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Commercial Transactions

Transmission Infrastructure Development

  • On behalf of multiple clients, negotiated and drafted transactional document package for 250-mile long, 345-kV transmission line in South Dakota and Minnesota {valued at more than $700 million}
  • Project documents included:
    • Project Development Agreement (permitting; regulatory approval; public outreach; etc.)
    • Project Participation Agreement (ownership and governance provisions with double-majority approval thresholds; transfer provisions; management of generator interconnection; remedies; indemnification)
    • Construction Management Agreement (funding provisions; construction plan; contracting procedures; reporting and tracking templates and protocols)
    • Operation and Maintenance Agreement (operational responsibilities; standards compliance; inventory management; first responder duties)
    • Transmission Capacity Exchange Agreement
    • comprehensive insurance provisions
    • real property easements and recording instruments
    • trust agreements and escrow provisions
    • limited agency agreements
    • transmission-to-transmission interconnection agreements
    • transmission structure co-location agreements
    • owner “self-build” agreements
    • assignment, assumption, novation agreements
  • Supported clients’ board and management approval processes, including agreement summaries and explanatory memoranda

“Downstream” Project Participation Agreements

  • On behalf of joint action agency, negotiated and drafted “downstream” subscription agreements for capacity rights in new transmission facilities
  • Capacity rights purchased by joint action agency members and additional participants
  • Key terms included:
    • Subscription for transmission capacity shares
    • payment obligations
    • governance structure—transmission project coordinating committee
    • regulatory matters
    • protecting tax-exempt financing
    • remedies, including step-up provisions
  • Obtained 100% capacity subscription on time, supporting joint action agency’s bond issuance to finance project construction