basis. A Client Company shall have the right from time to
time to amend, alter or rescind any activity, project, program or work
order provided that (i) any such amendment or alteration which results in
a material change in the scope of the services to be performed or
equipment to be provided is agreed to by the Services Company, (ii) the
cost for the services covered by the activity, project, program or work
order shall include any expense incurred by the Service Company as a
direct result of such amendment, alteration or rescission of the activity,
project, program or work order, and (iii) no amendment, alteration or
rescission of an activity, project, program or work order shall release a
Client Company from liability for all costs already incurred by or
contracted for by the Service Company pursuant to the activity, project,
program or work order, regardless of whether the services associated
with such costs have been completed.
Section 1.4 A Client Company shall have the right to purchase
the services described in Appendix A from a company other than the Service
Company (a "Non-Service Company") if a Non-Service Company offers fully
comparable quality services at a price that is lower than the price
charged by the Service Company.
ARTICLE II - COMPENSATION
Section 2.1 As compensation for the services to be rendered
hereunder, each Client Company shall pay to the Service Company all costs
which reasonably can be identified and related to particular services
performed by the Service Company for or on behalf of such Client Company.
Where more than one Client Company is involved in or has received benefits
from a service performed, the costs of such service will be directly
assigned or allocated, as set forth in Appendix A hereto, between or among
such Client Companies on a basis reasonably related to the service
performed to the extent reasonably practicable.
Section 2.2 It is the intent of this Agreement that charges for
services shall be distributed among the Client Companies, to the extent
possible, based upon direct assignment. The amounts remaining after
direct assignment shall be allocated among the Client Companies (and other
affiliate companies of Interstate Energy Corporation for which services
are rendered by the Service Company, where applicable) using the method
identified in Appendix A. The method of assignment or allocation of costs
shall be subject to review annually, or more frequently if appropriate.
Such method of assignment or allocation of costs may be modified or
changed by the Service Company without the necessity of an amendment to
this Service Agreement; provided that, in each instance, all services
rendered hereunder shall be at actual cost thereof, fairly and equitably
assigned or allocated, all in accordance with the requirements of the Act
and any orders promulgated thereunder. The Service Company shall review
with the Client Companies any proposed material change in the method of
assignment or allocation of costs hereunder and the parties must both
agree to any such changes before they are implemented. In addition, no
such agreed upon material change shall be made unless and until the
Service Company shall have first given written notice to the Illinois
Commerce Commission, the Minnesota Public Utilities Commission, the Public
Service Commission of Wisconsin, the Iowa Utilities Board (collectively,
the "State Commissions") and the SEC not less than 60 days prior to the
proposed effective date thereof.
Section 2.3 The Service Company shall render a monthly xxxx to
each Client Company which shall reflect the billing information necessary
to identify the costs charged for the preceding month.
Section 2.4 It is the intent of this Service Agreement that the
payment for services rendered by the Service Company to the Client
Companies under this Service Agreement shall cover all the costs of its
doing business (less the cost of services provided to affiliated companies
not a party to this Service Agreement and to other non-affiliated
companies, and credits for miscellaneous income items), including, but not
limited to, salaries and wages, office supplies and expenses, outside
services employed, property insurance, injuries and damages, employee
pensions and benefits, miscellaneous general expenses, rents, maintenance
of structures and equipment, depreciation and amortization, and
compensation for use of capital as permitted by Rule 91 of the SEC under
the Act.
ARTICLE III - TERM
Section 3.1 This Service Agreement shall become effective on
the date hereof, subject to the receipt of required regulatory approvals,
and shall continue in force with respect to a Client Company until
terminated by the Service Company with respect to such Client Company, or
until terminated by unanimous agreement of all Client Companies, in each
case upon not less than one year's prior written notice to all other
parties unless otherwise mutually agreed. This Service Agreement may also
be subject to termination or modification at any time, without notice, if
and to the extent performance under this Service Agreement may conflict
with the Act or with any rule, regulation or order of the SEC adopted
before or after the date of this Service Agreement.
ARTICLE IV - MISCELLANEOUS
Section 4.1 All accounts and records of the Service Company
shall be kept in accordance with the General Rules and Regulations
promulgated by the SEC pursuant to the Act, in particular, the Uniform
System of Accounts for Mutual Service Companies and Subsidiary Services
Companies in effect from and after the date hereof.
Section 4.2 Each Client Company shall cause each of its direct
or indirect domestic utility subsidiaries which may come into existence
after the effective date of this Service Agreement to become an additional
Client Company (collectively, the "New Client Companies") subject to this
Service Agreement. In addition, the parties hereto shall make such
changes in the scope and character of the services to be rendered and the
method of assigning or allocating costs of such services among the Client
Companies and the New Client Companies under this Service Agreement as may
become necessary or appropriate.
Section 4.3 The Service Company shall permit each Client
Company's state regulatory commission, and others as required under
applicable rule or regulation, such reasonable access to its accounts and
records, including the basis and computation of allocations, as shall be
necessary for such persons to review such Client Company's operating
results.
Section 4.4 This Service Agreement shall be governed by and
construed in accordance with the internal laws of the State of Wisconsin,
may be executed in any number of counterparts with the same effect as if
the signatures thereto and hereto were on the same instrument, and may not
be amended except by written instrument executed by all parties hereto.
ARTICLE V - AMENDMENTS
Section 5.1. Prior to filing any amendment to this Service
Agreement with the SEC, the parties will file with the applicable State
Commissions, as provided by law or stipulation, a copy of such amendment.
In the event that a State Commission, within forty-five days of filing
with such State Commission, does not object to an amendment, or issue a
letter requiring that the amendment be held in abeyance until such State
Commission completes its review, the parties may file the proposed
amendment with the SEC.
Section 5.2. In the event that an amendment is finally
rejected or disapproved or found to be unreasonable by one or more of the
State Commissions prior to filing with the SEC, the amendment will not
become effective and the parties will not request SEC approval of the
amendment.
Section 5.3. In the event that an amendment is rejected or
disapproved or found to be unreasonable by one or more of the State
Commissions after it has been filed with the SEC but before it as been
approved by the SEC, the amendment will be terminated and the parties
agree to request withdrawal of the filing.
Section 5.4. In the event that an amendment is rejected,
disapproved or found to be unreasonable by one or more of the State
Commissions before it has been approved by the SEC, the parties shall have
the right to request further revisions of the amendment in order to cure
or remove the cause of the State Commission's rejection, disapproval or
finding of unreasonableness. Upon request by a party, the other parties
agree promptly to negotiate in good faith to revise the amendment, and
thereafter to file for any necessary regulatory authorization of the
renegotiated amendment. If the parties are unable to reach agreement
satisfactory to each of them and to each affected State Commission after
good faith negotiations, then Section 5.2 or 5.3 above, as applicable,
will apply.
Section 5.5. In the event that all the State Commissions have
previously approved an amendment prior to SEC approval, Section 5.6 below
shall not apply.
Section 5.6. In the event that an amendment has become
effective and is subsequently rejected, disapproved or found to be
unreasonable by one or more of the State Commissions, the parties will
make a good faith effort to terminate, amend or modify the amendment in a
manner which remedies the State Commission's adverse findings without
adverse impact on any of the parties. The parties will request to meet
with representatives of the State Commissions and make a good faith
attempt to resolve any differences in the affected states regarding the
subject amendment. If agreement can be reached to terminate, amend or
modify the amendment in a manner satisfactory to the contracting parties
and to the representatives of each State Commission, the parties shall
file such amended contract with the appropriate state and federal
regulatory agencies, seeking all necessary regulatory authorizations. If
the parties are unable to reach agreement satisfactory to each of them and
to each affected State Commission, after good faith negotiations, then
they shall be under no obligation to further amend the amendment.
IN WITNESS WHEREOF, the parties hereto have caused this Service
Agreement to be executed as of the date and year first above written.
ALLIANT SERVICES COMPANY
By:___________________________
Title:
WISCONSIN POWER & LIGHT COMPANY
By:___________________________
Title:
SOUTH BELOIT WATER, GAS AND ELECTRIC COMPANY
By:___________________________
Title:
INTERSTATE POWER COMPANY
By:___________________________
Title:
IES UTILITIES INC.
By:___________________________
Title:
Appendix A
Description of Services and Determination
of Charges for Services
I. The Service Company will maintain an accounting system for
accumulating all costs on an activity, project, program, work order,
or other appropriate basis. To the extent practicable, time records
of hours worked by Service Company employees will be kept by
activity, project, program or work order. Charges for salaries will
be determined from such time records and will be computed on the
basis of employees, effective hourly rates, including the cost of
fringe benefits and payroll taxes. Records of employee-related
expenses and other costs will be maintained for each functional group
within the Service Company (hereinafter referred to as "Function").
Where identifiable to a particular activity, project, program or work
order, such costs will be directly assigned to such activity,
project, program or work order. Any costs not directly assigned by
the Service Company will be allocated monthly in accordance with this
Appendix A.
The Service Company will develop and maintain written guidelines to
govern the methods and procedures for charging and allocating costs
among the affiliated companies of the Service Company and among
Functions within the Service Company. The Service Company will
subject the affiliate transactions to internal auditing procedures on
a periodic basis for compliance with the Service Agreement, written
guidelines and orders and rules of regulatory agencies.
II. Service Company costs accumulated for each activity, project, program
or work order will be directly assigned where possible. The amounts
that cannot be directly assigned shall be allocated to the Client
Companies or other Functions within the Service Company as described
in this Appendix A. To the extent possible, such allocations shall
be based on cost-causal relationships. The overall process of
determining responsibility for Service Company costs shall be as
follows:
1. Direct assignment. Costs accumulated in an activity, project,
program, or work order for services performed specifically for a
single Client Company or Function will be directly assigned and
charged to such Client Company or Function.
2. Allocation based on cost-causal relationship. Costs accumulated
in an activity, project, program or work order for services
performed specifically for two or more (but not all) Client
Companies or Functions and which cannot be directly assigned
will be allocated among and charged to such Client Companies or
Functions by application of one or more of the allocation ratios
described in paragraphs III and IV of this Appendix A; provided
that the denominator used in determining each such ratio shall
include only the Client Companies or Functions for which the
services are specifically performed.
3. Allocation for services of a general nature. Costs accumulated
in an activity, project, program, or work order for services of
a general nature which are applicable to all Client Companies or
Functions or to a class or classes of Client Companies or
Functions will be allocated among and charged to such Client
Companies or Functions by application of one or more of the
allocation ratios described in paragraphs III and IV of this
Appendix A.
III. The following ratios will be applied, as specified in paragraph IV of
this Appendix A, to allocate costs (a) for services of a general
nature and (b) subject to modification of the denominator as
described in paragraph II, number 2 above, for services performed
specifically for two or more (but not all) Client Companies or
Functions. These ratios will be determined annually, or at such
other time as may be required due to a significant change.
1. Units Sold or Transported Ratio
A ratio, based on appropriate Client Company electric, gas,
steam or water units of sale and/or transport, excluding intra-
system sales, for the immediately preceding twelve consecutive
calendar months, the numerator of which is for a Client Company
and the denominator of which is for all Client Companies (and
Interstate Energy Corporation's non-utility and foreign utility
company affiliates for which the Service Company provides
energy-related services, where applicable). The product-
specific units of sales are domestic kilowatt-hour electric
sales, dekatherms of gas sold or transported, units of water, or
units of steam. A separate ratio will be calculated and used
for each utility type (electric, gas, water and steam).
2. Electric Peak Load Ratio
A ratio, based on the sum of the monthly domestic firm electric
maximum system demands, including or excluding interruptible
loads, as appropriate, for the immediately preceding twelve
consecutive calendar months, the numerator of which is for a
Client Company and the denominator of which is for all Client
Companies.
3. Number of Customers Ratio
A ratio, based on the sum of the firm domestic electric
customers (and/or gas customers, where applicable) at the end of
each month for the immediately preceding twelve consecutive
calendar months, the numerator of which is for a Client Company
and the denominator of which is for all Client Companies.
4. Number of Employees Ratio
A ratio, based on the sum of the number of employees at the end
of each month for the immediately preceding twelve consecutive
calendar months, the numerator of which is for a Client Company
or Service Company Function and the denominator of which is for
all Client Companies (and Interstate Energy Corporation's non-
utility and non-domestic utility affiliates for which the
Service Company provides services, where applicable) and/or the
Service Company.
5. Construction Expenditures Ratio
A ratio, based on construction expenditures for the immediately
preceding twelve consecutive calendar months, the numerator of
which is for a Client Company and the denominator of which is
for all Client Companies. To the extent possible, costs will be
segregated by utility type (i.e., electric, gas, water, steam
etc.) as well as by function (i.e., production, transmission,
distribution and general). If any remaining construction-
related costs are common to all utility types, such common costs
will be allocated between utility types and functions based on
the total of all construction expenditures.
6. Circuit Miles of Electric Distribution Lines Ratio
A ratio, based on installed circuit miles of domestic electric
distribution lines at the end of the immediately preceding
calendar year, the numerator of which is for a Client Company
and the denominator of which is for all Client Companies.
7. Number of Meters Ratio
A ratio, based on the sum of the number of installed electric
meters (and/or gas, water or steam meters, where applicable) at
the end of each month for the immediately preceding twelve
consecutive calendar months, the numerator of which is for a
Client Company and the denominator of which is for all Client
Companies. A separate ratio will be calculated and used for
each utility type (i.e. electric, gas, water, steam etc.).
8. Total Assets Ratio
A ratio, based on the sum of the total assets at the end of each
month for the immediately preceding twelve consecutive calendar
months, the numerator of which is for a Client Company and the
denominator of which is for all Client Companies (and Interstate
Energy Corporation's non-utility and non-domestic utility
affiliates for which the Service Company provides services,
where applicable).
9. Circuit Miles of Electric Transmission Lines Ratio
A ratio, based on installed circuit miles of electric
transmission lines at the end of the immediately preceding
calendar year, the numerator of which is for a Client Company
and the denominator of which is for all Client Companies.
10. Number of Central Processing Unit Seconds Ratio
A ratio, based on the number of central processing unit seconds
expended to execute mainframe computer software applications for
the immediately preceding twelve consecutive calendar months,
the numerator of which is for a Client Company or Service
Company Function, and the denominator of which is for all Client
Companies (and Interstate Energy Corporation's non-utility and
non-domestic utility affiliates, where applicable) and/or the
Service Company.
11. Gross Plant Ratio
A ratio, based on the sum of direct plant at the end of each
month for the immediately preceding twelve consecutive calendar
months, the numerator of which is for a Client Company and the
denominator of which is for all Client Companies (and Interstate
Energy Corporation's non-utility and non-domestic utility
affiliates, where applicable).
12. Materials, Supplies and Services Ratio
A ratio, based on the sum of materials, supplies and services,
either issued from inventory or directly purchased, for the
immediately preceding twelve consecutive calendar months, the
numerator of which is for a Client Company or Function and the
denominator of which is for all Client Companies (and Interstate
Energy Corporation's non-utility and non-domestic utility
affiliates for which the Service Company provides services,
where applicable) and/or the Service Company.
13. Tons of Coal Burned Ratio
A ratio, based on the tons of coal burned for the immediately
preceding twelve consecutive calendar months, the numerator of
which is for a Client Company and the denominator of which is
for all Client Companies.
14. Gallons of Oil Burned Ratio
A ratio, based on the gallons of oil burned for the immediately
preceding twelve consecutive calendar months, the numerator of
which is for a Client Company and the denominator of which is
for all Client Companies.
15. Dekatherms of Gas Ratio
A ratio, based on the dekatherms of gas purchased for the
immediately preceding twelve consecutive calendar months, the
numerator of which is for a Client Company and the denominator
of which is for all Client Companies.
16. MCF Peak Load Ratio
A ratio, based on the sum of the monthly gas maximum system
demands, including or excluding interruptible loads, as
appropriate, for the immediately preceding twelve consecutive
calendar months, the numerator of which is for a Client Company
and the denominator of which is for all Client Companies.
17. Feet of Gas Line Ratio
A ratio, based on installed footage of gas lines at the end of
the immediately preceding calendar year, the numerator of which
is for a Client Company and the denominator of which is for all
Client Companies.
18. Feet of Steam Distribution Lines Ratio
A ratio, based on installed footage of steam lines at the end of
the immediately preceding calendar year, the numerator of which
is for a Client Company and the denominator of which is for all
Client Companies.
19. Steam Peak Load Ratio
A ratio, based on the sum of the monthly steam maximum system
demands, including or excluding interruptible loads, as
appropriate, for the immediately preceding twelve consecutive
calendar months, the numerator of which is for a Client Company
and the denominator of which is for all Client Companies.
20. Feet of Water Distribution Lines Ratio
A ratio, based on installed footage of water lines at the end of
the immediately preceding calendar year, the numerator of which
is for a Client Company and the denominator of which is for all
Client Companies.
21. Water Peak Load Ratio
A ratio, based on the sum of the monthly water maximum system
demands, including or excluding interruptible loads, as
appropriate, for the immediately preceding twelve consecutive
calendar months, the numerator of which is for a Client Company
and the denominator of which is for all Client Companies.
22. Number of Bills Ratio
A ratio, based on the sum of the number of monthly bills issued,
for the immediately preceding twelve calendar months, the
numerator of which is for a Client Company and the denominator
of which is for all Client Companies.
23. General Ratio
A ratio, based on the sum of all Service Company expenses
directly assigned or allocated, based on allocators other than
this "General Ratio," to Client Companies (excluding fuel, gas,
purchased power and the cost of goods sold) for the immediately
preceding twelve consecutive calendar months, the numerator of
which is for a Client Company or Function and the denominator of
which is for all Client Companies (and Interstate Energy
Corporation's non-utility and non-domestic utility affiliates,
where applicable) and/or the Service Company. As used herein,
"cost of goods sold" represents materials that are resold to the
ultimate consumer.
IV. A description of each Function's activities, which may be modified
from time to time by the Service Company, is set forth below. As
described in paragraph II, number 1 of this Appendix A, where
identifiable, costs will be directly assigned to the Client Companies
or to other Functions of the Service Company. For costs accumulated
in activities, projects, programs, or work orders which are for
services of a general nature or for services performed specifically
for two or more (but not all) Client Companies or Functions which
cannot be directly assigned, as described in paragraph II, numbers 2
and 3 of this Appendix A, the method or methods of allocation will be
based upon the applicable allocation ratios (modified as described in
paragraph II, number 2, if applicable) set forth below in brackets
"[Allocator]" for each Function.
1. Information Systems
Provides communications and electronic data processing services
such as:
(1) Development and support of mainframe computer software
applications. [Number of Central Processing Unit Seconds
Ratio, #10]
(2) Procurement and support of personal computers and related
network and software applications. [Number of Employees
Ratio, #4]
(3) Operation of data center. [Number of Central Processing
Unit Seconds Ratio, #10]
(4) Installation and operation of communications systems.
[Number of Employees Ratio, #4]
2. Meters
Procures and maintains meters. [Number of Meters Ratio, #7]
3. Transportation
Procures and maintains transportation vehicles and equipment.
[Number of Employees Ratio, #4]
4. Electric System Maintenance
Coordinates maintenance of electric transmission and
distribution systems.
1. Transmission systems. [Circuit Miles of Electric
Transmission Lines Ratio, #9]
2. Distribution systems. [Circuit Miles of Electric
Distribution Lines Ratio, #6]
5. Marketing and Customer Relations
Advises the Client Companies on relations with domestic utility
customers. The activities of the Function include:
(1) Design and administration of sales and demand-side
management programs. [Electric Peak Load Ratio, #2, or MCF
Peak Load Ratio, #16, or Steam Peak Load Ratio, #19, or
Water Peak Load Ratio, #21, or Units Sold or Transported
Ratio, #1]
(2) Customer billing and payment processing. [Number of Bills
Ratio, #22]
(3) Operation of call center. [Number of Customers Ratio, #3]
(4) Customer Market Research and Product Development and
Testing. [Number of Customers Ratio, #3]
6. Electric Transmission and Distribution Engineering and
Construction.
Designs and monitors construction of electric transmission and
distribution lines and substations. Prepares costs and schedule
estimates, visits construction sites to ensure that construction
activities coincide with plans, and administers construction
contracts. [Construction Expenditures Ratio, #5]
7. Power Engineering and Construction
Prepares specifications and administers contracts for
construction of new electric generating units. Prepares costs
and schedule estimates and visits construction sites to ensure
that construction activities coincide with plans. [Construction
Expenditures Ratio, #5]
8. Human Resources
Establishes and administers policies and supervises compliance
with legal requirements in the areas of employment,
compensation, benefits and employee health and safety.
Processes payroll and employee benefit payments. Supervises
contract negotiations and relations with labor unions. [Number
of Employees Ratio, #4]
9. Materials Management
Provides services in connection with the procurement of
materials and contract services and management of material and
supplies inventories. [Material, Supplies and Services Ratio,
#12]
10. Facilities
Operates and maintains office and service buildings. Provides
security and housekeeping services for such buildings and
procures office furniture and equipment. [Gross Plant Ratio,
#11]
11. Accounting
Maintains corporate books and records, prepares financial and
statistical reports, processes payments to vendors, prepares tax
filings and supervises compliance with tax laws and regulations.
[General Ratio, #23]
12. Power Planning
Coordinates the planning and operation of Client Companies'
electric power systems. The activities of the Function include:
(1) System Planning - planning of additions to Client
Companies' electric generation, transmission and
distribution systems. [Electric Peak Load Ratio, #2]
(2) System Control Center - coordination of the operation of
Client Companies' electric generating units and
transmission systems. [Units Sold or Transported Ratio,
#1]
(3) Distribution Control Centers - coordination of Client
Companies' electric distribution systems. [Units Sold or
Transported Ratio, #1]
13. Public Affairs
Prepares and disseminates information to employees, customers,
government officials, communities and the media. Provides
graphics, reproduction lithography, photography and video
services. [General Ratio, #23]
14. Legal
Renders services relating to labor and employment law,
litigation, contracts, rates and regulatory affairs,
environmental matters, financing, financial reporting, real
estate and other legal matters. [General Ratio, #23]
15. Rates
Determines the Client Companies' revenue requirements and rates
to electric and gas customers. Administers interconnection and
joint ownership agreements. Researches and forecasts customers'
usage. [Number of Customers Ratio, #3]
16. Finance
Renders services to Client Companies with respect to
investments, financing, cash management, risk management, claims
and fire prevention. Prepares reports to the SEC, budgets,
financial forecast and economic analyses. [General Ratio, #23]
17. Land and Right of Way
Purchases, surveys, records, and sells real estate interests for
Client Companies. [Gross Plant Ratio, #11]
18. Internal Auditing
Reviews internal controls and procedures to ensure that assets
are safeguarded and that transactions are properly authorized
and recorded. [General Ratio, #23]
19. Environmental Affairs
Establishes policies and procedures for compliance with
environmental laws and regulations. Studies emerging
environmental issues, monitors compliance with environmental
requirements and provides training to the Client Companies'
personnel. [Units Sold or Transported Ratio, #1]
20. Fuels
Procures coal, gas and oil for the Client Companies. Ensures
compliance with price and quality provisions of fuel contracts
and arranges for transportation of the fuel to the generating
stations. [Tons of Coal Burned Ratio, #13; or Gallons of Oil
Burned Ratio, #14; or Dekatherms of Gas Ratio, #15; or MCF Peak
Load Ratio, #16]
21. Investor Relations
Provides communications to investors and the financial
community, performs transfer agent and shareholder record
keeping functions, administers stock plans and performs stock-
related regulatory reporting. [Total Assets Ratio, #8]
22. Planning
Facilitates preparation of strategic and operating plans,
monitors trends and evaluates business opportunities. [General
Ratio, #23]
23. Executive
Provides general administrative and executive management
services. [General Ratio, #23]
24. Gas System Maintenance
Coordinates maintenance of Client Companies' gas transmission
and distribution systems. [Feet of Gas Lines Ratio, #17]
25. Gas Transmission and Distribution Engineering and Construction
Designs and monitors construction of gas transmission and
distribution plant. Prepares costs and schedule estimates,
visits construction sites to ensure that construction activities
coincide with plans, and administers construction contracts.
[Construction Expenditures Ratio, #5]
26. Gas Acquisition and Dispatch
Coordinates the planning and operation of Client Companies' gas
systems. The activities of the Function include:
(1) System Planning - planning of additions to Client
Companies, gas production, transmission, and distribution
systems. [Units Sold or Transported Ratio, #1; or MCF Peak
Load Ratio, #16; or Dekatherms of Gas Ratio, #15]
(2) Distribution Control Centers - coordination of Client
Companies, gas distribution systems. [Units Sold or
Transported Ratio, #1; or MCF Peak Load Ratio, #16]
27. Gas Production Engineering & Construction
Prepares specifications and administers contracts for
construction of new gas production and/or storage units.
Prepares specifications and administers contracts for
improvements to existing units. Prepares costs and schedule
estimates and visits construction sites to ensure that
construction activities coincide with plans. [Construction
Expenditures Ratio, #5]
28. Steam System Maintenance
Coordinates maintenance of Client Companies' steam distribution
systems. [Feet of Steam Distribution Lines Ratio, #18]
29. Steam Distribution Engineering & Construction
Designs and monitors construction of steam distribution systems.
Prepares costs and schedule estimates, visits construction sites
to ensure that construction activities coincide with plans, and
administers construction contracts. [Construction Expenditures
Ratio, #5]
30. Steam Supply Engineering & Construction
Prepares specifications and administers contracts for
construction of new steam supply units or improvements to
existing steam supply units. Prepares costs and schedule
estimates and visits construction sites to ensure that
construction activities coincide with plans. [Construction
Expenditures Ratio, #5; or Steam Peak Load Ratio, #19]
31. Steam Planning
Coordinates the planning and operation of Client Companies'
steam systems. The activities of the Function include:
(1) System Planning - planning of additions to Client
Companies' steam supply units and distribution systems.
[Units Sold or Transported Ratio, #1; or Steam Peak Load
Ratio, #19]
(2) Distribution Control Centers - coordination of Client
Companies' steam distribution systems. [Units Sold or
Transported Ratio, #1; or Steam Peak Load Ratio, #19]
32. Water System Maintenance
Coordinates maintenance of Client Companies' water distribution
systems. [Feet of Water Distribution Lines Ratio, #20]
33. Water Distribution Engineering & Construction
Designs and monitors construction of water distribution systems.
Prepares costs and schedule estimates, visits construction sites
to ensure that construction activities coincide with plans, and
administers construction contracts. [Construction Expenditures
Ratio, #5]
34. Water Supply Engineering & Construction
Prepares specifications and administers contracts for
construction of new water supply units or improvements to
existing water supply units. Prepares costs and schedule
estimates and visits construction sites to ensure that
construction activities coincide with plans. [Construction
Expenditures Ratio, #5]
35. Water Planning
Coordinates the planning and operation of Client Companies'
water systems. The activities of the Function include:
(1) System Planning - planning of additions to Client
Companies' water supply units and distribution systems.
[Units Sold or Transported Ratio, #1; or Water Peak Load
Ratio, #21]
(2) Distribution Control Centers - coordination of Client
Companies' water distribution systems. [Units Sold or
Transported Ratio, #1; or Water Peak Load Ratio, #21]
