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6.2. ERMUSR 07-09-2007~j Elk River -~ Municipal Utilities 13069 Orono Parkway • P.O. Box 430 Elk River, MN 55330-0430 July 3, 2007 To: Elk River Municipal Utilities Commission Jerry Takle Jerry Gumphrey Jim Tralle From: Bryan Adams Subject: Substation Agreements Phone: 763.441.2020 Fax: 763.441.8099 Elk River Municipal Utilities and United Power Association (UPA), now Great River Energy have an Interconnection Agreement dated May 1, 1988. This agreement provides transmission service to Elk River and purchases capacity and energy from our diesel power plant per the following. 3.01 The interconnection shall be operated continuously interconnected for the purpose of delivering to Elk River the power and energy that is specified in the electric service agreement between Elk River and AEC, and delivering to UPA the power and energy specified in the Power Transaction Agreement. 3.02 A Power Transaction Agreement shall be made in writing between the Parties for the purchase of Elk River's generating capacity by UPA. The Power Transaction Agreement shall specify the amount of power and energy to be purchased and shall be attached hereto and become a part hereof. The term of this agreement is as follows. 5.01 This Agreement shall remain in full force and effect for a period of five (5) years commencing on the effective date of this Agreement, and if not then terminated by at least twenty-four (24) months prior written notice given by either Party to the other, shall continue thereafter in full force and effect until so terminated. The term was later amended to 120 months from 24 months. Our power supply contract thru Connexus Energy is incorporated in the territory acquisition contract. The service territory contract expires 2-28-2011, but the power supply portion of the contract remains in effect until either party gives a 120 month notice to terminate. SUPPLEMENT No. 5 TO THE INTERCONNECTION AGREEMENT BETWEEN ELK RIVER MUNICIPAL UTILITIES AND GREAT RIVER ENERGY This Supplement No. 5 made this day of 2007, between Elk River Municipal Utilities of the City of Elk River, Minnesota, a municipal corporation, hereinafter referred to as "ERMU", and Great River Energy, a Minnesota cooperative corporation, hereinafter referred to as "GRE", both ERMU and GRE being sometimes referred to herein individually as a "Party" or collectively as "Parties". Witnesseth Whereas, ERMU and GRE are parties to an Interconnection Agreement, dated May 1, 1988 and its Supplement No. 1, dated December 8, 1988 and its Supplement No. 2, dated December 14, 1993 and its Supplement No. 3, dated May 27, 1998, and its Supplement No. 4, dated September 27, 2006; and Whereas, ERMU and GRE have identified anew project, and are desirous of incorporating these new modifications into the Interconnection Agreement. Now therefore, the parties agree as follows: 1) Waco Switch Station The Third Revised Exhibit A of the Original Agreement is deleted therefrom in its entirety, and a Fourth Revised Exhibit A, which identifies replacement and additional equipment, including Ownership, Operation, & Maintenance Provisions (Exhibit A), One-Line Diagram (Exhibit B), including Insurance Requirements for Entities Performing Work on GRE Property (Exhibit C), as attached herewith is substituted therefore. Insurance Requirements for Entities Performing Work on GRE Property Article 1. Insurance 1.1 The Interconnection Customer shall, at its own expense, maintain in force throughout the period of this Interconnection Agreement, and until released by GRE, the following minimum insurance coverages, with insurers authorized to do business or an approved surplus lines carrier in the state where the Point of Interconnection is located: 1.1.1 Employers' Liability and Workers' Compensation Insurance providing statutory benefits in accordance with the laws and regulations of the state in which the point of interconnection is located. 1.1.2 Commercial General Liability Insurance including premises and operations, personal injury, broad form property damage, broad form blanket contractual liability coverage (including coverage for the contractual indemnification) products and completed operations coverage, coverage for explosion, collapse and underground hazards, independent contractors coverage, coverage for pollution to the extent normally available and punitive damages to the extent normally available and a cross liability endorsement, with minimum limits of One Million Dollars ($1,000,000) per occurrence/One Million Dollars ($1,000,000) aggregate combined single limit for personal injury, bodily injury, including death and property damage. 1.1.3 Comprehensive Automobile Liability Insurance, for coverage of owned and non-owned and hired vehicles, trailers or semi-trailers licensed for travel on public roads, with a minimum combined single limit of One Million Dollars ($1,000,000) each occurrence for bodily injury, including death, and property damage. 1.2 The Parties further agree to notify each other whenever an accident or incident occurs resulting in any injuries or damages that are included within the scope of coverage of such insurance, whether or not such coverage is sought. 1.3 The Commercial General Liability Insurance, and Comprehensive Automobile Insurance policies shall name Great River Energy, its parents, associated and Affiliate companies and their respective directors, officers, agents, servants and employees ("Other Party Group") as additional insured. All policies shall contain provisions whereby the insurers waive all rights of subrogation in accordance with the provisions of this Interconnection Agreement against the Other Party Groups and provide thirty (30) Calendar Days' advance written notice to the Other Party Groups prior to anniversary date of cancellation or any material change in coverage or condition. Within ten (10) days following execution of this Interconnection Agreement, and as soon as practicable after the end of each fiscal year or at the renewal of the insurance policy and in any event within ninety (90) days thereafter, the L t X W 0 ~_'cLn.cc.o L ++ Q N ~ U 7 C ~ .C ~ Q. (UJ ~ ~ C ~ Q w O U _T C ~ ~ N N U N ` ~ ~ O 7 (0 C d ~ u' N ~ ~ ~ <D ~U N ` C QOo$ ~ N ~ N ~' C ~ C ~ ~ O O .~ U N ~ c O U 0 O ` C Q I.l. ~ CO n . ~ U a> U = C ~ C +' N ~' ~ ~ C U C VJ .~ C ~ = N N ~ C c ~ _ _ C Q ~ ~ N u m o ~~ p ~ rn v c O ~ ` ~ m d Q ~- O L N ~ a_ ~ 3 L y O a~ c 3 O Z Q c O ~ F n. 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