Resolution No. 7749� �
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RESOLUTION NO. 7749
A RESOLUTION OF THE CITY COUNCIL OF THE CITY
OF VERNON APPROVING AND AUTHORIZING: (1) THE
CITY OF VERNON UTILITIES DEPARTMENT TO PURCHASE
AND SELL POWER THROUGH THE AUTOMATED POWER
EXCHANGE; (2) THE EXECUTION OF THE AUTOMATED
POWER EXCHANGE MASTER SERVICE AND PARTICIPATION
AGREEMENT; AND (3) THE ESTABLISHMENT OF A
MONETARY RESERVE ACCOUNT OR OTHER CREDIT
FACILITY
WHEREAS, the City Council has approved a Resource
Procurement Plan and Credit Risk Management Policy (the "Policy") for
the Utilities Department (the "Department") in order to enable the
Department to plan, execute and control the management of a variety
of risks inherent in power resource procurement and to allow the
Department access to new markets for the purchase and sale of
electric power and related products;
WHEREAS, the Automated Power Exchange (the "APX") operates
an electronic information exchange which would enable the Department
to buy and sell electric energy and other products and services;
WHEREAS, the Department's participation in the APX would
provide more liquidity for the Department's resource procurement
activities, open up new markets and permit more efficient load
shaping, through the acquisition of non -standardized energy blocks;
and
WHEREAS, the City Administrator recommends that the City
Council adopt a resolution authorizing the Department to utilize APX
Services, approving and authorizing the execution of an Automated
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Power Exchange Master Service and Participation Agreement (the "APX
MSPA") and authorizing the City to establish a monetary reserve
account or other appropriate credit facility in order to engage in
electric power trading activity with the APX.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE
CITY OF VERNON AS FOLLOWS:
SECTION 1: The City Council of the City of Vernondoes
hereby find and determine that the recitals contained hereinabove are
true and correct.
SECTION 2: The City Council of the City of Vernon hereby
approves the Automated Power Exchange Master Service and
Participation Agreement; the APX Master Terms and Conditionsof
Service; Tab 1 Participant Approved Counter -Party Trading; Tab 2
Scheduling Services; Tab 3-APX Managed Credit Services; Tab 4
Settlement and Payment Services; and Tab 5 APX Product and Service
Fee Schedule (collectively the "APX MSPA"), attached hereto as
Exhibit A, by and between the City of Vernon and the Automated Power
Exchange, Inc., in order to enable the Department to gain access to
new markets for the purchase and sale of electric power.
SECTION 3: The City Council of the City of Vernon hereby
authorizes the City Administrator, or his authorized designee, which
may include the Director of Utilities and the Assistant Director of
Resource Management, to execute the APX MSPA;
SECTION 4 The City Council of the City of Vernon hereby
authorizes the City Administrator, or his authorized designee, which
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may include the Director of Utilities and the Assistant Director of
Resource Management, to establish a monetary reserve fund or other
appropriate credit facility to support the Department's trading
activity, and to execute and deliver onbehalf of the City all
agreements necessary to enable the Department to participate in the
APX, buy and sell electric power and fully access all other APX
products and services.
SECTION 5: The City Council of the City of Vernon hereby
authorizes the City Administrator or his authorized designee, to make
whatever non -substantive changes, upon advice of counsel, in the APX
MSPA which may become necessary, in order to carry out the intent of
this Resolutions'
SECTION 6: The City Clerk of the City of Vernon shall
certify to the passage of this Resolution and thereupon and -
thereafter the same shall be in full force and effect.
APPROVED AND ADOPTED THIS 18th day of April 2001.
�&EONISC. MALBUPQG, May r
ATTEST:
Bruce V. Malkenhorst, City Clerk
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STATE OF CALIFORNIA )
COUNTY OF LOS ANGELES )
I, BRUCE V. MALKENHORST, City Clerk of the City of Vernon,
do hereby certify that the foregoing Resolution, being Resolution
No. 7749, was duly adopted by the City Council of the City of Vernon
at a regular meeting of the City Council duly held on Wednesday,
April 18, 2001, and thereafter was duly signed by the Mayor of the
City of Vernon.
BRUCE V. MALKENHORST,°City Clerk
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AUTOMATED POWER EXCHANGE
MASTER SERVICE AND PARTICIPATION AGREEMENT
THIS AUTOMATED POWER EXCHANGE MASTER SERVICE AND PARTICIPATION AGREEMENT ("MSPA") is made and
entered into this _ day of , 2000 by and between Automated Power Exchange, inc., a California corporation ("APX"), and
1. ("Participant"). APX and Participant are
sometimes referred to herein individually as a "Part' and collectively as the "Parties'
WHEREAS, APX operates electronic information exchanges in which Participants are able to buy and sell electricity and other
products and services, and
WHEREAS, the Participant desires to enter into this APX MSPA in order to be able to utilize APX Services from time to time in
accordance with the terms hereof.
NOW THEREFORE, in consideration of the foregoing and the mutual promises and covenants hereinafter set forth, the Parties
agree and intend to be bound as follows:
1. DEFINITIONS AND INTERPRETATION.
1.1. Definitions. Except as otherwise defined herein, initially capitalized terms used in this APX MSPA have the meanings set
forth in Section 2.1 of the APX Master Terms and Conditions of Service, together with certain additionally defined terns in
all applicable Tabs, as amended and modified from time to time.
1.2. Interpretation. The rules of interpretation set forth in Section 2.2 of the APX Master Terms shall apply to this MSPA
1.3. Conflicts. In the event of a conflict between the provisions of this MSPA and the APX Master Terms or any applicable
Tabs, the provisions of this MSPA shall control and take precedence.
2. USE OF APX SERVICES.
2.1. Upon execution of this APX MSPA and satisfaction of the conditions of eligibility set forth in Section 3 of the APX Master
Terms, the Participant shall be eligible to use the APX Services.
2.2. This APX MSPA does not obligate the Participant or any of its affiliates to use any APX Services.
3. TERMS AND CONDITIONS OF SERVICE.
3.1. The APX Master Terms, including all applicable Tabs, are incorporated herein and made a part of this APX MSPA.
3.2. APX and the Participant agree that:
a.) The APX Master Terms, inclusive of all. applicable Tabs, this MSPA, and all rules, orders, procedures, or protocols
duly promulgated from time to time by APX shall govern the Participant's use of any APX Service.
b.) APX and the Participant will abide by the APX Master Terms and all rules, orders, procedures and protocols duly
promulgated by APX in respect of all matters relating to the Participant's use of any APX Service.
c.) The Participant's eligibility to use the APX Services is at all times subject to the APX Master Terms and all rules,
orders, procedures, and protocols duly promulgated by APX, and may be revoked in accordance with the APX
Master Terms.
3.3. APX may amend or modify the APX Master Terms from time to time in accordance with the procedures set forth in
Section 9 of the APX Master Terms. Any such amendment or modification shall be binding upon the Participant in
accordance with the provisions set forth in Section 9 of the APX Master Terms.
4. TERM AND TERMINATION.
This APX MSPA shall become effective on the date set forth in the introductory paragraph and shall remain in effect unless
terminated in accordance with the provisions set forth in Section 11 of the APX Master Terms.
5. REPRESENTATIONS AND WARRANTIES.
5.1. Each Party represents and warrants to the other Party the following:
a.) Authority. The execution, delivery, and performance by each Party of this APX MSPA are within the Party's powers,
have been duly authorized by all necessary corporate or other action, and do not and will not violate the terms and
conditions in the Party's governing documents, any material contract to which the Party is a party, or any applicable
laws; and
b.) Binding Obligations. This APX MSPA constitutes the legal, valid, and binding obligations of each Party, enforceable
against the Party in accordance with its terms, except as enforceability may be limited by applicable bankruptcy or
similar laws affecting the enforcement of creditors rights generally or by equitable principles relating to enforceability
of contracts made by and for competent parties.
5.2. The representations and warranties above are intended to be continuing representations and warranties with the
expectation that each Party can and will rely upon their continuing applicability.
6. TRANSFER AND ASSIGNMENT.
6.1. Neither Party shall assign any of its rights nor delegate any of its obligations under this APX MSPA without the prior
written consent of the other Party, which consent shall not be unreasonably withheld or delayed. Any prohibited .
assignment or delegation shall be void.
6.2. Notwithstanding the foregoing, this APX MSPA shall be binding upon and shall inure to the benefit of the Parties and their
respective successors and permitted assigns.
7. ELECTRONIC CONTRACTING.
All submitted applications, schedules, bids, confirmations, changes to information on file with APX, notices and other
communications conducted via electronic transfer, including direct computer link, bulletin board, e-mail, facsimile or any other
means established by APX, shall invoke the same legal rights, responsibilities, and obligations set forth in the APX Master
Terms as if executed in written format. APX and Participant waive any defense under the Statute of Frauds, or similar
provision of law, in connection therewith.
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Effective May 15, 2000
Exhibit A
8.
AUTOMATED POWER EXCHANGE
MASTER SERVICE AND PARTICIPATION AGREEMENT
MISCELLANEOUS.
8.1. Notices. Except as otherwise specified herein or in the APX Master Terms, notices shall be in writing and transmitted by
mail, overnight courier, or facsimile. Notices to APX shall be addressed to: Automated Power Exchange, Inc. 5201 Great
America Parkway #522 Santa Clara, California 95054 Attention: Contracts Department (408)517-2100. Notices to
Participant shall be addressed to the representative specified in Appendix 1 of this APX MSPA.
8.2. Entire Agreement This APX MSPA and all attachments hereto, and the APX Master Terms with applicable Tabs embody
the entire agreement and understanding of the Parties and superseded all prior or contemporaneous agreements and
understandings of the Parties, verbal or written, relating to the subject matter hereof.
8.3. Governing Law. THIS APX MSPA SHALL BE GOVERNED BY, AND INTERPRETED IN ACCORDANCE WITH, THE
LAWS OF THE STATE OF CALIFORNIA, EXCLUDING ANY CHOICE OF LAW RULE THAT DIRECTS THE
APPLICATION OF THE LAWS OF ANOTHER JURISDICTION, IRRESPECTIVE OF THE PLACES OF EXECUTION OR
OF THE ORDER IN WHICH SIGNATURES OF THE PARTIES ARE AFFIXED OR OF THE PLACE OF PERFORMANCE.
8.4. Independent Parties. Nothing in this APX MSPA shall be construed or represented as creating a partnership, trust,
fiduciary or any similar relationship among the Parties. Except as set forth in the APX Master Terms, no Party is
authorized to act on behalf of the other Party and none shall be considered the agent of the other.
8.5. No Third -Party Beneficiaries. This APX MSPA is made and entered into for the sole protection and legal benefit of the
Parties and their permitted successors and assigns. No other person shall be a direct or indirect legal beneficiary of, or
have any direct or indirect cause of action or claim in connection with, this APX MSPA.
8.6. Amendment Subject to Section 1.3 above, this APX MSPA is subject to modification by a modification of the APX Master
Terms. In all other respects, this APX MSPA shall be modified or amended only by a written instrument executed by the
Parties and shall not be modified by course of performance or any usage of trade.
8.7. Severability. The illegality or unenforceability of any provision of this APX MSPA or any instrument or agreement required
hereunder shall not in any way affect or impair the legality or enforceability of the remaining provisions of this APX MSPA
or any instrument or agreement required hereunder.
8.8. Counterparts. This APX MSPA may be executed in any number of separate counterparts, which shall be deemed to
constitute one instrument
The authorized representatives of the Parties have executed this APX Master Service and Participation Agreement as of the
date first set forth above:
AUTOMATED POWER EXCHANGE, INC.
BY: BY:
TIRE: TITLE:
DATE: DATE:
2
Effective May 15, 2000
AUTOMATED POWER EXCHANGE
MASTER SERVICE AND PARTICIPATION AGREEMENT
APPENDIX 1
Name of the Participant: -
Representative's Name:
Mailing Address:
E-Mail address: -
Telephone Number(s):
Facsimile Number(s):
Emergency Contact:
M
Effective May 15, 2000
* AUTOMATED POWER EXCHANGE [
MASTER TERMS AND CONDITIONS OF SERVICE
SCOPE.
1.1. These APX Master Terms set forth the eligibility and operating requirements for utilization of the APX Services and Products. Together with
the applicable APX Product and Service Tabs, these Master Tema are incorporated in and made a part of each Participant's Master Service
Agreement, and may be revised from time to time. The current version of these APX Master Temps is available to Participants via the APX
Internet Site or upon request from APX
1.2. These APX Master Terms apply to each APX Market in which Participants are able to utilize APX Services or buy and sell Products.
Additional terms, conditions, and requirements that apply to specific APX Services and Products are set forth in individual Tabs to these
Master Terms, and are expressly incorporated into these APX Master Terms.
1.3. In the event of a conflict between these Master Tema and any applicable Tab, the applicable Tab requirements shag control.
2. DEFINITIONS.
2.1. Defined terms specific to individual APX Products and Services can be found in the applicable Tab. Initially capitalized terns used in these
APX Master Terms and elsewhere in the Tabs shag have the meanings set forth below:
2.1.1. 'Affiliate' means any person or entity that is directly or indirectly controlled by, in control of, or under the common control of another.
2.1.2. 'APX' means Automated Power Exchange, Inc., a California corporation.
2.1.3. 'APX Internet Site' means the APX site on the Internet at address www.aox.com
2.1.4. 'APX Managed Credit Trading' means the trading activity of APX Market Participants under which said Participant posts credit which
partially or wholly supports its Contracted position in the event of default by Mat Participant
2.1.5. 'APX Market' means a set of available Products and/or Services for which there is a specific subject matter Tab.
2.1.6. 'APX Market Tab' means one or more subject.matter supplements to these APX Master Temps which sets forth additional terms,
conditions, and requirements applicable to the described APX Services and Products.
2.1.7. 'APX Market Engine' means the active server and software that administers APX Services and is owned and maintained by APX
2.1.8.'APX Market Window' means the software that provides the electronic interface between Participants and the APX Market Engine.
2.1.9. 'APX Master Service Agreemenr means the Master Service and Participation Agreement entered into between the Participant and
APX
2.1.10.'APX Product Specification Sheer means that written descriptive statement of APX energy, capacity, transmission, and ancillary
service products available to Participants, revised from time to time, and published on the APX Website at www apx.00rrn.
2.1.11. 'APX Registration Statemenr means the enrollment fomn that each Participant must complete prior to being eiglote to use APX
Services.
2.1.12. 'APX Services' means the services and associated Products that APX offers in each APX Market as specified in the applicable Market
Tab or APX Product Specification Data Sheets.
2.1.13. 'Contract. —Contracted,' and'Contracting' describes the result of the APX Market Engine's matching one or more buy Orders with one
or more sell Orders.
2.1.14.'Contracted Order" means a contract that has been formed between one or more Participants that have submitted buy Orders and one
or more Participants that have submitted sell Orders upon being Contracted by the APX Market Engine.
2.1.15. 'Control Area' means those facilities and irbrigfoie rights and operations that are controlled by a Control Area Operator.
2.1.16. 'Control Area Operator, means the entity that performs Control Area Services for a specific Control Area.
2.1.17. 'Control Area Requirements' means all duly -constituted rules or equivalents that apply or govern Control Area Services, issued by
proper authority.
2.1.18. 'Control Area Services' means those services provided by the Control Area Operator to stabilize the performance of the electric grid.
2.1.19.'Deposttory' means Comerica Bank-Calffomia, a California bank corporation, or a successor entity appointed by APX
2.1.20.'FERC' means the Federal Energy Regulatory Commission or its suuooessar.
2.1.21.'Force Majeure' means an event or circumstance that is beyond the reasonable control of the affected Party and that crwld not have
been avoided with the exercise of due diligence.
2.1.22. 'Govemmental Authority' means any federal, state, or focal branch or unit of government Including FERC, SEC and CFTC, and any
entity that is subject to regulation by any administrative agency as a public utility, including state and regional [SOS, ISAs, RTOs. or
power exchanges.
2.1.23. 'Insolvency Proceedkg' means any rase, action, or proceeding relating to bankruptcy, y, reorganization, insolvency, liquidation,
receivership, dissolution, winding -up, or arty general assignment for the benefit of creditors.
2.1.24. 'Law' means any law, treaty, code. rule, regulation, tariff, protocol, or judicial order binding upon APX the Depository, or a Participant
2.1.25. 'Monetary Reserve Faaliy means the financial arrangements made by a Participant in advance of registration as an APX Managed
Credit Trading Participant using the APX Services.
2.1.26. 'Order means a Participant initiated buy Order or ad Order.
2.1.27. 'Participant means a person or entity that meets the eligibility requirements set forth in Section 3 below.
2:1.28. 'Participant Approved Counter -Party Trading' means trading activity under which a Participant selects its counter -party from a
Participant Approved Counter -Party fist, and for which the selecting Participant bears the risk of counter -party defauk. The identity of
the counter -pally is disclosed upon formation of the Contracted Order.
2.1.29. party' means APX or a Participant
2.1.30. *Products' means all units or packages of electrical power, including, but not limited to energy, capacity, transmission, or ancillary
services or derivatives therefor, the purchase, sale and trading of which are supported or facilitated by the APX Market Window and
APX Market Engine, as more particularly described in the APX Product Specification Data Sheets published from time to time.
'Products' expressly excludes securities and futures contracts of any kind, and the trading of securities and futures contracts via the
APX Market Window is prohibited. 'Products' expressly excludes 'swaps' as defined in 17 C.F.R. Part 35.
2.1.31. 'Termination Date' means the date on which a Participants APX Master Service Agreement is terminated.
2.2 In these APX Master Terms, unless the context otherwise requires:
2.2.1. Temps stated In the singular shall include the plural and the masculine shall include the feminine and nutter, and vice versa;
2.2.2. References to a Section, Exhibit or Tab shag mean a Section, Exhibit or Tab of these APX Master Terms;
2.2.3. The words 'includes' or 'Including' shall mean 'including witlaut imifapan';
2.2.4. A reference to an agreement shall be to the agreement as amended or modified as of the date of reference;
2.2.5. References to any Law or Control Area Requirement shall be to such law or requirement as amended or modified as of the date of
reference;
Page I of 6
Effective November 6, 2000
AUTOMATED POWER EXCHANGE
MASTER TERMS AND CONDITIONS OF SERVICE
2.2.6. Any reference to a 'person' includes any individual, partnership, firm, company, corporation, joint venture, trust or organizabori whether
or not possessing separate legal personak r,
2.2.7. Any reference to a day, week or month shah be deemed to be a reference to a calendar day, week, or month; and
2.2.8. The terms 'electricity' and 'energy' are used interchangeabty herein.
CONDITIONS OF ELIGIBILITY TO USE THE APX SERVICES
3.1. The certifications and representations contained in Section below must be love and coned with respect to such person.
3.2. The person must obtain and maintain at its cost all required hardware, software, and communications links that are necessary to operate the
APX Market Window and communicate with APX in aaoordanee with these APX Master Terms.
3.3. The person must enter into and remain in compliance with an APX Master Service Agreement.
3.4. The person must establish and maintain a Monetary Reserve Facility that covers its monetary reserve requirements for APX Managed Credit
Trading in accordance with the provisions of Tab 3 to these APX Master Terms.
3.5. The person must suthrmt, and update as required, a correct and complete APX Registration Statement encompassing all registered APX
Services.
3.6. The person must be in compliance with all requirements of Law and Governmental Aulhorfty, including Control Area Requirements, 9
applicable,
3.7. When property registered, APX will notify the person that it meets the eligibility requirements of a Participant for the designated APX Services,
and will provide to such Participant its assigned system password(s).
4. REPRESENTATIONS AND WARRANTIES
4.1. Each Participant represents and warrants to APX the following:
4.1.1. The Participant has compiled with all conditions of eligh ft.
4.1.2. The Participant is not in violation of the Code of Conduct set forth in Section 8.
4.1.3, The Participant has not committed any ad that would constitute a violation of these APX Master Terms.
4.11A. The Participant will treat all information and materials provided or disclosed by APX as 'APX Confidential Information' when designated
as such, and lf non -disclosure is not required by public law.
4.1.5. If the Participant will be selling electricity directly to any end -use customer, or purchasing power on Its own behalf as an end•rrse
customer, the Participant has complied with all requirements applicable to its area for retail suppliers and/or purchasers of electricity and
related services.
4.1.6. No registered load of the Participant is ineligible or wholesale transmission service under the Federal Power Ad
4.1.7. The Participant is qualified to purchase and/or sell electricity, or enter into forward contracts or the same, In all places where the
contrad is made or will be peromied.
4.1.8. The Participant has all licenses, authorizations, consents, and approvals to own its assets, conduct business, and to perform its
obligations under the APX Master Service Agreement and these APX Master Terns.
4.1.9. Unless a Party to an indexed forwards contract, each Participant that submits an Order has or can obtain good Ik to the undedit
energy or transmission rights that is the subject of the sell Order, and warrants that the Participant will make or take delivery of the
energy as the can may be
4.1.10. Where required, the Participant has complied with all ControlArea Requirements.
4.2. APX represents and warrants to Participants the following:
4.2.1. APX is qualified to do business in those jurisdictions necessary to carry out all of Its responsibilities under these APX Matter Tama.
4.2.2. APX has all licenses, authorizations, consents, and approvals to own its assets, conduct business, and to perform Its obligations
hereunder.
4.2.3. APX is the sole owner of APX Market Engine and Market Window technology, and such technology does not infringe the patents of
others.
42A. APX will treat all Participant registration data, financial data; and APX Market activity and mmmunicalions as' Participant Confidential
Information', whether designated as confidential or not.
4.3. The representations and warranties set forth in Sections 4.1 and 4.2 are continuing representations and warranties, and are reaifhmied by
each Participant and APX each time the Participant uses any APX Service.
MONETARY RESERVE REQUIREMENTS
5.1. In order to secure its APX Market oblgations, each Participant that is not engaged in participant Approved Counter -Party Tmft shy
establish and maintain a Monetary Reserve Facility, that meets the requirements of Tab 3 to these APX Master Terms. The Monetary Reserve
Facility may be in the forth of an irrevocable and unconditional letter of credit, surety bond, or cash deposit in a monetary reserve account at
the Depository.
5.2. A Monetary FaaTrq is not required for an APX Participant engaged in Participant Approved Counter -Party trading in amr.APX MarkeL
5.3. APX shah only initiate a draw upon the Rarticiparifs Monetary Reserve Fatality under the circumstances described in Tab 3 and Tab 4.
5.4. APX reserves the right to set and modify the Monetary. Reserve Facility criteria from time to time in its reasonable discretion.
APX PRODUCTS AND SERVICES
6.1 Registered Participants shah be eligible to utilize the APX Market Window to purchase, sell or trade the APX products described in the APX
Product Specification Sheets, or use the APX Services, each of which is more fully described in the indicated Tab to these APX Matter Terms.
6.2. Participant Approved Counter -Party Trading: Tab 1
6.3. Energy Delivery Schedule Coordination Services: Tab 2
6.4. APX Credit Management Services: Tab 3
6.5. APX Settlemerit and Billing Services: Tab 4
6.6. APX Product and Service Fee Schedule: Tab 5
Page 2 of 6
Effective November 6, 2000
f
AUTOMATED POWER EXCHANGE
MASTER TERMS AND CONDITIONS OF SERVICE
7. SOFTWARE LICENSING AGREEMENT
7.1 Subject to the terms and conditions of these Master Temps and any modifications contained in the Master Service Agreement APX grams to
each registered Participant a restricted, nonexclusive, nontransferable right to use the APX Market Window software (in executable code form
only) at the Participant's designated sites on up to ten (10) designated computers.
7.2. Without the prior written consent of APX, no Participant shall (1) copy all or any portion of the Market Window; (1) decompile or-disessemble
the APX Market Window, or attempt to determine any source code, algorithms, methods or techniques embodied in the Market Window; n
modify, translate, or create any derivative works based upon the Market Window; (iv) distribute, disclose, market sell, rent lease, assign,
sublicense, transfer, convey or pledge to transfer the Market Wallow in whole or part to any third party; (v) remove or alter any copyright
trademark, trade name or other proprietary notices and legends appearing on or in copies of the Market Window; (vf) allow remote access or
transfer the Market Window software to any computer other than the Participant's ten designated computers; (vu'l incorporate the APX Market
Window into any other program or product (vii) use the Market Window other than in accordance with these APX Master Tents. Participant
employees, Agents, Independent Contractors, and affiliates are subject to the same exclusions to the extent that they are required to use
Participant's licensed Market Window.
7.3. As between APX and Participants, APX retains all right title and interest in and to the APX Market Window, including arry derivative works
thereof. APX retains all right title, and interest in its Applications Program Interface CAP17, and shares title with Participants in any API
derivative works. Participant agrees not to take any action to jeopardize, limit or interfere with APX' ownership rights of the Market Window or
derivative works thereof.
7A. APX may from time to time deliver to Participants modifications or new releases of the APX Market Window. Before doing so, APX will provide
notice to affected Participants. These APX Master Temps shall apply to such modifications and/or new release as if part of the original license
grant
7.5. Any APX Market Window software or documentation that Is provided to or on behalf of the United States of America, its agencies andor
instrumentalities rU.S. Govemmenr) is provided with Restricted Rights as that term is used in Part 27 of the Federal Acquisition Regulations
('FAR'). Use, duplication, or disclosure is subject to all of the restrictions contained in the FAR, and any DOD or other agency FAR
supplernaft
7.6. Each Participant must routinely monitor its market position(s) via the APX Market Window, and promptly, notify APX if it encounters any
material difficulty in using the APX Market Window. APX will attempt to correct any material problem, errors, or bugs that are reported, take
reasonable steps to mitigate the effects of any such problems, and forward any resulting modifications to affected Participants. Under no
circumstances will APX be responsible for any costs or damages that result from a Participant's inability to use the APX Market Window,
except as set font in Section 14 of these APX Master Terms. In the event that the APX Market Window malfunctions or becomes inoperable
due to the negligent or wrongful act or omission of a Participant, or a condition associated with Participant's hardware, software, or data
oommunications equipment, the Participant shall reimburse APX for all costs incurred by APX in fixing such malfurncdon or inoperability.
8. CODE OF CONDUCT
8.1. At all times during the tern of its APX Master Service Agreement, APX and each Particparnt shall comply with all applicable Laws and Control
Area Requirements that relate to or have an impact upon the parties performance hereunder.
8.2. No Participant shall take any action that would undermine or improperly manipulate any APX Service, any Participant the Depository, or APX.
This includes, but is not limited to, self dealing in one's own name or through intermediaries established or used for that purpose.
8.3. No Participant shall take any action that would cause APX or other Participant to violate any law, Control Area Requirement or these Master
Terms.
8.4. Each Participant shall at all times respond to any communication from APX and/or their respective agents or representatives In a fkrely
manner. To facilitate communications timeliness, each Participant will regularly monitor its market position(s) via the APX Market Widow.
8.5. APX and each Participant shall pemnft their market communications to each other to be recorded in accordance with state and federal law.
8.6. No Participant shall own or control or hold with power to vote more Ihan ten percent of APX shares.
8.7. APX and its employees and directors shall be prohibited from buying or selling a conmodrty or product for which APX operates an exchange.
8A APX and its employees and directors shall be prohibited from owning or controlling a material interest in any entity that buys or seas
comrradides or products in the APX Markets, or in the markets of any Affiliates.
8.9. APX and its employees and directors shall be prohibited from serving as an employee, agent representative or Board member of any enter
that is an APX Market Participant.
8.10. APX shall at all times maintain and enforce a code of conduct for its directors, employees, and contractors. APX shalt make available to any
Participant a copy of the current APX intemal code of conduct upon written request.
9. AMENDMENT AND MODIFICATION OF TERMS
9.1. APX may, in its reasonable discretion, modify or amend these APX Master Tents from time to time. In such event APX will transmit notice to
Participants at least thirty days before the date on which such amendment or modFcaion will go Into elled.
9.2. Arry modification or amendment to these APX Master Terms will be prospective only and shaft not apply to any Contracted Orders, but shall be
binding upon Participants and APX for all orders consummated after the effective date of the amendment or modification. Once a properly
noticed amendment or modification becomes effective, a Participants submission of an Order or use of any APX Service shall operate as an
acceptance by such Participant of, and agreement to be bound by. the amendment or modificaliorL
9.3. Notwithstanding the foregoing, in the event of an emergency, as determined by APX in its reasonable discretion, APX shall have the right to
modify the APX Master Terms and any applicable Tabs without notice in order to respond to the emergency. Any such amendment shaft apply
to all unperformed Conbacted Orders, and to other ongoing transactions and activities of APX Market Participants, as circumstances warrant.
To the extent practicable, APX will consider all Participant's interests in an emergency and will act reasonably during such emergency and in
actions thereafter.
9.4. APX may, in its reasonable discretion, modify its APX Product Specification Sheets and republish the some on the APX Internet Site without
giving the thirty days advance notice to Participants applicable to contract terra modifications.
Page 3 of 6
Effective November 6, 2000
AUTOMATED POWER EXCHANGE
MASTER TERMS AND CONDITIONS OF SERVICE
10. SUSPENSION OF ELIGIBILITY
10.1. APX may suspend the eligibility of a Participant to use one or more of the APX Services at any time without liability of any kind to the
Participant if
a. the Participant fails to comply with any provision of Cie Code of Conduct set forth in Section 8 above;
b. the Participant fails to satisfy any condition of eligibility set forth in Section 3;
c. any representation or warranty made by the Participant in Section 4 ceases to be true and correct in any material war;
d. the Participant takes any action in derogation of APX' rights in or to the APX Market Window;
e. the Participant fails to maintain an adequate Monetary Reserve Facility (MRF) where required to do so to engage in APX Managed
Credit Trading, or acts to limit APX access to the Participant MRF; or
I. the Participant ceases to be solvent, voluntarily ceases conducting business, or commences any Insolvency Proceedhg.
10.2.1n the event that APX suspends a Pa►ticipenrs eligibility to use APX Services, APX may terminate the Master Service Agreement without
liability.
10.3. Upon suspension of a Participant under this Section, APX will notify the Participant as soon as practicable, and the Participant will continue to
be responsible for all amounts owing in connection with the Participant's use of APX Services.
11. TERMINATION OF THE APX MASTER SERVICE AGREEMENT
11.1. Termination by APX: APX may terminate a Participant's Master Service Agreement at any time for the reasons stated in Section 10.1 above.
11.2. Termination by Participant a Participant may terminate its Master Service Agreement at any time with written notice to APX of Termination
Date.
11.3. Effect of Termination:
a. the eligibility of the Participant to use APX Services shad cease;
b. the provisions of the APX Master Terms and Service Agreement shall remain effective until all financial obligations have been
discharged;
c within 30 days after termination, the Participant must deliver or destroy all copies of the APX Market Window and certify to ffie same,
d, the Participant must immediately render payment for all amounts owing under these APX Master Terms, and will be entitled to receive
any amounts owing to the Participant by the next ordinary payment receipt date established by these APX Master TOM
e. the Participant will refrain from any action that would interfere with APX' access to the Participants Monetary Reserve FadW. and
t the provisions of these APX Master Temps requiring performance alter termination will be deemed effective and operative.
12. FORCE MAJEURE
12.1. No Party will be considered in default of any obligation if prevented from fulfilling such obligation by Force Majeure. Notwithstanding the
foregoing, no Participant shall be excused from any obligation to render payment due to APX in connection with the use of APX Services, or
from continuing to comply with the code of conduct provisions of Section 8 that are unaffected by the circumstances of the Force Majeure.
Unless the nature of the product defined in the APX Product Specification Sheet permits h, Face Majeure shah NOT be daimed by any
Participant based upon purely economic considerations such as (I.) loss of Buyers markets; (i.) Buyers inability to economically use or re-sd
the purchased energy product(s); (ia.) the loss of Sellers supply; or (iv.) Seller's ability to sell the product to a d'rfleoent Buyer under More
attractive terms.
12.2. in the event of a Force Majeure Chat prevents a Party from performing any of its obligations under these Master Tema, the Party shah:
a. notify the other Parry in writing as soon as commercially practicable
b. use commercially reasonable efforts to mitigate the effects of such Force Majeure. and ad to resume performance as soon.as possible;
c not be entitled to suspend performance in any greater scope or for any longer duration than reasonably required by the Force Majeure;
d. keep the other Party apprised of the mitigation and restoration efforts initiated by the Party;
e. provide written notice of the resumption of full performance to the other Party.
12.3. Notwithstanding the foregoing, the settlement of any strike, lockout or labor dispute constituting a Force Majeure shah be within the sole
discretion of the Party involved in such labor dispute, and the obligation to use commercially reasonable efforts to resolve or remedy does not
apply.
13. INDEMNIFICATION
13.1. To the fullest extent permitted by Law, each Participant shall indemnify and hold harmless APX, its Affiliates, agents, officers and ernpbyees
from any and all claims, costs, and expenses incurred by them to the extent caused wholly or in part by any ad or omission by the Participant
its Affiliates, agents, officers, and employees, except to the extent such claim is caused by the negligence or wWW misconduct of APX Each
Participant's obligation to indemnify under this Section shah survive termination of the Participants APX Master Service Agreement and shah
not be limited in any way by amount or type of damages.
13,2. In addition to the foregoing, to the fullest extent permitted by Law, each Participant shah also indemnify APX from any and ON daims caused
wholly or in part by any error or omission in the information that the Participant submits to APX for further transmittal to a Control Area
Operator.
13.3. To the fullest extent permitted by Law, APX shah indemnify and hold harmless a Participant its Affiiates, agents, officers and employees from
any and all claims, costs and expenses incurred by them to the extent caused wholly or in part by arty act or omission of APX Its Affiliates,
agents, officers and employees, except to the extent such daim is caused by the negligence or willful misconduct of Participant. APX'
obligation to Indemnify under this Section shall survive termination of Participants APX Master Service Agreement and shah at ail times bs
subject to the Section 14 Iimiiation of iabiity.
13A. APX shall indemnify and hold harmless a Participant from all claims, costs and expenses to the extent caused wholly or in part by APX' breach
of or infringement upon any third party s copyright trademark, patent or other intellectual property right
14. LIMITATION OF LIABILITY
14.1. THE APX SERVICES ARE PROVIDED 'AS IS' FOR USE IN AN ELECTRONIC TRADING ENVIRONMENT. APX DISCLAIMS ALL
REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS OR IMPLIED, RELATING TO APX SERVICES, INCLUDING ANY
WARRANTIES OF DESIGN, MERCHANTIBILITY, FITNESS FOR A PARTICULAR PURPOSE, OR WARRANTIES ARISING FROM ANY
Page 4 of 6
Effective November 6, 2000
AUTOMATED POWER EXCHANGE
MASTER TERMS AND CONDITIONS OF SERVICE
CLAIMED COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OR TRADE PRACTICE. APX MAKES NO
REPRESENTATIONS THAT THE APX SERVICES WILL OPERATE WITHOUT INTERRUPTION OR BE ERROR FREE
14.2. EXCEPT FOR DISCLAIMED SOFTWARE DESIGN AND/OR PERFORMANCE, ANY CLAIM ARISING FROM AN ALLEGATION OF APX'
NEGLIGENCE, OR FROM AN ALLEGATION OF BREACH OF CONTRACT BY APX, SHALL BE SUBJECT TO THE FOLLOWING
LIMITATIONS: (1) NO SUCH CLAIM MAY BE BROUGHT FOR APX ACTS OR FAILURES TO ACT OCCURING DURING THE FIRST 90
DAYS OF PARTICIPANTS REGISTRATION AS AN APX PARTICIPANT; (11) NO SUCH CLAIM RELATING TO A SINGLE SET OF FACTS
OR OCCURRENCES MAY BE BROUGHT AGAINST APX IF IT INVOLVES LESS THAN $5,000 (PARTICIPANTS SHALL NOT COMBINE
CLAIMS INVOLVING DIFFERENT SETS OF FACTS AS A MEANS OF AVOIDING THIS LIMITATION); (111) APX' MAXIMUM LIABILITY TO
ANY PARTICIPANT FOR ANY AND ALL SUCH CLAIMS IN A GIVEN CALENDAR YEAR SHALL NOT EXCEED $50,000 PER MARKET; (IV)
APX' MAXIMUM CUMULATIVE LIABILITY TO ALL PARTICIPANTS FOR ANY AND ALL SUCH CLAIMS IN A GIVEN CALENDAR YEAR
SHALL NOT EXCEED $100,0D0 PER MARKET; AND (V) ANY SUCH CLAIM MUST BE BROUGHT WITHIN SIX MONTHS AFTER THE
EVENT GIVING RISE TO THE CLAIM. IF ANY SUCH CLAIM IS NOT BROUGHT WITHIN SUCH SIX MONTH PERIOD, THE RIGHT TO DO
SO SHALL BE DEEMED WAIVED, IRRESPECTIVE OF ANY DIFFERENT TIME LIMIT SET FORTH IN ANY STATUTE OF LIMITATIONS
THAT OTHERWISE WOULD APPLY. WITH RESPECT TO CLAIMS THAT ARE SUBJECT TO THE LIMITS SET FORTH IN THIS SECTION
14.2, EACH PARTICIPANT ACKNOWLEDGES THAT: (I) IT MAY HAVE SUCH A CLAIM THAT INVOLVES LESS THAN $5,000 AND, 09 IT
MAY HAVE CLAIMS IN ANY GIVEN CALENDAR YEAR THAT INDIVIDUALLY OR COLLECTIVELY INVOLVE MORE THAN $50,000 AND,
(111) PARTICIPANTS MAY HAVE SUCH CLAIMS IN A GIVEN CALENDAR YEAR THAT CUMULATIVELY INVOLVE MORE THAN $100,000
AND EXPRESSLY WAIVES ITS RIGHT TO PURSUE ANY SUCH CLAIM TO THE EXTENT THAT IT EXCEEDS SUCH LIMITS.
14.3. NO PARTY SHALL BE LIABLE TO ANOTHER FOR SPECIAL, INDIRECT, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES,
WHETHER IN CONTRACT, TORT, STRICT LIABILITY STAUTORY LIABILITY OR OTHERWISE, ARISING OUT OF OR IN CONNECTION
WITH THE USE OF APX SERVICES UNDER THESE MASTER TERMS, ANY APPLICABLE TABS, OR THE MASTER SERVICE
AGREEMENT, INCLUDING ANY LOSS OF PROFITS, EARNINGS, REVENUE, USE, DATA, CONTRACT, OR GOODWILL, EVEN IF A
PARTY HAS KNOWLEDGE OF THE POSSIBILITY OF SUCH DAMAGES.
% DISPUTES RESOLUTION
15.1. In all disputes arising from a Participants use of any APX Services, the aggrieved Parry shall notify the other Party(s) in writing of the nature of
the dispute with as much detail as possible. A duly -authorized representative of each Party possessing full authority to resolve the dispute
shag meet in person or by telephone within 14 days after the date of written notice in order to reach an agreement resolving the dispute. B the
Parties' representatives cannot resolve the dispute or agree upon a written corrective action plan within 7 days after their initial meeting, or any
mutual extension of time, then either Party may request contractual arbitration as provided in Section 15.2. Neither Party shag initials
arbitration unless the process described in this Section 15.1 has been employed or waived.
15.2. Any controversy or claim between the Parties arising out of or relating to APX Services under these Master Terms, including applicable Tabs,
shall be subject to mandatory binding arbitration to accordance with the United States Arbitration Act, and under the auspices and the
commercial rules and procedures of the American Arbitration Association then in effect. If APX is a party to the dispute, the arbitration shag be
Conducted in San Francisco, California; g APX is not a party to the dispute, the arbitration can be conducted at such piece and tkne as the
Parties may elect. Each Party may serve a single request for production of documents, and any disputes regarding document production shag
be resolved by the arbitrator(s). The arbitrators shall give effect to statutes of limitation in determining any daim, and shag deliver a written
Opinion setting forth findings of fact, conclusions of law and the rationale for the decision. The arbitrators shall reconsider the decision crdy
once upon proper motion and at the expense of the Party requesting reconsideration. Judgement upon the decision rendered may be ordered
in any court having jurisdiction. Section 4 requirements of confidentiality apply to the arbitration proceeding, all evidence taken, and the
opinion of the arbitrators. Confidential information may be disclosed in camera and under seal to the arbitrators and In any subsequent judicial
action to enionce the arbitration award or order.
15.3. No provision of this Section 15 shag limit the right of either Party to obtain provisional or ancillary remedies from a court of competent
jurisdiction before, after, or during pendency of any arbitration, except that no Parry may seek to avoid binding arbitration. The exercise of a
remedy does not waive the right of either Parry to resort to arbitration.
16. MISCELLANEOUS
16.1. APX has entered into the APX Master Service Agreement and agreed to provide APX Services based on and in reliance upon the continuation
of laws and regulatory policies in effect as of the date of each Participants Master Service Agreement If such Laws change in a manner that
renders any portion of these Master Terms, applicable Tabs, or the Master Service Agreement Illegal, unenforceable, or financially
impracticable, then APX shag have the right to modify the Master Service Agreement or temmimrle it altogether as circumstances tray
reasonably require.
16.2. Any waiver of any provision under these APX Master Terms, applicable Tabs, or the Master Service Agreement must be in writing and WE not
be implied by any usage of trade, course of dealing or course of perfommance. Any delay in exercising a right or rems under these derma
shag not imply a waiver of Lose this and remedies. Any express waiver of such rights and/or remedy shag not be construed as a oontnmdrg
waiver.
16.3. In the event that one or more of the provisions of these APX Master Terms, applicable Tabs, or the APX Master Service Agreement shag for
any reason be held to be unenforceable, such unenforceabgity shall not affect any other provision, and the eontrad shag be construed as t the
unenforceable provisions had never been contained in the oontraot terns.
16A. APX and each Participant expressly acknowledge that time is of the essence in the performance of their respective obligations under these
APX Master Terms, applicable Tabs, and the APX Master Service Agreement
16.5. APX and each Participant shag comply with all Laws and Control Area Requirements as they relate to performance hereunder.
16.6. The remedies provided under these APX Master Tens and Master Service Agreement shag be cumulative and not exclusive, and the electon
of one remedy shag not preclude pursuit of other remedies. In arbitration a Party may seek any remedy generally available under govemi g
law.
16.7. THE APX MASTER SERVICE AGREEMENT, THESE APX MASTER TERMS, AND ALL APPLICABLE TABS SHALL BE GOVERNED BY,
AND INTERPRETED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF CALIFORNIA, EXCLUDING ANY CHOICE OF LAW RULES
THAT DIRECT THE APPLICATION OF THE LAWS OF ANOTHER JURISDICTION, IRRESPECTIVE OF THE PLACE OF EXECUTION OR
PERFORMANCE. Unless APX is not a party, any legal action or proceeding with respect to these APX Master Terms, the Master Service
Agreement, and any applicable Tabs must be brought in the courts of the State of California or N the United States in the Norther District of
Page 5 of 6
Effective November 6, 2000
AUTOMATED POWER EXCHANGE
MASTER TERMS AND CONDITIONS OF SERVICE
California. By execution and delivery of the APX Master Service Agreement, APX and each Participant consent for themselves and in respect
of their property, to the exclusive jurisdiction of those courts. APX and each Participant irrevocably waive any objection which they may now or
hereafter have to the bringing of any action or proceeding exclusively in California state or federal judicial forums.
16.8. Nothing in these APX Master Terms, the APX Master Service Agreement, or any applicable Tabs shall be construed as creating a parbrership,
trust, joint venture or any similar relationship between APX and any Participant Except as authorized by the procedures necessary to perform
certain APX Services described in the Schedule Coordinator Services Tab (Tab 2), no Party is authorized to act on behalf of the other Party,
and none shall be considered the agent of the other.
16.9. These APX Master Terns, the APX Master Service Agreement and all applicable Tabs are made and entered into for the sole protection and
legal benefit of the Parties, their successors and assigns. No other person shall be a direct or indirect legal beneficiary of, or have any cause
of action, claim, or entitlement in connection with APX Services. No customer of Participant shall have any rights against APX in connection
with such Participant's use of any APX Service.
16.10APX shah have the right to offset or to direct the Depository to offset against any amounts owing to a Participant as a result of Its use of APX _
Services amounts owed to APX or other Participants.
16.11.No Party shall assign or delegate any of its rights or obligations under the APX Master Service Agreement, these APX Master Terms, or
applicable Tabs. Any attempted assignment shah be void and of no force or effect
16.12Any default under these APX Master Terms, the Master Service Agreement, or applicable Tabs shall be considered a default of the others amd
shall entitle the parties In exercise such rights as are available herein and therein.
16.13APX may establish such rules, orders, procedures or protocols related to the APX Services as it deems reasonable and necessary from time
to time, and shah transmit such (terns to Participants via the APX Market Window. Participants shall comply with the requirements of such
transmitted items, whether such transmittals are actually reviewed, received or acknowledged.
16.14.Each Party shah do all necessary acts and make, execute, and deliver such written instruments as shall from time to time be reasonably
required to carry out the terns of these APX Master Terns, the APX Master Service Agreement and applicable Tabs.
16.15.These APX Master Terns, the APX Master Service Agreement, and applicable APX Tabs constitute the entire agreement and understanding
of the APX and each Participant, and merge and superoede all prior or contemporaneous agreements, understandings, commitments,
representations and discussions relating to the subject matter hereof
Page 6 of 6
Effective November 6, 2000
J
AUTOMATED POWER EXCHANGE
MASTER TERMS AND CONDITIONS: TAB 1
PARTICIPANT APPROVED COUNTER -PARTY TRADING
1. SCOPE.
1.1. This Tab Number 1 to the APX Master Terms and Conditions of Service sets forth the requirements, procedures, and protocols
for the effective use of Participant Approved Counter -Party Trading services. Together with other applicable Tabs, the Master
Service and Participation Agreement, and the APX Master Terms and Conditions of Service, all of which are expressly
incorporated by reference, this Tab constitutes the entire agreement necessary to conduct Participant Approved Counter -Party
Trading in the APX Markets.
1.2. References to a Section shall mean a Section of this Tab 1, unless otherwise agreed. In the event of conflict between this Tab
1 and the APX Master Terms, this Tab 1 shall control and take precedence. The Participant Approved Counter -Party Trading
service is an APX Market within the meaning of that defined term.
2. DEFINITIONS.
2.1. The following defined terms supplement the Master Terms and are applicable to Participant Approved Counter -Party Trading in
APX Markets in the United States and Canada.
2.1.1. "Delivery" means the actual or required exchange of electricity pursuant to a Contracted Omer or otherwise.
2.1.2. "Monthly Invoice" means the APX electronic invoice summarizing a Participant's transactional activity for the month.
3. APPROVED COUNTER -PARTY CONTRACTING.
3.1. APX Participants may Contract in APX Markets via the Market Window on a Participant Approved Counter -Party basis for
some or all of their APX Product Specification Sheet requirements, as each Participant may elect. In registering for Participant
Approved Counter -Party Trades, a Participant will indicate what counter -party entities that registering Participant is accepting
as a trading partner. A Participant may amend its Participant Approved Counter -Party registration statement via the APX
Market Window from time to time as it may elect, thereby increasing or decreasing the number of Participant Approved
Counter -Parties for that amending Participant Changes are effective immediately upon receipt by APX. A Participant may also
choose to use Participant Approved Counter -Party services solely, or in conjunction with, APX Managed Credit Trading as
described in Tab 3 to these APX Master Terms.
3.2. Participant Approved Counter -Party Trading must be by the mutual consent of both parties. When mutual consent is indicated
to APX, the Participant's Market Window software will be enabled such that only the bids and asks of approved counter -parties
may be Contracted, though all Orders from all Participants are viewable. As with APX Managed Credit Trading, screen entries
by others are anonymous to the Participant unfit Contracted by the Market Engine. Unlike APX Managed Credit Trading,
counter -party identity is revealed to each side after Contracting.
3.3. Approved Counter -Party Trading is unsecured and all Participants to such trading expressly agree to the following provisions:
a.) each Participant is responsible to itself and the other party for full performance of the Contracted Order, whether entailing
obligations to make or take Delivery, or actions to ensure transmission rights affecting Delivery;
b.) each Participant is free to alter the terms of the Contracted Order with their Participant Approved Counter -Party after the
Contracted Order has been accepted by the Market Engine, in the same manner that they can after any bilateral
obligation;
c.) each Participant bears the risk of the other's default in making Delivery or taking Delivery;
d.) each Participant remains responsible for informing APX if the Contracted Order or any modification causes a change In
APX Schedule Coordination services, and for payment of all applicable Schedule Coordination fees occasioned thereby;
e.) each Participant acknowledges that in any dispute concerning a Participant Approved Counter -Party Contracted Order(s),
APX cannot be a Party to the dispute, and can only confirm what the Market Engine recorded as the Contracted Order;
and
f.) a Participant may not cycle their Participant Approved Counter -Party screen feature on and off as a way of discerning
counter -party identity prior to Contracting. The ability to engage in such "toggling" is software limited as discussed in the
APX Product Specification Sheet.
3.4. A Participant is permitted to use APX Services in whole or part through Approved Counter -Party trading as it may elect, and as
long as it has at least one Approved Counter -Party. In the event that a Participant shifts to APX Managed Credit trading,,
triggering coilateralization of trades encumbering credit, the provisions of the APX Master Terms and Tab 3 (Credit
Management) relating to Monetary Reserve Facility procedures apply, and control what actions APX and Participants are
required to take.
3.5. Participant Approved Counter -Party Trading is not available to California Participants who use APX as their Schedule
Coordinator, or to Participants trading in the APX California Px Pass -Through Market, as that APX Market is defined in the APX
Product Specification Sheet
4. PAYMENT.
4.1. Supplementing the Tab 4 description of APX Market Settlement and Billing processes, the following provisions specific to
Participant Approved Counter -Party Trading applies to affected APX Participants:
a.) Participant Approved Counter -Party transactions will be recorded and displayed for each Participant within the APX
Market Window and the counter -party disclosure report prepared for each Participant
b.) in the event of a Participant Approved Counter -Party default, APX will not act to cure the default or minimize its effects on
the parties to the defaulted Order or assure that payment to the non -defaulting party is made. APX' sole responsibility to
the parties will be to confirm what the Contracted Order was as recorded by the APX Market Engine.
c.) Participants are responsible to APX for the payment of fees associated solely with the amount of Contracted Order energy
recorded by the APX Market Engine, regardless of the energy actually delivered and accepted. The Monthly Invoice will
display the amount of APX fees owed for all energy transacted, while showing only APX-settled units of energy.
5. ADDENDA.
5.1. Unless expressly addressed, nothing herein shall be construed as a waiver of the Representations and Warranties given by the
Parties in Section 4 of the APX Master Terms, or of the Code of Conduct requirements of Section 8 of the APX Master Terms.
5.2. For APX Participant Approved Counter -Party Trading only, the following Sections of the APX Master Terms and Conditions of
Service do not apply:
a.) 3.4 requiring that a Monetary Reserve Facility (MRF) be established.
b.) Tab 3 to these APX Master Terms addressing APX Credit Management Services.
Page 1 of 1
Effective November 6, 2000
AUTOMATED POWER EXCHANGE
MASTER TERMS AND CONDITIONS: TAB 2
SCHEDULING SERVICES
SCOPE.
1.1. This Tab to the APX Master Terms and Conditions of Service sets forth the requirements, procedures, and protocols for the
effective use of APX Scheduling Services. Together with other applicable Tabs, the Master Service and Participation
Agreement, and the APX Master Terms and Conditions of Service, all of which are expressly incorporated by reference, this
Tab constitutes the entire agreement necessary to obtain automated Scheduling Services.
1.2. References to a Section shall mean a Section of this Tab 2, unless otherwise agreed. in the event of conflict between this Tab
2 and the APX Master Terms, this Tab.2 shall control and take precedence. APX Scheduling Service is an APX Market within
the meaning of that defined term.
DEFINITIONS.
2.1. 'Ancillary Services" has the meaning set forth in the Independent System Operator (ISO) Tariff.
2.2. 'APX Bilateral Contract Scheduling Coordinator (SC) Service" means the service described in Section 3.2.
2.3. 'APX Market Scheduling Coordinator (SC) Service" means the service described in Section 32.
2.4. `APX California Services' means the APX California products for energy, capacity, transmission, ancillary services and green
energy tickets; APX Bilateral Contract Scheduling Service; and APX Market Scheduling Coordinator Service.
2.5. "Congestion Zones" means the Zones and interconnection points that are specified as congestion zones by the ISO from time
to time.
2.6. "Control Area Operator" means the California ISO in California.
2.7. 'Delivery Point" means the point at which electricity is injected into the ISO Controlled Grid.
2.8. 'Delivery Day" means a day on which delivery of energy occurs in the time zone of the buyer or buyers designee.
2.9. 'Deviation" means the difference between Scheduled and metered electric energy deliveries.
2.10.'End-Use Meter" has the meaning set forth in the ISO Tariff.
2.11. 'Export" has the meaning set forth in the ISO Tariff.
2.12. "Generation Meter' has the meaning set forth in the ISO Tariff.
2.13. 'Generator' means an entity that owns, operates, controls or has the right to sell or dispose of output from a generating unit.
2.14. "Import" has the meaning set forth In the ISO Tariff.
2.15. 'ISO" means the Califomia Independent System Operator for APX Califomia Services.
2.16. "ISO Charges" means the authorized regulatory charges the ISO Is permitted to indirectly charge Participants via their
Scheduling Coordinator for grid operations and management, including but not limited to charges for wheeling access:
2.17. `ISO Controlled Grid" is that part of the electricity transmission system for which the ISO is authorized to regulate and control
performance reliability.
2.18. 'Load' has the meaning set forth in the ISO Tariff.
2.19. "Meter Aggregation Service Provider" (MASP) means an entity hired by the Participant and approved by APX that prepares
Settlement Quality Meter Data.
2.20. 'Meter Data Management Agent" (MDMA) means an entity hired by the Participant and approved by APX that provides meter
installations, meter reading, and contributes to the preparation of Settlement Ouardy Meter Data.
2.21. 'Net Physical Position" means the net quantity of energy to be Delivered to or by a Registered Facility at any given time, taking
into account all of Participant's Contracted Orders and positions In the APX Market
2.22. "Pass -Through Charges" means all charges and taxes levied by a Control Area Operator or any Governmental Authority in
connection with (I) the purchase, sale, delivery and use of the APX Products; or (0) the use of any APX Service, including
Control Area Operator Charges, taxes, fees, franchise fees, or utility user taxes, whether actually levied or imputed.
2.23. 'Pass -Through Payments' means all payments from a Control Area Operator;.or any other entity, to APX for a Participant in
connection with such Participant's use of APX Services, that APX agrees to accept and pass on to the Participant.
2.24. 'Receipt Point' means the point at which electricity is removed from the ISO Controlled Grid.
2.25. 'Registered Exporr means an Export for which APX is designated as the Scheduling Coordinator (SC).
2.26. 'Registered Facility" means any registered Generating unit, Load, Export, Import or Transfer Point where APX is the SC.
227. "Registered :Import" means an Import for which APX is designated as the Scheduling Coordinator (SC).
2.28. "Registered Transfer Poinr means any Congestion Zone in which a SC can transfer electricity to or from APX in accordance
with the Participant's Transfer Schedule indicated on their APX Registration Statement
2.29. 'Schedule" has the meaning set forth in the ISO Tariff.
2.30. "Scheduling Coordinator" (SC) has the meaning set forth in the ISO Tariff.
2.31. 'Settlement Quality Meter Data" (SOMD) means meter data that is load -profiled (if necessary), adjusted for distribution line
losses, aggregated to the level at which Orders for a Registered Facility are submitted, and submitted to the ISO in a specified
format by a required due date.
2.32. 'Take -Out Point" has the meaning set forth in the ISO Tariff.
2.33. "Transfer Schedule" has the meaning set forth in the ISO Tariff.
2.34. ?rue -Up Amounr means.the amount credited or debited to reflect either SOMD or ISO Charges after delivery.
2.35. "Zone" has the meaning set forth in the ISO Tariff.
3. SCHEDULING COORDINATOR SERVICES (CALIFORNIA).
3.1. APX offers two types of Scheduling Coordinator Services: APX Markets) Scheduling Coordinator Service and APX Bilateral
Contract Scheduling Service, collectively known as the APX Scheduling Services.
3.2. Upon being designated by a Participant as the Scheduling Coordinator for a Registered Facility, or as the SC for bilateral
transactions consummated by Participants outside of the APX Market, APX will act as Scheduling Coordinator in compliance
with ISO Tariffs then in effect APX will act to fulfill Its obligations to develop Schedules, transmit them to the ISO, and act on
instructions received. A Participant that desires to utilize the APX Scheduling Services must submit an APX Registration
Statement, designating APX as their Schedule Coordinator. The appointment of APX as a Participant's SC remains in effect
until terminated or modified by either Party. If APX is the SC for a Participant engaged in block forward trading using
Participant Approved Counter -Party Trading, APX will encumber credit five (5) days prior to the traded energy going to physical
Pagel of 3
Effective November 6, 2000
', ,.1. i*s
AUTOMATED POWER EXCHANGE
MASTER TERMS AND CONDITIONS: TAB 2
SCHEDULING SERVICES
delivery. If APX is not the SC at the time for encumbering monthly block forward credit APX will not encumber credit or submit
physical delivery Schedules to the Control Area Operator.
3.3. A Participant for whom APX performs APX Scheduling Services must:
a. Complete a Registration Statement authorizing specific types of Schedules to be submitted by APX;
b. Submit a fully balanced Schedule to APX in time for APX to submit the Schedule to the ISO;
c. Provide sufficient information to APX to enable timely submission of a complete Schedule, inclusive of quantity, Delivery
Point, Receipt Point and such other information as APX or the ISO requires; and
d. Use the appropriate loss calculation methodology specified by ISO Tariff in preparing Schedule data.
Once a Participant has provided APX with the information described above, APX will submit a Schedule for the Participant's
Registered Facility, at each opportunity provided by the ISO. Such Schedules shall reflect the Net Physical Position of each
Registered Facility.
3.4 At a Participant's request, APX will submit bids to the California Power Exchange (CPX) to purchase or sell energy through the
CPX on the Participant's behalf. When a Participant directs APX to submit a bid pursuant to this Section, it must do so in a
timely and accurate manner, and comply with all pertinent aspects of the CPX Tariff, including the posting of credit if
applicable. If any portion of a bid submitted to the CPX is filled, APX will submit a Transfer Schedule to the ISO as a SC -to -SC
transfer to affect the delivery of the underlying energy. The Participant will incur the CPX Transfer Fee each time that APX
submits a Transfer Schedule to the ISO, separate and apart from its obligations to the CPX.
4. OPERATIONAL SC REQUIREMENTS (CALIFORNIA).
4.1. In addition to the eligibility requirements of Section 3 of the APX Master Terms, to be eligible to use APX Scheduling
Coordinator Service, a Participant must
a. Designate APX as the Scheduling Coordinator for specified Generators, Loads, Exports, Imports and Transfer Points in its
APX Registration Statement;
b. Provide all information that APX reasonably needs to comply with the ISO Tariff, and
c. For Registered Loads, provide monthly energy consumption data, peak energy demand data from interval meters, and the
rate schedule for that load under which it has taken service for the preceding 12 months.
4.2. If any material modification is made to a Participant's Registered Facility, the Participant shall inform APX by a written change
to its then current APX Registration Statement
4.3. By virtue of its use of APX Scheduling Coordinator Service, each Participant grants to APX all agency authority necessary to
comply with the ISO Tariff as a Scheduling Coordinator.
4.4. Each Participant has a contractual obligation to take or Deliver the amount of energy specified in any Schedule submitted to
the ISO by APX on behalf of the registered Participant In the event of a Deviation, including a Deviation resulting from a
Participant's failure to Schedule a Delivery with APX, the Participant must pay a charge or receive a credit, as the case may be,
to reflect associated True -Up Amounts and ISO Charges.
4.5. With respect to any Schedule that APX submits to the ISO on a Participant's behalf, as well as related Deliveries required
under Schedules submitted, the Participant shall be solely responsible for all charges imposed on APX by the ISO and all APX
fees associated with such Schedule or related Deliveries.
4.6. Except to the extent a Participant self -provides Ancillary Services, for any Schedule that APX submits on behalf of a
Registered Load or Registered Export, the Participant shall be liable for its pro rats portion of all charges for Ancillary Services
that are incurred by all APX Registered loads and Registered Exports. Such pro rate portion shall be determined by
comparison of the relative Net Physical Position of such Participant's respective Load and Exports.
4.7. In providing APX Scheduling Coordinator Service to a given Participant, APX will endeavor to:
a. Submit required Schedules to the ISO
b. Transmit Ancillary Service bids for Participant's Registered Facility to the ISO, and pass ISO acceptance, instructions,
payments, fees, and charges, If any, back to the Participant
c. Transmit error messages generated by the ISO's Schedule validation checks to the Participant as received by APX;
d. Transmit applicable messages sent by the ISO to the Participant as received by APX;
e. If applicable, relay Settlement Quality Meter Data provided by the Participant (or its MDMA) to the ISO or equivalent;
f. If applicable, relay Settlement Quality Meter Data provided by the ISO to the Participant (or its MDMA); and
g. Calculate, bill and collect from the Participant any Pass -Through Charges owing, including imputed Control Area Operator
charges.
h. Calculate, bill and collect from the ISO any Pass -Through Payments owed to the Participant
4.8. All communications (including bids) that APX is to transmit to the ISO on behalf of Participants must be received via the APX
Market Window or other means approved by APX in its reasonable discretion.
4.9. APX will Schedule a Registered Generator that is committed to Regulatory Must -Take, Regulatory Must -Run, or Reliabllity
Must -Run Generation only on the basis of Net Physical Position. Each Participant that is so Scheduled is responsible for
ensuring that the Net Physical Position is and remains adequate to comply with all requirements of Law or contrail
4.10. When APX is acting as SC in a.Transfer Schedule, APX will notify the counterpart SC of the Net Physical Position of the
Registered Transfer Point and the Zone associated with the Transfer Schedule when it appears that there is a mismatch. APX
will submit settled Transfer Schedules to the ISO at each opportunity provided for submitting Schedules, and Is authorized to
submit the Transfer Schedule to the ISO whether it has received counterpart SC confirmation or norL In the event of a
discrepancy between the Net Physical Position and/or Zone reported by APX and the counterpart SC, APX will apply
commercially reasonable efforts to resolve such discrepancy. If a discrepancy cannot be resolved in time for submittal to the
ISO, APX will submit the Transfer Schedule it has and shall not be responsible for any later discovered inaccuracy in the
counterpart SC's information.
5. METERING AND METER DATA REQUIREMENTS.
5.1. Each Participant who uses APX Scheduling Coordinator Services, including APX Bilateral Contract Scheduling Services, must
ensure that each Registered facility has in place and maintains all metering equipment and facilities required to comply with
ISO Tariffs and applicable Law. Also, each Registered Facility that requires a Meter Data Management Agent (MDMA) must
Page 2 of 3
Effective November 6, 2000
AUTOMATED POWER EXCHANGE
MASTER TERMS AND CONDITIONS: TAB 2
SCHEDULING SERVICES
' arrange for services from an MDMA that is certified by appropriate regulatory authority and approved by APX in its reasonable
discretion. In addition, each Registered Facility that requires a Meter Aggregation Service Provider (MASP) must arrange for
services from a MASP that is certified by appropriate authority and approved by APX in its reasonable discretion. Lastly, each
Participant must provide meter registration data that includes meter identification serial number, demand zone for that meter(s),
start date, end date and other related data prior to the effective date of the meter, for each Registered Generating Unit's
Generation Meter and each Registered Load's End -Use Meter. Periodic update of meter identification data changes on the
1 st and 150' of each month is an on -going requirement, and no meter will be accepted for registration after its start date.
Participants who provide late or erroneous meter data will incur a meter data adjustment charge. APX reserves the right to
decline Scheduling Coordinator responsibility for any meter(s) registered late, or any meter for which required credit has not
been posted by the meter start date.
5.2. For each Registered Load, the respective Participant must ensure that APX is provided Settlement Quality Meter Data in the
form and at the time specified below by either (i.) providing or arranging for the provision of Settlement Quality Meter Data to
APX, or (ii.) entering into a mutual agreement with APX whereby APX will process Settlement Quality Meter Data for the
Registered Load, subject to any terms and conditions that APX may specify. If the Participant chooses to provide or arrange
for the provision of Settlement Quality Meter Data to APX pursuant to subpart (i.) above, APX shall be entitled to conduct an
annual audit of the data, materials, books or other records that may be involved in the processing of Settlement Quality Meter
Data, provided (x.) the audit shall be conducted at the Participant's expense at a mutually convenient time and place,
preferably where data is processed or records are stored; (y) APX shall provide reasonable advance notice of the audit, audit
time, and place; and (z) APX shall conduct the audit during normal business hours unless the Participant and APX agree
otherwise.
5.3. By approving a Participants use of any MDMA and MASP, or by maintaining a list of approved MDMAs and MASPs, APX
makes no representation or warranty as to the capabilities (technical, financial or otherwise) of any MDMA or MASP. Each
Participant is solely responsible for ensuring that its MDMA and MASP comply with the requirements of Governmental
Authorities and has the capability to fulfill its obligations under the APX Master Terms and this Tab 2. APX is not responsible
for the failure of any MDMA and MASP to perform to a particular Participant's satisfaction.
5.4. Each Participant shall be solely responsible for the timely submission of Settlement Quality Meter Data. Additionally, each
Participant is solely responsible for any error in the Settlement Quality Meter Data that is submitted to APX and/or the ISO by
the Participant or the Participant's MDMA and MASP. Lastly, each Participant who fails to submit, or submits inaccurate or
incomplete Settlement Quality Meter Data, such that APX is assessed ISO Charges, agrees to reimburse APX for all charges
actually assessed plus administrative costs incurred by APX in rectifying deficient data.
5.5. The following specific rules describe the performance standards for providing Settlement Quality Meter Data to APX:
5.5.1. Registered Facilities that are directly connected to the ISO Controlled Grid must comply with all applicable
provisions of the ISO Tariff, protocols, and published operational technical requirements.
5.5.2. Registered Facilities that are not directly connected to the ISO Controlled Grid must provide Settlement Quality
Meter Data to APX in a manner that conforms with all applicable provisions of the ISO Tariff, protocols, and
operational technical requirements.
5.5.3. For Registered Facilities that are not directly connected to the ISO Controlled Grid, Settlement Quality Meter
Data must be provided to APX no later than five (5) days before a particular day's energy
consumption/production data is due to the ISO.
5.5.4. Registered Generators that are not directly connected to the ISO Controlled Grid with a nameplate capability
greater than 50 KW must provide data from an interval meter that measures net electrical output at the interface
to the distribution system or the ISO Controlled Grid as appropriate.
5.5.5. For Registered Loads, consumption must be reported at the level at which it was Scheduled (e.g. if the Load
was Scheduled at a Take -Out Point, the corresponding End -Use Meter reads must be reported at that Take -Out
Point).
5.5.6.. For Participants with both Registered Loads and Registered Generators, meter data for Load and Generation
must be reported separately, and cannot be netted against each other.
Page 3 of 3
Effective November 6, 2000
AUTOMATED POWER EXCHANGE
MASTER TERMS AND CONDITIONS: TAB 3
APX MANAGED CREDIT SERVICES
SCOPE
1.1. This Tab Number 3 to the APX Master Terms and Conditions of Service sets forth the requirements,
procedures, and protocols for the effective use of APX Managed Credit Services. Together with other
applicable Tabs, the APX Master Service and Participation Agreement, and the APX Master Terms and
Conditions of Service, all of which are expressly incorporated by reference, this Tab constitutes the entire
agreement necessary for Participants to engage in APX Managed Credit Trading. APX Participant Approved
Counter -Party Trading is procedurally different, is described in Tab 1, and is not applicable to this Tab 3.
1.2. References to a Section shall mean a Section of this Tab 3, unless otherwise agreed. In the event of conflict
between this Tab 3 and the APX Master Terms, this Tab 3 shall control and take precedence. APX Managed
Credit Services is an APX Market within the meaning of that defined term.
DEFINITIONS.
2.1. "APX Clearing Account" means the account maintained with the Depository in which all monies owing from
Participant's are deposited and disbursed.
2.2. "Business Day" means a day on which Federal Monetary Reserve member banks are open for business in
California and New York.
2.3. "Market Closing Time" means the time the APX Market Engine ceases to accept Buy Orders or Sell Orders for a
particular APX Market for a particular interval.
2.4. `Monetary Reserve Accounr means the APX accessible accounts maintained with the Depository containing
Participant cash to secure all or a portion of that Participant's APX Service obligations.
2.5. 'Monetary Reserve Requirement" means the minimum amount of funds (in US dollars) or reserves (in letter of
credit or surety bond form) that a Participant must maintain in its Monetary Reserve Facility at any given time to
cover the Participant's Net Exposure.
2.6. `Net Exposure' means APX' good faith estimate of a Participant's maximum net monetary exposure On US
dollars) relating to the APX Services at any given time, as determined by APX in its reasonable discretion.
2.7. "Net Financial Position' means the total amount (in US dollars) due from or payable to a Participant at any given
time, based on the aggregate of such Participant's Contracted Orders and other use of the APX Services.
3. APX MANAGED CREDIT TERMS.
3.1. Each APX Managed Credit Participant shall establish and maintain a Monetary Reserve Facility that meets the
requirements set forth in this Tab 3 and is otherwise acceptable to APX in its reasonable discretion. Such
Monetary Reserve Facility may take one of the following fors:
a. an irrevocable and unconditional letter of credit that has been approved by APX and issued by a bank
or other financial institution acceptable to APX in its reasonable discretion, as more fully described
below; or
b. an Irrevocable and unconditional surety bond that ( i ) Is payable upon demand by APX up to the full
amount of the bond's face value, and ( ii ) has been approved by APX and issued by an institution
that is acceptable to APX in its reasonable discretion, as more fully described below; or
c. a cash deposit in an interest -bearing Monetary Reserve Account, with interest accruing to the
Participant
3.2. Each Participant shall establish and maintain its Monetary Reserve Facility in an amount that Is sufficient to cover
its Net Exposure, as determined by APX from time to time. APX reserves the right to set and modify the criteria
used to determine Net Exposure from time to time in its sole reasonable discretion, and will notify Participants of
changes in such criteria to the extent that such changes have a material effect upon Participant's Monetary
Reserve Requirement.
3.3. Letters of credit or surety bonds are shown as a balance under the 'Credit Limit" icon of the Participant's Market
Window. APX will provide Participants the templated fors for posting letters of credit or surety bonds. APX will
accept letters of credit from financial institutions that enjoy a minimum short -ter rating of A1+ (Standard &
Pooes), P1 (Moody's), or F1+ (Fitch). APX will accept surety bonds from insurance companies that enjoy a
minimum rating of A- (Standard & Pooes), A3 (Moody's), or its equivalent from Fitch. If an institution's letter of
credit or surety bond rating falls below the required level after a Participant has Registered, the Participant will be
notified and has thirty (30) days from the rating downgrade date to replace the letter of credit or surety bond.
3.4. Participants may mix Monetary Reserve Facility types to meet their estimated credit limit requirements. In the
event of a draw on a Participants Monetary Reserve Facility where the MRF Is comprised of mixed species of
funds, APX will exercise its reasonable discretion in drawing on one type before another in curing the deficiency.
3.5. APX shall only initiate a draw upon Participant's Monetary Reserve Facility H it appears there are insufficient
funds in the APX Clearing Account on the monthly Payment Due Date to cover that Participant's then presenting
Net Exposure. In order to avoid or mitigate this potential situation, APX will monitor a Participant's Net Exposure
on a daily basis, and may periodically call for increases in the Participant's posted credit levels In any given
month. An inability to post additional credit, or a failure to promptly do so in response to APX' request, will cause
the Participant's further trading to be suspended until they unwind their financial position or post additional credit.
Under some circumstances, APX may withdraw as the Participant's Scheduling Coordinator, as when a
Registered Load has been apprised of the need to increase their available credit, and has failed to do so. Credit
is encumbered automatically against entered bids, even before such bids have Contracted on the APX Market
Window screen. Bids not Contracted lapse at Market Closing Time, and the unused credit returns to the
Participant's then available credit limit
3.6. Prior to initiating any draw upon a Participant's Monetary Reserve Facility, APX will employ reasonable efforts to
notify the Participant of the insufficiency in time for such Participant to rectify the shortage; provided that APX
shall not be liable for ( i ) any failure to actually notify a Participant prior to initialing a draw under this Section, or
( ii ) initiating a draw under this Section at any time before, after, or contemporaneously with giving such notice.
Pagel of 2
Effective May 15, 2000
AUTOMATED POWER EXCHANGE
MASTER TERMS AND CONDITIONS: TAB 3
APX MANAGED CREDIT SERVICES
Each time APX initiates a draw on a Participant's Monetary Reserve Facility, the Participant will incur the Default
Fee listed in Tab 5 of these APX Master Terms.
3.7. For Participants that are net buyers in the California Power Exchange (CPX) Pass -Through Market it may be
necessary to periodically increase a trading Participant's APX Clearing Account cash deposits solely to cover the
increased cash exposure in that single trading venue. For Participants whose trading Is ultimately backed by a
Monetary Reserve Facility containing a letter of credit or surety bond, increase in posted credit to support CPX
Pass -Through purchases shall only be in the form of cash, rather than in an increase in the face amount of the
letter of credit or surety bond.
3.8. Monetary Reserve Facility cash reserves shall bear interest for the Participant at the rate negotiated from time to
time between APX and the Depository. For purposes of the amount to be maintained by the Participant as a
Monetary Reserve Facility, the Participant shall receive a credit on the tenth Business Day of each month equal
to the amount of interest earned during the preceding calendar month. At a Participant's request, annually in
January, APX will distribute to such Participants an amount equal to the interest earned on funds held in the
Monetary Reserve Account, so long as such distribution does not cause the Participant to have insufficient credit
reserves.
Page 2 of 2
Effective May 15, 2000
AUTOMATED POWER EXCHANGE
MASTER TERMS AND CONDITIONS: TAB 4
SETTLEMENT AND PAYMENT SERVICES
1. SCOPE.
1.1. This Tab Number 4 to the APX Master Terms and Conditions of Service sets forth the requirements, procedures,
and protocols for the effective use of APX Settlement and Payment Services. Together with other applicable
Tabs, the Master Service and Participation Agreement, and fhe APX Master Terms and Conditions of Service, all
of which are expressly incorporated by reference, this Tab constitutes the entire agreement necessary to receive
APX Settlement and Payment Services.
1.2. References to a Section shall mean a Section of this Tab 4, unless otherwise agreed. In the event of conflict
between this Tab 4 and the APX Master Terms, this Tab 4 shall control and take precedence. APX Settlement
and Payment Services is an APX Market within the meaning of that defined term.
2. DEFINITIONS.
2.1. "APX Settlement Statemenr means the password protected, electronically posted statement of a Participant's
actual and estimated amounts owed by or to that Participant in connection with the Participant's use of APX
Services for the reporting period, including True -Up Amounts.
2.2. `Control Area Operator Charges" means the fees that are imposed by a Control Area Operator in connection with
a Participant's use of the APX Services.
2.3. "Default Fee" means the charge specified in Tab 5 of these APX Master Terms that is assessed by APX in the
event that APX is required to initiate a draw on a Participant's Monetary Reserve Facility.
2.4. 'Monthly Invoice" means the password protected, electronic statement of an APX Market Participant's transactions
in the preceding calendar month; including payments made or received, APX Fees, Pass -Through Charges and
Payments, and Control Area Operator Charges.
2.5. `Net Financial Position" means the total amount (in US dollars) due from or payable to a Participant at any given
time, based on the aggregate of such Participant's Contracted Orders and other use of the APX Services.
2.6. `Pass -Through Charges" means all charges and taxes levied by a Control Area Operator or any Governmental
Authority (other than APX Fees) in connection with ( i ) the purchase, sale, Delivery, and use of APX Products; or
( ti ) the use of any APX Service:
2.7. "Pass -Through Payments" means all payments from a Control Area Operator, or any other entity, to APX for a
Participant in connection with such Participant's use of the APX Services that APX accepts for further pass on to
Participants.
2.8. `Payment Due Date" means 10:00 a.m. Pacific Standard or Daylight Savings Time, on the fifteenth day of each
month, or the fifteenth is not a Business day, on the last Business Day preceding the fifteenth day.
2.9. "Payment Receipt Date" means 12:00 noon, Pacific Standard or Daylight Savings Time, on the second Business
Day following the Payment Due Date.
2.10.'frue-Up Amounr means the amount credited or debited to a Participant to reflect new information in respect of a
Participant's actual activities and liabilities.
3. SETTLEMENT TERMS.
3.1. APX will regularly produce a Settlement Statement for each Participant The Settlement Statement will reflect
actual and estimated amounts owed by or to a Participant including all charges for electricity, Pass -Through
Charges, Pass -Through Payments, and APX Fees in connection with the Participant's use of the APX Services for
the reportable Delivery Day. True -Up Amounts will also be posted in the viewable and downloadabie Settlement
Statement based upon the data available to APX at the time. If Pass -Through Charges and Pass -Through
Payments for that reporting day correlate to more than one APX Participant, APX will alocate such Charges and
Payments to affected Participants on a pm rata basis according to the amount of electricity Delivered by or to the
Participants in connection with their use of any APX Service.
3.2. Promptly after the end of each calendar month, but no later than the seventh day of the next month, APX will post
the Participant's Monthly Invoice reflecting that Participant's Net Financial Position for the prior month. The
Monthly Invoice will include all defined elements stated above, and any new or adjusted Control Area Operator
Charges or credits received up to the posting date, even If such Charges or credits relate to activity preceding the
billing month that is the subject of the Monthly Invoice.
3.3. All Settlement Statements and Monthly Invoices will be delivered via such secure electronic means as may be
approved by APX from time to time. Participants desiring delivery of Settlement Statements or Monthly Invoices
by means other than the password protected APX Internet Site must make alternate arrangements with APX.
Notwithstanding the foregoing, upon a Participant's written request Monthly Invoices also will be sent by APX b
the Participant via U.S. mail.
4. PAYMENT TERMS.
4.1. Each Participant that owes money to APX or any other Participant at the end of each month shall deposit such
amount, in immediately available funds, into the APX Clearing Account on or before the Payment Due Dab. Each
Participant is responsible for ensuring that sufficient funds to cover payment for all outstanding liabilities are
deposited into the APX Clearing Account on or before the Payment Due Date.
4.2. A Participant's liability for amounts owing to APX or any other entity pursuant to these APX Master Terms at the
end of the month shall be discharged to the extent available funds have been deposited by the Participant by the
applicable Payment Due Date. If a Participant uses APX Services in more than one APX Market, APX will apply
the funds in the Clearing Account to the Participant's outstanding obligations in all APX Markets according to the
order in which such obligations were incurred. If sufficient funds have not been deposited in the APX Clearing
Account by the Payment Due Date, APX will direct the Depository to allocate the available funds that have been
deposited by the Participant in APX' reasonable discretion and will initiate a draw upon the Participant's Monetary
Reserve Facility in an amount that is sufficient to discharge remaining obligations. Prior to initiating any such
draw, however, APX will employ reasonable efforts to notify the Participant of the insufficiency in time for such
Pagel of 2
Effective May 15, 20002
AUTOMATEQ POWER EXCHANGE
MASTER TERMS AND CONDITIONS: TAB 4
SETTLEMENT AND PAYMENT SERVICES
Participant to rectify the shortage; provided that APX shall not be liable for ( i ) any failure to actually notify a
Participant prior to initiating a draw under this Section 42. or ( ii ) initiating a draw under this Section 4.2 at any
time before, after or contemporaneously with giving such notice. Each time APX initiates a draw on a Participants
Monetary Reserve Facility, the Participant will incur the Default Fee listed in Tab 5 to these APX Master Terms.
4.3. APX shall effectuate payment to each Participant that is owed money at the end of the month by withdrawing the
amount due from the APX Clearing Account and depositing such amount into an account designated by the
Participant. Any such account must be capable of receiving funds via Fed -Wire. Such payment will occur on the
Payment Receipt Date or such other date as may be agreed upon in writing between APX and the Participant
4.4. APX will remit to each Participant all Pass -Through Payments that are owing to such Participant and that APX has
received as of the Payment Due Date. Such remittance will occur on the Payment Receipt Date. In performing
this function, APX will forward the Pass -Through Payments actually received, and shall bear no responsibility for
any shortage, delay, or reduction in Pass -Through Payment that the originator of the payment may have caused.
Participants shall be solely responsible for raising, pursuing and resolving any dispute regarding Pass -Through
Payments with the applicable party and/or originator, and shall reimburse APX for any costs incurred by APX in
connection therewith. In the event of a dispute between Participant and the originator of Pass -Through Payments,
APX' responsibility shall be confined to providing information concerning a Participants Contracted Orders and
Scheduled Deliveries in response to the Participant's reasonable request; provided that the provision of such
requested information does not cause or induce a violation or breach of confidentiality, arising from obligations
under these APX Master Terms.
4.5. in the event a Participant's Net Financial Position has changed between the end of the prior month and the
Payment Receipt Date from that of net seller to net buyer as a result of activity in the first 12 days of the new
month, APX reserves the right to account for that fact in holding back some of the funds that the Participant would
be otherwise entitled to solely as a result of its trading activity in the prior month.
4.6. All exchanges of funds by or with the Depository shall be by Fed -Wire or similarly secure electronic funds transfer
method proposed by the Participant and approved by APX. All deposits into the APX Gearing Account and
payments from the APX Gearing Account shall be in U.S. dollars. Exchange rate conversion charges and fees, if
any, will be bome by the Participant
4.7. Notwithstanding the provisions of Section 15 of the APX Master Terms, in the event a Participant disputes any
amount in a Settlement Statement or Monthly Invoice, such Participant must notify APX of the Participants dispute
within 30 days after the date of the Statement or Invoice in which the disputed amount first appears. Such
notification by a Participant must include a complete statement of the basis underlying the Participant's objection
to the amounts set forth in the Settlement Statement or Monthly Invoice. A Participant's failure to notify APX of a
Settlement Statement or Monthly Invoice dispute within the relevant 30 day period will constitute acceptance by
the Participant of the truth and accuracy of the posted statements and a waiver by the Participant of any right to
object to such Settlement Statement or Monthly invoice. Failure to object to an estimated charge shall not serve
to waive or minimize a Participant's right to object to any related True -Up Amount in a subsequent Settlement
Statement or Monthly Invoice. Lastly, the Participant Is obligated to pay Monthly Invoice published charges, even
If disputed, by the Payment Due Date. If the dispute is resolved in the Participant's favor after the Payment Due
Date, a credit will be posted to the then current Settlement Statement.
4.8. If APX discovers any error in a Settlement Statement or Monthly invoice, it will correct such error as soon as
practicable. Participants shall be responsible for paying any additional amounts owing to APX, and shall receive
payment from APX, as a result of a corrected Settlement Statement or Monthly Invoice in the manner described to
Section 4.2 or 4.3 as the case may be.
4.9. Notwithstanding the provisions of Section 3.2. APX may, but is not obligated to, send supplemental invoices to a
Participant at any time reflecting True -Up Amounts related to Pass -Through Charges. Payment of amounts set
forth in a supplemental invoice shall be due on the date indicated by APX in such invoice. The provisions of this
Section 4 "shall apply to such supplemental invoices.
4.10.In the event that a Participant has not deposited sufficient funds in the APX Clearing Account by the Payment Due
Date, and the Participant's Monetary Reserve Facility is inadequate to cover the shortfall, APX may take any
action to recover the unpaid amount that is available to it at law or equity. Interest shall accrue on the unpaid
amount until paid in full on a daily basis at a fluctuating rate equal to the highest prime rate published in the Wall
Street Journal plus six (6) percent, or the maximum interest rate permitted by law, whichever is less.
4.11. In the event that, as a result of a default by a Participant or otherwise, after reasonable and diligent attempts to
replenish the Participant's Gearing Account funds and draw down Participant's Monetary Reserve Facility, APX
will act to reduce payments to Participants that are owed money in connection with their use of APX Services In
the same APX Market as the defaulting Participant APX will reduce payments to Participants in that APX Market
on an individual basis separate from all other APX Markets, such that payments owed to a Participant in one APX
Market will not be reduced to offset unpaid amounts that are owing in connection with APX Services in any other
APX Market
Page 2 of 2
Effective May 159 20002
AUTOMATED POWER EXCHANGE
MASTER TERMS AND CONDITIONS: TAB 5
APX PRODUCT AND SERVICE FEE SCHEDULE
APX FEES CALIFORNIA
APX Fees
Amount
Unit of
Time that Fee is Incurred
Comments
Measure
VOLUMETRIC FEES
APX Market Transactions:
APX Market Transaction fee
$0.03
Per MWh
When an Order is Contracted in
Applies to buy Orders and sell Orders each time an
the APX Markets
Order Is Contracted in whole or in part
APX Scheduling Services:'
APX Market Scheduling Fee
$0.0625
Per MWh
When a Day -Ahead Schedule is
Applies to Registered Facilities except Registered
(Day -Ahead)
accepted by the CAISO
Transfer Points.
APX Market Scheduling Fee
$0.0625
Per MWh
When an Hour -Ahead Schedule
Applies in the same manner as the Day -Ahead APX
(Hour -Ahead)
is accepted by the CAISO
Market Scheduling Fee when there Is a change in
net position between the Day -Ahead and Hour -
Ahead Schedules.
APX Scheduling Fee
$0.0625
Per MWh
When APX applies CAISO
Applies when metered consumption or generation is
(Real -Time Deviations)
Imbalance Energy fees pro-mta
greater than the most recently scheduled position.
This fee is applied toward Minimum Monthly Fee for
Registered Generating Units, but it is not applied
toward Minimum Monthly Fee for Registered Loads.
APX Bilateral Scheduling Fee
$0.125
Per MWh
When a Day -Ahead Schedule is
Applies to a Participant that schedules the source
(Day -Ahead)
accepted by the CAISO
and/or sink of a bilateral contract, including
instances where the other party is a Scheduling
Coordinator.
When both parties to a bilateral contract are
Registered Loads, Generating Units, imports and/or
Exports, each side pays $0.0625 fora total of
$0.125.
APX Bilateral Scheduling Fee $0.125
Per MWh
When an Hour -Ahead Schedule
Applies in the same manner as the Day -Ahead APX
(Hour -Ahead)
is accepted by the CAISO
Bilateral Scheduling Fee when there Is a change in
net position between the Day Mead and Hour -
Ahead Schedules.
APX Bilateral Scheduling Fee $0.03
Per MWh
When a bilateral is confirmed
Applies to Green Ticket buyers and Green Ticket
(Green Tickets)
between the parties
sellers when APX handles the financial settlement of
the Green rocket transaction between the parties.
CaIPX Transfer Fee $0.125
Per MWh
When a bid to buy or sell energy
Applies when APX submits a bid to buy or sell
is accepted by the CaIPX
energy with the PX.
APX Scheduling Fee $0.03
Per MWh
When the CAISO purchases
"Ancillary Services Capacity" means the capacity
(Ancillary Services Capacity)
Ancillary Services Capacity
provided by a Participant to the ISO for supplying
AncillaryServices.
APX Scheduling Fee $0.0625
Per MWh
When a Schedule for Ancillary
Applies to Supplemental Energy and Ancillary
(Ancillary Services Energy)
Services is accepted by CAISO
Services en
FIXED FEES
Minimum Monthly Fee $500
Per
Last day of each month
Applies to the extent that a Participants total APX
Participant
Market Transaction Fees and APX Scheduling Fees
per month
for a month are less than $500. Amount to be paid
is the difference between total Transaction and
Scheduling Fees and the $500 minimum. Fee
commences once a Participant connects to the APX
Market Engine. Participants will pay this fee only
once each month to cover participation in all of the
APX Markets.
Participant Set-up Fee $1,000
One time
Last day of the month once a
Participants will pay this fee only once (unless the .
fee
Participant establishes a
Participant is suspended) to cover participation in all
Monetary Reserve Facility and
of the APX Markets.
connects to APX Market Engine
Participant Training Fee No Charge
N/A
WA
Participant must have signed the MSPA.
(lot session)
Participant Training Fee $1000
Per
Last day of the month
(additional sessions)
session
Monetary Reserve Account $25
Per
Last day of each month
Only applies if a Participant establishes a Monetary
Maintenance Fee
Participant
Reserve Account. Participants will pay this fee once
per month
each month to cover maintenance of a given
Monetary Reserve Account.
Page 1 of 2
Effective as of May 22. 2000
'AUTOMATED POWER EXCHANGE
MASTER TERMS AND CONDITIONS: TAB 5
APX PRODUCT AND SERVICE FEE SCHEDULE
Default Fee $2,500 Per default When APX initiates a draw on a
Participant's Monetary Reserve
Facility
Funds Transfer Fee $5 Per When funds are transferred via Applies to receipt and
transfer Fed -Wire transfer, Automated
Clearing House (ACH), or
APX FEES - MIDWEST, NEW YORK. ERCOT Electronic Funds Transfer (EFT)
APX Fees .
Amount
Unit of
Time that Fee is Incurred
Comments
Measure
VOLUMETRIC FEES
APX Market Transaction Fee
$0.03
Per MWh
When an Order is Contracted in
Applies to Buy Orders and Sell Orders each time an
the APX Markets
Order is Contracted in whole or in part
FIXED F EES
Minimum Monthly Fee
$500
Per
Last day of each month
Applies to the extent that a Participant's total APX
Participant
Market Transaction Fees for a month are less than
per month
$500. Amount to be paid is the difference between
total Transaction Fees and the $500 minimum. Fee
commences once a Participant connects to the APX
Market Engine. Participants will pay this fee only
once each month to cover participation In all of the
APX Markets.
Participant Set-up Fee
$1,000
One time
Last day of the month once a
Participants will pay this fee only once(unless the
fee
Participant establishes a
Participant is suspended) to cover participation in all
Monetary Reserve Facility and
of the APX Markets.
connects to the APX Market
Engine.
Participant Training Fee No Charge N/A
1" session)
WA
Participant must have signed the MSP.
Participant Training Fee
$1000 Per
Last day of the month
(additional sessions)
session
Fed -Wire Funds Transfer Fee
$5 Per
When funds are transferrer) via
Applies to receipt and payment of funds.
transfer
Fed -Wire
Page 1 of 2
Effective as of May 22, 2000
AUTOMATED POWER EXCHANGE
CALIFORNIA PRODUCT SPECIFICATION
1. DEFINITIONS.
1.1. "Energy" has the meaning set forth in the California Independent System Operator Tariff or the Western Systems Power Pool
Agreement depending on the hub location.
2. HUB LOCATIONS.
2.1. Northern California (NP15) — all electricity contracts — CAISO Tariff controls
2.2. Southern California (SP15) —all electricity contracts — CAISO Tariff controls.
2.3. Palo Verde — for Day -Of -Delivery Seasonal Super -Peak Energy contract only.— WSPP agreement controls
2.4. Califomis-Oregon Border (COB) — for Day -Of -Delivery Seasonal Super -Peak Energy contract only — WSPP agreement controls
2.5. Mead — for Day -Of -Delivery Seasonal Super -Peak Energy contract only — WSPP agreement controls
2.6. NOB — for Day -Of -Delivery Seasonal Super -Peak Energy contract only— WSPP agreement controls
2.7. 4 Comers — for Day -Of -Delivery Seasonal Super -Peak Energy contract only — WSPP agreement controls
2.8. Lugo-Victorville — for Day -Of -Delivery Seasonal Super -Peak Energy contract only — WSPP agreement controls
3. PRODUCT DESCRIPTION.
3.1. Electricity Contracts.
3.1.1. Hourly Energy
Continuous Market (open 24 hours/day)
Opens 7 days forward
Closes — 2.5 hours prior to dispatch hour
Credit - APX-Managed and/or Self -Managed
3.1.2. Daily On -Peak Energy
Hours ending 0700 through 2200
Continuous Market (open 24 hours/day)
Opens — 7 days forward
Closes — 3:30 AM day -of delivery
Credit — APX-Managed and/or Self -Managed
3.1.3. Daily Off -Peak Energy
Hours ending 0100 through 0600, 2300. 2400
Continuous Market (open 24 hours/day)
Opens — 7 days forward
Closes — 9:30 PM day -ahead of delivery
Credit — APX-Managed and/or Self -Managed
3.1A. Daily 4-Hour Block Energy
Block 1 - Hours ending 0100, 0200, 2300, 24W
Block 2 — Hours ending 0300, 0400, 0500, 0600
Block 3 — Hours ending 0700, 0800, 0900. 1000
Block 4 —Hours ending 1100, 1200, 1300, 1400
Block 5 — Hours ending 1500, 1600, 1700, 18W
Block 6 - Hours ending 1900. 2000, 2100, 2200
Continuous Market (open 24 hours/day)
Opens 7 days forward
Closes — 2.5 hours prior to first dispatch hour in the 4-hour block
Credit — APX-Managed and/or Self -Managed
3.1.5. Monthly Block Energy
3.1.8.1. On -Peak
Hours ending 0700 through 2200, Monday through Saturday, excluding NERC holidays
Continuous Market (open 24 hourstday)
Opens -12 months forward
Closes — 5 days prior to beginning of delivery month
Credit — Self -Managed Only
3.1.5.2. Super -Peak
Hours ending 13DO through 20D0, Monday through Saturday, excluding NERC holidays
Continuous Market (open 24 hours/day)
Opens -12 months forward
Closes — 5 days prior to beginning of delivery month
Credit — Self -Managed Only
3.1.5.3. Shoulder -Peak
Hours ending 0700 through 12D0, 2100, 2200, Monday through Saturday, excluding NERC holidays
Continuous Market (open 24 hours/day)
Opens —12 months forward
Closes — 5 days prior to beginning of delivery month
Credit — Self -Managed Only
Page l of 2
Effective September 5, 2000
AUTOMATED POWER EXCHANGE
CALIFORNIA PRODUCT SPECIFICATION
3.1.5.4. 4-Hour Blocks
Blocks 1,2 3, 4, 51 and 6, Monday through Saturday, excluding NERC holidays
Continuous Market (open 24 hourstday)
Opens —12 months forward
Closes — 5 days prior to beginning of delivery month
Credit — Self -Managed Only
3.1.6. Monthly Ancillary Service CFD (with intention to make or take delivery in the future)
3.1.6.1. On -Peak for Spin, Non -Spin, Replacement, AGC Up, AGC Down
Hours ending 0700 through 2200, Monday through Saturday, excluding NERC holidays
Continuous Market (open 24 hours/day)
Opens —12 months forward
Closes — 5 days prior to beginning of delivery month
Credit — Self -Managed Only
3.1.6.2. Super -Peak for Spin, Non -Spin, Replacement
Hours ending 1300 through 2000, Monday through Saturday, excluding NERC holidays
Continuous Market (open 24 hours/day)
Opens —12 months forward
Closes — 5 days prior to beginning of delivery month
Credit — Self -Managed Only
3.1.6.3. Super -Peak for AGC Up
Hours ending 1500 through 2400, Monday through Saturday, excluding NERC holidays
Continuous Market (open 24 hours/day)
Opens —12 months forward
Closes — 5 days prior to beginning of delivery month
Credit — Self -Managed Only
3.1.6.4. Super -Peak for AGC Down
Hours ending 0100 through 0900, 2400 Monday through Saturday, excluding NERC holidays
Continuous Market (open 24 hours/day)
Opens —12 months forward
Closes - 5 days prior to beginning of delivery month
Credit — Self -Managed Only
3.1.6.5. Off -Peak for AGC Up and AGC Down
Hours ending 0100 through 0600, 2400, Monday through Saturday, excluding NERC holidays
Continuous Market (open 24 hours/day)
Opens -12 months forward
Closes — 5 days prior to beginning of delivery month
Credit - Self -Managed Only
3.1.7. CaIPX Passthrough Hourly Energy
Daily Auction (not a continuous market)
Clears at the CaIPX constrained day -ahead price
Closes - 6:40 AM day -ahead of delivery
Passthrough Charges include imputed CsIPX TO Debit charges
Credit - APX-Managed Only
3.1.8. Western Region Day -Of -Delivery Seasonal Super -Peak Energy
Hours ending 1300 through 1800 (daily)
Continuous Market (open 4.5 hours/day)
Opens — 0500 AM day -of delivery
Closes — 09:15 AM day -of delivery
Credit— Self -Managed Only
Settlement and Payment -
When CallSO is a counterparty, handled in accordance with the California ISO Tariff
When CallSO is not a counterparty, handled in accordance with the WSPP Agreement
Source Control Area must be identified on each offer to sell to the California ISO
3.2. Lot Sizes
3.2.1. Odd Lot = 0.1 MW
3.2.2. Round Lot = 1 MW, 5 MW, 25 MW, 50,100
3.2.3. Lot Sizes do not apply to CaIPX Passthrough Hourly Energy
Page 2 of 2
Effective September 5, 2000
AUTOMATED POWER EXCHANGE
MIDWEST & EASTERN PRODUCT SPECIFICATION
1. APX MIDWEST AND EASTERN PRODUCTS.
1.1. APX offer three sets of product types:
a.) Liquidated Damages is defined in EEI's most current Master Power Purchase & Sell Agreement as "Firm LD'.
b.) System Firm is defined in EEI's most current Master Power Purchase & Sell Agreement as "System Firm".
c.) Non Firm is defined in EEI's most current Master Power Purchase & Sell Agreement as "Non -Firm'.
1.2. Liquidated Damages is offered as a daily on peak block (1x16) and a daily off peak block (1x8). The market opens nine days
prior to delivery.
The market closes at 1900 the day before delivery. The Liquidated Damages product is binding upon match.
1.3. System Firm is offered as a daily on peak block (1x16) and a daily off peak block (1x8). The market opens nine days prior to
delivery. The market closes at 1900 the day before delivery. The product is transmission contingent, and Participants have sixty
(60) minutes to obtain transmission.
1.4. Non Firm is offered as an hourly product. The market opens three days prior to delivery. The market doses a half-hour before
delivery. This product is transmission contingent, and Participants have fifteen (15) minutes to obtain transmission.
1.5. APX offer; four delivery hubs:
1) American Electric Power
2) Commonwealth Edison
3) First Energy
4) Tennessee Valley Authority
The product shall be delivered into the specified hub per the EEI's most current Master Power Purchase & Sell Agreement
definition of "Into".
1.6. The Participant may elect to restrict lot sizes matches to 1, 5, 25. 50 and 100 MW
1.7. Transmission, scheduling, settlement and tagging are arranged by the Participants.
1.8. The definition of Force Majeure in EEI's most current Master Power Purchase & Sell Agreement applies to the transaction
between the participants.
1.9. The terms of the transaction may be altered by mutual consent of the Participants.
EEI Master Power Purchase & Sell Agreement www.eel.org/alliancefoontracLpdf
Page 1 of 1
Effective May 15, 2000
AUTOMATED POWER EXCHANGE
PRODUCT SPECIFICATION
NEW YORK FORWARD ENERGY CONTRACTS
1. DEFINITIONS.
1.1. "APX FC Hub" means the APX Forward Contract Hub and is one of the fifteen physical locations within the NYISO used as a
physical energy price reference point
1.2. "NYISO" means the New York Independent System Operator.
1.3. Time Weighted/Integrated Real -Time LBMP" means Location Based Marginal Price published daily by the NYISO for the APX
FC Hubs.
2. PRODUCT DESCRIPTION.
2.1. APX offers two New York Markets which trade Forward Energy Contracts: a Day -Ahead Market and a Real -Time Market. In the
Day -Ahead Market, transactions will be indexed to the Day -Ahead LBMP at the APX FC Hub specified in the APX Contracted
Order. The Day -Ahead LBMP is published by the NYISO and provides prices for the same hours which are included in the APX
Contracted Order. In the Real -Time Market, transactions will be indexed to the Time Weighted/Integrated Real -Time LBMP at the
APX FC Hub specified in the APX Contracted Order. The Time Weighted/Integrated Real -Time LBMP is published by the NYISO
and provides prices for the same hours which are included in the APX Contracted Order.
2.2. All APX Contracted Orders will be settled by each Participant and its approved counter -party based upon the original price and
quantity. contracted in the APX New York Market. The settlement will occur using the applicable LBMP at the designated APX FC
Hub for the same hours which are included in the APX Contracted Order.
2.3. Day -Ahead Market
2.3.1. APX Participants can contract in the APX New York Day -Ahead Market for Hourly and Daily orders. Daily orders may
be traded in on -peak (1x16),.ofi-peak (1x8), or all hour (1x24) increments.
2.3.2. The Participant will receive a payment from its approved counter -party equal to the product of the number of megawatts
in the Contracted Order and the difference between the price of the Contracted Order and the Day -Ahead LBMP for the
corresponding hour if the Participant's Contracted Order is a Buy Order and the price of the Contracted Order is less
than the Day -Ahead LBMP at the designated APX FC Hub. The Participant will also receive a payment from its
approved counter party if the Participant's Contracted Order is a Sell Order and the price is greater than the Day -
Ahead LBMP at the designated APX FC Hub.
2.3.3. The Participant will owe a payment to its approved counter -party equal to the product of the number of megawatts in
the Contracted Order and the difference between the price of the Contracted Order and the Day -Ahead LBMP for the
corresponding hour if the Participant's Contracted Order is a Buy Omer and the price of the Contracted Order is greater
than the Day Ahead LBMP at the designated APX FC Hub. The Participant will also owe a payment to Its approved.
counter -party if the Participant's Contracted Order is a Sell Omer and the price is less than the Day -Ahead LBMP at the
designated APX FC Hub.
2.3A. The Day -Ahead Market dosed at g AM the day prior to the delivery date.
2.4. Real -Time Market
2.4.1. APX Participants can contract in the APX New York Real -Time Market for Hourly and Daily orders. Daily orders may be
traded in on -peak (1x16), off-peak (1x8), or all hour (1x24) increments.
2.4.2. The Participant will receive a payment from its approved counter -party equal to the product of the number of megawatts
in the Contracted Order and the difference between the price of the Contracted Order and the Time
Weighted/Integrated Real -Tine LBMP at the designated APX FC Hub for the corresponding hour N the Participant's
Contracted Order is a Buy Order and the price of the Order is less than the Time Weighted/Integrated Real -Time
LBMP. The Participant will also receive a payment from its approved counter -party if the Participant's Contracted Order
Is a Sell Order and the price of the Order is greater than the Time WeightedAntegrated Real -Time LBMP at the
designated APX FC Hub.
2.4.3. The Participant will owe a payment to its approved counter -party equal to the product of the number of megawatts in
the Contracted Order and the difference between the price of the Contracted Order and the Time Wefghted/Integrated
Real -Time LBMP for the corresponding hour If the Participant's Contracted Order is a Buy Order and the price of the
Order is greater than the Time Weighted/Integrated Real -Time LBMP. The Participant will also owe a payment to its
approved counter -party if the Participant's Contracted Order is a Sell Order and the price of the Order Is less than the
Time Weighted/Integrated Real -Time LBMP at the designated APX FC Hub.
2.4A. The Real Time Market doses at the top of the delivery hour for an hourly strip and at midnight the day of delivery for a
daffy strip.
2.5. APX New York Forward Contracts constitute APX Participant Approved Counter -Party Trading. As a consequence, Participants
do not need to post credit to engage in trade activity. Each Participant bears the risk of counter -party, default
Page 1 of 1
Effective May 15, 2000
I
AUTOMATED POWER EXCHANGE
GREEN POWER PRODUCT SPECIFICATION
1. DEFINITIONS.
I.I. 'Green Ticker represents 1 megawatt -hour (MWH) of renewable generation that has been delivered into the electric grid.
2. PRODUCT DESCRIPTION.
2.1. California.
2.1.1. "Green Power" is renewable power as defined in Califomia's restructuring legislation, AB1890. The California Energy
Commission's Policy Report on AB1890 Renewables Funding, March 1997, provides the following definition:
'Renewable resource technologies' are defined as "electricity produced from other than a conventional
power source within the meaning of Section 2805, provided that a power source utilizing more than 25
percent fossil fuel may not be included." Renewable resource technologies include, but are not limited to,
facilities that use the following energy sources to generate electricity;
1) Solar
2) Wind
3) Geothermal
4) Solid fuel biomass
5) Whole waste fire combustion
6) Municipal solid waste that does not consist primarily of products originally manufactured from fossil
fuels
7) Gas from anaerobic digestion of biological wastes
8) Hydropower with a generating capacity of 30 megawatts or less
2.1.2. `Existing' resource is a facility, using a renewable resource technology, that is located In California and became
operational (generating electricity for sale) prior to September 23, 1996.
2.1.3. 'New" resource is a facility, using a renewable resource technology, that is located in California and became
operational (generating electricity for sale) on or after September 23, 1996.
2.1 A. "CEC Eligible' Is a renewable resource facility, physically located in the state of California, that is eligible for funding
from the California Energy Commission's Renewable Resource Trust Fund.
2.2. Midwest
2.2.1. "ComEd EcoPower' guarantees that most of the price paid will be deposited into a Renewable Energy Reinvestment
Fund, administered by the Environmental Resources Trust (ERT).
2.22. Generic Renewable are green tickets representing the environmental benefits of electricity generated from any of the
following non-depleteable sources: landfill gas -to -energy, wind, small hydro, solar, biomass, and geothermal
2.3. Annual Market
The Green Tickets are traded in annual markets, representing the calendar year that the renewable generation was
delivered into the grid.
2.4. Green Ticket Products.
2.4.1. California Green Tickets are defined by:
1) Technology
2) New or Existing, and
3) CEC-Eligibility
2.42. Midwest Green Tickets are defined by:
1) EcoPower
2) Generic
Page 1 of 1
Effective May 15, 2000
n
,
AUTOMATED POWER EXCHANGE
PRODUCT SPECIFICATION
NEW ENGLAND FORWARD ENERGY CONTRACTS
1. DEFINITIONS.
1.1. "New England FC Hub" means the APX New England Forward Contract Hub and is a physical location within the New England
Independent System Operator used as a physical energy price reference point.
1.2. "ISO -NE" means the New England Independent System Operator.
1.3. "ECP" means Energy Clearing Price. The ECP is an hourly value calculated as the time weighted average of the 5-minute Real -
Time Marginal Price calculations made during an hour.
2. PRODUCT DESCRIPTION.
2.1. APX offers one New England Forward Market, which will trade Forward Energy Contracts. In the New England Forward Market,
transactions will be indexed to the ISO -NE ECP. The hourly ECP is published by the ISO -NE and provides prices for the same
hours which are included in the APX Contracted Order
2.2. All APX Contracted Orders will be settled by each Participant and Its approved counter -party based upon the original price and
quantity Contracted in the APX New England Market. The settlement will occur using the applicable hourly ECP for the same
hours, which are included in the APX Contracted Order.
2.3. Forward Market
2.3.1. APX Participants can Contract in the APX New England Forward Market for Hourly, Daily, Weekly, and Monthly orders.
Daily orders may be traded in on -peak (1x16), off-peak (1x8), or all hour (1x24) increments. Weekly on -peak will be
(5x16), off-peak will be (5x8, 2x24), and all.hour will be (5x 24). Monthly on -peak, off-peak, and all hour will be the
same as the weekly definition for each week in the month.. The Forward Market will automatically consider the 6
NERC holidays (New Year's Day, Memorial Day, Independence Day, Labor Day, Thanksgiving Day, Christmas Day) as
off-peak days. Note, New Year's Day, Independence Day and Christmas Day will sometimes fall on a weekend. if the
weekend day is a Saturday, the product will not be affected. If the weekend day is a Sunday, the following Monday is
considered the NERC holiday.
2.3.2. The Participant will receive a payment from its approved counter -party equal to the product of the number of megawatts
in the Contracted Order and the difference between the price of the Contracted Order and the ECP for the
corresponding hour(s) If the Participanrs Contracted Order is a Buy Order and the price of the Contracted Order is less
than the ECP. The Participant will also receive a payment from Its approved counter party if the Participant's
Contracted Order is a Sell Order and the price is greater than the ECP.
2.3.3. -The Participant will owe a payment to its approved counter -party equal to the product of the number of megawatts in
the Contracted Omer and the difference between the price of the Contracted Omer and the ECP for the corresponding
hour if the ParUcipanfs Contracted Order is a Buy Order and the price of the Contracted Order Is greater than the ECP.
The Participant will also owe a payment to its approved counter -party if the Participant's Contracted Order is a Sell
Order and the price is less than the ECP.
2.3A. The New England Forward Market doses at the top of the delivery hour for the start of the trading strip.
2.4. APX New England Forward Contracts constitute APX Participant Approved Counter -Party Trading. As a consequence,
Participants do not need to post credit to engage in trade activity. Each Participant bears the risk of counter -party default.
Page 1 of 1
Effective January 15, 2001
SUPPORTING
DOCUMENTS
CITY COUNCIL
LEONIS C. MALBURG
Mayor
THOMAS A. YBARRA
Mayor Pro-Tem
Wm. "BILL" DAVIS
Councilman
H. "LARRY" GONZALES
Councilman
W. MICHAEL McCORMICK
Councilman
BRUCE V. MALKENHORST
City Administrator/City Clerk
FAX: (213) 581-7924
April 25, 2001
CITY HALL
4305 SANTA FE AVENUE, VERNON, CALIFORNIA 90058
TELEPHONE (213) 583-8811
Mr. Bruce V. Malkenhorst
City Administrator
City of Vernon
4305 Santa Fe Avenue
Vernon, CA 90058
DAVID B. BREARLEY
City Attorney
FAX: (818) 330-5818
KEVIN WILSON
Director of Community Services & Water
FAX: (213) 588-2761
KENNETH J. DeDARIO
Director of Light & Power
FAX: (213) 583-1983
DAVE TELFORD
Fire Chief
FAX: (213) 581-1385
LOUIS ROSENKRANTZ
Police Chief
FAX: (213) 581-1178
Re: Authorization for Director of Utilities to Execute Automated Power Exchange (APX)
Agreements
Dear Bruce:
City Council Resolut' 1} No. 7749 orizes you or your authorized designee, to execute the
ISO Demand Relief greemen and the Program Participation Agreement on behalf of the City.
I request your authorization for Ken DeDario to execute these documents on your behalf. This
will allow the Utilities Department to transmit the Agreements to the APX to begin power
trading for the City's benefit.
Thank you for your consideration.
Sincerely,
C: A -
Eric Fresch
Legal Counsel
c: Kenneth DeDario
CITY COUNCIL
LEONIS C. MALBURG
Mayor
THOMAS A. YBARRA
Mayor Pro-Tem
WM. `BILL" DAVIS
Councilman
H. "LARRY" GONZALES
Councilman
W. MICHAEL MCCORMICK
Councilman
BRUCE V. MALKENHORST
City Administrator / City Clerk
FAX (323) 581-7924
City Council
City of Vernon
,
,0
CITY HALL
4305 SANTA FE AVENUE, VERNON, CALIFORNIA 90058
TELEPHONE (323) 583-8811
Honorable Members:
April 11, 2001
EDUARDO OLIVO
City Attorney
FAX: (562) 927-8722
KEVIN WILSON
Director of Community Services & Water
FAX: (323) 588-2761
KENNETH J. DeDARIO
Director of Municipal Utilities
FAX: (323) 583-1983
STEVEN E. PARKER
Fire Chief
FAX: (323) 581-1385
BRUCE W. OLSON
Police Chief
FAX: (323) 583-5236
The Utilities Department is requesting authorization to participate in
the Automated Power Exchange (APX) to be able to operate an electronic
information exchange to buy and sell power, provide the department
more liquidity, open up new markets, and to enable the purchase of
non -standardized energy blocks.
This has been review by our Legal Consultant and it is hereby
recommended that authorization be granted to the Utilities Department
to participate in the APX and enter into a Master Service and
Participation Agreement.
Very truly yours,
i------------------
Bruce V. Malkenhorst
City Administrator/City Clerk
BVM/ng
CITY COUNCIL
Ly6NIS C. MALBURG
Mayor
THOMAS A. YBARRA
Mayor Pro-Tem
WM. 'BILL" DAVIS
Councilman
H. "LARRY" GONZALES
Councilman
W. MICHAEL MCCORMICK
Councilman
BRUCE V. MALKENHORST
City Administrator / City Clerk
FAX (323) 581-7924
April 11, 2001
CITY HALL
4305 SANTA FE AVENUE, VERNON, CALIFORNIA 90058
TELEPHONE (323) 583-8811
Mr. Bruce V. Malkenhorst
City Administrator
City of Vernon
4305 Santa Fe Avenue
Vernon, California 90058
Dear Bruce:
EDUARDO OLIVO
City Attorney
FAX: (562) 927-8722
KEVIN WILSON
Director of Community Services & Water
FAX: (323) 588-2761
KENNETH J. DeDARIO
Director of Municipal Utilities
FAX: (323) 583-1983
DAVE TELFORD
Fire Chief
FAX: (323) 581-1385
BRUCE W. OLSON
Police Chief
FAX: (323) 583-5236
Subject: City Authorization of Utilities Department to Participate in Automated
Power Exchange Market; Approval of Participation Agreement
The Utilities Department (the "Department') needs City Council approval to participate in
the Automated Power Exchange (the "APX"). The APX operates an electronic
information exchange to buy and sell power. It would provide the Department more
liquidity, open up new markets and allow load shaping - enabling the purchase of non -
standardized energy blocks.
The APX requires the City to enter into a Master Service and Participation Agreement
with supplement TAB Agreements: 1 through 4. Transaction fees cost Participants
$0.03 per MWh and $500 per month, as well as other charges pursuant to the attached
schedule.
The City can participate in the APX in two ways, the bilateral exchange, where
participants match off with each, and bear the risk of transaction default like any other
bilateral contract or APX managed credit trading, where the City posts a security deposit
based upon its trading activity. In this latter market, the APX exchange establishes
monetary reserve balances for each trading partner to insure that transactions are
consummated.
Bruce V. Malkenhorst
April 11, 2001
Page 2
1 request your approval of the Department's participation in the APX and authorization to
prepare an appropriate City Council resolution.
Sincerely,
V^I�
Eric Fresch
Legal Counsel
E F: rmt
c: Kenneth J. DeDario
Jorge C. Somoano
AUTOMATED POWER EXCHANGE
MASTER TERMS AND CONDITIONS: TAB 5
APX PRODUCT AND SERVICE FEE SCHEDULE
Default Fee $2.500 Per default When APX initiates a draw on a
Participant's Monetary Reserve
Facility
Funds Transfer Fee $5 Per When funds are transferred via Applies to receipt and payment of funds.
transfer Fed -Wire transfer, Automated
Clearing House (ACH), or
Electronic Funds Transfer (EFT)
APX FEES MIDWEST. NEW YORK ERCOT
APX Fees .
Amount
Unit of
Time that Fee is Incurred
Comments
Measure
VOLUMETRIC FEES
APX Market Transaction Fee
$0.03
Per MWh
When an Order is Contracted in
Applies to Buy Orders and Sell Orders each time an
the APX Markets
Order is Contracted in whole or in part.
FIXED FEES
Minimum Monthly Fee
$500
Per
Last day of each month
Applies to the extent that a Participanfs total APX
Participant
Market Transaction Fees for a month are less than
per month
$500. Amount to be paid is the difference: between
total Transaction Fees and the $500 minimum. Fee
commences once a Participant connects to the APX
Market Engine. Participants will pay this fee only
once each month to cover participation in all of the
APX Markets.
Participant Set-up Fee
$1,000
Onetime
Last day of the month once a
Participants will pay this fee only once (unless the
fee
Participant establishes a
Participant is suspended) to cover participation in all
Monetary Reserve Facility and
of the APX Markets.
connects to the APX Market
Engine.
Participant Training Fee
No Charge
N/A
N/A
Participant must have signed the MSP.
1" session)
Participant Training Fee
$1000
Per
Last day of the month
(additional sessions)
session
Fed -Wire Funds Transfer Fee
$5
Per
When funds are transferred via
Applies to receipt and payment of funds.
transfer
Fed -Wire
Page 1 of 2
Effective as of May 22, 2000
Facts_��X
Figures_ RUTOMRTED POWER E7CCHRNGE
5201 Great America Parkway, Suite 522
Santa Clara, CA 95054 USA
408-517-2100 Fax 408517-2985 www.apx.com
Company
Automated Power Exchange® (APX®), a leading provider of e-commerce services for the
Description
electricity industry, operates Intemet-based exchanges and clearinghouses for the buying
and selling of electric power, green power, and related products, and provides the grid
market and scheduling services needed to support power system administration.
Locations
World Headquarters: Santa Clara, CA USA European Headquarters: London, England
U.S. Regional Offices: Las Vegas, NV; King of. Prussia, PA; Elmhurst, IL; Houston, TX
Year Founded
1996
No. of Employees
—100
Executive
Edward Cazalet, Chairman; Rich Amen, CEO; Per Hjorth, Sr. VP, Exchange Services;
Management
Jack Ellis, Executive VP; Russ Kinsch, CFO; John Stremel, VP, Software Engineering;
Team
Mike Heinrich, VP, Grid Mkt. Services; Andrew Claxton, VP, Marketing; Jim Ryan, VP,
European Business Development
Exchange
• APX operates online wholesale electricity exchange and energy matching markets for
Markets
system and green power, and provides associated back -office services.
Business Line
• APX is the only wholesale electricity exchange provider to offer a full -service Internet -
based approach that includes scheduling, credit management, settlement, and true price
discovery.
• More than $250 million in transactions were processed through APX exchanges in
1999.
• APX operates the APX California, California Green Power, Midwest -Eastern, and
Midwest Green Power Markets and is preparing to open exchanges in New York,
Texas, and the United Kingdom. In Japan, APX is partnering with ITOCHU Corp. and
other companies on the Japan Power Exchange.
• Participants access the markets using standard desktop computers and the APX Market
2000, an application developed by APX specifically for electricity trading.
Grid Market
• APX provides grid market services for regional transmission operators and system
Services
operators chartered with opening competitive access to the grid and demonstrating
Business Line
independence.
• APX provides e-commerce services solutions for any combination of market operation
and monitoring functions with unmatched flexibility and affordability.
Customers
• Exchange Markets: Utilities, energy retailers and aggregators, power marketers, and
generators
• Grid Markets: Grid management organizations, such as independent system operators
(ISOs) and regional transmission organizations (RTOs), and their market participants.
Awards
• Ranked a top 200 Best of the Web 13213 company by Forbes.com in July 2000.
• Rated one of the 100 best B2B Internet suppliers by VerticalZOOM in September
2000.
September 2000
Fact Sheet
RUTOMRTEU POWER EXCHRNGE
5201 Great America Parkway, Suite 522
Santa Clara, CA 95054 USA
408-517-2100 Fax 408-517-2985 www.apx.com
APX Exchange Markets
Automated Power Exchange® hic. (APX®) operates Internet -based exchanges for the buying and selling of
electric power, renewable power, and related products. APX is the only exchange provider to offer full services
that include scheduling, credit management, and settlement. APX offers buyers and sellers the benefits of
anonymous bidding and true price discovery.
In addition to the APX California Market, APX California Green Power Market, APX Midwest -Eastern Market,
and APX Midwest Green Power Market in operation, the company is opening exchanges in New York, Texas,
the United Kingdom, and other areas.
The Role of a Power Exchange
A power exchange provides a central marketplace where buyers and sellers come together to trade energy and
energy -related products. Electricity industry restructuring has prompted the need for power exchanges as energy
transmission and physical capacity are being transformed into tradable commodities. Exchange participants
include utilities, energy retailers and aggregators, power marketers, generators, and municipalities.
As with exchanges for stocks and physical commodities, participants can view the prices for many different
products to make a buy or sell decision. Forward prices allow buyers and sellers to make informed decisions.
The Independent, Decentralized APX Approach
As a neutral provider of exchange services, APX operates all of its markets independently and impartially.
APX employees are prohibited from trading in any electricity market, ensuring that APX remains an
independent, unbiased facilitator.
Participants access a diversified portfolio of electricity buyers and sellers at the touch of a button. The APX
markets mimic bilateral trading in an electronic environment. Participants focus on their business, while APX
handles the details of the transaction — unlike other means of buying and selling electricity, such as telephone
trading, electronic bulletin boards, and auction -based systems.
Convenient Internet -based APX Trading
APX markets allow trading hours, days, and weeks ahead of delivery. Buying and selling are simple, with no
complex rules, auctions, or set time to trade. APX offers access to a growing list of electricity markets through
an integrated software interface that resides on participants' desktop computers.
Using the APX Market Window 2000, an easy -to -learn graphical user interface, buyers and sellers can view
price information, get an indication of market depth, and submit at -market or limit orders any time, day or night
- the market clears continuously. Continuous trading helps participants to manage unforeseen events.
Because bidding is anonymous, buyers and sellers can accumulate positions without revealing their identity or
intentions to the marketplace. Combined with forward price discovery, anonymous bidding mitigates gaming
and price manipulation.
-more-
' Fact Sheet: APX Exchange Markets/2
APX keeps trading transaction costs low by providing a central on-line exchange in which participants can
quickly assess volume and prices. Knowing prices ahead of time and being able to execute quickly streamline
procurement and sales.
Value-added APX Exchange Services
Beyond matching buyers and sellers, APX offers services that save participants time and money. APX back -
office systems perform tasks ranging from calculating available credit to scheduling contracted orders to
settling bills with counterparties and regional control areas.
Scheduling Delivery - In jurisdictions with a regional transmission organization (RTO) or an independent
system operator (ISO), APX can develop automated interfaces to submit schedules for energy, ancillary services,
transmission, etc. After a participant contracts in the APX market, the APX software automatically sends the
participant's position to the RTO or ISO. Scheduling is automatic.
APX also provides scheduling services for bilateral transactions. In jurisdictions without a RTO or an ISO,
scheduling services can include transmission reservations and tagging or scheduling; and based on specific
counterparty assignments, APX can reserve point-to-point transmission service. When appropriate, APX will
assemble a North American Electric Reliability Council (NERC) compliant tag and forward it to affected
security coordinators and control areas.
Credit Management — In markets with APX Credit Management, credit policies include security deposits to
cover any failure to deliver by a seller. All participants post collateral in the form of cash, a letter of credit, or
a surety bond. The APX Market Engine 2000 calculates available credit with every order and blocks any
transaction that would increase financial exposure beyond the extent of a participant's collateral. In addition,
the APX system pools any exposure that may not be covered by participants' credit requirements.
In markets with APX Credit Self -Management, the APX Preapproved Counterparty List feature allows
participants to keep bidding anonymous, but yet employ their existing contractual relationships, risk
management policies, and transmission access arrangements.
Financial Settlement— In markets with a RTO or an ISO, APX handles the labor-intensive settling for
congestion, imbalance energy, ancillary services, and other charges, as well as counterparty transactions.
Daily settlement statements and monthly invoices are available on the Internet.
September 2000
T
AUTOMATED POWER EXCHANGE
MASTER TERMS AND CONDITIONS: TAB 5
APX PRODUCT AND SERVICE FEE SCHEDULE
APX FEES - CALIFORNIA
APX Fees
Amount
Unit of
Time that Fee is Incurred
Comments
Measure
VOLUMETRIC FEES
APX Market Transactions:
APX Market Transaction Fee
$0.03
Per MWh
When an Order is Contracted in
Applies to buy Orders and sell Orders each time an
the APX Markets
Order is Contracted in whole or in part
APX Scheduling Services:
APX Market Scheduling Fee
$0.0625
Per MWh
When a Day -Ahead Schedule is
Applies to Registered Facilities except Registered
(Day -Ahead)
accepted by the CAISO
Transfer Points.
APX Market Scheduling Fee
$0.0625
Per MWh
When an Hour -Ahead Schedule
Applies in the same manner as the Day -Ahead APX
(Hour -Ahead)
is accepted by the CAISO
Market Scheduling Fee when there is a change in
net position between the Day -Ahead and Hour -
Ahead Schedules.
APX Scheduling Fee
$0.0625
Per MWh
When APX applies CAISO
Applies when metered consumption or generation is
(Real -Time Deviations)
Imbalance Energy fees pro -rats
greater than the most recently scheduled position.
This fee is applied toward Minimum Monthly Fee for
Registered Generating Units, but it is not applied
toward Minimum Monthly Fee for Registered Loads.
APX Bilateral Scheduling Fee
$0.125
Per MWh
When a Day -Ahead Schedule is
Applies to a Participant that schedules the source
(Day -Ahead)
accepted by the CAISO
and/or sink of a bilateral contract, tnduding
instances where the other party is a Scheduling
Coordinator.
When both parties to a bilateral contract are
Registered Loads, Generating Units, imports and/or
Exports, each side pays $0.0625 for a total of
$0.125.
APX Bilateral Scheduling Fee
$0.125
Per MWh
When an Hour -Ahead Schedule
Applies in the same manner as the Day -Ahead APX
(Hour -Ahead)
is accepted by the CAISO
Bilateral Scheduling Fee when there is a change in
net position between the Day -Ahead and Hour -
Ahead Schedules.
APX Bilateral Scheduling Fee
$0.03
Per MWh
When a bilateral is confirmed
Applies to Green Ticket buyers and Green Ticket
(Green Tickets)
between the parties
sellers when APX handles the financial settlement of
the Green Ticket transaction between the parties.
CalPX Transfer Fee
$0.125
Per MWh
When a bid to buy or sell energy
Applies when APX submits a bid to buy or sell
is accepted by the CaIPX
en with the PX.
APX Scheduling Fee
$0.03
Per MWh
When the CAISO purchases
'Ancillary Services Capacity" means the capacity
(Ancillary Services Capacity)
Ancillary Services Capacity
provided by a Participant to the ISO for supplying
Ancilla Services.
APX Scheduling Fee
$0.0625
Per MWh
When a Schedule for Ancillary
Applies to Supplemental Energy and Ancillary
(Ancillary Services Energy)
Services is accepted by CAISO
Services en
FIXED FEES
Minimum Monthly Fee
$500
Per
Last day of each month
Applies to the extent that a Participant's total APX
Participant
Market Transaction Fees and APX Scheduling Fees
per month
for a month are less than $500. Amount to be paid
is the difference between total Transaction and
Scheduling Fees and the $500 minimum. Fee
commences once a Participant connects to the APX
Market Engine. Participants will pay this fee only
once each month to cover participation in all of the
APX Markets.
Participant Set-up Fee
$1,000
One time
Last day of the month once a
Participants will pay this fee only once (unless the .
fee
Participant establishes a
Participant is suspended) to cover participation in all
Monetary Reserve Facility and
of the APX Markets.
connects to APX Market Engine
Participant Training Fee
No Charge
N/A
N/A
Participant must have signed the MSPA.
0" session)
Participant Training Fee
$1000
Per
Last day of the month
(additional sessions)
session
Monetary Reserve Account
$25
Per
Last day of each month
Only applies if a Participant establishes a Monetary
Maintenance Fee
Participant
Reserve Account. Participants will pay this fee once
per month
each month to cover maintenance of a given
Monetary Reserve Account
Page 1 of 2
Effective as of May 22, 2000