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Contract analysis / dd-request-list-regulatory-environmental.docx
dd-request-list-regulatory-environmental.docx
1015-00001 · 60 clauses
High · 1 Medium · 1 Standard · 0
1. Electronic Production. All responsive documents should be produced in electronic forma
1. Electronic Production. All responsive documents should be produced in electronic format and uploaded to the C&H due diligence data room established for this matter. Where original documents are available only in hard copy, please produce legible scans in searchable PDF format.
2. Narrative Summaries. For items that are not reduced to writing or for which no respons
2. Narrative Summaries. For items that are not reduced to writing or for which no responsive documents exist, please provide a written narrative summary describing the relevant facts, circumstances, and the Company's position with respect to the subject matter of the request.
3. Responsible Persons. For each category of documents and information requested below, p
3. Responsible Persons. For each category of documents and information requested below, please identify the individuals within the Company (or at external consultants or advisors) who are most knowledgeable about the subject matter and who are available to respond to follow-up inquiries from C&H.
4. Confidentiality Obligations. Where responsive documents are subject to confidentiality Medium
⚑ Confidentiality undertaking
4. Confidentiality Obligations. Where responsive documents are subject to confidentiality obligations owed to third parties (including counterparties to commercial agreements, governmental authorities, or other persons), please identify such documents, specify the nature of the confidentiality obligation, and advise C&H so that appropriate arrangements may be made prior to production.
5. Pending or Anticipated Regulatory Actions. Please flag for C&H's immediate attention a
5. Pending or Anticipated Regulatory Actions. Please flag for C&H's immediate attention any pending, threatened, or reasonably anticipated regulatory actions, enforcement proceedings, investigations, or permit denial or revocation proceedings involving any CBR Entity that may be material to the Company's business, financial condition, or results of operations.
6. Organizational Protocol. To the extent practicable, please organize responsive documen
6. Organizational Protocol. To the extent practicable, please organize responsive documents by the section and subsection of this request list to which they are responsive. Where a document is responsive to more than one request, it is sufficient to produce it once with a cross-reference to each applicable request. Environmental / Technical Consultant. C&H understands that the Company has engaged Greenridge Environme
I.A. FERC Market-Based Rate Authority
I.A. FERC Market-Based Rate Authority
1. Copies of all applications for, and orders granting, market-based rate ("MBR") authori
1. Copies of all applications for, and orders granting, market-based rate ("MBR") authority under Section 205 of the Federal Power Act, 16 U.S.C. § 824d, for CBR and each subsidiary or affiliate that has obtained or sought such authority, including all supporting exhibits, market power analyses, and schedules filed in connection therewith.
2. Copies of the most recent MBR triennial review filings submitted by each CBR Entity to
2. Copies of the most recent MBR triennial review filings submitted by each CBR Entity to FERC, including updated market power analyses (horizontal and vertical market power screens), together with all orders or notices issued by FERC in connection with such triennial reviews.
3. Copies of any FERC orders conditionally granting, modifying, suspending, revoking, or
3. Copies of any FERC orders conditionally granting, modifying, suspending, revoking, or otherwise restricting MBR authority previously granted to any CBR Entity, including any orders imposing conditions, mitigation measures, or reporting requirements.
4. Copies of all change-in-status filings made with FERC by or on behalf of any CBR Entit
4. Copies of all change-in-status filings made with FERC by or on behalf of any CBR Entity, including without limitation filings related to changes of control, acquisitions, dispositions, affiliate transactions, or changes in the category of seller, together with all FERC orders or notices responsive to such filings.
5. Copies of all Electric Quarterly Reports ("EQRs") filed with FERC by each CBR Entity f
5. Copies of all Electric Quarterly Reports ("EQRs") filed with FERC by each CBR Entity for the most recent four calendar quarters, including all transactional data, contract data, and attestation pages.
I.B. FERC Exempt Wholesale Generator (EWG) Status
I.B. FERC Exempt Wholesale Generator (EWG) Status
6. Copies of all applications filed with FERC for, and orders granting, Exempt Wholesale
6. Copies of all applications filed with FERC for, and orders granting, Exempt Wholesale Generator ("EWG") status under Section 32 of the Public Utility Holding Company Act of 2005 (as codified in Section 1262 of the Energy Policy Act of 2005) for each project-level special purpose vehicle or other CBR Entity, if applicable.
7. Documentation of any self-certifications of EWG status filed with FERC by or on behalf
7. Documentation of any self-certifications of EWG status filed with FERC by or on behalf of any CBR Entity, including the notices published in the Federal Register in connection therewith.
8. Copies of any FERC notices, orders, or correspondence challenging, questioning, or rev
8. Copies of any FERC notices, orders, or correspondence challenging, questioning, or revoking the EWG status of any CBR Entity, together with any responsive filings or correspondence from the Company.
I.C. FERC Qualifying Facility (QF) Status
I.C. FERC Qualifying Facility (QF) Status
9. Copies of all self-certifications (Form 556) or applications for certification filed w
9. Copies of all self-certifications (Form 556) or applications for certification filed with FERC for Qualifying Facility ("QF") status under the Public Utility Regulatory Policies Act of 1978 ("PURPA") for any CBR project or entity, together with all supporting documentation.
10. Copies of any FERC orders regarding QF status, including grants of certification, rec
10. Copies of any FERC orders regarding QF status, including grants of certification, recertifications, denials, revocations, or requests for additional information, for any CBR Entity.
11. Copies of any small power production facility certifications or cogeneration facility
11. Copies of any small power production facility certifications or cogeneration facility certifications, if applicable, together with documentation demonstrating compliance with the applicable efficiency, fuel use, and ownership requirements under PURPA and FERC's implementing regulations at 18 C.F.R. Part 292.
I.D. FERC Interconnection and Transmission
I.D. FERC Interconnection and Transmission
12. Copies of all Large Generator Interconnection Agreements ("LGIAs") and Large Generato
12. Copies of all Large Generator Interconnection Agreements ("LGIAs") and Large Generator Interconnection Service Agreements ("LGISAs") executed by or on behalf of any CBR Entity and filed with or accepted by FERC, for each operating, under-construction, and development-stage project, including all exhibits, appendices, and amendments thereto.
13. Documentation of any pending interconnection queue positions held by any CBR Entity,
13. Documentation of any pending interconnection queue positions held by any CBR Entity, including interconnection study agreements (feasibility study agreements, system impact study agreements, and facilities study agreements), interim interconnection service agreements, and any preliminary or indicative interconnection cost estimates.
14. Copies of all correspondence with FERC, regional transmission organizations ("RTOs"),
14. Copies of all correspondence with FERC, regional transmission organizations ("RTOs"), independent system operators ("ISOs"), or transmission providers regarding interconnection disputes, re-studies, interconnection cost allocation disputes, or delays in the interconnection process affecting any CBR project.
15. Copies of any open-access transmission tariff ("OATT") service agreements to which an
15. Copies of any open-access transmission tariff ("OATT") service agreements to which any CBR Entity is a party, including firm or non-firm point-to-point transmission service agreements, network integration transmission service agreements, and any generator imbalance service agreements.
16. Copies of all transmission service requests filed by or on behalf of any CBR Entity,
16. Copies of all transmission service requests filed by or on behalf of any CBR Entity, together with any related FERC filings, including complaints, petitions, or requests for waiver related to transmission service.
I.E. Other FERC Filings and Proceedings
I.E. Other FERC Filings and Proceedings
17. Copies of all other filings made with FERC by or on behalf of any CBR Entity that are
17. Copies of all other filings made with FERC by or on behalf of any CBR Entity that are not otherwise covered by this Section I, including applications for authorization, petitions for declaratory order, requests for rehearing, and comments or protests filed in FERC dockets.
18. A description of all complaints, investigations, or enforcement actions initiated by
18. A description of all complaints, investigations, or enforcement actions initiated by FERC or by any third party against any CBR Entity, including copies of complaints, notices of investigation, data requests, audit letters, and any orders to show cause.
19. Copies of any settlement agreements, consent orders, or stipulations entered into by
19. Copies of any settlement agreements, consent orders, or stipulations entered into by any CBR Entity with FERC or in connection with FERC proceedings, together with copies of FERC orders approving such settlements.
20. Copies of all FERC audit reports, audit notifications, and audit workpapers relating
20. Copies of all FERC audit reports, audit notifications, and audit workpapers relating to any CBR Entity, together with copies of any responses filed by the Company and any follow-up correspondence. SECTION II — NORTH AMERICAN ELECTRIC RELIABILITY CORPORATION (NERC) COMPLIANCE
II.A. NERC Registration and Compliance
II.A. NERC Registration and Compliance
21. Copies of the NERC Compliance Registry entries for each registered entity within CBR'
21. Copies of the NERC Compliance Registry entries for each registered entity within CBR's portfolio, including the registration identification numbers and the functional registration categories assigned to each entity.
22. A summary of the registration status of each CBR project and operating entity, identi
22. A summary of the registration status of each CBR project and operating entity, identifying whether each entity is registered as a Generator Owner ("GO"), Generator Operator ("GOP"), Transmission Owner ("TO"), Transmission Operator ("TOP"), Balancing Authority, Planning Authority, or in any other applicable functional category, together with any correspondence with NERC or the applicable Regional Entity regarding
23. Copies of all NERC compliance filings and self-certifications submitted by or on beha
23. Copies of all NERC compliance filings and self-certifications submitted by or on behalf of each registered CBR Entity for the most recent three years, including annual self-certifications of compliance with applicable reliability standards and any periodic data submittals required under NERC Rules of Procedure.
II.B. NERC Reliability Standards Compliance
II.B. NERC Reliability Standards Compliance
24. Copies of all internal compliance programs, policies, and procedures adopted by CBR o
24. Copies of all internal compliance programs, policies, and procedures adopted by CBR or its subsidiaries for the purpose of ensuring compliance with applicable NERC reliability standards, including compliance monitoring and enforcement program ("CMEP") documentation.
25. A summary of all NERC Reliability Standards applicable to CBR's operations, organized
25. A summary of all NERC Reliability Standards applicable to CBR's operations, organized by functional registration category, including without limitation standards in the following families: Facility Design, Connections, and Maintenance ("FAC"); Protection and Control ("PRC"); Interconnection Reliability Operations and Coordination ("IRO"); Transmission Operations ("TOP"); Generator Operations ("GOP"); and any othe
26. Copies of all compliance audit reports, spot check reports, self-report acknowledgmen
26. Copies of all compliance audit reports, spot check reports, self-report acknowledgments, and investigation reports prepared by or at the direction of NERC or the applicable Regional Entity (including the Texas Reliability Entity, the Southwest Power Pool Regional Entity, and the Western Electricity Coordinating Council, as applicable) for each registered CBR Entity for the most recent three years.
II.C. NERC Violations and Enforcement
II.C. NERC Violations and Enforcement
27. Copies of all Notices of Alleged Violation ("NOAVs") issued by NERC or any Regional E
27. Copies of all Notices of Alleged Violation ("NOAVs") issued by NERC or any Regional Entity to any CBR Entity, together with all responses, defenses, and supporting documentation submitted by the Company.
28. Documentation of all confirmed violations and Find Fix Track and Report ("FFT") dispo
28. Documentation of all confirmed violations and Find Fix Track and Report ("FFT") dispositions for any CBR Entity, including spreadsheet notices, compliance exception dispositions, and any associated filings with FERC.
29. Copies of all settlement agreements or stipulations entered into by any CBR Entity wi High
⚑ Penalty / liquidated damages
29. Copies of all settlement agreements or stipulations entered into by any CBR Entity with NERC or any Regional Entity, including any penalty assessments, compliance directives, or monitoring conditions imposed in connection therewith.
30. Copies of all mitigation plans submitted by any CBR Entity in connection with confirm
30. Copies of all mitigation plans submitted by any CBR Entity in connection with confirmed violations, together with documentation of the status of implementation of each such mitigation plan and any certificates of completion or verification of mitigation.
31. A description of any pending investigations, inquiries, or data requests from NERC or
31. A description of any pending investigations, inquiries, or data requests from NERC or any Regional Entity directed to any CBR Entity, together with copies of all related correspondence.
II.D. Critical Infrastructure Protection (CIP)
II.D. Critical Infrastructure Protection (CIP)
32. A summary of the Critical Infrastructure Protection ("CIP") compliance status for eac
32. A summary of the Critical Infrastructure Protection ("CIP") compliance status for each CBR facility, including the BES Cyber System categorization (high, medium, or low impact) assigned to each facility under NERC Standard CIP-002.
33. Copies of all CIP compliance audit results and reports for each CBR facility, togethe
33. Copies of all CIP compliance audit results and reports for each CBR facility, together with any corrective action plans ("CAPs") developed in response to audit findings and the status of implementation of such plans.
34. Copies of all cybersecurity policies and procedures applicable to Supervisory Control
34. Copies of all cybersecurity policies and procedures applicable to Supervisory Control and Data Acquisition ("SCADA") systems, energy management systems ("EMS"), and other BES Cyber Systems at CBR facilities, including access management policies, incident response plans, and vulnerability assessment reports. SECTION III — STATE PUBLIC UTILITY COMMISSION (PUC) FILINGS AND AUTHORIZATIONS
III.A. State PUC Registrations and Certificates
III.A. State PUC Registrations and Certificates
35. Copies of all registrations, certifications, licenses, or authorizations issued by th
35. Copies of all registrations, certifications, licenses, or authorizations issued by the following state public utility commissions (or successor agencies) for each CBR Entity and project-level special purpose vehicle: (a) Public Utility Commission of Texas ("PUCT"); (b) New Mexico Public Regulation Commission ("NMPRC"); (c) Arizona Corporation Commission ("ACC"); (d) California Public Utilities Commission ("CPUC")
36. Copies of all power generation facility certificates, competitive renewable energy ce
36. Copies of all power generation facility certificates, competitive renewable energy certificates, or equivalent authorizations issued by the foregoing state commissions for each CBR project.
37. Copies of all applications for, and orders granting, certificates of public convenien
37. Copies of all applications for, and orders granting, certificates of public convenience and necessity ("CPCNs") for any CBR project or transmission facility, if applicable, including all testimony, exhibits, and supporting documentation filed in connection with such applications.
38. Copies of all renewable energy facility certifications or registrations issued under
38. Copies of all renewable energy facility certifications or registrations issued under state renewable portfolio standard ("RPS") programs, including certifications as an eligible renewable energy resource or qualifying facility under the applicable state's RPS or clean energy standards.
III.B. State PUC Rate Filings and Approvals
III.B. State PUC Rate Filings and Approvals
39. Copies of any rate filings, tariff schedules, or rate case proceedings before any sta
39. Copies of any rate filings, tariff schedules, or rate case proceedings before any state PUC involving any CBR Entity, including all testimony, supporting schedules, and orders.
40. Copies of all orders approving power purchase agreements ("PPAs") or interconnection
40. Copies of all orders approving power purchase agreements ("PPAs") or interconnection agreements where approval by a state PUC was required as a condition to the effectiveness of such agreements.
41. Copies of any avoided-cost determinations, standard-offer contracts, or other pricing
41. Copies of any avoided-cost determinations, standard-offer contracts, or other pricing mechanisms established by state PUCs under state-level implementations of PURPA that are applicable to any CBR project.
III.C. State PUC Reports and Ongoing Obligations
III.C. State PUC Reports and Ongoing Obligations
42. Copies of all annual reports, resource adequacy filings, capacity certifications, or
42. Copies of all annual reports, resource adequacy filings, capacity certifications, or other periodic reports filed by any CBR Entity with any state PUC during the period covered by this request.