Procurement Agreement for Materials

400MVA Transformers — Watercure Rd

This AGREEMENT is made this 24th day of September, 2010 between New York State Electric & Gas, ("Purchaser"
/ "NYSEG"), with offices located at 89 East Avenue, Rochester, NY 14649 and ("Seller"), with
offices located at In consideration of the covenants herein, the parties agree as
follows:

1. Definitions
"Materials" means materials, supplies, equipment, machinery, tools, and all other items and facilities to be
used, furnished, or delivered in connection with the project.

"Work" means the Materials, services, design, engineering, installation, construction, modification, and/or
testing to be furnished and/or performed by Seller as described in the Purchaser's Purchase Order (the
"Purchase Order") and the other Contract Documents.

"Purchase Order" shall mean a purchase order issued by the Purchaser Affiliate(s) for Services purchased in
accordance with this Agreement.

2. Scope
The Seller shall furnish materials and/or equipment as specified in Sellers Offer and to be so
specified on the Purchaser's purchase order and any specifications attached thereto, and in
accordance with the provisions of this Agreement. In the event of conflict between the documents,
the order of supremacy shall be the respective purchase orders (exclusive of the pre-printed terms
and conditions on the back of the order) of the Purchaser(s), these Terms and Conditions, the
Attachments and Appendices, and then the Seller's bid or proposal. This Agreement shall serve as
the blanket or master contract covering all purchase orders submitted by the respective Purchaser(s)
hereunder.

The respective Purchaser through its own purchase order shall establish delivery destination,
quantities and other similar specific terms.

3. Alteration of Terms
None of the terms and conditions contained in this Agreement may be waived, altered, modified, or
added to unless such waiver, alteration, modification or addition is in writing and signed by an
authorized representative of Purchaser and Seller. Except as set forth in the previous sentence,
each shipment from Seller to Purchaser shall be only upon the terms and conditions set forth in this
agreement, notwithstanding any terms and conditions that may be contained in any
acknowledgment, invoice, or other form of Seller, and notwithstanding Purchaser's act of accepting
or paying for any shipment or any similar act of Purchaser.

1
4. Compliance with Laws and Indemnification
4.1. Seller warrants that it will comply with all applicable federal, state and local laws,
statutes, ordinances, rules, regulations and orders, and that it will defend, indemnify and
hold harmless the Purchaser from and against any and all liabilities, claims, costs,
expenses, losses and judgments arising from Seller's failure to so comply. Any change in
applicable federal, state and local laws, statutes, ordinances, rules, regulations and orders
and/or in applicable codes and standards after signing of the Contract that materially and
adversely impact seller, shall entitle the Seller to an equitable adjustment in the
Agreement price, schedules, and any other affected provision.

4.2 Seller shall comply to the extent applicable, with Executive Order 11246, the Vietnam Era
Veterans Readjustment Assistance Act of 1974, the Rehabilitation Act of 1973, as
amended, and its or their implementing regulations, and reporting requirements thereunder.
The Equal Opportunity and Affirmative Action clauses contained in Title 41, Chapter 60,
Sections 1.4, 250.4, and 741.3 of the Regulations of the U.S. Department of Labor, Office
of Federal Contract Compliance, and any section or sections superseding or amending the
same, are hereby incorporated herein by reference and made a part hereof as though fully
set forth where applicable.

5. Drawings, Design, Data, Creative Work and Inventions

All drawings, sketches, designs, design data, specifications, notebooks, technical and scientific
data, photographs, negatives, reports, findings, recommendations, data, information, memoranda,
materials, creative works, inventions, innovations and other work products of every description
relating there to, as well as all copies or descriptions of the foregoing, prepared or completed by
Seller and paid for by Purchaser, pursuant to this Agreement, shall be subject to inspection by
Purchaser at all reasonable times (for which inspection of the proper facilities shall be afforded
Purchaser by the Seller), shall be deemed to have been prepared by the Seller for Purchaser on a
work-made-for-hire basis, shall be the property of Purchaser and may be used by its employees or
agents, or its subcontractors or vendors, and shall be delivered to Purchaser, or otherwise disposed
of by the Seller, either as Purchaser may from time to time direct or in any event as Purchaser shall
direct upon completion or termination of this Agreement.

Drawings, specifications, and all other information provided hereunder shall be treated by the
Seller as strictly confidential, and shall not be disclosed, copied, or used on behalf of any third
party without the prior written consent of Purchaser.

6. Changes
6.1 Purchaser shall have the right to make changes in the drawings or specifications. No
changes shall be made except under the written order of an authorized representative of
Purchaser.

6.2 If Seller claims that any instructions by drawings, specifications or otherwise approved or
issued by Purchaser after the date of the Agreement involve extra cost or time for
performance under this Agreement, the Seller shall give written notice to Purchaser
including an estimate of changed cost or time thereof within ten (10) days after the receipt
of such instructions, and in any event before proceeding to execute the work, unless
otherwise directed by Purchaser, or except in an emergency endangering life or property.
No such claim for additional compensation or time shall be considered unless so made. If
the change as ordered by Purchaser increases or decreases the cost of the material or
equipment to be supplied, or time for performance established in the Agreement, a fair and
2
 reasonable amount, as agreed upon by Purchaser and Seller, shall be added to or subtracted
from the compensation or completion date.

6.3 If, within ten (10) days after Seller has provided an estimate of changed cost and/or time,
the parties are unable to conclude a mutually satisfactory agreement, Seller shall proceed
with supplying the material or equipment as changed or modified until the differences are
resolved. The parties shall endeavor to resolve any disputes regarding increases or
decreases in costs resulting from such changes promptly through reasonable means,
including, without limitation, impartial third party estimates or mediation.

7. Waiver
No waiver by the Purchaser, whether express or implied, of any of the terms or conditions of this
Agreement, shall be or be construed to be a continuing waiver, nor deprive Purchaser of the right to
enforce or rely upon any such terms or conditions thereafter.

8. Delivery; Schedule; Delays

"TIME IS OF THE UTMOST IMPORTANCE" in the Seller's performance of this Agreement.
Deliveries are to be made according to Purchaser's terms as to time, quantities, and location. If
delivery as specified cannot be maintained, Purchaser must be notified immediately. If Seller fails
for reasons not attributable to acts or omissions or Purchaser or otherwise excusable to Seller under
this Agreement (e.g. events of force majeure) to ultimately make delivery, Purchaser reserves the
right to terminate this Agreement and procure this material and/or equipment elsewhere, in whole
or in part and to charge Seller the difference between a reasonable price for essentially the same
Materials purchased from an alternative supplier and the Purchase Order price.

If by reason of failure to make deliveries of equipment by the time or times set out in the Purchase
Order, the Seller incurs liability to the Purchaser, such liability shall be limited to the payment of
damages not exceeding $2,000 USD for each day of delay provided that the liability of the Seller
for or in respect of any and all delay shall not in the aggregate exceed 10% of the value of the
delayed equipment.

9. Prices
Seller agrees that the prices stated on the face of the Purchase Order shall be considered firm unless
otherwise noted, and the Seller warrants that said prices do not exceed the prices allowed by any
applicable federal, state or local law, regulation, or order.

The Sellers price does not include State or Local taxes.

10. Payment
10.1 Purchaser shall either pay the invoice with pay terms of from date of invoice, or
withhold payment in accordance with this agreement.

3
 10.2 The total agreed prices shall be paid to the Seller through bank transfer, in the following
manner:

upon completion of all work by Seller

10.3 The Purchaser may in certain situations withhold, or, on account of subsequently
discovered evidence, nullify the whole or part of any invoice to such extent as may be
necessary to protect itself from loss. Such situations shall include, but not be limited to,
discovery of:

a. defective material or equipment;

b. third party claims filed or reasonable evidence indicating probable filing of such
claims;

c. failure of the Seller to make payments due to subcontractors, material Sellers or

employees;

d. reserved

e. unsatisfactory prosecution of the Work by the Seller;

f. invoicing which is incorrect; or

g. overcharges in violation of the terms and conditions of this Agreement.

Payment does not constitute acceptance of any defective or non-conforming product or

otherwise relieve Seller of any obligation under the contract.

11. Delegations; Subcontracts; Assignment

11.1 Seller shall not, without the prior written authorization of Purchaser, assign this
Agreement or any of its rights under this Agreement, not delegate any of its duties. Any
attempt to do so will be void Seller shall not without the written consent of the Purchaser
make any agreement with any third party for furnishing any of the completed or
substantially completed items covered by this Agreement or assign this Agreement in
whole or in part or any right hereunder; provided, that manufacturers or alternative
manufacturers for the Materials Seller has specified in its proposal will be permitted,
without additional approvals, to source the Materials as proposed.

11.2 Purchaser may assign this Agreement, in whole or in part, (i) to a successor to all or
substantially all of Purchaser's relevant assets, or (ii) in connection with a reorganization of
the Purchaser that results in the separation of the power generation, distribution, and
transmission functions, or any combination thereof, currently performed by the Purchaser
in which case assignment shall be allowed to resulting Parent Corporation organized from
such separation and/or sale of the power generation, distribution and transmission
functions, or any combination thereof Otherwise, neither party shall, without the consent
of the other, which consent shall not be unreasonably withheld, conditioned or delayed,
assign this Agreement in whole or in part hereunder.

4
12. Set-Off
Purchaser may set off against any amount payable to the Seller under this Agreement any claim or
charge it may have against Seller under this Agreement.

13. Inspection
The Purchaser (and/or its designee) reserves the right to inspect the material and/or equipment prior
to shipment. Such inspection does not relieve the Seller of its guarantees or responsibility to
furnish satisfactory material or equipment. It is furthermore understood to be Purchaser's and/or
Purchaser's designee's privilege to waive inspection at point of manufacture without prejudice to its
right to decline acceptance. Except as to items purchased from stock, items supplied hereunder and
materials and components incorporated therein shall be subject to inspection at Purchaser's option
by Purchaser or its designee during and after manufacture. All material and/or equipment are
subject to inspection and acceptance tests at place of manufacture, or at destination, or at both
places, by the Purchaser's representative. Rejected material and/or equipment shall not be
submitted for acceptance without concurrent notice of their prior rejection.

Risks associated with the equipment shall be transferred upon delivery.

If the Materials are to be erected or installed under the supervision of the Seller's specialists, the
Purchaser or its representative shall carry out acceptance of the equipment erected or installed at
the location specified in the Purchase Order and shall issue an acceptance certificate therefore to
the Seller. In the absence of rejection for good cause stated, acceptance of the equipment shall be
deemed complete at the earliest of the following dates: the day of first utilization by the Purchaser;
or 15 days after issue of notice to the Purchaser to carry out acceptance.

If provision is made for acceptance of the equipment under the supervision of the Seller or its
agents, its suppliers, or subcontractors, the Purchaser shall submit to the Seller a certificate of their
erection and all risks insurance and acceptance shall be deemed complete 15 days after the Seller
has issued notice to the Purchaser to carry out same.

14. Warranty
14.1 Seller warrants that all materials and equipment furnished under this Agreement shall be
new and of the kind and quality required by the Agreement and any specifications attached
thereto; will be free from defects, errors or omissions under proper and noimal use, will
pass without objection in the trade under the Agreement description; and will be fit for the
purpose(s) for which such material or equipment are used as specified in the specifications.
If required by Purchaser, the Seller shall furnish satisfactory evidence as to the kind and
quality of materials and equipment. Material or equipment not conforming to these
standards may be considered defective.

14.1.1 In the event of a breach of warranty, Seller may, at its option, and at its cost,
modify, repair, or replace the defective material and/or equipment. In the event
Seller is unable to satisfactorily repair the defect through modification, repair or
replacement, the Purchaser may return the defective material and/or equipment. In
the event Seller is unable to satisfactorily repair the defect through modification,
repair or replacement, the Purchaser may return the defective material and or
equipment, and, at its option, obtain a credit or refund of the purchase price.

5
 14.1.2 The Seller shall be responsible for all removal, reinstallation and transportation
costs associated with the replacement, repair, modification, or return of defective
parts and materials. The Seller may advise the Purchaser of any preferred routing
for return of rejected material or equipment and whether or not the shipment should
be protected by insurance or full declaration of value at the time of acceptance of
this order. In the absence of such information from the Seller regarding such
shipment, the Purchaser reserves the right to declare full valuation or insurance
(whichever is applicable) for the benefit of and at the expense of the Seller.

14.2. The warranty is conditioned upon operation of the equipment by the Purchaser in
accordance with generally approved industry practice, and in accordance with conditions of
service and operating instructions specified by the Seller, proper erection and maintenance
of the equipment and notice by the Purchaser of nonconformity of the equipment.
However, the Seller shall not be required to fulfill any guarantee obligation in the
following cases: deficiencies attributable to design, materials, or manufacturing techniques
imposed by the Purchaser and for which the Seller has expressed written reservations direct
to Purchaser; servicing of the equipment specified in the Contract by the Purchaser or by
third parties under conditions not previously approved in writing by the Seller; damages or
degradation caused by error or negligence of the Purchaser, or by a force majeure event or
unforeseeable circumstances; failure to comply with the Seller's written instructions, or
routine maintenance.

14.2.1 The Seller's representatives shall have access at reasonable times to test and
operating records, the equipment, and other information they deem necessary to
satisfy themselves of the validity of a claim under this warranty. The Purchaser
agrees to maintain sufficient written records to provide for reasonable
substantiation of its compliance with the requirements and conditions of the
warranty.

14.3 The Seller's obligations for breach of the warranties established in this Article, shall be
limited to those breaches, defects, errors or omissions reported to the Seller within 60
months from delivery. Seller shall repair or, if necessary, in Seller's discretion, replace the
defective equipment.

14.4 EXCLUSIVITY: THE EXPRESS WARRANTIES AND REMEDIES FOR BREACH OF

THE WARRANTIES SET FORTH IN THIS ARTICLE ARE EXCLUSIVE AND NO
OTHER WARRANTIES OF ANY KIND, WHETHER STATUTORY, ORAL,
WRITTEN, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY
IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A
PARTICULAR PURPOSE, OR WARRANTIES ARISING FROM COURSE OF
DEALING OR USAGE OF TRADE, OR REMEDIES, SHALL APPLY. Performance by
Seller of its warranty remedy obligations as set forth herein is the sole obligation of Seller
and the exclusive remedy of Purchaser for any failure of the equipment to conform with the
warranty obligations herein.

14.5 Also, to the extent they are assignable, Seller shall assign to Purchaser all wan anties of
Seller's vendor and subcontractors with respect to equipment, materials or supplies used in
the Work or Services or any part thereof. All warranties of vendors and subcontractors
hereby assigned to Purchaser shall be in addition to, and not in lieu of, all warranties of
Seller provided in this Contract, and shall not relieve Seller of its obligations under this
Contract.

6
15. Safety
Seller warrants that upon delivery the material or equipment will conform to the applicable
occupational safety and health standards promulgated pursuant to the Federal Occupational Safety
and Health Act of 1970 and which are in effect on the date that the Seller enters its
acknowledgments of Purchaser's order.

16. Patents; Indemnification

Seller guarantees that the sale or use of its material or equipment will not infringe any United States
or foreign patent, and hold Purchaser harmless against all claims, judgments, decrees, costs and
expenses resulting from any such alleged infringement. Seller shall at its own expense defend, or
settle any claim, suit or proceedings brought against Purchaser, so far as based on an allegation that
any material, equipment, or any part thereof furnished hereunder constitutes a direct or contributory
infringement of any claim of any United States or foreign patent or copyright. Seller will be
notified promptly and in writing, and will be given authority, information and assistance for the
defense of said claim, suit or proceeding. Seller shall pay all damages and costs awarded in such
suit or proceedings so defended. In case the material, equipment or part thereof furnished
hereunder becomes the subject of any claim, suit or proceeding that such material, equipment or
part infringes any United States or foreign patent or copyright or if the use or sale of such material,
equipment or part is enjoined, Seller shall, at Purchaser's option, and at Seller's own expense,
either: (a) Procure for Purchaser the right to continue using said material or part thereof; (b)
Replace it with a non-infringing material. (c) Modify it so it becomes non-infringing. (d) Remove
it and refund the purchase price plus the installation and conversion costs thereof

17. Termination for Cause

In the event of any default or breach of any of the terms or conditions of this Agreement by Seller,
or in the event of any proceedings by or against Seller in bankruptcy or insolvency or for
appointment of any receiver or trustee or any general assignment for the benefit or creditors,
Purchaser may, in addition to any other remedy provided it by law or in equity or other right
reserved to it elsewhere in this Agreement, without any liabilit to Seller on account thereof,
subject to a reasonable time to cure which shall not exceed immediately by
telegraphic or other written notice, terminate all or any part of s greemen . Purchaser may
procure the material or equipment provided for herein elsewhere, on such terms and under such
conditions as are reasonable in the discretion of the Purchaser, and except with respect to default or
breach as a result of unexcused delay, with respect to which Seller's liability is exclusively as
specified in Article 8, Purchaser may hold Seller liable for any reasonable excess costs of
alternative procurement or other direct damages sustained by Purchaser as a result thereof.

18. Suspension / Termination for Convenience

Purchaser may suspend or terminate this order in whole or in part by giving the Seller
notice. In such event the Purchaser shall make payment to the Seller or (i) all
reasonable and verifiable costs incurred as a direct and sole result of any such suspension,
including costs of standing down and resumption of the work and any storage costs or other costs
associated with preservation of the work during such suspension; and (ii) all costs incurred prior to
any such termination reasonably allocable to this order, under recognized accounting practice,
together with a reasonable allowance for overhead and profit on work performed, less disposal or
retention value of termination inventory; and (iii) all reasonable and verifiable costs of winding up
any terminated work, including without limitation subcontract termination costs. Payment shall be
made by Purchaser to Seller within from the date of invoice.
7
 Notwithstanding the foregoing, (a) any suspension(s) of work under this Agreement in excess of
four months cumulative will entitle Seller to require Purchaser to terminate this Agreement for
convenience; and (b) Purchaser will not be permitted to terminate the work if such intended
termination is within of the projected delivery date of the Materials; in such case,
Purchaser will be fully bound and obligated to Seller in accordance with the terms and conditions
of this Contract. This provision shall not be deemed to limit or otherwise affect the Purchaser's
right to terminate this Agreement for breach or default by the Seller.

19. Insurance & Indemnification

19.1 Seller agrees to maintain such insurance as will protect it (i) from claims under Worker's
Compensation or Employer's Liability Acts and (ii) from claims for personal injury or
property damage. The Seller shall obtain and maintain in effect for the term of this
Agreement the insurance coverage required by Appendix A. Such insurance shall be
obtained from an insurance carrier with a Bests rating of B+ or higher.

19.2 The Seller shall defend, indemnify, and hold harmless the Purchaser, its parent company,
its affiliates, agents, employees, officers, directors and assigns, from and against any and
all claims, demands, damages, losses, and expenses, including attorney's fees, provided that
any such claim, demand, damage, loss, or expense (a) is attributable to bodily injury,
sickness, disease, or death, or to injury to or destruction of tangible property, and (b) to the
extent it is caused by a negligent act or omission of the Seller or any of its officers, agents,
representatives, subcontractors, anyone directly or indirectly employed by any of them, or
anyone for whose acts any of them may be liable.

19.3 In furtherance of the foregoing indemnification and not by way of limitation thereof, the
Seller hereby waives any defenses or immunity it might otherwise have under applicable
worker's compensation laws or any other statute or judicial decision (including, for Work
or services to be conducted in Maine, without limitation, Diamond International Corp. v
Sullivan & Merritt, Inc. 493 A2d. 1043 (Me 19850)) disallowing or limiting such
indemnification, and the Seller consents to a cause of action for indemnity

20. Force Majeure; Impracticability; Excuse

Seller shall not be charged with any liability for failure to perform delay in performance due to acts
of God; unusually severe weather; fire; flood; epidemics; quarantine; war, insurrection or riot; acts
of a civil or military authority; embargoes or blockades; or any of the following causes provided
they are beyond the reasonable control of Seller: any act or failure to act or delay in acting on the
part of any governmental authorities, including the issuance or failure to issue government permits
and/or export or import permits/licenses; title and environmental issues; transportation delays or
accidents; or fuel or energy shortage.

Delays of subcontractors otherwise excusable in accordance with this provision will likewise be
excusable to Seller.

Correspondingly, Purchaser shall be excused for failure of performance herein due to any cause
beyond its control and without its fault or negligence.

In the event of delay in performance due to any of the foregoing causes, the date of delivery or time
for completion will be extended by the period of time reasonably necessary to enable Seller to
complete the work.

8
 Acts or omissions of Purchaser which cause Seller any delay or inability to perform shall like wise
be excusable, and to the extent such act or omission adversely impacts the time or cost of
performance, shall require equitable adjustment in the contract price and performance schedule.

Seller shall render to Purchaser prompt notice in writing when it appears that any cause will result
in delay in (or non-performance under) this Agreement.

However, if any such failure shall threaten to impair Purchaser's ability to operate, Purchaser shall
have the right, at its option and without being under any liability to Seller, to terminate, by notice in
writing to Seller, for Convenience, the portion or portions of the Agreement so affected and to take
such compensatory action as may be necessary.

21. Substitution
No substitution will be permitted under this Agreement except on specific written authority of the
Purchaser's Purchasing Department.

22. Independent Contractor

Seller shall at all times be an Independent Contractor and responsible for all acts or omissions of its
agents, employees, and subcontractors. Seller shall at all times control and retain the right to
control it's performance, no act or order of Purchaser shall be deemed to be the exercise of
supervision or control of performance hereunder.

23. Audit Rights

Purchaser reserves the right and Seller shall allow Purchaser to audit, or cause to have audited, any
and all items related to any aspect of this Agreement in order to assure Seller's compliance
therewith. These items shall include, but not be limited to, property, books, records, and
computerized data files; however, for the avoidance of doubt, shall not include Seller's costs for
Materials sold at fixed price or costs of Services sold at specified rates, or in any event the makeup
of Seller's indirect costs, including without limitation overhead and G&A expense. This provision
shall remain in effect for two (2) years following fmal payment for the material or equipment
covered under this Agreement.

24. Liens
The Seller warrants that it has good title to all material and equipment delivered pursuant to this
Agreement and that the items to be supplied hereunder are free and clear of all liens, encumbrances
and claims. Purchaser may withhold payment pending receipt of evidence in form and substance
satisfactory to it of the absence of such liens, claims and encumbrances. Seller shall, at its own
expense and cost, defend (at Purchaser's option), indemnify, and hold harmless Purchaser from and
against all liens, encumbrances, or claims.

25. Taxes
Seller will be responsible for billing sales tax in accordance with the instructions provided on the
Purchaser's purchase order.

9
26. Spare Parts
Seller agrees to provide spare parts at the fair market price, with no minimum billing, for 10 years,
or for the design life of the equipment purchased, whichever is greater. If identical parts are no
longer manufactured the Seller will be entitled to supply the closest equivalent parts.

27. Severability
In the event any provision hereof shall be declared invalid, that provision shall be deemed severable
from the remaining provisions of this Agreement, which shall remain in full force and effect.

28. Complete Agreement

This "Agreement," together with all attachments and appendices, shall constitute the complete
agreement between the parties with respect to the subject matter of this Agreement. All prior
communications with respect to this Agreement, whether oral or written, are superseded by this
Agreement. This Agreement may be executed in duplicate, each of which shall be deemed to be an
original, but which together shall constitute one and the same instrument.

29. Confidentiality
Seller, its employees and agents, shall treat any information, (including any technical information,
experience or data) regarding Purchaser or Purchaser Affiliates' plans, programs, plants, processes,
costs, equipment, operations, or Purchasers (of Affiliate), which may be disclosed to, or come
within the knowledge of, Seller its employees and agents in the performance of this Agreement, as
confidential, and will not use or disclose this information to others, during the term of this
Agreement, and for three (3) years thereafter, except as is necessary to perform the services
hereunder, without Purchaser's prior written consent. The provisions of this Article shall not apply
to any information referred to in this Section which (i) has been published and has become part of
the public knowledge through no effort by Seller, its employees, or agents, (ii) has been furnished
or made known to Seller or Seller's Affiliates by third parties (other than those acting directly or
indirectly for or on behalf of Purchaser or Purchaser Affiliate) as a matter of legal right and without
restriction on disclosure, (iii) was in Seller's possession prior to disclosure by Purchaser or
Purchaser Affiliates and was not acquired by Seller or Seller's Affiliates, its employees and agents
directly or indirectly from Purchaser or Purchaser Affiliate or, (iv) is required by law or by any
other governmental regulatory authority to be disclosed.

Any information, which is supplied by the Seller to a IUMC Affiliate under this Agreement, will be
similarly restricted. IUMC or its Affiliates will not disclose such information to others or publish it
in any form at any time; provided, however, that notwithstanding the foregoing, IUMC may
disclose any such information to its Affiliates, employees, and consultants, to any regulatory
agencies or instrumentality's when such disclosure is necessary, or otherwise required by law.
IUMC and its Affiliates agree that they will cooperate with the Seller in an effort to minimize the
amount of such information, which will be disclosed in any such case, and to make reasonable
efforts to secure confidential treatment of such information.

In no event shall any of the Affiliates of Iberdrola USA Management Corporations' (referred to as
"IUMC Affiliates" in this agreement) names and/or logo or the name and/or logo of it's parent
company be used, whether written or verbal, duplicated, reproduced by any means whatsoever
without the prior written permission of the President of IUMC, in the case of Iberdrola USA
Management Corporation, and an authorized representative of the respective IUMC Affiliate(s), in
the case of an Affiliate.

10
 ALL INQUIRIES BY ANY GOVERNMENTAL, BUSINESS, OR OTHER ENTITIY,
INCLUDING MEDIA, REGARDING ANY WORK PERFORMED OR TO BE
PERFORMED BY SELLER (OR CONTRACTOR) FOR IUMC OR ITS AFFILIATES
SHALL BE DIRECTED BY SELLER (OR CONTRACTOR) TO IUMC OR ITS
APPLICABLE AFFILIATE FOR RESPONSE.

30. Title
Seller warrants that it shall have title to all equipment furnished hereunder, free and clear of all
liens and encumbrances, and the right to sell such equipment.

Passage of Title — Complete legal and equitable title of each item of the equipment covered by this
Contract shall pass to Purchaser upon successful completion of all Work by Seller, final acceptance
by Purchaser, and final payment; the Seller retains ownership of all Materials until Purchaser has
paid the Contract Price in full.. Passage of title pursuant to this provision shall not release or waive
any continuing or subsequent responsibility of Seller under this Contract.

31. Publicity
Seller shall not issue, nor permit to be issued any press release, advertisement or literature of any
kind or conduct or permit to be conducted any interview or news conference, referring to the
services required hereunder, except upon written consent of Purchaser.

32. Governing Law

This Agreement shall be governed by and construed according to the laws of the State of New
York. Any dispute arising out or in connection with this Agreement, including, without limitation,
its validity, enforceability, performance, non performance and termination, shall be finally settled
by the courts of the State of New York, which shall have exclusive jurisdiction. Both parties waive
their right to a jury trial.

33. Special Conditions

Reserved

34. Employee Solicitation

During the term of this Agreement and for a period of one (1) year thereafter, except with the prior
written consent of IUMC, Seller shall not offer employment to, or employ, any employee of IUMC
or IUMC's current or future affiliates, and Seller shall not induce or attempt to induce, directly or
through an agent or third party, any such employee to leave the employ of IUMC or IUMC's
current or future affiliates. As used herein, the tern "affiliate" shall mean any person or entity
controlling, controlled by, or under common control with IUMC through majority stock or other
ownership interest, direct or indirect.

35. Code of Conduct

Seller shall comply with Purchaser's Code of Conduct in their performance of work under this
Agreement.

11
36. No Dispute
Seller covenants that it is not aware of any pending billing dispute or other contractual dispute
(pursuant to current contracts or contracts no longer in effect) or any pending or threatened
litigation between Seller and/or any of the Seller's affiliates and Purchaser and/or any of
Purchaser's affiliates.

37. Security Requirements

Seller shall comply with the Purchaser's Security Requirements in their performance of work under
this master agreement.

Seller shall be familiar with and shall comply with the requirements of the NERC CIP- 004 for
projects or services at or relating to critical cyber assets and critical company operating facilities
("Critical Infrastructure"). The specific CIP Standard follows:

CIP-004 Excerpt:
R3. Personnel Risk Assessment --The Seller shall have a documented personnel risk
assessment program, in accordance with federal, state, provincial, and local laws, and
subject to existing collective bargaining unit agreements, for personnel having authorized
cyber or authorized unescorted physical access. A personnel risk assessment shall be
conducted prior to that program within thirty days of such personnel being granted such
access. Such program shall at a minimum include:

R3.1. The Seller shall ensure that each assessment conducted include, at least, identity
verification (e.g., Social Security Number verification in the U.S.) and seven- year criminal
check. The Seller may conduct more detailed reviews, as permitted by law and subject to
existing collective bargaining unit agreements, depending upon the criticality of the
position.

R3.2. The Seller shall update each personnel risk assessment at least every seven years
after the initial personnel risk assessment or for cause.

R3.3. The Seller shall document the results of personnel risk assessments of its personnel
having authorized cyber or authorized unescorted physical access to Critical Cyber Assets,
and that personnel risk assessments of contractor and service vendor personnel with such
access are conducted pursuant to Standard CIP-004.

38. Performance Measurements

• Seller On-time Delivery

• M Seller Corrective ActionReports
• Invoice Accuracy
• Delivered Defect-free

Periodically, Purchaser may require Review Meetings to discuss Seller's performance. Topics of
discussion may include, but are not limited to; leadtime, order accuracy, pricing, quality and after-
sales service. Unsatisfactory performance may result in the development of a Seller performance
improvement plan.

12
40. Continuous Improvement
Reserved

41. Utilization of Small Business Concern

Seller and subcontractors of all tiers must comply with section 52.219-8 of the Federal Acquisition
Regulation. This policy requires that small business concerns, veteran-owned small business
concerns, service-disabled veteran-owned small business concerns, HUBZone small business
concerns, small disadvantaged business concerns, and women-owned small business concerns shall
have the maximum practicable opportunity to participate in the performance of Work.

42. Small Business Subcontracting Plan

In accordance with section 19.702(a) (1) and (2) of the Federal Acquisition Regulation, each Seller
(except small business concerns) whose contract is expected to exceed $550,000 ($1,000,000 for
construction) and has subcontracting possibilities is required to submit an acceptable
subcontracting plan to the Purchaser. Plan shall include spending goals with businesses that are
defined by the U.S. Small Business Administration as small, women-owned small, veteran-owned
small, service-disabled veteran-owned small, HUBZone, small disadvantaged (SDB), and minority-
owned; as defined by the National Minority Seller Development Council. If the Seller fails to
submit a plan within the time limit prescribed by the Purchaser, the Seller may be ineligible for
award.

The Seller assures that the clause entitled "Small Business Subcontracting Plan" will be included in
all subcontracts, that offer further subcontracting opportunities, and all subcontractors (except small
business concerns) who receive subcontracts in excess of $550,000 ($1,000,000 for construction)
will be required to adopt a plan similar to this plan.

43 INDIRECT, CONSEQUENTIAL DAMAGES, SELLER'S MAXIMUM

LIABILITY FOR DEFAULT AND ACCIDENTS AND DAMAGE
Seller's liability shall be limited to the obligations in the Contract and shall not in the aggregate
exceed the Contract Price, regardless of the cause of action. Notwithstanding the foregoing, this
limitation is not acceptable to liability of Seller pursuant to (i) Section 16 (Patents;
Indemnification); liability for bodily injury to the extent caused by negligence of Seller; or liability
for fines or other penalties imposed by Government entities. In addition, except for treble damages
which may be awarded in a patent infringement claim, neither party shall be liable for any special ,
incidental, indirect or consequential loss or damages or for loss of revenues, loss of profits, loss of
use, cost of replacement power, regardless of the cause of action.

13
 1

44. Acceptance
IN WITNESS WHEREOF, Purchaser and Seller have each caused this Agreement to be signed and
delivered by its duly authorized representative as of the date first given above.

Purchaser Seller

Signat i atur

amc-6L, AvicAl

11.111111111=1
Print Name rint Name

Title cro
Authorized Procurement Representative

LY097 21, 1O/1)

Date Date

APPENDICES:

Appendix A: Insurance
Appendix B: Materials and Pricing Terms
Appendix C: Notices

14
 APPENDIX A
INSURANCE TO BE MAINTAINEDBY
THE SELLER
LIMITS AND COVERAGES
TYPE OF INSURANCE
0-500,000 500,000+
Commercial General Liability
Combined Single Limit Bodily Injury and Property Damage

Coverage shall include, to the extent afforded by the standard ISO CGL policy form:
Contractual Coverage
Products and Completed Operations
Explosion, Collapse and Underground Hazards, if applicable

Purchaser shall be included as an additional insured in the amount of Commercial General Liability insurance required herein, but only to the extent
of Seller's explicit indemnity obligations relating to covered claims for bodily injury, including death, and physical damage to tangible third party
property as expressly set forth under the indemnity provisions of this Agreement. .

Business Automobile Liability

(For all Owned, Non-Owned and Hired Automobiles)

Combined Sin le Limit Bodily Injury and Property

Damage each occurrence.

Purchaser shall be named as an additional insured in the amount of Commercial General Liability insurance required herein, but only to the extent of
Seller's explicit indemnity obligations relating to covered claims for bodily injury, including death, and physical damage to tangible third party
property as expressly set forth under the indemnity provisions of this Agreement..

Workers' Compensation Statutory Requirements

Including the following coverage, if applicable; Federal Long-

shoreman's and Harbor Workers' Act, Jones Act, or similar
employee benefit acts which may be required by law.

Employers' Liability Statutory Requirements

It I .II IS I tar - 1- ato '1 0 ,1 se•

 APPENDIX B
Materials and Pricing Terms

This contract covers the purchase of one (1) 400 MVA at 65°C, 360GrdY/207 — 240GrdY/138 — 36.2 kV, with LTC
Transformer per the Specific Requirement Specification SPT-1359 Rev 1 and all drawings and specifications included
within the RFP 10134.

Base Bid Unit Price

-Transformer Shipped FOB Pad
-Complete turnkey assembly
-Cost for MR LTC
Total Base Bid:

Cost above and beyond spec to make the transformer capable of

paralleling HV/LV with Siemens unit:

Total Purchase Cost

16
 NEW YORK STATE ELECTRIC & GAS CORP.

TRANSFORMER, SMALL and MEDIUM POWER

SPECIFIC REQUIREMENTS SPECIFICATION

SPECIFICATION: SPT-1359

SUBSTATION: WATERCURE ROAD

DIVISION: Elmira

REVISION 1: March 22, 2010

(Updated Date Required and Reference Drawings)

PREPARED BY: Harry D. Gianakouros DATE: February 7, 2008

 This specification contains a specific description of technical requirements to which the SELLER and SELLER's product shall conform for the transformer(s) to
be supplied under this unique specification number. In addition, the SELLER and SELLER's product shall conform to the Standard Requirements identified in
Specification SPT-1258.

The PROPOSAL REQUIREMENTS pages contain a detailed, formatted listing of technical, performance and commercial product related data the SELLER is to supply
with the proposal. This data shall be considered guaranteed data and SELLER shall assume all responsibility for ENERGY EAST incurred costs should the actual
performance of the transformer supplied under this specification deviate from the performance indicated by the above guaranteed technical performance and
commercial data.

The SELLER SHALL BE REQUIRED to provide the following information:

(a) Make copies of the subsequent pages marked "PROPOSAL REQUIREMENTS" and fill in the commercial data requested.
(b) Provide discount rates for purchasing multiple items as requested on the "SUMMARY" page. The SELLER may also offer additional discount rate
packages.
(c) Access the MS Excel spreadsheet file: "Technical Proposal data.xls", open the file, fill in the technical data requested, save the file, and return the file
by reply e-mail to the sender. This data shall be considered part of the SELLER'S proposal.

If alternates are requested and result in proposal requirements different from the base proposal, then the SELLER shall submit copies of the subsequent pages for each
altemate as necessary.

ENERGY EAST MAY REJECT THE PROPOSAL OF ANY SELLER PROVIDING INCOMPLETE PROPOSAL DATA.

The SELLER shall attach the following information to the proposal:

Attachment #1 - The SELLER shall attach the latest catalog information describing the transformer proposed. Include technical and commercial information.

Attachment #2 - The SELLER shall attach short circuit test history that demonstrates that transformers of similar core and coil design and construction has passed the
short circuit test per ANSI C57.12.90. The rating of the bank, magnitude of the short circuit current, percent impedance change, pass/Fail results and the date of the test
shall be included.

Attachment #3 - The SELLER shall attach a complete list of all tests proposed to be performed on the transformer. Include a complete description of all test details, test
voltages, and duration of tests.

Attachment #4 - The SELLER shall attach an individually priced list of recommended spare parts.

Attachment #5 - The SELLER shall attach a complete description of the warranty specified.

Attachment #6 - The SELLER shall provide a complete description of any requirements needed to correct any physical conditions that would prevent the tractor and
low-boy trailer to drive into the substation (or crane, if applicable).

Attachment #7 - Provide cancellation schedule consistent with promised lead-time and milestones identified in the production status report.

18
 SUMMARY of REQUIREMENTS

Below is a summary of the transformers included in this specification (quantity is one three-phase unless noted otherwise):

Item # Substation Description Required Date

9 months from Contract
I Watercure Rd. 400 MVA at 65°C, 360GrdY/207 — 240GrdY/138 — 36.2 kV, with LTC
execution.
2 N/A
3 N/A
4
N/A
s N/A
6 N/A
7 N/A
8
N/A
9 N/A

19
 Item#1:Watercure Rd Substation
1.0 Quantity of one, three-phase: 240/320/400 MVA at 65°C
• Tertiary capacity rating to be designed and optimized by SELLER. NYSEG intends to use the tertiary
windings to supply a three-phase substation station service with three transformers rated 100kVA each.
• Cooling Classification: ONAN/ONAF/ONAF (SELLER may propose alternate cooling classification.)
• ENERGY EAST Power Classification: Large Power

2.0 Planned Overload Ratings:

• Planned Loading Beyond Nameplate:
■ Summer: 110%
■ Winter: 130%
• Long Term Emergency (LTE):
■ Summer: 135%
Winter: 150%
• Short Term Emergency (STE)
■ Summer: 150%
■ Winter: 150%

3.0 Autotransformer, step-down operation:

• Primary (H) Winding Rating = 360,000GrdY/207,864 V

■ Primary (H) Maximum System Voltage = 362 kV

• Secondary (X) Winding Rating = 240,000GrdY/138,576V

■ Secondary (X) Maximum System Voltage = 241.5 kV

• Tertiary (Y) Winding Rating = 36.2 kV (delta)

■ Tertiary (Y) Maximum System Voltage = 36.2 kV
■ Tertiary shall be brought out to bushings.

4.0 Winding BIL Ratings

• H winding = 1050 kV
• X winding = 750 kV
• Y winding = 200 kV
• Neutral (HOXO) winding = 110 kV

5.0 Impedance = 8.3% at 400 MVA at 65°C at rated voltage.

6.0 Sound level at nominal voltage and the maximum cooling rating shall not exceed 77 dB.

7.0 Load Tap Changer

• An LTC shall be provided.
• The LTC shall regulate the 230 kV bus. The RV winding for the LTC may be located in the either the HV or
LV winding.
• The LTC shall operate in (32) % % steps (33 positions) total, 16 above and 16 below nominal providing 20
percent total voltage range.
• The LTC control shall be the Beckwith M-2001C Base-T unit.
• The LTC controls shall be in accordance with drawing LTC_MVAAED.
• Remote tap position indication shall be supplied per SPT-1258, 10.15.2.1, Alternate 1 LTC Position
Indicator.
• The following switches shall be provided as described in the Standard Specification:
o Raise/Lower
o Remote/Local
o Auto/Manual: The LTC auto/manual switch shall be spring-loaded to the "OFF" position to

20
 accommodate SCADA control.
• The primary (H) winding shall be supplied with a de-energized (no load) tap changer with one step at +5%
above nominal and one step at -5% below nominal.

8.0 Bushings

Neutral
Primary (ID Secondary (X) Tertiary (Y)
(HOX0)
BIL 1300 900 200 200
Min. Amps 750 1200 TBD TBD
Segment 3 1 2 or 4 2 or 4
Location (Side/Cover) Cover Cover Cover Cover
Cable Compartment No No No No

9.0 Current Transformers

Secondary Neutral Inside Delta

Primary (H) Tertiary (Y)
(X) (HOXO) Tertiary
Quantity 12 12 3 6 3
No. per Bushing 4 4 1 2 1 per delta leg
Ratio 2000:5 MR 2000:5 MR 1200:5 MR (See Below) (See Below)
Relay Accuracy C800 C800 C400 C400 C400
Thermal Rating
2.0 2.0 2.0 2.0 2.0
Factor

• SELLER shall recommend the ratio of the Tertiary (Y) bushing current transformers and the Inside Delta
Tertiary current transformers. All tertiary current transformers to be multi-ratio type.

10.0 Surge Arresters- ENERGY EAST shall supply Station-class surge arresters. SELLER shall provide the high
voltage (H), low voltage (X), and tertiary voltage (Y) surge arrester mounting brackets with the plates drilled for a
10" bolt circle.

11.0 SELLER shall provide the spare gaskets as stated in the Standard Requirements Specification.

12.0 SELLER shall provide Type I insulating oil.

21
13.0 ENERGY EAST will supply auxiliary power as follows:
• DC: 125 VDC (relay control voltage)
• AC: 120/240 VAC single-phase (SELLER shall indicate if three-phase power is recommended to operate the
cooling system.)
■ SELLER shall distribute this AC source as follows:
➢ 120 VAC, single-phase (cabinet lighting, receptacle, LTC sensing control)
➢ 240 VAC, single-phase (cabinet heaters, LTC motor)
■ An alarm relay shall be required for the loss of AC power to the fans/pumps. Provide a normally
open and normally closed contact wired to a terminal block.

14.0 Control Cabinet shall be located in segment 1.

15.0 Tests
• Impulse test shall be performed.
• Temperature test shall be performed.
• SELLER shall perform a baseline frequency response analysis test at the factory.

16.0 ENERGY EAST Loss Data

• Excitation Losses = $5012 /kW
• Load Losses = $2469 /kW

17.0 Monitoring and Accessory Options — No monitoring options per SPT-1258, 12.0 are required.
• Supply analog gauges.
• Bottom Oil Temperature Gauge is not required.
• Provide a cost adder for the following item. Final selection indicated on purchase order.
• Paralleling Using the Beckwith M-0115 Parallel Balancing Module & Beckwith M-0127A AC
Current Relay.

18.0 Fall Protection

• SELLER shall supply two Pelsue Weld-on Base Plate Item No. FB-SW1 welded to the top of the transformer.
Base plates shall be arranged to allow full access to the top of the transformer while workers are tethered.

19.0 Shipping
• The transformer shall be shipped by truck: "FOB Destination, next to transformer foundation, Watercure
Road Substation, Watercure Hill Road, Elmira, NY 14901"
• SELLER shall insure carrier notifies NYSEG or NYSEG's Contractor at least 48 hours prior to delivery,
Monday through Friday, 8:30 A.M. - 4:00 P.M., to schedule off-loading arrangements. NYSEG shall supply
contact information to the SELLER after issue of purchase order.
• Date Required: 9 months from Contract execution.

22
 20.0 Installation Requirements
• The transformer shall be installed on an existing concrete foundation. See Adobe file: Watercure Rd Bank 1
foundation.pdf

21.0 Order Acknowledgement

• Send the original per the instructions in the Purchase Order.
• Supply one copy of the order acknowledgement and any subsequent revisions to:

E-mail: hdgianakouros(&nyseg.com
Or:
Attn: Harry D. Gianakouros
New York State Electric & Gas Corp.
18 Link Drive
Kirkwood Industrial Park
Binghamton, NY 13902-5224

22.0 ALTERNATE PROPOSALS

• SELLER may propose an alternate cooling classification.

SELLER may propose an alternate transformer design that eliminates the Selector Tank and is designed with the LTC
units in the main

23
 PROPOSAL REQUIREMENTS
Item #: OPTION 1
OPCo: NYSEG
Substation: WATERCURE ROAD
SELLER Name:
SELLER Proposal
1352
Number:

Net unit price of one transformer delivered FOB Watercure Rd

Substation:
• Cost for Selector Tank design per SPT-1258, 10.3.2:
■
Cost for Transformer designed to parallel HV/LV with Siemens
Unit TP-923:

Supply the following price adders:

■
Transformer shipped FOB Pad. SELLER shall be responsible
for off loading the transformer and accessories:
■
Complete FOB Pad delivery (described above) PLUS turnkey
installation:
• Beckwith M-0115 Parallel Balancing Module & Beckwith M-0127A
AC Current Relay:

The SELLER shall provide the individual prices for the following tests.
The cost for each of these tests shall be included in the base bid price
(above).
• Impulse Test:
• Temperature Test (Heat Run):
■ Frequency Response Analysis Test:

SELLER shall furnish the net price addition for the following spare
equipment and any other recommended spare equipment:
■ High-Voltage Bushing:
■
Low-Voltage Bushing:
• Neutral Bushing:
• Tertiary Bushing:
■
Spare Radiator:
■
Cooling Fan:
■
Cooling Pump:
 NYSEG TRANSFORMER REQUIREMENTS
VENDOR TECHNICAL PROPOSAL DATA
Project
OPCo. NYSEG SPEC. #: SPT-1359
SUBSTATION Watercure Rd ITEM #: 1

DESCRIPTIO 400 MVA at 65°C, 360GrdY1207 — 240GrdY/138

N: — 36.2 kV, with LTC

Fill in the info requested in the green boxes below (as applicable.)

VENDOR: PROPOSAL Q10E42-2

#:

Delivery
Time to Submit Review Dwgs.(weeks) 4 weeks
Time to Submit Final Dwgs.(weeks) 4 weeks
Time to Ship Unit w/ Drawing Review (weeks) 30 weeks
(EXW)
FOB Delivery Point Jobsite
Shipped Filled w/ Oil, Nit. Gas or Dry Air dry air
Shipped by Truck or Rail rail
Location of Core and Coil Manufacturing Facility Shanghai
Location of Assembling Facility Shanghai
Warranty Period (years) 5

Excitation Losses (kW)

Neutral Reference 20°C 77 (Rated Voltage,60HZ)
Temp=

Load Losses (kW)

Neutral Reference 75°C 495 (400MVA,ONAF,360/240kV)
Temp=
179 (240MVA,ONAN,360/240kV)
Auxiliary Losses (W)
ONAN Rating 2000
First Stage Rating 5500
Second Stage Rating 9000

25
Excitation Current
100% of Nominal Primary Voltage (%) 0.15
110% of Nominal Primary Voltage (%) 0.3

Core and Coil Design

Transformer Type (Core/Shell) Core
Coil Type (Rect./Circular)
HV Winding Circular
LV Winding Circular
Conductor Material
HV Winding Copper
LV Winding Copper
Conductor Type (Strap/Sheet)
HV Winding Epoxy CTC
LV Winding Epoxy CTC
Core Type (Stacked/Wound) Stacked

Weights
Core and Coil 112400kg
Tank and Fittings 75900kg
Oil 11400kg
Total Weight 302300kg
Total Shipping Weight 150600kg
(Without oil)
Weight of Largest Shipping Piece 150600kg
(Without oil)

Oil Capacity
Total Oil 126667 liter
Oil to Cover Core/Coils 106774 liter
Oil Type Nynas
Oil Supplier Nynas
Oil Market Name Nynas

Dimensions
Installed (Inches)
Height 390
Width 409.5
Depth 511.8
Height Over Cover 212.6
Height to Live Part-HV 390
Height to Live Part-LV 328

26
Shipping (Inches)
Height 181.1
Width 228.4
Depth 358.3
Height Over Cover 9.2

Control Cabinet (Inches)

Base to Bottom Cab. 36
Base to Top Cab. 84

Winding Rating
High Side
Voltage (kV) 360
Capacity @55 (MVA) 350
Capacity @65 (MVA) 400
BIL (kV) 1050
Symmetrical Short Circuit Current Withstand (2 10.6 kA
sec.) (A)
Low Side
Voltage (kV) 240
Capacity @55 (MVA) 350
Capacity @65 (MVA) 400
BIL (kV) 750
Symmetrical Short Circuit Current Withstand (2 62 kA
sec.) (A)
Tertiary
Voltage (kV) 36.2
Capacity @55 (MVA) 26.6
Capacity @65 (MVA) 33
BIL (kV) 200
Symmetrical Short Circuit Current Withstand (2 5.4 kA
sec.) (A)
Neutral
BIL (kV) 110

17
Bushings
High Side
Manufacturer HUBBELL Power system,Inc.
Type PCORE
Catalog # POC1300G08
00y11
BIL (kV) 1300
Voltage Class (kV) 362
Current Rating (A) 800
Low Side
Manufacturer HUBBELL Power system, Inc.
Type PCORE
Catalog # POC900G121
6S
BIL (kV) 900
Voltage Class (kV) 230
Current Rating (A) 1200
Tertiary
Manufacturer HUBBELL Power system,Inc.
Type PCORE
Catalog # B-88822-70
BIL (kV) 200
Voltage Class (kV) 34.5
Current Rating (A) 2000
Neutral
Manufacturer HUBBELL Power system,Inc.
Type PCORE
Catalog # B-88813-70
BIL (kV) 200
Voltage Class (kV) 34.5
Current Rating (A) 1200

Relay Accuracy CTs

High Side
Manufacturer ZhiDa, Nanjing, China
Type LRB-363
Qty/Bushing 4
Ratio 2000/5A MR
Accuracy C800
TRF 2
Provisions Provided for Future CTs N.A

28
Low Side
Manufacturer ZhiDa, Nanjing, China
Type LRB-242
Qty/Bushing 4
Ratio 2000/5A MR
Accuracy C800
TRF 2
Provisions Provided for Future CTs N.A
Tertiary
Manufacturer ZhiDa, Nanjing, China

Type LRB-40.5
Qty/Bushing 2
Inside delta: 1
Ratio 1500/5A
Inside delta: 1000/5A

Accuracy C400
TRF 2
Provisions Provided for Future CTs N.A
Neutral
Manufacturer ZhiDa, Nanjing, China

Type LRB-40.5
Qty/Bushing 1
Ratio 1200/5A MR
Accuracy C400
TRF 2
Provisions Provided for Future CTs N.A

Cooling Equipment
Fans
Manufacturer WeiHai Credit Fair Ventilator Co.,Ltd.(China)
Type DBF
Quantity 11
Voltage Rating (V) 240
Horsepower (hp) 0.7
Single Phase? 1 phase

29
Pumps
Manufacturer NA
Type N.A
Quantity NA
Voltage Rating (V) N.A
Horsepower (hp) N.A
Single Phase? N.A

Load Tap Changer

Manufacturer MR Germany
Style # 3*M11503
Type (Resistive vs. Reactive) Resistive
°LTC is located in main tank

Percent Regulation (%) ±10

Number of Tap Positions ±16
% Voltage per Tap (5/8%, etc.) 0.625
Position Indicator Alternate Provided Yes
LTC Remote Indicating Device Yes
The LTC Compartment requires vacuum filling No
during maintenance procedure (Yes or No)

Impedance
H-X on the ONAN, 75deg C rating
% Resistance 0.075
% Reactance 5
% Impedance 5 At 360/240kV 240MVA
Zero Seq. Impedance 24 cl Calculation Value for reference only
(360kV side)
H-Y on the ONAN, 75deg C rating
% Resistance 1.01
% Reactance 62
% Impedance 62 At 360/36.2kV 240MVA
Zero Seq. Impedance 300 O. Calculation Value for reference only
(360kV side)
X-Y on the ONAN, 75deg C rating
% Resistance 1.21
% Reactance 54
% Impedance 54 At 240/36.2kV 240MVA
Zero Seq. Impedance 116 0 Calculation Value for reference only
(240kV side)

Sound
Sound Level (dB): ONAN/ONAF/ONAF 75
1

30
Auxiliary Power
First Stage (A) 13
1ph
Second Stage (A) 24
1ph
LTC Motor (A) 12
1ph
Cabinet Heaters (A) 2

Total Aux. Power Requirement At Max. Load 9

(kW)

Oil Preservation System

Type of System Conservator
tank

Personnel Fall Protection

Type Proposed Pelsue

Acknowledgements
SELLER shall acknowledge that the transformer Yes
will meet the specified Short Circuit Withstand
capabilities as specified in SPT-1229, Paragraph
5.1.1 (Yes or No)
The SELLER shall acknowledge that the tertiary Yes
shall be capable of withstanding a fault as
described in SPT-1229, Paragraph 5.1.10.4
without the addition of external impedance. (Yes
or No)

The SELLER shall acknowledge that the Yes

transformer and all components parts can be
loaded in accordance with IEEE C57.91. (Yes or
No)

31
 Tender No:Q10E42-2
Type : OSFSZ-4000000/360
Project name: , Iberdrola Watercure RD

Technical Deviation and Clarification

1 Bid document requirement Tender files offer

clause Bid requirement Deviation and Clarification

5.1.15 When using CTC that is insulated with 5.1.15 When using CTC that is insulated with
Specification
paper, the radial cooling duct shall be a minimum paper, the radial cooling duct shall be a
No.SPT-1258 of 5 mm. minimum of 4 mm

32
 lberdrola Central Maine Power
400MVA Autotransformer

Main Component List Tender No. Q10E42-2

). Item Type Qty. Manufacturer

HV bushing PCORE POC1300G0800Y11 3 HUBBELL power system,lnc

LV bushing PCORE POC900G12165 3 HUBBELL power system,lnc

Neutral bushing PCORE B-88813-70 (1200A) 3 HUBBELL power system,lnc

TV bushing PCORE B-88822-70 (2000A) 3 HUBBELL power system,lnc

OLTC on LV side: 3*MI1503-300 + ED100 1 MR (Germany)
Tap changer
DETC on HV side: 3*WDLV800-245 1 HuaMing Shanghai (China)
2000/5 MR C800 12
2000/5 MR C800 12
Current Transformer 1200/5 MR C400 3 Zhida Nanjing, (China)
1500/5 C400 6
1000/5 C400 3
042 type
1
Oil level indication Qualitrol (America)
1
032 type

Dehydrating breather and DB200RM for main tank 1

MR (Germany)
silicagel DB100RM for On load tap changer 1

Air cell bladder For Main Tank conservator 1 Pronal, ( France )

Approx
Radiator PC520 .22 Youbang Changshu, (China)

Approx Weihai Credit Fair

Fan DBF Type Ai Ventilator Co.,Ltd (China)
Buccholz relay BF-80 1 EMB (Germany)

Oil Temperature
AKM34401 2 AKM (Sweden)
Indicator
Winding Temperature
AKM35401 1 AKM (Sweden)
Indicator

Oil Sampler TC35VF 3 Tianchen, XiAn (China)

Pressure relief Device 208-60F 2 Qualitrol (America)

Sudden pressure relay 900-025-61 1 Qualitrol (America)

Butterfly valve DN80 for radiator isolate BDB type 44 Hebei Huafeng (China)

Butterfly valve DN200 for cooling collector BDB type 16 Hebei Huafeng (China)

Ball valve Shanghai Neles Jamesbury

DN80 series 9150 Class150 1 set
(China)
Shanghai Relay Co.,Ltd
Control cabinet / 1
Shanghai (China)
Beckwith M-2001C with M-0115 Parallel balancing
Beckwith Components 1 Beckwith (America)
Module & Beckwith M-0127' AC Current Relay
 APPENDIX C

Notices

Along with all other correspondence requirements included in this Agreement, any notice, request, approval or
other document required or permitted to be given under this Agreement shall be in writing and shall be deemed
to have been sufficiently given when delivered in person or deposited in the U.S. Mail, postage prepaid,
addressed as specified herein or to such other address or addresses as may be specified from time to time in a
written notice given by such party. The parties shall acknowledge in writing the receipt of any such notice
delivered in person.

All communications to IUMC shall be directed to:

Iberdrola USA Management Corporation

Contract Administration
89 East Avenue
Rochester, NY 14649
Phone: 585-724-8028

All communications to Supplier shall be directed to:

Company Name

Contact Name

Title

Email Address

Street Address

City, St, Zip

Phone

Fax

34