STANDARD GENERATION INTERCONNECTION AGREEMENT BETWEEN CITY OF ANAHEIM AND

STANDARD GENERATION INTERCONNECTION AGREEMENT BETWEEN CITY OF ANAHEIM AND This Standard Generation Interconnection Agreement ( Interconnection Agreement ), dated, for purposes of identification only, is entered into by and between [INSERT LEGAL NAME] ( PRODUCER ), [TYPE OF ENTITY, e.g. individual or corporation], whose principal place of business is located at and the City of Anaheim, a municipal corporation ( ANAHEIM ) whose principal place of business is located at City Hall, 200 South Anaheim Blvd., Anaheim, California 92805 referred to herein jointly as "Parties" or individually as "Party". 1. APPLICABILITY 1.1 This Interconnection Agreement provides for PRODUCER to interconnect and operate its facility as described in Exhibit A ( Facility ) in parallel with the wires, transformers, and related equipment within ANAHEIM s utility service territory ("ANAHEIM s Distribution System") and serves PRODUCER's electrical loads at the location identified in Section 2.1. PRODUCER shall be a customer of ANAHEIM prior to PRODUCER's execution of this Interconnection Agreement. 1.2 This Interconnection Agreement does not apply to facilities that qualify for net energy metering under ANAHEIM Rules and Regulations (as defined below). 2. DESCRIPTION OF FACILITY 2.1 PRODUCER owns or leases the property located at: ( Property ). 2.2 PRODUCER has elected to interconnect and operate a Facility on the Property in parallel with ANAHEIM s Distribution System. Prior to the commencement of construction of the Facility, PRODUCER shall submit the Facility's plans and design package for review and approval consistent with applicable design, construction and operations standards and practices. Such review or approval shall be in accordance with ANAHEIM Rules and Regulations, as defined below, and shall not impose or create any additional liability on or for ANAHEIM, and shall not relieve PRODUCER of any responsibility or liability which PRODUCER may have under this Interconnection Agreement or by law. 2.3 Upon approval of Facility's plans and design package, PRODUCER shall not relocate or modify the Facility without ANAHEIM s prior written consent.

3. INTERRUPTION OR REDUCTION OF PRODUCTION 3.1 ANAHEIM shall not be obligated to accept or pay for and may, without any penalty to ANAHEIM, disconnect PRODUCER's service or require PRODUCER to interrupt or reduce production of available energy from the Facility: (a) when necessary in order to construct, install, maintain, repair, replace, remove, investigate, or inspect any of ANAHEIM s equipment or part of its system; (b) if ANAHEIM determines in its sole discretion that curtailment, interruption, or reduction is necessary because of emergencies, forced or scheduled outages, force majeure, or compliance with prudent electrical practices; (c) when the Facility or its operation endangers ANAHEIM personnel, any person, ANAHEIM's Distribution System, the environment, or any property; or (d) when PRODUCER fails to operate the Facility in conformance with applicable municipal, state, and federal law, including, but not limited to the ANAHEIM Charter and Municipal Code, the ANAHEIM Electric Rates, Rules and Regulations, and the Generation Interconnection Standards and Guidelines on file with ANAHEIM and incorporated herein by reference (collectively, ANAHEIM Rules and Regulations ). ANAHEIM may disconnect service or require PRODUCER to interrupt or reduce production for as long as the conditions identified in (a) through (d) above exist. 3.2 ANAHEIM may, in its sole discretion, provide PRODUCER notice of the possibility or actual interruption or reduction of production. ANAHEIM shall not be required to provide written notice to PRODUCER when ANAHEIM determines an emergency or unsafe operating condition exists related to PRODUCERS's generation or interconnection facilities. 4. INTERCONNECTION FACILITIES AND PAYMENT FOR INTERCONNECTION 4.1 PRODUCER understands, accepts, and agrees that connection and operation of the Facility shall be subject to the terms and conditions set forth in this Interconnection Agreement and ANAHEIM Rules and Regulations. 4.2 PRODUCER agrees to pay, in advance and in full, for all estimated design and construction costs of Interconnection Facilities (as defined below) including, but not limited to all electrical wires, switches, and related equipment that are required to allow the interconnection of the Facility to ANAHEIM's Distribution System, as identified in Exhibit A. Later, if ANAHEIM believes the actual design and construction costs will exceed the estimated design and construction costs by ten percent (10%), ANAHEIM will provide to PRODUCER written notice of the actual amount or revised estimated amount as soon as reasonably practicable. Any such notice may be revised by ANAHEIM at any time in the future; provided, ANAHEIM provides to PRODUCER notice of the revision. The Interconnection Facilities are described in Exhibit B ( Interconnection Facilities ) and a one-line diagram of the interconnection at the point of interconnection to ANAHEIM s Distribution System and site layout as depicted in Exhibit C. (a) If the actual design and construction costs incurred by ANAHEIM for Interconnection Facilities are less than those costs specified in Exhibit B and paid to ANAHEIM by PRODUCER, ANAHEIM shall refund to PRODUCER the remaining funds without interest within sixty (60) days of the final invoice processed for 2

ANAHEIM s construction of the Interconnection Facilities. (b) If the actual design and construction costs incurred by ANAHEIM for Interconnection Facilities exceed the costs specified in Exhibit B and paid to ANAHEIM by PRODUCER, PRODUCER shall pay ANAHEIM the additional funds without interest within twenty (20) days of receipt of an invoice from ANAHEIM. 4.3 In the event that PRODUCER owns the real property where the Interconnection Facilities will be located or (in the event that PRODUCER is leasing or otherwise obtaining rights to locate the Facilities on real property of a third party), PRODUCER shall grant to ANAHEIM (or obtain for ANAHEIM): (a) the right to install the Interconnection Facilities and related equipment or materials on said real property along the most practical route which is of sufficient width to provide legal and safe clearance from all structures now or hereafter erected on said real property; and (b) the right of ingress and egress from said real property as reasonably necessary for ANAHEIM to inspect, operate, upgrade, maintain, or remove the Interconnection Facilities. Where formal rights of way and/or easements are required on or over said real property or the property of a third party for the installation of the Interconnection Facilities, PRODUCER agrees that ANAHEIM s obligation to install the Interconnection Facilities is expressly conditioned on the PRODUCER granting to ANAHEIM or obtaining for ANAHEIM, without cost to ANAHEIM, any and all necessary rights of way and/or easements to ANAHEIM. 4.4 Interconnection Facilities provided under this Interconnection Agreement shall at all times be and remain the sole property of ANAHEIM. The Interconnection Facilities shall be owned, maintained, and operated by ANAHEIM. 4.5 PRODUCER shall make payment to ANAHEIM for all Interconnection Facilities costs, as described in Exhibit B. The direct cost for design and construction of Interconnection Facilities is to be paid by PRODUCER to ANAHEIM in accordance with ANAHEIM Rules and Regulations. 4.6 ANAHEIM shall design, procure, construct, install, and own any of the identified system upgrades beyond the Interconnection Facilities that may be required in order to connect the new Facility. The actual cost of the system upgrades, including overheads, shall be borne by PRODUCER which shall be paid within twenty (20) days of receipt of an invoice from ANAHEIM 4.7 Upon discontinuance of the use of the Interconnection Facilities due to termination of this Interconnection Agreement or otherwise: (a) ANAHEIM shall have the right, within one hundred eighty (180) days, to remove any portion of the Interconnection Facilities located on the property where the Interconnection Facilities are installed, and (b) all cost of removal of any portion of the Interconnection Facilities will be solely borne by PRODUCER and shall pay ANAHEIM within twenty (20) days of receipt of an invoice from ANAHEIM. 4.8 In the event Facility provides any energy to ANAHEIM's Distribution System, ANAHEIM shall not owe PRODUCER any form of compensation, including, but not limited to, any setoffs. 3

5. DESIGN, OPERATION, AND MAINTENANCE REQUIREMENTS 5.1 PRODUCER shall be responsible for the design, installation, operation, and maintenance of the Facility and shall obtain and maintain any required governmental authorizations and/or permits at PRODUCER s sole cost and expense. 5.2 The electric power produced by the Facility shall be used to serve PRODUCER s electrical load at the Property, and shall not be sold or delivered to third parties. 5.3 In its design, construction, installation, operation, and maintenance of the Facility, PRODUCER and of PRODUCER'S agent shall at all times conform to all applicable laws and regulations including but not limited to safety and performance standards established by (a) the National Electrical Code (NEC) as amended or supplemented, (b) the Institute of Electrical and Electronics Engineers (IEEE) or its successor, (c) accredited testing laboratories such as Underwriters Laboratories, (d) applicable local, state and federal law, (e) applicable building codes, and (f) the ANAHEIM Rules and Regulation, and (g) Generation Interconnection Standards and Guidelines, as may be amended from time to time. 5.4 PRODUCER shall maintain the Facility in a safe and prudent manner and in conformance with all applicable federal, state and local laws and regulations including, but not limited to the ANAHEIM Rules and Regulations, as amended from time to time. PRODUCER shall permit ANAHEIM to inspect and shall promptly provide ANAHEIM copies, at PRODUCER s expense, of PRODUCER s testing and maintenance records for the Facility. 5.5 PRODUCER shall reimburse ANAHEIM for any and all losses, damages, claims, penalties, or liability it incurs as a result of PRODUCER s failure to obtain or maintain any governmental authorizations and permits required for construction and operation of the Facility. In its sole discretion, ANAHEIM may immediately disconnect the Facility, with or without notice, if ANAHEIM determines that the Facility does not comply with this Section 5. 6. CONDITIONS OF FACILITY OPERATIONS 6.1 PRODUCER shall be solely responsible for all legal and financial obligations arising from the construction, installation, design, operation, maintenance, and decommissioning of the Facility in accordance with all applicable laws and regulations. 6.2 In no event shall the Facility s capacity exceed the Nameplate Rating set forth in Exhibit A of this Interconnection Agreement, or be otherwise increased without prior written consent of ANAHEIM. 6.3 PRODUCER shall maintain a power factor within the range of 0.95 leading to 0.95 lagging at the interconnection point unless ANAHEIM has established different requirements such that PRODUCER s generation will not adversely affect the voltage regulation of ANAHEIM s electric system. 6.4 PRODUCER shall operate the Facility with all of PRODUCER s electrical protective equipment and functions in service consistent with Section 5.3 of this Interconnection 4

Agreement whenever the Facility is operated in parallel with ANAHEIM s Distribution System. 6.5 Metering / Telemetering 6.5.1 Any and all energy produced under this Interconnection Agreement shall be measured using revenue quality electrical meters and equipment owned, operated, and maintained by ANAHEIM. 6.5.2 ANAHEIM shall furnish and install, at PRODUCER s sole cost and expense in accordance with ANAHEIM s Rules and Regulations, one or more standard watt-hour meters to read energy generated by the Facility. When requested, PRODUCER shall provide and install a meter socket in accordance with ANAHEIM s metering standards. ANAHEIM, in its sole discretion, reserves the right to install additional metering equipment. 6.5.3 The Facility shall be metered at the location designated on Exhibit C. PRODUCER, at PRODUCER s sole cost and expense in accordance with ANAHEIM s Rules and Regulations, may need to provide a voice grade phone line at the meter location for ANAHEIM s periodic meter data retrieval. If the Facility is 1 MW or greater in capacity, PRODUCER, at PRODUCER s sole cost and expense, may need to provide a data grade phone line (or equivalent data connection acceptable to ANAHEIM) at the meter location for streaming production data to ANAHEIM s Supervisory Control And Data Acquisition system ( SCADA ). 6.6 PRODUCER shall not connect the Facility, or any portion of it, to the ANAHEIM Distribution System, until written approval for the Facility has been given to PRODUCER by ANAHEIM. ANAHEIM shall have the right to have its representatives present at the initial testing of the Facility. 6.7 PRODUCER may reconnect its Facility to ANAHEIM s Distribution System following normal operational outages and interruptions of the Facility without notifying ANAHEIM unless ANAHEIM has disconnected service or the Facility, or ANAHEIM notifies PRODUCER that a reasonable possibility exists that reconnection will pose a safety hazard. 6.8 If ANAHEIM has disconnected service to the Facility or the Facility, or ANAHEIM has notified PRODUCER that a reasonable possibility exists that the reconnection will pose a safety hazard, PRODUCER may call ANAHEIM at (714) 765-3300 to request authorization to reconnect the Facility. 7. ACCESS TO PREMISES The Parties agree that ANAHEIM may enter the Property: (a) to inspect, as ANAHEIM deems necessary, PRODUCER s protective devices and to read or test meters; and/or (b) to disconnect the Facility, without notice, when ANAHEIM determines an emergency or unsafe operating condition exists related to PRODUCER's generation or interconnection facilities. 5

8. INDEMNITY AND LIABILITY 8.1 To the fullest extent permitted by law, PRODUCER agrees to indemnify, defend (at ANAHEIM s option) and hold harmless ANAHEIM, its officers, agents, employees, representatives, volunteers, elected and appointed officials from and against any and all third-party claims, demands, defense costs, actions, liability, or damages of any kind or nature arising out of or in connection with PRODUCER s engineering, design, construction, maintenance, repair, operation, supervision, inspection, testing, protection, lease, or ownership of the Facility, or the making of replacements, additions, betterments to, or reconstruction of the Facility (collectively, Claims ), except to the extent such Claims arise out of the sole negligence or willful misconduct of ANAHEIM. 8.2 The provisions of this Section 8 shall not be construed to relieve any insurer of its obligations to pay any insurance claims in accordance with the provisions of any valid insurance policy and shall survive the termination of this Interconnection Agreement. 8.3 Notwithstanding any other provision of this Interconnection Agreement, neither ANAHEIM nor its elected or appointed officials, officers, agents, or employees, shall be liable for damages of any kind or nature to the Facility caused by any electrical disturbance, by whatever name called, of the ANAHEIM system or on the system of another, whether or not the electrical disturbance results from the negligence of ANAHEIM. 8.4 Each Party s liability to the other Party for any first-party loss, cost, claim, injury, liability, or expense, including reasonable attorneys fees, relating to or arising from any act or omission in its performance of this Interconnection Agreement, shall be limited to the amount of direct damage actually incurred. In no event shall either Party be liable to the other Party for any indirect, special, consequential, or punitive damages of any kind whatsoever. 8.5 The provisions of this Section 8 shall survive the expiration or termination of this Interconnection Agreement. 9. INSURANCE 9.1 Without limiting ANAHEIM s right to indemnification, it is agreed that PRODUCER shall secure, prior to commencing any activities under this Interconnection Agreement, and maintain, during the term of this Interconnection Agreement, insurance coverage as follows: Commercial General Liability Insurance, including coverage for Premises and Operations, Contractual Liability, Personal Injury Liability, Products/Completed Operations Liability, and Independent Contractor s Liability, in an amount not less than $1,000,000 per occurrence, $1,000,000 annual aggregate, written on an occurrence form. Such insurance shall be written on a primary basis (i.e., without a self-insured retention), but may include a deductible of not more than $5,000 per occurrence, provided that such deductible is disclosed to ANAHEIM, in writing, at the inception of this Interconnection Agreement. The City of Anaheim shall be named as an additional insured, as respects the acts or omissions of PRODUCER or any person or firm acting on behalf of PRODUCER. 9.2 Prior to the commencement of work under this Interconnection Agreement, 6

PRODUCER shall submit to ANAHEIM an insurance certificate evidencing the insurance required in Section 10.1. 9.3 ANAHEIM s Risk Manager is hereby authorized to modify the requirements set forth in Sections 8 and 9 in the event ANAHEIM s Risk Manager determines that such reduction is in ANAHEIM s best interest. 10. GOVERNING LAW AND VENUE This Interconnection Agreement shall be interpreted, governed, and construed under the laws of the State of California as if executed and to be performed wholly within the State of California. In the event that suit is brought by a Party, the Parties agree that trial of such action shall be vested exclusively in the State Court of California, County of Orange, or in the United States District Court, Central District of California, in the County of Orange regardless of choice of law or forum non convenience. 11. AMENDMENTS, MODIFICATIONS, OR WAIVER AND SUCCESSOR LAWS 11. Any amendments or modifications to this Interconnection Agreement shall be in writing and agreed to by both Parties. The failure of any Party at any time or times to require performance of any provision hereof shall in no manner affect the right at a later time to enforce the same. No waiver by any Party of the breach of any term or covenant contained in this Interconnection Agreement, whether by conduct or otherwise, shall be deemed to be construed as a further or continuing waiver of any such breach or a waiver of the breach of any other term or covenant unless such waiver is in writing. The information contained in Exhibits A, B, and C may be changed, added to, or amended from time to time on the same terms and conditions as reflected in this Interconnection Agreement subject to the mutual agreement in writing by each Party s authorized representative and in the instance of ANAHEIM, it shall be the Public Utilities General Manager or designee. Such mutual written agreement by each Party shall be deemed a change, addition, or an amendment of this Interconnection Agreement not requiring further amendment to the entire Interconnection Agreement. 11.2 Whenever this Interconnection Agreement specifically refers to any law, code, regulation, tariff, rule, standard, or guideline, the Parties hereby agree that the reference also refers to their successors and includes any amendments thereto. 12. ASSIGNMENT Neither Party may assign this Interconnection Agreement nor any of its rights or duties hereunder without the prior written consent of the other party which consent shall not unreasonably withheld. Any such assignment or delegation made without such written consent shall be null or void. 13. NOTICES 13.1 Notices and communication concerning this Interconnection Agreement shall be sent to the following addresses: 7

ANAHEIM With a copy to: City of Anaheim City of Anaheim Attention: City Clerk Attention: Public Utilities General Manager 200 South Anaheim Blvd., Suite 217 201 South Anaheim Blvd., Suite 1101 Anaheim, California 92805 Anaheim, California 92805 PRODUCER With a copy to: 13.2 Either Party may, by notice to the other Party, change the respective address specified above. Service of notice or communication shall be complete when received at the designated address. 13.3 PRODUCER s notices to ANAHEIM pursuant to this Section shall refer to the Permit Number and PRODUCER s Customer Account Number. 13.4 In the event of an emergency, PRODUCER shall immediately notify ANAHEIM at its Public Utilities Department Phone No. (714) 765-3300 of any emergency situation related to the Facility. Notice by ANAHEIM to PRODUCER of an emergency situation which affects operation of the Facility shall be to: Name:, Phone:. 14. TERM AND TERMINATION OF AGREEMENT 14.1 The effective date of this Interconnection Agreement shall be the latest date of execution hereinafter set forth opposite the names of the signators hereto. In the event PRODUCER fails to set forth a date of execution opposite the name(s) of PRODUCER s signator(s), PRODUCER hereby authorizes ANAHEIM to insert the date of execution by PRODUCER as the date said Interconnection Agreement as executed by PRODUCER is received by ANAHEIM. 14.2 This Interconnection Agreement may be terminated by either Party on thirty (30) days advance written notice in accordance with Section 14 hereof. 14.3 ANAHEIM may terminate this Interconnection Agreement for any one or more of the following reasons: (a) A change in applicable rules, tariffs, and regulations, as approved or directed by the applicable regulatory authority, or a change in any local, state or federal law, statute or regulation, either of which materially impairs ANAHEIM s ability to perform ANAHEIM s duties under this Interconnection Agreement. In the event of 8

termination of the Interconnection Agreement under this Section 14.3(a), the Parties shall negotiate for a replacement interconnection agreement covering the Facility. (b) PRODUCER violates any provision of the ANAHEIM Rules and Regulations, or any provision of this Interconnection Agreement. In the event of violation under this Section 14.3(b), ANAHEIM will notify PRODUCER in writing that its Facility is out of compliance with the ANAHEIM Rules and Regulations or the terms of this Interconnection Agreement, and if appropriate, request PRODUCER to take remedial action to immediately cure such violation. ANAHEIM s termination right under this Section 14.3(b) shall be effective within ninety (90) days of such written notice if PRODUCER has failed to take all corrective actions specified in ANAHEIM s notice or has not otherwise submitted a cure plan acceptable to ANAHEIM within the ninety (90) days. (c) PRODUCER abandons the Facility. ANAHEIM shall deem the Facility to be abandoned if, after one hundred twenty (120) days, the Facility (1) has been non-operational, and such non-operation is not due to a Forced Majeure or forced outage, and (2) PRODUCER has not provided a substantive response to ANAHEIM s written notice of its intent to terminate this Interconnection Agreement under this Section 14.3(c). PRODUCER s response shall indicate the reasons for the non-operation of the Facility, and shall provide a remediation plan acceptable to ANAHEIM. 14.4 This Interconnection Agreement shall terminate, without notice, upon termination of the electric distribution service provided to PRODUCER by ANAHEIM. 14.5 Upon termination of the Interconnection Agreement, PRODUCER shall be solely responsible for any and all costs and expenses, if any, of removal of the Interconnection Facilities. 15. SIGNATURES PRODUCER and PRODUCER s signator(s) represent that the signator(s) hold the positions set forth below their signatures and that the signator(s) are authorized to execute this Interconnection Agreement on behalf of PRODUCER and to bind PRODUCER hereto. 17. INTEGRATED CONTRACT Exhibits A, B, and C are attached hereto and incorporated herein by reference. This Interconnection Agreement and the Exhibits hereto contain the entire agreement of ANAHEIM and PRODUCER with respect to the matters covered hereby, and no agreement, statement or promise made by either ANAHEIM or PRODUCER which is not contained herein, shall be valid or binding. No prior agreement, understanding or representation pertaining to any such matter shall be effective for any purpose. 9

IN WITNESS WHEREOF, the Parties hereto have caused this Interconnection Agreement to be executed on the dates hereinafter respectively set forth. DATE OF EXECUTION: CITY OF ANAHEIM, a municipal corporation By: Dukku Lee, Public Utilities General Manager ANAHEIM DATE OF EXECUTION: ATTEST: By: Linda N. Andal, City Clerk DATE OF EXECUTION: [INSERT LEGAL NAME], [TYPE OF ENTITY, e.g. individual; or corporation], Printed Name: Title: PRODUCER APPROVED AS TO FORM: MICHAEL R.W. HOUSTON, CITY ATTORNEY By: Alison M. Kott Assistant City Attorney Attachments: Exhibit A Description and Location of Facility Exhibit B Description and Cost of Interconnection Facilities Exhibit C Interconnection One-Line Diagram and Site Layout 101507 10

Exhibit A DESCRIPTION AND LOCATION OF FACILITY A.1 Customer Name:. A.2 The Facility is described as:. A.3 The Facility is located at. A.4 Facility Address:. A.5 ANAHEIM Account Number for service address:. A.6 Facility s primary fuel / technology is:. A.7 Nameplate Capacity:. A.8 Expected annual energy production in kwh/year: A.8 The energization date of Facility is estimated to be:. A.9 The Facility is connected to the ANAHEIM Distribution System at kv. A.10 In the event of changes or additions to the information contained within Exhibit A, ANAHEIM shall revise this Exhibit A (as appropriate), give written notice to PRODUCER regarding the revision, and issue a new Exhibit A which shall then become part of the Interconnection Agreement. 11

Exhibit B DESCRIPTION AND COST OF INTERCONNECTION FACILITIES B.1. B.2 The direct cost for design and construction of Interconnection Facilities is to be paid in advance by the PRODUCER and in accordance with ANAHEIM s Electric Rates, Rules and Regulations. [ANAHEIM to insert cost estimate here] 12

Exhibit C INTERCONNECTION ONE-LINE DIAGRAM AND SITE LAYOUT Interconnection One-Line Diagram inserted as Exhibit C, Page C-1. Site Layout inserted as Exhibit C, Page C-2. [ATTACHED BEHIND THIS PAGE] 13

Exhibit C-1 INTERCONNECTION ONE-LINE DIAGRAM [ATTACHED BEHIND THIS PAGE] 14

EXHIBIT C- 2 SITE LAYOUT [ATTACHED BEHIND THIS PAGE] 15