Section 466.APPENDIX D Levels 1 to 4 Contract

s connected. In Attachment 4, the EDC shall specify

the shortest reclose time setting for its protection equipment that could

affect the DER facility. The EDC shall notify the interconnection customer at

least 10 business days prior to adopting a faster reclose time on any automatic

protective equipment, such as a circuit breaker or line recloser, that might

affect the DER facility.

Article 2.

Inspection, Testing, Authorization,

and Right of Access

2.1       Equipment Testing and Inspection

The interconnection customer shall

test and inspect its DER facility including the interconnection equipment prior

to interconnection in accordance with IEEE Standard 1547 (2003) and IEEE

Standard 1547.1 (2005). The interconnection customer shall not operate its DER

facility in parallel with the EDC's electric distribution system without prior

written authorization by the EDC as provided for in Articles 2.1.1-2.1.3.

2.1.1    The EDC

shall perform a witness test after construction of the DER facility is

completed, but before parallel operation, unless the EDC specifically waives

the witness test. The interconnection customer shall provide the EDC at least

15 business days' notice of the planned commissioning test for the DER

facility. If the EDC performs a witness test at a time that is not concurrent

with the commissioning test, it shall contact the interconnection customer to

schedule the witness test at a mutually agreeable time within 10 business days

after the scheduled commissioning test designated on the application. If the

EDC does not perform the witness test within 10 business days after the

commissioning test, the witness test is deemed waived unless the Parties mutually

agree to extend the date for scheduling the witness test, or unless the EDC

cannot do so for good cause, in which case, the Parties shall agree to another

date for scheduling the test within 10 business days after the original

scheduled date

EDC does not perform the witness test within 10 business days after the

commissioning test, the witness test is deemed waived unless the Parties mutually

agree to extend the date for scheduling the witness test, or unless the EDC

cannot do so for good cause, in which case, the Parties shall agree to another

date for scheduling the test within 10 business days after the original

scheduled date. If the witness test is not acceptable to the EDC, the EDC shall

deliver in writing a detailed technical description of all deficiencies of the DER

facility identified by the EDC during the witness test.  The interconnection

customer has 30 business days after receipt of the written description to

address and resolve any deficiencies. This time period may be extended upon

agreement between the EDC and the interconnection customer. If the

interconnection customer fails to address and resolve the deficiencies to the

satisfaction of the EDC, the applicable cure provisions of Article 6.5 shall

apply. The interconnection customer shall, if requested by the EDC, provide a

copy of all documentation in its possession regarding testing conducted

pursuant to IEEE Standard 1547.1.

2.1.2    If the

interconnection customer conducts interim testing of the DER facility prior to

the witness test, the interconnection customer shall obtain permission from the

EDC before each occurrence of operating the DER facility in parallel with the

electric distribution system. The EDC may, at its own expense, send qualified

personnel to the DER facility to observe such interim testing, but it cannot

mandate that these tests be considered in the final witness test. The EDC is

not required to observe the interim testing or precluded from requiring the

tests be repeated at the final witness test.  During and leading up to the

witness test, the EDC shall not limit the interconnection customer's ability to

test the DER facility during normal working hours except for safety and

reliability reasons

ate that these tests be considered in the final witness test. The EDC is

not required to observe the interim testing or precluded from requiring the

tests be repeated at the final witness test.  During and leading up to the

witness test, the EDC shall not limit the interconnection customer's ability to

test the DER facility during normal working hours except for safety and

reliability reasons.

2.1.3    After

the DER facility passes the witness test, the EDC shall affix an authorized

signature to the certificate of completion and return it to the interconnection

customer approving the interconnection and authorizing parallel operation. The

authorization shall not be conditioned or delayed and the EDC shall return the

signed certificate of completion to the interconnection customer no more than

10 business days after the date that the DER facility passes the witness test.

2.2       Commercial Operation

The interconnection customer shall

not operate the DER facility, except for interim testing as provided in Article

2.1, until such time as the certificate of completion is signed by all Parties.

2.3       Right of Access

The EDC must have access to the

disconnect switch and metering equipment of the DER facility at all times. When

practical, the EDC shall provide notice to the customer prior to using its

right of access.

Article 3.

Effective Date, Term, Termination, and

Disconnection

3.1       Effective Date

This Agreement shall become

effective upon execution by all Parties.

3.2       Term of Agreement

This Agreement shall become

effective on the effective date and shall remain in effect unless terminated in

accordance with Article 3.3 of this Agreement.

3.3       Termination

3.3.1    The

interconnection customer may terminate this Agreement at any time by giving the

EDC 30 calendar days prior written notice.

3.3.2    Either Party may terminate

this Agreement after default pursuant to Article 6.5

Upon

termination of this Agreement, the DER facility will be disconnected from the

EDC's electric distribution system. Terminating this Agreement does not relieve

either Party of its liabilities and obligations that are owed or continuing

when the Agreement is terminated.

3.3.6    If the

Agreement is terminated, the interconnection customer loses its position in the

interconnection queue.

3.4       Temporary Disconnection

A Party may temporarily disconnect

the DER facility from the electric distribution system in the event one or more

of the following conditions or events occurs:

3.4.1    Emergency

conditions – shall mean any condition or situation: (1) that in the judgment of

the Party making the claim is likely to endanger life or property; or (2) that

the EDC determines is likely to cause an adverse system impact, or is likely to

have a material adverse effect on the EDC's electric distribution system,

interconnection facilities or other facilities, or is likely to interrupt or

materially interfere with the provision of electric utility service to other

customers; or (3) that is likely to cause a material adverse effect on the DER

facility or the interconnection equipment. Under emergency conditions, the EDC

or the interconnection customer may suspend interconnection service and

temporarily disconnect the DER facility from the electric distribution system.

The EDC must notify the interconnection customer when it becomes aware of any

conditions that might affect the interconnection customer's operation of the DER

facility. The interconnection customer shall notify the EDC when it becomes

aware of any condition that might affect the EDC's electric distribution

system. To the extent information is known, the notification shall describe the

condition, the extent of the damage or deficiency, the expected effect on the

operation of both Parties' facilities and operations, its anticipated duration,

and the necessary corrective action

on customer shall notify the EDC when it becomes

aware of any condition that might affect the EDC's electric distribution

system. To the extent information is known, the notification shall describe the

condition, the extent of the damage or deficiency, the expected effect on the

operation of both Parties' facilities and operations, its anticipated duration,

and the necessary corrective action.

3.4.2    Scheduled

maintenance, construction, or repair – the EDC may interrupt interconnection

service or curtail the output of the DER facility and temporarily disconnect

the DER  facility from the EDC's electric distribution system when necessary

for scheduled maintenance, construction, or repairs on EDC's electric

distribution system.  The EDC shall provide the interconnection customer with

notice no less than 5 business days before an interruption due to scheduled

maintenance, construction, or repair, or the EDC shall provide notice

immediately if the scheduled maintenance, construction, or repair is scheduled

less than 5 business days in advance.  The EDC shall coordinate the reduction

or temporary disconnection with the interconnection customer; however, the

interconnection customer is responsible for out-of-pocket costs incurred by the

EDC for deferring or rescheduling maintenance, construction or repair at the

interconnection customer's request.

3.4.3    Forced

outages – The EDC may suspend interconnection service to repair the EDC's

electric distribution system. The EDC shall provide the interconnection

customer with prior notice, if possible. If prior notice is not possible, the

EDC shall, upon written request, provide the interconnection customer with

written documentation, after the fact, explaining the circumstances of the

disconnection.

3.4.4    Adverse

system impact – the EDC must provide the interconnection customer with written

notice of its intention to disconnect the DER facility, if the EDC determines

that operation of the DER facility creates an adverse system impact

upon written request, provide the interconnection customer with

written documentation, after the fact, explaining the circumstances of the

disconnection.

3.4.4    Adverse

system impact – the EDC must provide the interconnection customer with written

notice of its intention to disconnect the DER facility, if the EDC determines

that operation of the DER facility creates an adverse system impact. The

documentation that supports the EDC's decision to disconnect must be provided

to the interconnection customer. The EDC may disconnect the DER facility if,

after receipt of the notice, the interconnection customer fails to remedy the

adverse system impact, unless emergency conditions exist, in which case, the

provisions of Article 3.4.1 apply. The EDC may continue to leave the generating

facility disconnected until the adverse system impact is corrected.

3.4.5    Modification

of the DER facility – The interconnection customer must receive written

authorization from the EDC prior to making any change to the DER facility,

other than a minor equipment modification. If the interconnection customer

modifies its facility without the EDC's prior written authorization, the EDC

has the right to disconnect the DER facility until such time as the EDC

concludes the modification poses no threat to the safety or reliability of its

electric distribution system.

3.4.6    The

EDC's compliance with Article 3 shall preclude any claim for damages for any

lost opportunity or other costs incurred by the interconnection customer as a

result of an interruption of service under Article 3.  Any dispute over whether

the EDC complied with Article 3 shall be resolved in accordance with the

dispute resolution mechanism set forth in Article 8.

Article 4.

Cost Responsibility for

Interconnection Facilities and Distribution Upgrades

4.1       Interconnection Facilities

4.1.1    The

interconnection customer shall pay, or reimburse the EDC, as applicable, for

the cost of the interconnection facilities itemized in Attachment 3

ng,

construction, and procurement costs of EDC-provided interconnection facilities

and distribution upgrades contemplated by this Agreement as set forth in

Attachment 3. The billing shall occur on a monthly basis, or as otherwise

agreed to between the Parties. The interconnection customer shall pay each bill

within 30 calendar days after receipt, or as otherwise agreed to between the

Parties.

5.1.2    Unless

waived by the interconnection customer, within 90 calendar days after

completing the construction and installation of the EDC's interconnection

facilities and distribution upgrades described in Attachments 2 and 3 to this

Agreement, the EDC shall provide the interconnection customer with a final

accounting report of any difference between (1) the actual cost incurred to

complete the construction and installation of the EDC's interconnection

facilities and distribution upgrades; and (2) the interconnection customer's

previous deposit and aggregate payments to the EDC for the interconnection

facilities and distribution upgrades. If the interconnection customer's cost

responsibility exceeds its previous deposit and aggregate payments, the EDC

shall invoice the interconnection customer for the amount due and the

interconnection customer shall pay the EDC within 30 calendar days. If the

interconnection customer's previous deposit and aggregate payments exceed its

cost responsibility under this Agreement, the EDC shall refund to the

interconnection customer an amount equal to the difference within 30 calendar

days after the final accounting report. Upon request from the interconnection

customer, if the difference between the budget estimate and the actual cost

exceeds 20%, the EDC will provide a written explanation for the difference

ayments exceed its

cost responsibility under this Agreement, the EDC shall refund to the

interconnection customer an amount equal to the difference within 30 calendar

days after the final accounting report. Upon request from the interconnection

customer, if the difference between the budget estimate and the actual cost

exceeds 20%, the EDC will provide a written explanation for the difference.

5.1.3    If a

Party disputes any portion of its payment obligation pursuant to this Article

5, the Party shall pay in a timely manner all non-disputed portions of its

invoice, and the disputed amount shall be resolved pursuant to the dispute

resolution provisions contained in Article 8. A Party disputing a portion of an

Article 5 payment shall not be considered to be in default of its obligations under

this Article.

5.2       Interconnection Customer Deposit

Within 15 business days after

signing and returning the interconnection agreement to the EDC, the

interconnection customer shall provide the EDC with a deposit equal to 100% of

the estimated, non-binding cost to procure, install, or construct any such

facilities.  However, when the estimated date of completion of the building or

installation of facilities exceeds three months from the date of notification,

pursuant to Article 4.1.1 of this Agreement, this deposit may be held in escrow

by a mutually agreed-upon third-party, with any interest to inure to the

benefit of the interconnection customer.

To the extent

that this interconnection agreement is terminated for any reason, the EDC shall

return all deposits provided by the interconnection customer, less any actual

costs incurred by the EDC.

Article 6.

Assignment, Limitation on Damages,

Indemnity, Force Majeure, and Default

6.1       Assignment

This Agreement may be assigned by

either Party. If the interconnection customer attempts to assign this Agreement,

the assignee must agree to the terms of this Agreement in writing and such

writing must be provided to the EDC

pt for cases

of gross negligence or willful misconduct, shall any Party or its directors,

officers, employees and agents, or any of them, be liable to another Party,

whether in tort, contract or other basis in law or equity for any special,

indirect, punitive, exemplary or consequential damages, including lost profits,

lost revenues, replacement power, cost of capital or replacement equipment.

This limitation on damages shall not affect any Party's rights to obtain

equitable relief, including specific performance, as otherwise provided in this

Agreement. The provisions of this Article 6.2 shall survive the termination or

expiration of the Agreement.

6.3       Indemnity

6.3.1    This

provision protects each Party from liability incurred to third parties as a

result of carrying out the provisions of this Agreement. Liability under this

provision is exempt from the general limitations on liability found in Article

6.2.

6.3.2    The interconnection

customer shall indemnify and defend the EDC and the EDC's directors, officers,

employees, and agents, from all damages and expenses resulting from a third

party claim arising out of or based upon the interconnection customer's (a)

negligence or willful misconduct or (b) breach of this Agreement.

6.3.3    The EDC

shall indemnify and defend the interconnection customer and the interconnection

customer's directors, officers, employees, and agents from all damages and

expenses resulting from a third party claim arising out of or based upon the

EDC's (a) negligence or willful misconduct or (b) breach of this Agreement.

6.3.4    Within

5 business days after receipt by an indemnified Party of any claim or notice

that an action or administrative or legal proceeding or investigation as to

which the indemnity provided for in this Article may apply has commenced, the

indemnified Party shall notify the indemnifying Party of such fact

n the

EDC's (a) negligence or willful misconduct or (b) breach of this Agreement.

6.3.4    Within

5 business days after receipt by an indemnified Party of any claim or notice

that an action or administrative or legal proceeding or investigation as to

which the indemnity provided for in this Article may apply has commenced, the

indemnified Party shall notify the indemnifying Party of such fact. The failure

to notify, or a delay in notification, shall not affect a Party's

indemnification obligation unless that failure or delay is materially

prejudicial to the indemnifying Party.

6.3.5    If an

indemnified Party is entitled to indemnification under this Article as a result

of a claim by a third party, and the indemnifying Party fails, after notice and

reasonable opportunity to proceed under this Article, to assume the defense of

such claim, that indemnified Party may, at the expense of the indemnifying

Party, contest, settle or consent to the entry of any judgment with respect to,

or pay in full, the claim.

6.3.6    If an

indemnifying Party is obligated to indemnify and hold any indemnified Party

harmless under this Article, the amount owing to the indemnified person shall

be the amount of the indemnified Party's actual loss, net of any insurance or

other recovery.

6.4       Force Majeure

6.4.1    As used

in this Article, a force majeure event shall mean any act of God, labor

disturbance, act of the public enemy, war, acts of terrorism, insurrection,

riot, fire, storm or flood, explosion, breakage or accident to machinery or

equipment through no direct, indirect, or contributory act of a Party, any

order, regulation or restriction imposed by governmental, military or lawfully

established civilian authorities, or any other cause beyond a Party's control.

A force majeure event does not include an act of gross negligence or

intentional wrongdoing by the Party claiming force majeure

Agreement, or the result of an act or omission of the other Party.

6.5.2    A Party

shall be in default ("Default") of this Agreement if it fails in any

material respect to comply with, observe or perform, or defaults in the

performance of, any covenant or obligation under this Agreement and fails to

cure the failure within 60 calendar days after receiving written notice from

the other Party. Upon a default of this Agreement, the non-defaulting Party

shall give written notice of the default to the defaulting Party. Except as

provided in Article 6.5.3, the defaulting Party has 60 calendar days after

receipt of the default notice to cure the default; provided, however, if the

default cannot be cured within 60 calendar days, the defaulting Party shall

commence the cure within 20 calendar days after original notice and complete the

cure within six months from receipt of the default notice; and, if cured within

that time, the default specified in the notice shall cease to exist.

6.5.3    If a

Party has assigned this Agreement in a manner that is not specifically

authorized by Article 6.1, fails to provide reasonable access pursuant to

Article 2.3, and is in default of its obligations pursuant to Article 7, or if

a Party is in default of its payment obligations pursuant to Article 5 of this

Agreement, the defaulting Party has 30 days from receipt of the default notice

to cure the default.

6.5.4    If a

default is not cured as provided for in this Article, or if a default is not

capable of being cured within the period provided for in this Article, the

non-defaulting Party shall have the right to terminate this Agreement by

written notice, and be relieved of any further obligation under this Agreement

and, whether or not that Party terminates this Agreement, to recover from the

defaulting Party all amounts due under this Agreement, plus all other damages

and remedies to which it is entitled at law or in equity. The provisions of

this Article shall survive termination of this Agreement

terminate this Agreement by

written notice, and be relieved of any further obligation under this Agreement

and, whether or not that Party terminates this Agreement, to recover from the

defaulting Party all amounts due under this Agreement, plus all other damages

and remedies to which it is entitled at law or in equity. The provisions of

this Article shall survive termination of this Agreement.

Article 7.

Insurance

For DER facilities with a nameplate capacity of 1 MVA or

above, the interconnection customer shall carry sufficient insurance coverage so

that the maximum comprehensive/general liability coverage that is continuously

maintained by the interconnection customer during the term shall be not less

than $2,000,000 for each occurrence, and an aggregate, if any, of at least

$4,000,000. The EDC, its officers, employees and agents shall be added as an

additional insured on this policy. The interconnection customer agrees to

provide the EDC with at least 30 calendar days advance written notice of

cancellation, reduction in limits, or non-renewal of any insurance policy

required by this Article.

Article 8.

Dispute Resolution

8.1       Parties

shall attempt to resolve all disputes regarding interconnection as provided in

this Article in a good faith manner.

8.2       If

there is a dispute between the Parties about implementation or an

interpretation of the Agreement, the aggrieved Party shall issue a written

notice to the other Party to the Agreement that specifies the dispute and the

Agreement articles that are disputed.

8.3       A

meeting between the Parties shall be held within 10 days after receipt of the

written notice. Persons with decision-making authority from each Party shall

attend the meeting. If the dispute involves technical issues, persons with

sufficient technical expertise and familiarity with the issue in dispute from

each Party shall also attend the meeting. The meeting may be conducted by

teleconference

eeting between the Parties shall be held within 10 days after receipt of the

written notice. Persons with decision-making authority from each Party shall

attend the meeting. If the dispute involves technical issues, persons with

sufficient technical expertise and familiarity with the issue in dispute from

each Party shall also attend the meeting. The meeting may be conducted by

teleconference.  The informal process between the parties shall extend 30 days

after the receipt of written notice, after which the dispute is deemed resolved

and the timeframes for decisions within the interconnection process resume,

unless one of the parties seeks resolution through non-binding arbitration

procedures described in Article 8.4 or files a formal complaint at the

Commission prior to the end of the 30-day period.

8.4       If the

parties are unable to resolve the dispute through the process outlined in Article

8.3, either party may submit the interconnection dispute to an Ombudsman for non-binding

arbitration. The party electing non-binding arbitration shall notify the other

party of the request in writing. The non-binding arbitration process is limited

to 60 days, absent mutual agreement of the parties and the Ombudsman to a

longer period.

8.5       Each

party shall bear its own fees, costs and expenses and an equal share of the

expenses of the non-binding arbitration.

8.6       Within

10 days after the conclusion of the procedures in Article 8.4, either party may

initiate a formal complaint with the Commission and ask for an expedited

resolution of the dispute.  If the complaint seeks expedited resolution, any

written recommendation of the Ombudsman shall be appended to the complaint.  The

formal complaint shall proceed as a contested hearing pursuant to the

Commission’s Rules of Practice.

8.7       A party

may, after good faith negotiations have failed, decline to pursue non-binding

arbitration and instead initiate a formal complaint with the Commission

he complaint seeks expedited resolution, any

written recommendation of the Ombudsman shall be appended to the complaint.  The

formal complaint shall proceed as a contested hearing pursuant to the

Commission’s Rules of Practice.

8.7       A party

may, after good faith negotiations have failed, decline to pursue non-binding

arbitration and instead initiate a formal complaint with the Commission. The

formal complaint shall proceed as a contested hearing pursuant to the

Commission's Rules of Practice.

8.8       Pursuit

of dispute resolution may not affect an interconnection request or an

interconnection applicant's position in the EDC's interconnection queue.

8.9       If the

Parties fail to resolve their dispute under the dispute resolution provisions

of this Article, nothing in this Article shall affect any Party's rights to

obtain equitable relief, including specific performance, as otherwise provided

in this Agreement.

Article 9.

Miscellaneous

9.1       Governing Law, Regulatory Authority, and Rules

The validity, interpretation and

enforcement of this Agreement and each of its provisions shall be governed by

the laws of the State of Illinois, without regard to its conflicts of law

principles. This Agreement is subject to all applicable laws and regulations.

Each Party expressly reserves the right to seek change in, appeal, or otherwise

contest any laws, orders or regulations of a governmental authority. The

language in all parts of this Agreement shall in all cases be construed as a

whole, according to its fair meaning, and not strictly for or against the EDC

or interconnection customer, regardless of the involvement of either Party in

drafting this Agreement.

9.2       Amendment

Modification of this Agreement

shall be only by a written instrument duly executed by both Parties

tal authority. The

language in all parts of this Agreement shall in all cases be construed as a

whole, according to its fair meaning, and not strictly for or against the EDC

or interconnection customer, regardless of the involvement of either Party in

drafting this Agreement.

9.2       Amendment

Modification of this Agreement

shall be only by a written instrument duly executed by both Parties.

9.3       No Third-Party Beneficiaries

This Agreement is not intended to

and does not create rights, remedies, or benefits of any character whatsoever

in favor of any persons, corporations, associations, or entities other than the

Parties, and the obligations in this Agreement assumed are solely for the use

and benefit of the Parties, their successors in interest and, where permitted,

their assigns.

9.4       Waiver

9.4.1    Except

as otherwise provided in this Agreement, a Party's compliance with any

obligation, covenant, agreement, or condition in this Agreement may be waived

by the Party entitled to the benefits thereof only by a written instrument

signed by the Party granting the waiver, but the waiver or failure to insist

upon strict compliance with the obligation, covenant, agreement, or condition

shall not operate as a waiver of, or estoppel with respect to, any subsequent

or other failure.

9.4.2.   Failure

of any Party to enforce or insist upon compliance with any of the terms or

conditions of this Agreement, or to give notice or declare this Agreement or

the rights under this Agreement terminated, shall not constitute a waiver or

relinquishment of any rights set out in this Agreement, but the same shall be

and remain at all times in full force and effect, unless and only to the extent

expressly set forth in a written document signed by that Party granting the

waiver or relinquishing any such rights

to give notice or declare this Agreement or

the rights under this Agreement terminated, shall not constitute a waiver or

relinquishment of any rights set out in this Agreement, but the same shall be

and remain at all times in full force and effect, unless and only to the extent

expressly set forth in a written document signed by that Party granting the

waiver or relinquishing any such rights. Any waiver granted, or relinquishment

of any right, by a Party shall not operate as a relinquishment of any other

rights or a waiver of any other failure of the Party granted the waiver to

comply with any obligation, covenant, agreement, or condition of this Agreement.

9.5       Entire Agreement

Except as provided in Article 9.1,

this Agreement, including all attachments, constitutes the entire Agreement

between the Parties with reference to the subject matter of this Agreement, and

supersedes all prior and contemporaneous understandings or agreements, oral or

written, between the Parties with respect to the subject matter of this

Agreement. There are no other agreements, representations, warranties, or

covenants that constitute any part of the consideration for, or any condition

to, either Party's compliance with its obligations under this Agreement.

9.6       Multiple Counterparts

This Agreement may be executed in

two or more counterparts, each of which is deemed an original, but all

constitute one and the same instrument.

9.7       No Partnership

This Agreement shall not be

interpreted or construed to create an association, joint venture, agency

relationship, or partnership between the Parties, or to impose any partnership

obligation or partnership liability upon either Party. Neither Party shall have

any right, power or authority to enter into any agreement or undertaking for,

or act on behalf of, or to act as or be an agent or representative of, or to

otherwise bind, the other Party

d to create an association, joint venture, agency

relationship, or partnership between the Parties, or to impose any partnership

obligation or partnership liability upon either Party. Neither Party shall have

any right, power or authority to enter into any agreement or undertaking for,

or act on behalf of, or to act as or be an agent or representative of, or to

otherwise bind, the other Party.

9.8       Severability

If any provision or portion of this

Agreement shall for any reason be held or adjudged to be invalid or illegal or

unenforceable by any court of competent jurisdiction or other governmental

authority, (1) that portion or provision shall be deemed separate and

independent, (2) the Parties shall negotiate in good faith to restore insofar

as practicable the benefits to each Party that were affected by the ruling, and

(3) the remainder of this Agreement shall remain in full force and effect.

9.9       Environmental Releases

Each Party shall notify the other

Party of the release of any hazardous substances, any asbestos or lead

abatement activities, or any type of remediation activities related to the DER

facility or the interconnection facilities, each of which may reasonably be

expected to affect the other Party. The notifying Party shall (1) provide the

notice as soon as practicable, provided that Party makes a good faith effort to

provide the notice no later than 24 hours after that Party becomes aware of the

occurrence, and (2) promptly furnish to the other Party copies of any publicly

available reports filed with any governmental authorities addressing such

events

pected to affect the other Party. The notifying Party shall (1) provide the

notice as soon as practicable, provided that Party makes a good faith effort to

provide the notice no later than 24 hours after that Party becomes aware of the

occurrence, and (2) promptly furnish to the other Party copies of any publicly

available reports filed with any governmental authorities addressing such

events.

9.10     Subcontractors

Nothing in this Agreement shall

prevent a Party from using the services of any subcontractor it deems

appropriate to perform its obligations under this Agreement; provided, however,

that each Party shall require its subcontractors to comply with all applicable

terms and conditions of this Agreement in providing services and each Party

shall remain primarily liable to the other Party for the performance of the

subcontractor.

9.10.1  A

subcontract relationship does not relieve any Party of any of its obligations

under this Agreement. The hiring Party remains responsible to the other Party

for the acts or omissions of its subcontractor. Any applicable obligation

imposed by this Agreement upon the hiring Party shall be equally binding upon,

and shall be construed as having application to, any subcontractor of the

hiring Party.

9.10.2  The

obligations under this Article cannot be limited in any way by any limitation

of subcontractor's insurance.

Article 10.

Notices

10.1     General

Unless otherwise provided in this

Agreement, any written notice, demand, or request required or authorized in

connection with this Agreement ("Notice") shall be deemed properly

given if delivered in person, delivered by recognized national courier service,

or sent by first class mail, postage prepaid, to the person specified below:

If to Interconnection Customer:

Interconnection

Customer:

Attention:

Address:

City:

State:

Zip:

Phone:

Fax:

E-Mail:

If to EDC:

EDC:

Attention:

Address:

City:

State:

Zip:

Phone:

Fax:

E-Mail:

Alternative Forms of Notice

Any notice or request required or permitted to be given by

red by recognized national courier service,

or sent by first class mail, postage prepaid, to the person specified below:

If to Interconnection Customer:

Interconnection

Customer:

Attention:

Address:

City:

State:

Zip:

Phone:

Fax:

E-Mail:

If to EDC:

EDC:

Attention:

Address:

City:

State:

Zip:

Phone:

Fax:

E-Mail:

Alternative Forms of Notice

Any notice or request required or permitted to be given by

either Party to the other Party and not required by this Agreement to be in

writing may be given by telephone, facsimile or e-mail to the telephone numbers

and e-mail addresses set out above.

10.2     Billing and Payment

Billings and payments shall be sent

to the addresses set out below:

If to Interconnection Customer:

Interconnection

Customer:

Attention:

Address:

City:

State:

Zip:

Phone:

Fax:

E-Mail:

If to EDC:

EDC:

Attention:

Address:

City:

State:

Zip:

Phone:

Fax:

E-Mail:

10.3     Designated Operating Representative

The Parties may also designate

operating representatives to conduct the communications that may be necessary

or convenient for the administration of this Agreement. This person will also

serve as the point of contact with respect to operations and maintenance of the

Party's facilities.

Interconnection Customer's Operating Representative:

Attention:

Address:

City:

State:

Zip:

Phone:

Fax:

E-Mail:

EDC's Operating Representative:

Attention:

Address:

City:

State:

Zip:

Phone:

Fax:

E-Mail:

10.4     Changes to the Notice Information

Either Party may change this notice

information by giving five business days written notice before the effective

date of the change.

Article 11.

Signatures

IN WITNESS WHEREOF,

the Parties have caused this

Agreement to be executed by their respective duly authorized representatives

ibuted energy resources (DER) facility

– The

equipment used by an interconnection customer to generate or store electricity

that operates in parallel with the electric distribution system. A DER facility

typically includes an electric generator, prime mover, and the interconnection

equipment required to safely interconnect with the electric distribution system

or a local electric power system.

Distribution upgrades

– A required addition or

modification to the EDC's electric distribution system at or beyond the point

of interconnection to accommodate the interconnection of a DER facility.

Distribution upgrades do not include interconnection facilities.

Electric distribution company or EDC

– Any electric

utility entity subject to the jurisdiction of the Illinois Commerce Commission.

Electric distribution system

– The facilities and

equipment used to transmit electricity to ultimate usage points such as homes

and industries from interchanges with higher voltage transmission networks that

transport bulk power over longer distances. The voltage levels at which

electric distribution systems operate differ among areas but generally carry

less than 100 kilovolts of electricity.  Electric distribution system has the

same meaning as the term Area EPS, as defined in 3.1.6.1 of IEEE Standard 1547.

Facilities study

– An engineering study conducted by

the EDC to determine the required modifications to the EDC's electric

distribution system, including the cost and the time required to build and

install the modifications, as necessary to accommodate an interconnection

request.

Force majeure event

– Any act of God, labor

disturbance, act of the public enemy, war, acts of terrorism, insurrection,

riot, fire, storm or flood, explosion, breakage or accident to machinery or

equipment through no direct, indirect, or contributory act of a Party, any

order, regulation or restriction imposed by governmental, military or lawfully

established civilian authorities, or any other cause beyond a Party's control

ibuted Resources with Electric Power Systems."

Illinois standard distributed energy resources interconnection

rules

– The most current version of the procedures for interconnecting

distributed energy resources facilities adopted by the Illinois Commerce

Commission. See 83 Ill. Adm. Code 466.

Interconnection agreement or Agreement

– The

agreement between the interconnection customer and the EDC. The interconnection

agreement governs the connection of the DER facility to the EDC's electric

distribution system and the ongoing operation of the DER facility after it is

connected to the EDC's electric distribution system.

Interconnection customer

– The entity entering into

this Agreement for the purpose of interconnecting a DER facility to the EDC's

electric distribution system.

Interconnection equipment

– A group of components or

an integrated system connecting an electric generator with a local electric

power system or an electric distribution system that includes all interface

equipment, including switchgear, protective devices, inverters or other interface

devices. Interconnection equipment may be installed as part of an integrated

equipment package that includes a generator or other electric source.

Interconnection facilities

– Facilities and equipment

required by the EDC to accommodate the interconnection of a DER facility.

Collectively, interconnection facilities include all facilities, and equipment

between the DER facility and the point of interconnection, including

modification, additions, or upgrades that are necessary to physically and

electrically interconnect the DER facility to the electric distribution system.

Interconnection facilities are sole use facilities and do not include

distribution upgrades

Collectively, interconnection facilities include all facilities, and equipment

between the DER facility and the point of interconnection, including

modification, additions, or upgrades that are necessary to physically and

electrically interconnect the DER facility to the electric distribution system.

Interconnection facilities are sole use facilities and do not include

distribution upgrades.

Interconnection request

– An interconnection

customer's request, on the required form, for the interconnection of a new DER

facility, or to increase the capacity or change the operating characteristics

of an existing DER facility that is interconnected with the EDC's electric

distribution system.

Interconnection study

– Any of the following studies,

as determined to be appropriate by the EDC:  the interconnection feasibility

study, the interconnection system impact study, and the interconnection

facilities study.

Load customer

– An EDC customer whose primary

business classification is not the production of electricity.

Parallel operation or Parallel

– The state of

operation that occurs when a DER facility is connected electrically to the

electric distribution system.

Point of interconnection

– The point where the DER

facility is electrically connected to the electric distribution system. Point

of interconnection has the same meaning as the term "point of common

coupling" defined in 3.1.13 of IEEE Standard 1547.

Witness test

– For lab-certified equipment,

verification (either by an on-site observation or review of documents) by the

EDC that the interconnection installation evaluation required by IEEE Standard

1547 Section 5.3 and the commissioning test required by IEEE Standard 1547

Section 5.4 have been adequately performed

es facility in order to preserve distribution system reliability.

Attachment 6

Metering

Requirements

This attachment is to be completed by the EDC and shall

include the following:

1.         The metering requirements for the distributed energy

resources facility.

2.         Identification of the appropriate tariffs that

establish these requirements.

3.         An internet link to these tariffs.

Attachment 7

As Built Documents

This attachment is to be completed by the interconnection

customer and shall include the following:

When it returns the certificate of completion to the EDC,

the interconnection customer shall provide the EDC with documents detailing the

as-built status of the following:

1.         A

one-line diagram indicating the distributed energy resources facility,

interconnection equipment, interconnection facilities, and metering equipment.

2.         Component specifications for equipment identified

in the one-line diagram.

3.         Component settings.

4.         Proposed sequence of operations.

5.         A three-line diagram showing current potential

circuits for protective relays.

6.         Relay tripping and control schematic diagram.