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HomeMy WebLinkAbout01-150 h Resolution No. 01-150 RESOLUTION AUTHORIZING EXECUTION OF A DEVELOPMENT AGREEMENT WITH AMEREN ENERGY DEVELOPMENT COMPANY FOR AN ELECTRICAL POWER GENERATION FACILITY BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ELGIN, ILLINOIS, that Ed Schock, Mayor, and Dolonna Mecum, City Clerk, be and are hereby authorized and directed to execute a Development Agreement on behalf of the City of Elgin with Ameren Energy Development Company for an electrical power generation facility along the east side of Gifford Road, south of Spaulding Road, a copy of which is attached hereto and made a part hereof by reference. s/ Ed Schock Ed Schock, Mayor Presented: June 13, 2001 Adopted: June 13, 2001 Omnibus Vote: Yeas 6 Nays 0 Attest : s/ Dolonna Mecum Dolonna Mecum, City Clerk `0OFfiC � Agenda Item No. j ; City of Elgin ;moo l g ti0 E Oak • May 18 , 2001 G ?� k'� # N rt - TO: Mayor and Members of the City Council ECONOMIC GROWTH FROM: Joyce A. Parker, City Manager SUBJECT: Development Agreement with Ameren Energy Development Company PURPOSE The purpose of this memorandum is to provide the City Council with information to consider a development agreement with Ameren Energy Development Company to construct and operate an electricity generating facility. BACKGROUND On September 13 , 2000, the City Council received a report from Ameren Energy on its plans to build an electrical power generation facility along the east side of Gifford Road, south of Spaulding Road. As the Council may recall, this facility would be fueled by natural gas and provide as much as 117 to 135 megawatts of supplemental electricity to the Commonwealth Edison and other systems during "peak" demand periods (summer, air conditioners, etc . ) for each turbine generating unit . There would be between one to four units placed at the Elgin facility. This project would provide for 100 to 200 construction jobs, create four to five full time jobs upon project completion, and help to meet the demands for reliable electrical power for our growing area. At this time, it is estimated that the facility would generate approximately $50, 000 to $75, 000 in annual property tax revenues . After hearing Ameren' s report, the City Council directed staff to work with the Company and begin the formal applications and reviews necessary for the construction of the facility. Since then, the Company has held a variety of public information meetings, has had its hearing with the State EPA, has received a recommendation on its zoning application from the Planning and Development Commission, and has been in negotiations with City staff on the terms of a proposed development agreement . Ameren Agreement May 18 , 2001 Page 2 This development agreement has been prepared and is attached for the Council' s consideration. It sets forth various terms and conditions under which this project may proceed. The principal terms within the agreement are summarized as follows : 1 . The City would agree to a variety of customary services, including the expeditious approvals of any permits and applications, the acceptance of utilities upon their satisfactory completion, and the supply of water service in a manner comparable to that supplied to other industrial users in the City. 2 . The City would agree to expand the boundaries of its current Enterprise Zone from its present center city location south and easterly toward the subject property. In addition, the City would agree to extend the term for this Zone from 2005 to 2015 (the State of Illinois recently authorized municipalities the ability to extend the term of such zones an additional ten years) . The Company feels the expanded Enterprise Zone offers sales tax relief on building materials and other income tax credit opportunities specifically related to this proposed project, and that such are essential to making the project financially feasible. 3 . The Company would agree to offset the public costs associated with the proposed development, including the cost to the City of expanding the existing Enterprise Zone, with a one-time $500, 000 cash contribution. This would be payable in two installments, with the first $250 , 000 due on September 1, 2002 . The actual amount and timing of the second $250, 000 will depend on certain future circumstances . It is possible that the County tax assessor may establish a higher value on this project and, as such, the annual property taxes to the City would increase substantially above the present estimates of $50 , 000 to $75, 000 . Should this occur, the Company' s second $250, 000 installment would be reduced using a sliding scale approach. This is illustrated as follows : Ameren Agreement May 18, 2001 Page 3 Annual Property Tax Amount of Second to the City Installment $0 to $100, 000 $250, 000 $100, 000 . 01 to $200, 000 $200 , 000 $200, 000 . 01 to $300, 000 $150 , 000 $300, 000 . 01 to $400, 000 $100, 000 $400, 000 . 01 to $500, 000 $ 50, 000 $500, 000 . 01 and greater $ 0 The amount due would be payable within thirty days of receipt of that property tax bill associated with the tax assessment of the project as it exists on January 1, 2003 . These contributions would be payable to the Riverfront Action Committee, a 501 (c) (3) entity. The committee, with cooperation of the Company, would recommend to the City Council the appropriate riverfront improvement project toward which the funds would be targeted. 4 . The City has asked for an additional $500, 000 in revenue from the Company to fund a variety of locally established environmental programs (tree planting or subsidized micro- turbine purchases are examples of such programs) . The Company has responded by agreeing to cause an affiliate company to locate a retailing office in Elgin. The City would then realize new sales tax revenue (that it would not otherwise receive) to help fund these environmental programs . In the event that these revenues fall below $50, 000 per year, then the Company would pay the difference. In the event that the cumulative amount of revenue does not reach $500, 000 by July 2, 2005, then the Company would make up that difference . COMMUNITY GROUP/INTERESTED PERSONS CONTACT With respect to this draft agreement, staff has contacted Senator Rauschenberger' s office, the Village of East Dundee (to review a development agreement for their Rocky Road plant) , and the City of Gibson City (to discuss any issues associated with an Ameren plant in their municipality) . With respect to the separate zoning issues and other matters associated with this facility, Ameren Energy has held various public information work sessions, has met with Elgin neighborhood groups and other organizations, has received a recommendation on its zoning application from the Planning and Development Commission, and has had a public hearing on its clean air permit with the Illinois EPA. Ameren Agreement May 18 , 2001 Page 4 FINANCIAL IMPACT The agreement calls for Ameren to make an initial contribution of $250, 000 to the Riverfront Action Committe . An additional $250, 000 would be generated through either property tax or a one- time contribution to the Riverfront Action Committee (based on a sliding scale) . The company will also guarantee $500, 000 through the generation of sales tax or a cash contribution. LEGAL IMPACT 11J� The Legal Department has reviewed the attached development agreement . ALTERNATIVES 1 . Enter into a development agreement as identified in the attachments and as summarized in this memorandum. 2 . Do not enter into an agreement at this time . RECOMMENDATION It is recommended that the Mayor and City Council proceed as identified in Alternative One above . Respectfully submitted, • 1,' 1ce t . Parker City Manager JAP/mtb Attachments C:\TEMP\S0484666.DOC 05/29/01 Version 17 DEVELOPMENT AGREEMENT This Development Agreement is hereby made and entered into this /STj- day of U A!C , 2001, (the "Effective Date"), by and between the CITY OF ELGIN, an Illinois municipal corporation, (hereinafter referred to as the "City") and AMEREN ENERGY DEVELOPMENT COMPANY (the "Company"), a corporation organized and existing under the laws of the State of Illinois and qualified to do business in the State of Illinois. WITNESSETH: WHEREAS, the Company has entered into an option to purchase approximately 27.54 acres of real property located in the City at the Southeast corner of Spaulding and Gifford Roads in Cook County, Illinois, as more fully described on Exhibit"A" hereto (the `Property'), with the intent to develop an electricity generating facility thereon, as more fully described on Exhibit"B" and depicted on Exhibit"C"hereto(the"Facility") ; and WHEREAS, the Company's tentative decision to locate the Facility in the City was made in reliance on certain undertakings to be provided by the City as described herein and certain other incentives provided by State of Illinois; and WHEREAS, the Facility when constructed and operating would provide needed additional electrical power in the area of which the City is a part; and WHEREAS, the Facility when constructed and operating would provide for the creation of new and additional employment opportunities in the City of Elgin, and the further expansion and stabilization of the City's tax base; and WHEREAS, the City has determined it to be in the public interest to assist the Company with the orderly and efficient development of the Property with the Facility; and WHEREAS, City is a home rule unit authorized to exercise or perform any function relating to its government and affairs; and WHEREAS, the undertakings of the City as provided herein resulting in a development project of an electricity generating facility which when constructed and operating would provide needed additional electrical power generation in the region and which would result in increases in the City's tax base and employment opportunities within the City are matters relating to the City's government and affairs. NOW, THEREFORE, in consideration of the above premises and the mutual obligations of the parties hereto, including, without limitation, the expenditure by City of costs associated with and resulting from the expansion of the Enterprise Zone, as described below, increased public service costs, road repair and usage, and other miscellaneous additional City costs resulting from and related to the Facility as provided herein, and subject to the contingencies and conditions provided below, City and Company agree as follows: -1- C:\TEMP\S0484666.DOC 05/29/01 Version 17 1. Covenants of Company. Company covenants as follows: (a) Purchase of Property. Company shall purchase the Property with the intent of constructing the Facility on the Property, subject to all contingencies, terms and provisions hereunder and performance by the current owner thereof of such current owner's obligations under any agreement to sell the Property to Company; (b) Construction. Upon delivery of Company's Notice, as defined in Section 3 below, and subject to performance by City of its obligations hereunder and receipt and continuance of all necessary governmental and private approvals, Company shall: (i) On or before September 1, 2002, use reasonable commercial effort to substantially complete construction of one combustion turbine generator unit of the Facility. The Facility shall consist of an electricity generating facility of up to four combustion turbine generator units, as more fully described in Exhibit B hereto, and shall be constructed on the Property in substantial conformance with the site plan attached as Exhibit C hereto. Nothing herein is intended, or shall be deemed to obligate the Company to construct or install more than one combustion turbine generator unit on the Property as part of the Facility and the number of such units, if any, in excess of one to be constructed or installed shall be subject to the Company's sole discretion. For purposes hereof, "substantially complete" shall mean the construction of the first to be constructed of up to four combustion turbine generator units of the Facility and readiness for commercial operation and dispatch for commercial sale of electric energy therefrom, as determined by the Company in its sole discretion. The date upon which the Facility is substantially complete is hereinafter called the "Substantial Completion Date"; (ii) On or before the Substantial Completion Date, at Company's expense, construct water and sewer improvements necessary to extend water and sewer service to the Property for development and operation of the Facility. The City agrees to cooperate with the Company in obtaining necessary permits required for such sanitary sewer and water system extensions and tie-ins. The Company shall bear all costs for extensions, tie-ins and permits consistent with applicable City ordinances and other requirements of law. The Company shall install all sanitary sewer line and water line improvements and appurtenances thereto in compliance with engineering plans approved by the City Engineer. All such sanitary sewer and water service improvements shall comply with applicable city ordinances and other requirements of law. The Company shall also pay all fees and charges for connecting sanitary sewer and water improvements to the Facility; (c) Contribution by Company. Within 30 days after the Substantial Completion Date, the Company shall contribute the sum of Two Hundred Fifty Thousand Dollars ($250,000.00) to the Riverfront Action Committee, a corporation exempt under -2- • C:\TEMP\s0484666.DOC 05/29/01 Version 17 Section 501(c)(3) of the United States Internal Revenue Code (the "Company Contribution"). The Company shall further contribute to the Riverfront Action Committee, as part of the Company Contribution, within 30 days of the receipt by the Company of a property tax bill which takes into account actual construction of improvements on the Property as of January 1, 2003 ("Property Tax Liability"), a contribution according to the following schedule: Annual Property One-Time Cash Tax to the City Contribution $0 to $100,000 $250,000 100,000.01 to 200,000 200,000 200,000.01 to 300,000 150,000 300,000.01 to 400,000 100,000 400,000.01 to 500,000 50,000 Over 500,000.01 and greater 0 (d) Compliance with Laws. Company shall comply with all applicable laws and regulations at all times, including but not limited to, in the construction and operation of the Facility and all appurtenant improvements; (e) IEPA Permit. Company shall not operate Facility for any hours or conditions in excess of those provided for by the Company's proposed draft Illinois Environmental Protection Agency ("IEPA") construction permit, a copy of which is attached hereto as Exhibit"E"; and (f) Retailers' Local Occupation Tax. Company shall cause Illinois Materials Supply Co. ("IMS"), an affiliate of Company, to conduct retailing operations within the City of Elgin so that such operations result in $500,000 (the "Gross Sales Tax Amount") in gross municipal (combined home-rule and non-home rule) tax (the "Gross Sales Tax") to accrue to the City during the period from July 1, 2001 to July 2, 2005; provided, however, that in the event that such operations result in less than $50,000 in Gross Sales Tax to accrue to the City of Elgin in any year commencing with the year ended December 31, 2002, Company shall pay directly to City the difference between such annual Gross Sales Tax accrued to the City and $50,000, which payment shall apply toward the Gross Sales Tax Amount. In the event that the Gross Sales Tax generated by such retailing operations accrued prior to July 2, 2005, together with any such minimum annual payments made directly by the Company to the City in lieu thereof, are less than $500,000, Company shall pay directly to the City such difference on or before August 1, 2005. -3- C:\TEMP\S0484666.DOC 05/29/01 Version 17 2. Covenants of City. City covenants as follows: (a) Expansion of Enterprise Zone. On or before July 2, 2001, City shall use its best efforts to take all necessary governmental action to achieve the expansion by the State of Illinois of the City's existing Illinois Enterprise Zone (the "Elgin Enterprise Zone"), created under the Illinois Enterprise Zone Act, 20 ILCS 655/1 et seq. ("IEZA") , to include the Property and to extend the term thereof to the tax year 2015. City further covenants to take all necessary governmental action to provide to the Company the maximum benefits available to the Company under the IEZA; provided, however, that City shall not provide for property tax abatement as otherwise allowed under the IEZA; (b) [Intentionally Deleted] (c) Water Supply. City shall supply customary water service to the Facility and the Property subject to Company's obligations to construct the Public Water and Sewer Improvements as provided above and subject to all hookup, usage and other fees. In the event of water shortages, the City agrees to treat the Facility in a manner similar to other industrial users of City water; (d) Acceptance of Off Site Sanitary Sewer and Water Improvements. Upon review and recommendation by the City Engineer, the City shall accept the sanitary sewers and water mains constructed off site by the Company pursuant to this Agreement. Any such off site sanitary sewers and water mains shall be located within public rights- of-way or in easements dedicated for and acceptable to the City. The sewer and water service lines (i.e. the lateral lines from the sewer line and water line from the buffalo box extending onto the Property and to the Facility) shall not be accepted, owned or maintained by the City. Acceptance of the off site sewer and water public improvements by the City shall be consistent with applicable City ordinances. The City agrees that in the event the Company is unable to obtain utility easements over, under, across or through property not owned by the City or under the City's control which may be reasonably necessary for off site sewer and water utilities to serve the Facility at a cost and on conditions acceptable to the Company, the City shall use, to the full extent permitted by law, its eminent domain power to secure such easements. Prior to commencing any condemnation action, the Company shall submit, for City review and approval, written documentation demonstrating that the Company has pursued reasonable alternatives for the acquisition of such easements, and the Company shall deposit with the City the amount of funds necessary to pursue eminent domain action. All such actions by the City shall be at no cost to the City, which costs shall be borne solely by the Company. The City shall issue no building permits until the required utility easements have been secured and recorded; (e) Governmental Approvals. City shall cooperate with the Company to expeditiously process and consider all applications for Governmental Approvals (as defined in Section 3(a) below) as and when received, in accordance with the applicable City ordinances and other requirements of law, and shall take all reasonable actions regarding Governmental Approvals to effectuate this Agreement, provided, however, notwithstanding the foregoing, it is agreed and understood that nothing in this Agreement -4- • C:\TEMP\S0484666.DOC 05/29/01 Version 17 is intended nor shall be construed to require the City to grant any zoning approval(s) for the Property and/or the Facility it being further agreed and understood that any and all zoning approval(s) shall be granted or denied by the City in the City's sole and exclusive discretion, subject only to the requirements of applicable law, provided further, however, that nothing in this Agreement is intended or shall be deemed to diminish in any way Company's rights under existing applicable law, to appeal or contest any action by the City in connection with any Governmental Approvals; and (f) Defense of Certain Adverse Litigation. In the event a third party not affiliated with or related to the Company files and serves the City with notice of any adverse claim or litigation pertaining to any action by the City providing for the initial approval of the Facility including, without limitation, this Agreement, any zoning, subdivision or other approval required by this Agreement, and in the event the City elects not to defend such adverse claim or litigation or elects to consent to any judgment or settlement of such adverse claim or litigation, the City shall provide Company with written notice thereof. During the fifteen (15) days following such notice from the City to the Company, the Company shall have the right to tender to the City a written agreement in a form acceptable to the City providing for the Company to defend and indemnify the City from any liability for such claim, at the Company's sole cost and expense, including, without limitation, attorney's fees, whereupon the City shall reasonably cooperate with the Company in such defense, at no cost to the City. 3. Contingencies. In addition to the performance by City of its obligations hereunder and any other express conditions herein, including, without limitation, this paragraph, this Agreement and the obligations of the Company hereunder are subject to the following contingencies, each of which shall be satisfied within the period of time specified in the subparagraphs hereof. Each of the contingency periods shall begin to run as of the Effective Date, unless otherwise expressly provided. If, at any time, within a contingency period, the applicable contingency is not satisfied, or will not be satisfied, in Company's sole and absolute discretion, Company may notify City in writing no later than 5:00 p.m. C.S.T. on the last day of such contingency period that it elects to terminate this Agreement, and upon such termination, this Agreement shall be terminated, and of no further force and effect, and neither party shall have any further obligations hereunder, except to the extent that such termination is due to breach of this Agreement by City. Upon failure by Company to give written notice to City satisfying or waiving any contingency as provided herein, such contingency shall be deemed to have been met and satisfied. (a) Governmental Approvals. On or before January 11, 2002, Company shall have applied for and received from the City, Cook County, Illinois (the "County"), the State of Illinois, the U.S. Army Corp of Engineers, U.S. Environmental Protection Agency, and all other governmental authorities zoning, subdivision, U.S. Army Corps Section 404 permits, NPDES permits and all other approvals necessary to construct and operate the Facility (collectively, "Governmental Approvals") and on or before the Substantial Completion Date, no such Governmental Approvals shall have been repealed, modified, amended, or contested by litigation or threat of litigation; -5- C:\TEMP\s0484666.DOC 05/29/01 Version 17 (b) Feasibility. On or before January 11, 2002, Company shall have determined that the development and operation of the Facility is economically and physically feasible; (c) State Certification of Expanded Enterprise Zone. On or before November 1,2001,the State of Illinois Department of Commerce and Community Affairs shall have certified the expansion of the Elgin Enterprise Zone include the Property and shall have approved the extension of the duration of the Elgin Enterprise Zone or such new enterprise zone to the tax year 2015; (d) Agreement on Plans and Specifications for Public Water and Sewer Improvements. On or before October 1, 2001, City and Company shall have agreed upon plans and specifications for the water and sewer improvements referred to in paragraph 1(b)(ii) hereof; provided, however, that such agreement shall not be unreasonably withheld by either party. (e) Acquisition of Property. On or before September 4, 2001, the Company shall have acquired marketable fee simple title to the Property. Upon the satisfaction of the last to be satisfied of the contingencies set forth in this Section 3, Company shall deliver written notice to the City within ten(10) days stating the date as of which contingencies have been satisfied(the"Company's Notice"). 4. Conditions. In addition to the contingencies provided in Section 3 hereof, Company shall have the right to terminate this Agreement, either before or after the date of the Company's Notice, but prior to the Substantial Completion Date, effective after thirty (30) days prior written notice to City of Company's intent to terminate this Agreement ("Notice of Intent to Terminate")upon the occurrence of any of the following: (a) The commencement of any litigation, claim or other legal action in any forum materially and adversely affecting the construction or operation of the Facility; (b) The repeal by the City or any other governmental authority of any Governmental Approval. City shall have 30 days from receipt of such Notice to cure the condition giving rise to such Notice but, subject only to the provisions of Section 2(f) above, shall have no obligation to do so. Upon such termination this Agreement and the obligations of the Company and the City shall be deemed terminated and of no further force and effect. 5. Company Use of City Roads for Construction of Facility. In furtherance of the construction of the Facility or any other right contemplated by this Development Agreement ("Permitted Haul Use"), Company shall have the right to use public road as provided herein, provided,however,that prior to use of any City road right-of-way, Company shall: (a) Reimburse City for City's costs arising out of City's contracting with a firm with expertise in evaluating road surface and sub-surface conditions to produce an "existing conditions report" for those roads intended to be used by the Company during -6- C:\TEMP\S0484666.DOC • 05/29/01 Version 17 the construction of the Facility. Said report shall establish a baseline of information against which any damage to said roads as a result of the construction activities can be evaluated and assessed. Such contract shall be entered in pursuant to City's procurement ordinance requirements. (b) The Company shall deposit with the City a cash bond in favor of the City in an amount equal to $15 per lineal foot of road intended to be used by the Company during the construction of the Facility. Said bond shall be used by the City in the event that the Company does not satisfactorily repair and restore any damaged roads to a condition equivalent to that identified in the"existing conditions report"herein identified. (c) At the conclusion of the Company's use of the City's road rights of way, and before the City's issuance of a certificate of occupancy, the company shall cause the aforementioned firm provided herein at Section 5(a) to prepare a "post construction conditions report" that re-evaluates the conditions of the roads used during the construction process at Company's sole cost. The Company, at Company's sole cost, shall repair any damage and restore those roads used during the construction of the Facility to a condition equivalent to that identified in the "existing conditions report", said repair and restoration to occur to the satisfaction of the City Engineer. 6. No Restraint on Sales; Rights to Run with the Property. Nothing in this Agreement is intended to or shall be deemed to grant City any interest in the Property or to restrain in any way Company's right to convey the Property and Company shall at all times be entitled to sell, encumber,mortgage, lease or convey any interest in the Property. 7. Assignment and Delegation. The rights, duties and obligations of Company under this Agreement shall be assignable and delegable, as applicable. 8. Remedies; Cure Period. Except as otherwise expressly provided in this Agreement, in the event of any default in or breach of any term of this Agreement by either party, the defaulting or breaching party shall, within 30 days of written notice from any other party, have the right to cure or remedy such default or breach. 9. Force Majeure. The parties shall not be considered in breach or default of their respective obligations under this Agreement, and times for performance of obligations hereunder shall be extended, in the event of any delay caused by force majeure, including, without limitation: damage or destruction by fire or casualty; condemnation; strike; lockout; civil disorder; war; or issuance of any permits and/or legal authorization by a governmental entity (other than the City)necessary for the Company to proceed with construction of the Facility. 10. Representations of City. City hereby represents and warrants that this Agreement has been duly and validly authorized by all necessary corporate proceedings. 11. Representations of Company. Company hereby represents and warrants that this Agreement has been duly and validly authorized by all necessary corporate proceedings. 12. Notices. Notices, demands, consents, approvals and other communications which are required or desired to be given by either party to the other shall be in writing and shall be -7- • C:\TEMP\S0484666.DOC • 05/29/01 Version 17 hand delivered, sent by U.S. certified mail, postage prepaid, or sent by nationally recognized overnight mail, to the address of the parties indicated in this paragraph below. Such items shall be deemed given when delivered, if hand delivered or three days after depositing by certified mail, or :n the case of overnight mail, on the date designated by the sender for delivery thereof. Notices shall be addressed as follows: If to the City: City of Elgin, Illinois 150 Dexter Court Elgin, IL 60120-5555 Attention: Mark Biernacki, Community Development Manager Fax Number: (847) 931-6075 William A. Cogley, Corporation Counsel City of Elgin, Illinois 150 Dexter Court Elgin, IL 60120-5555 Fax Number: (847) 931-5665 If to the Company: Ameren Energy Development Company One Ameren Plaza 1901 Chouteau Avenue St. Louis,MO 63103 Attention: Richard C. Smith,P.E., Manager Generation Development Fax Number: (314) 554-4406 13. Term. This Agreement shall terminate on the earlier of: (a) termination pursuant to any right of a party hereto as provided herein or as a matter of law; or(b)June 30, 2006. 14. Property Tax Appeals. Nothing herein is intended, or shall be deemed to prohibit Company from contesting any property tax assessment, classification or other matter relating to property taxes. 15. Memorandum. Company shall have the right to record a memorandum of this Agreement in the form attached hereto as Exhibit D. 16. Non-Waiver. No waiver of any default by any part to this Agreement shall be implied from any omission by any other party to take any action in respect of such default if such default continues or is repeated except as expressly provided herein. No express written waiver of any default shall affect any default or cover any period of time other than the default for the period of time specified in such express waiver. One or more written waivers of any default in the performance of any term, provision, or covenant contained in this Agreement shall not be -8- r ' C:\TEMP\S0484666.DOC • 05/29/01 Version 17 deemed to be a waiver of any subsequent default in the performance of the same term, provision, or covenant, or any other term,provision, or covenant in this Agreement 17. Headings. Articles and section titles or captions contained herein are inserted as a matter of convenience and for reference, and in no way define, limit, extend, or describe the scope of this Agreement or any provisions hereto. 18. No Partnership. Neither this Agreement nor any acts of the parties thereto shall be deemed or construed to create the relationship of principal and agent, partnership, joint venture, employment or any other association between any of the parties to this Agreement. 19. Choice of Law. This Agreement shall be taken and deemed to have been fully executed, made by the parties in, and governed by the laws of the State of Illinois for all purposes and intents. Venue for the resolution of any disputes or the enforcement of any rights arising cut of or in connection with this agreement shall be in the Circuit Court of Kane County, Illinois. 20. Entire Agreement; Amendment. This Agreement constitutes the entire agreement between the parties hereto and that no other agreements or representations other than those contained or specifically referenced in this Agreement have been made by the parties. This Agreement shall be effective when signed by the authorized agents of the parties, and shall be amended only by a writing signed by the authorized agents of the parties. 21. Counterparts. This Agreement may be executed in multiple counterparts, each of which shall constitute one and the same instrument. IN WITNESS WHEREOF, the parties have entered into and executed this Agreement on the date and year first written above. CITY OF ELGIN, a municipal corporation AMEREN ENERGY DEVELOPMENT COMPANY By: � ....- /L Ed Shock By: PL �J� Mayor Robert L. Powers /' Vice President Attest: Attes : -69'11.-1/"3 ik-e,C—cor., Do onna Mecum A, FvAAs City Clerk Title: 1,71STAfiff 34ins(AA' -9- C:\TEMP\S0484666.DOC • 05/29/01 Version 17 EXHIBIT A Legal Description of the Property That part of the East Half of the Northeast Quarter of Section 31, and the West Half of the Northwest Quarter of Section 32, Township 41 North, Range 9 East of the Third Principal Meridian described as follows: Commencing at an existing iron stake at the center line of Gifford and Spaulding Road; thence North 89 degrees 58 minutes 09 seconds East, along the center line of said Spaulding Road as monumented, a distance of 33.00 feet to the easterly right of way line of said Gifford Road, said right of way line being 33.00 feet easterly, as measured perpendicular and parallel to said center line of Gifford Road; thence South 00 degrees 13 minutes 56 seconds West along said easterly right of way line, a distance of 710.00 feet for the point of beginning; thence North 89 degrees 58 minutes 09 seconds East, parallel with said center line of Spaulding Road, a distance of 1262.38 feet to the easterly line of said East Half of the Northeast Quarter of Section 31; thence continuing North 89 degrees 58 minutes 09 seconds East, along said line parallel with the center line of Spaulding Road, a distance of 365.73 feet; thence South 00 degrees 17 minutes 07 seconds West, a distance of 893.59 feet to the North line of Elgin-Victor Industrial Park, being a subdivision of part of said Sections 31 and 32; thence North 89 degrees 41 minutes 49 seconds West, along said North line, a distance of 1627.93 feet to the aforesaid easterly right of way line of Gifford Road; thence North 00 degrees 22 minutes 49 seconds East, along said easterly right of way line, a distance of 256.75 feet to an angle point in said easterly right of way line; thence North 00 degrees 13 minutes 56 seconds East, along said easterly right of way line, a distance of 627.36 feet to the point of beginning, EXCEPTING THEREFROM, THE EASTERN 277 FEET OF SUCH PROPERTY, as situated in the City of Elgin, Cook County, Illinois, and containing 27.54 acres more or less. C:\TEM P\S0484666.DOC • 05/29/01 Version 17 EXHIBIT B Description of the Facility 1. Up to four combustion turbine-generator(CTG)units, supplied by natural gas. 2. Related equipment includes,without limitation, generator step-up transformer from 13.8 kv to 138 kv to tie into the ComEd substation; generator leads; switch yard and equipment necessary for its operation; turbines; transformers; generators; detention pond; auxiliary power transformer for station services; natural gas pressure regulation and metering station; demineralized water storage tank; demineralizer trailer;water pump houses; "raw"water storage tank; natural gas in-line heater; oil-water separator; and computerized process control system. 3. Service building to provide office space,parts storage,maintenance shop space, electrical equipment rooms, and personnel facilities. • C:\TEMP\S0484666.DOC 05/29/01 Version 17 EXHIBIT C Site Plan of the Facility if y I ii:#11:.:\:,',e.:,..ies:22, ./FT - 7,,,T,-...'7:-::"_:,* ,-- E--_1 ,e.:.:.,, 1.1.. .-.f.ifiz,:ities,tz,4‘ 1 ‘111_4 IP imillif- --i c_._,,,r-t- -1_1/-—-r z1 lot,,vi,I, i_.:, i ji:::: .1,____I,c_4_111_:_z_l_i'I_i _0411iOil i I;i_.4 i i>1 )7/:1_1 /1'`',71.11 14(t:/,,(:1111 e a i d !1 1 isi 'il 01 1 \ \ 1 11 Co 1il �1 i 11 I1 \ m x x --x-- II L--r O 1 1 ` , - �u- j — —dJF:L-A Tea � 1--_-I1-, 1; a / L i!f"! °t ` ! \ �I. ITE I 1 1 ' f o f I1 ! Ilz I.1 t__,.__i, A ;1 ,I -th LI- 11- p-OF—0 Iti !f I II ;11s 1 Jl 1 .l.6 , EP r 04,e_ _ _ _ _. _ s j V ti. 4-` �>; IF 1 - - ll S: to I 1� 4.{11C;, i PIN 11 Pip;i Frill iii i 41 fir- - ._ ._. ,.. 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I:: Nil) '1 i 'i ai la ! if d if !Iii i ® MI5449T 1,14 84 9y9y E a i3\S e o 7 s 6 1R ! 5 a ill rg f M r; 1111111111 ii: 11;111 , C:\TEMP\S0484666.DOC 05/29/01 Version 17 EXHIBIT D Form of Memorandum of Development Agreement MEMORANDUM OF DEVELOPMENT AGREEMENT THIS MEMORANDUM OF DEVELOPMENT AGREEMENT is entered into as of the day of , 2001, by and between the CITY OF ELGIN, an Illinois municipal corporation ("City") and AMEREN ENERGY DEVELOPMENT COMPANY, a corporation organized and existing under the laws of the State of Illinois and qualified to do business in Illinois("Company"). RECITALS WHEREAS, City and the Company have hereto entered into a certain Development Agreement dated the day of , 2001 (the "Agreement"), pursuant to which, inter alia, subject to certain contingencies, terms and conditions, City has granted to Company certain rights, and Company has agreed, to develop certain real property located in the City as more specifically described on Exhibit A attached hereto (the "Property') with the intent to develop an electricity generating facility thereon as more specifically described in the Agreement(the "Facility'); and WHEREAS,City and Company desire to provide notice of the Agreement. NOW, THEREFORE, in consideration of the foregoing and the mutual promises and covenants set forth in the Agreement,the City and the Company agree and provide notice as follows: 1. Term: The term of the Agreement commences on the date thereof and terminates on the earlier of: (a)termination pursuant to any right of a party thereto as provided therein or as a matter of law; or(b)June 30,2006. 2. Memorandum: All of the obligations and rights of the City and the Company are set forth in the Agreement. This instrument is only a Memorandum of the Agreement and is subject to all of the terms, conditions and provisions of the Agreement. In the event of any inconsistency between the terms of the Agreement and this instrument,the terms of the Agreement shall prevail as between the parties. IN WITNESS WHEREOF, the parties have caused this Memorandum to be executed as of the date first above written. (The remainder of this page is intentionally left blank.) THE CITY OF ELGIN,ILLINOIS By: (SEAL) Ed Shock,Mayor ATTEST: Dolonna Mecum, City Clerk ACKNOWLEDGMENT STATE OF ILLINOIS ) ) SS. COUNTY OF ) On this day of , 2001, before me, the undersigned, a Notary Public, appeared Ed Shock and Dolonna Mecum,to me personally known,who,being by me duly sworn, did say that they are the Mayor and City Clerk of The City of Elgin, Illinois, an Illinois municipal corporation, and that the seal affixed to the foregoing instrument is the corporate seal of said City, and that said instrument was signed and sealed in behalf of said City by authority of its , and said officials acknowledged said instrument to be executed for the purposes therein stated and as the free act and deed of said City. IN WITNESS WHEREOF,I have hereunto set my hand and affixed my notarial seal,the day and year last above written. Printed Name: Notary Public in and for said State Commissioned in City My commission expires: AMEREN ENERGY DEVELOPMENT COMPANY By: (SEAL) Robert L.Powers,Vice President ATTEST: By: Name: Title: ACKNOWLEDGMENT STATE OF MISSOURI ) ) SS. CITY OF ST.LOUIS ) On this day of , 2001, before me, the undersigned, a Notary Public, appeared Robert L. Powers and ,who being before me duly sworn did say that they are Vice President and of Ameren Energy Development Company, a corporation organized and existing under the laws of the State of Illinois and qualified to do business in Illinois, and that the seal affixed to the foregoing instrument is the seal of said corporation, and that said instrument was signed and sealed on behalf of said corporation by authority of its Board of Directors, and said officials acknowledged said instrument to be executed for the purposes therein stated and as the free act and deed of said corporation. IN WITNESS WHEREOF,I have hereunto set my hand and affixed my notarial seal, the day and year last above written. Printed Name: Notary Public in and for said State Commissioned in City My commission expires: EXHIBIT A Legal Description of the Property That part of the East Half of the Northeast Quarter of Section 31, and the West Half of the Northwest Quarter of Section 32, Township 41 North, Range 9 East of the Third Principal Meridian described as follows: Commencing at an existing iron stake at the center line of Gifford and Spaulding Road; thence North 89 degrees 58 minutes 09 seconds East, along the center line of said Spaulding Road as monumented, a distance of 33.00 feet to the easterly right of way line of said Gifford Road, said right of way line being 33.00 feet easterly, as measured perpendicular and parallel to said center line of Gifford Road; thence South 00 degrees 13 minutes 56 seconds West along said easterly right of way line, a distance of 710.00 feet for the point of beginning; thence North 89 degrees 58 minutes 09 seconds East, parallel with said center line of Spaulding Road,a distance of 1262.38 feet to the easterly line of said East Half of the Northeast Quarter of Section 31; thence continuing North 89 degrees 58 minutes 09 seconds East, along said line parallel with the center line of Spaulding Road, a distance of 365.73 feet; thence South 00 degrees 17 minutes 07 seconds West, a distance of 893.59 feet to the North line of Elgin-Victor Industrial Park, being a subdivision of part of said Sections 31 and 32; thence North 89 degrees 41 minutes 49 seconds West, along said North line, a distance of 1627.93 feet to the aforesaid easterly right of way line of Gifford Road; thence North 00 degrees 22 minutes 49 seconds East, along said easterly right of way line, a distance of 256.75 feet to an angle point in said easterly right of way line; thence North 00 degrees 13 minutes 56 seconds East, along said easterly right of way line, a distance of 627.36 feet to the point of beginning, EXCEPTING THEREFROM, THE EASTERN 277 FEET OF SUCH PROPERTY, as situated in the City of Elgin, Cook County, Illinois, and containing 27.54 acres more or less. Exhibit A-1 C:\TEMP\S0484666.DOC 05/29/01 Version 17 EXHIBIT E Proposed Draft IEPA Permit 217/782-2113 DRAFT CONSTRUCTION PERMIT - NSPS PERMITTEE Ameren Energy Generating Company Attention: Michael L. Menne 1901 Chouteau Avenue P.O. Box 66149 MC 602 St. Louis, MO 63166-6149 Application No: 00100065 I.D. No. : 031438ABC Applicants Designation: EEC Date Received: October 26, 2000 Subject: Gas Turbines (Power Production) Date Issued: Location: Elgin Energy Center, 1559 Gifford Road, Elgin, Cook County Permit is hereby granted to the above-designated Permittee to CONSTRUCT emission source(s) and/or air pollution control equipment consisting of four simple cycle gas turbines (CT 01-04) (nominal plant capacity - 540 MWe, rated heat input 1472 mmBtu/hr per turbine) equipped with dry low-NOX burners, two indirect heaters (Heater A and B) and other associated ancillary equipment as described in the above referenced application. This Permit is subject to standard conditions attached hereto and the following special condition(s) : la. The turbines are subject to the New Source Performance Standard (NSPS) for Stationary Gas Turbines, 40 CFR 60, Subpart A and GG. The Illinois EPA is administrating NSPS in Illinois on behalf of the United States EPA under a delegation agreement. b. The Permittee shall not emit into the atmosphere from any turbine any gases which contain nitrogen oxides (NOX) in excess of the applicable standards pursuant to 40 CFR 60.332 (a) (1) . c. The Permittee shall not emit into the atmosphere from any turbine any gases which contain sulfur dioxide (SO2) in excess of 0.015 percent by volume at 15 percent oxygen and on a dry basis, or shall not burn any fuel which contains sulfur in excess of 0.8 percent by weight, pursuant to 40 CFR 60.333 (a) and (b) . d. At all times, the Permittee shall maintain and operate the turbines in a manner consistent with good air pollution control practice for minimizing emissions, pursuant to the NSPS, 40 CFR 60.11 (d) . 2. The turbines are affected units under the Acid Rain Deposition Control Program pursuant to Title IV of the Clean Air Act and are subject to certain permit requirements and emissions monitoring requirements pursuant to 40 CFR Parts 72, 73 and 75. As affected units under the Acid Rain Program, the Permittee must also obtain an Acid Rain Permit for operation of the turbines in accordance with 40 CFR 72.30 (b) (2) (ii) and 72.32 (a) . 3a. The only fuel fired in the turbines shall be natural gas. Page 2 of 12 Draft b. The turbines, in total, shall not fire more than 8,220 million standard cubic feet of natural gas per year. Compliance with this limit shall be determined from a running total of 12 months of data. c. The turbines, in total, shall not operate more than 5,744 hours per year. Compliance with this limit shall be determined from a running total of 12 months of data from the sum of operating hours counted as set forth below: i. Each hour of operation for a turbine operating with wet compression on for power augmentation shall be counted as 1.55 hours. For this purpose, wet compression for power augmentation means introducing water into the inlet air duct immediately before the compressor section of the turbine following achievement of base power output to increase power output from the turbine; ii. Each startup hour for a turbine shall be counted as 1.2 hours; and iii. Each hour of operation for a turbine operating in other modes than identified in Condition 3 (c) (i) and (ii) shall be counted as 1 hour. d. i. Each turbine shall be equipped, operated, and maintained with dry low NOX combustors to control NOX emissions. ii. A. Hourly emissions from each turbine shall not exceed the following limits except during startup and shutdown as addressed by Condition 3 (e) (ii) (B) and when wet compression is on as addressed below. These limits are based on the information provided in the permit application. Compliance with these limits shall be determined from emission testing in accordance with Condition 12 (3-run average) or emission monitoring in accordance with Condition 11 (24-hour average) . NOX CO VOM (lb/hr) (lb/hr) (lb/hr) PM/PM,, SO2 (lb/mmBtu) (lb/mmBtu) (lb/mmBtu) (lb/hr) (lb/hr) 82.0 66.0 2.8 10.0 0.62 (0.0557)1 (0.05)1 (0.002)1 1 - Based on Higher Heating Value (HHV) of the fuel. B. Not withstanding the NOX limit above, during operation of a turbine with wet compression on for power augmentation, NOX emissions shall not exceed 127 lb/hr (0.087 lb/mmBtu (HHV) ) . e. i. The annual emissions from the facility turbines (Total 4 turbines) shall not exceed the following limitations. Compliance with these limitations shall be determined from a running total of 12 months of data. Page 3 of 12 Draft Emissions Pollutant (tons/year) NOx 235.5 CO 237.0 PM/PM„, 42.2 VOM 11.7 SO2 2.9 ii. For purpose of determining compliance with the above limitations: A. Unless emission monitoring is performed for a pollutant, emissions during periods other than startup shall be determined from emission factors developed from testing in accordance with Condition 12 (NOt, CO, VOM and PM/PM10) and analysis of fuel sulfur content or standard factors (SO2) . B. Unless an alternative factor is established for the pollutant or emissions monitoring is performed for the pollutant, emissions of NOR, CO and VOM during an hour that includes a startup shall be presumed to be 120, 700 and 1200 percent respectively of the limits in Condition 3 (d) (ii) (A) , i.e. NOR, CO and VOM emissions during an hour with a startup shall be presumed to be 98.4 lb/hr, 462 lb/hr and 33.6 lb/hr, respectively. These presumptions are based on data in the application describing maximum emissions during startup of a turbine. Any alternative factor for emissions during startup of a turbine shall be based on representative emission testing conducted with USEPA Reference Test Methods. (Refer to Condition 12. ) C. The establishment of the above procedures for determining compliance with the annual emission limits shall not shield the Permittee from responsibility to account for all emissions from the source, including emissions during startup or upset conditions, as other credible information may demonstrate that the above procedures do not adequately account for the actual emissions of the source. f. Annual emissions of hazardous air pollutants from the source shall be less than 10 tons of any hazardous pollutant and less than 25 tons in aggregate for any combination of hazardous air pollutants, as indirectly addressed by limits on emissions of criteria pollutants. The above limits are established to address applicability of 40 CFR 52.21, the federal rules for Prevention of Significant Deterioration of Air Quality (PSD) and the state rules for Major Stationary Source Construction and Modification (MSSCAM) , 35 IAC, Part 203. These limitations ensure that the construction and operation of the turbines do not constitute a new major source pursuant to PSD or MSSCAM. 4a. The emission of smoke or other particulate matter from each turbine shall not have opacity greater than 30 percent, pursuant to 35 IAC 212.123 (a) . Page 4 of 12 Draft b. Each turbine shall be operated in a manner consistent with good air pollution control practice to minimize emissions and opacity during startup and shutdown including the following. These practices shall be reviewed at least annually and enhanced consistent with good air pollution control practice based on actual operating experience and performance of the turbines. A. The Permittee shall manage the operation of the turbines to minimize multiple startups of a turbine in a single day, unless startup is tripped off, and to provide adequate time for normal startup of the turbines, except for "quick starts" that are due to requests for immediate delivery of power, as would result from unexpected loss of a transmission line or other generating capacity. B. Except during startup or shutdown of a turbine or for the purpose of emission testing, the Permittee shall not operate turbines below 75 percent load at which emission testing conducted in accordance with Condition 12 (b) has demonstrated compliance with the applicable hourly emission limits in Conditions 3 (d) (ii) (see Condition 12 (b) (iii) ) . C. The Permittee shall operate in accordance with the manufacturer's written instructions or other written instructions developed and maintained by the Permittee, which shall include at a minimum the following measures: I. Review of operating parameters of the unit during startup, or shutdown as necessary to make adjustments to reduce emissions; and II. Implementation of inspection and repair procedures for a turbine prior to attempting startup following repeated trips. D. The Permittee shall maintain the turbines in accordance with written procedures developed and maintained by them. 5. Emissions of NOR, CO, and VOM from each indirect heater shall not exceed 1.36 lb/hr, 0.12 lb/hr, and 0.16 lb/hr, respectively. Annual emissions of NOR, CO, and VOM from the two indirect heaters shall not exceed 11.9 ton/yr, 1.1 ton/yr, and 1.4 ton/yr, respectively. These limits are based on the information provided in the application and operation of each indirect heater for 8760 hours per year. 6a. This permit is issued based on the source not being a participating source or new participating source under the Emission Reduction Market System (ERMS) , 35 IAC Part 205, because its VOM emissions during each seasonal allotment period are expected to be less than 10 tons. This reflects an expectation that actual VOM emissions will be less than allowed by Condition 3 (e) . b. The Permittee shall become subject to the ERMS as a new participating source if the VOM emissions from the source are 10 tons or greater in any seasonal allotment period. In such case, the Permittee shall hold Allotment Trading Units (ATU) for its seasonal emissions in accordance with 35 IAC 205.150 (d) (2) and 205.720. For this purpose, the source's Page 5 of 12 Draft VOM emissions shall be determined by the methods and procedures specified in this permit or the Clean Air Act Permit Program (CAAPP) permit for the source. c. The Permittee shall promptly notify the Illinois EPA if the source's VOM emissions are 10 tons or greater in a season [see also Condition 13 (e) (v) ] . By December 1 of the year in which seasonal VOM emissions are first 10 tons or greater, the Permittee shall submit a request for a revision to this construction permit or the source's CAAPP permit to address applicable requirements of the ERMS. This request shall include a certification acknowledging that it will be required to hold ATUs by the end of each reconciliation period. [35 IAC 205.310 (a) and (g) (2) ] . 7a. Under this permit, each turbine may be operated for a period of up to 180 days from initial startup to allow for equipment shakedown and emissions testing as required. The Illinois EPA, upon request of the Permittee, may extend this period if additional time is needed to complete shakedown or perform emission testing. b. Upon successful completion of emission testing demonstrating compliance with applicable limitations, the Permittee may continue to operate the turbines as allowed by Section 39.5 (5) of the Environmental Protection Act. The Permittee shall submit a complete CAAPP application within 12 months after commencing operation. c. This condition supersedes standard Condition 6. 8. The Permittee shall furnish the Illinois EPA with written notification as follows with respect to commencement of construction and operation of the turbines: a. The date construction of the turbines commenced postmarked no later than 30 days after such date, pursuant to 40 CFR 60.7(a) (1) ; b. The actual date of initial startup of the turbines, postmarked within 15 days after such date, pursuant to 40 CFR 60.7 (a) (3) ; and c. The actual date that each turbine begins gainful operation, with electricity produced by the turbine available for sale at more than the minimum or avoided cost of the purchaser, postmarked within 15 days after such date. 9. Each turbine shall each be equipped, operated, and maintained with a continuous monitoring system to monitor and record the fuel consumption, pursuant to 40 CFR 60.334 (a) . 10a. The Permittee shall sample and analyze for the sulfur content of the fuel for the CTs in accordance with the Federal Acid Rain Program 40 CFR 75.11 (d) [refer to Part 75, Appendix D, Section 2.3 for pipeline natural gas combustion] unless it elects to install and operate CEMS for emission of SO2 from the CTs. b. Monitoring of fuel nitrogen content is not required while pipeline quality natural gas, as defined in 40 CFR 72.2, is being fired in the turbines. Page 6 of 12 Draft c. The above provisions establish a custom schedule for determination of sulfur content and nitrogen content of fuel, subject to case-specific approval by USEPA pursuant to 40 CFR 60.13 (i) , in which approval USEPA may establish additional requirements upon the Permittee for sampling and analysis of fuel. If USEPA does not approve a custom schedule for the turbines, the Permittee shall also sample and analyze for sulfur and nitrogen content of the natural gas being fired in the turbines in accordance with 40 CFR 60.334 (b) . 11. The Permittee shall install, operate, and maintain a Continuous Emissions Monitoring (CEM) system on turbines to measure emissions of NOx. The applicable procedures under 40 CFR 75.12 and 40 CFR 75, subpart H shall be followed for the installation, evaluation, and operation of this NOx CEM system. 12a. The nitrogen oxides (NOx) , carbon monoxide (CO) , volatile organic material (VOM) , particulate matter (PM) , and oxygen (02) concentrations in the exhaust of the turbines and the opacity of exhaust shall be measured by an independent testing service approved by the Illinois EPA as follows to determine compliance with the emissions limits in Condition 1 and 3: i. Within 60 days after operating a turbine at the greatest load at which it will normally be operated but not later than 180 days after its initial startup; ii. Within 90 days after a written request from the Illinois EPA, for such pollutants listed above as specified by the request; and iii. Any extension to these time periods that may be provided at its discretion by the Illinois EPA shall not alter the Permittee's obligation to perform emission testing for purpose of the NSPS in a timely manner as specified by 40 CFR 60.8. b. The following methods and procedures shall be used for testing of emissions: i. USEPA Reference Test Methods shall be used for emission testing, including the following methods: Opacity USEPA Method 9 Carbon Monoxide USEPA Method 10 Volatile Organic Material USEPA Method 18 or 25A Nitrogen Oxides USEPA Method 20 Particulate Matter USEPA Method 5 Particulate Matterlo USEPA Method 201 or 201A (40 CFR 51, Appendix M) ii. Measurements for NOx shall be conducted in accordance with 40 CFR 60.335, as specified below, unless alternative testing procedures are approved by USEPA pursuant to 40 CFR 60.8 (b) : A. The NOx emissions shall be computed for each run using the equation in 40 CFR 60.335 (c) (1) . B. The span values for Method 20 shall be 300 ppm of NOx and 21 percent 02, pursuant to 40 CFR 60.335(c) (3) . Page 7 of 12 Draft C. The NOR emissions shall be determined at four points in the normal operating range of the gas turbines, including the minimum point in the range and peak load, pursuant to 40 CFR 60.335(c) (2) . D. All loads shall be corrected to ISO conditions using the appropriate equations supplied by the manufacturer, pursuant to 40 CFR 60.335 (c) (2) . iii. Measurements for other pollutants shall be conducted as follows: A. CO, PM and VOM concentrations shall be measured at peak, intermediate and minimum gas turbine load and with wet compression for power augmentation. (Testing with wet compression need not be performed until the turbines are able to operate with wet compression. ) B. PM emissions measured by USEPA Method 5, including back half condensable particulate, may be provided as an alternative to measurement of PM" emissions using USEPA Method 201 or 201A. C. Measurements for organic hazardous air pollutants in the VOM (e.g. , formaldehyde, toluene, acetaldehyde, and acrolein) shall be provided if VOM emissions are measured by Method 18. (See also Condition 12 (c) (iii) . ) D. Unless continuous emissions monitoring is conducted for the particular pollutant, measurements shall also be performed for emissions of NOR, CO and VOM during startup of a turbine, in accordance with a plan approved by the Illinois EPA. For purposes of these measurements, as approved by the Illinois EPA, the Permittee may adapt USEPA Reference Test Methods as necessary to address the short duration and transient conditions of startups. c. At least 60 days prior to the actual date of testing, a written test plan shall be submitted to the Illinois EPA for review. This plan shall describe the specific procedures for testing and shall include as a minimum: i. The person(s) who will be performing sampling and analysis and their experience with similar tests; ii. The specific conditions under which testing shall be performed including a discussion of why these conditions will be representative of maximum emissions and the means by which the operating parameters for a turbine will be tracked and recorded; iii. The specific determinations of emissions that are intended to be made, including sampling and monitoring locations; the test method(s) that will be used, with the specific analysis method, if the method can be used with different analysis methods; and identification of any organic hazardous air pollutants that will Page 8 of 12 Draft be measured. As part of this plan, the Permittee may set forth a strategy for performing emission testing of selected turbines provided that all turbines are fitted for testing; the identity of the turbines to be tested is determined immediately before testing, by the Illinois EPA or otherwise randomly; and continuous emission monitoring of NOX is present on all turbines. The Permittee may also propose a plan for testing across the normal operating range of the turbines; and iv. The proposed plans for testing emissions during startup of a turbine as required by Condition 12 (b) (iii) (D) , including the number of startups for which measurements will be performed; the procedures that will be followed for startup of the turbine; the approach that will be generally followed to assure that measurements can be conducted for and will be representative of the startup period; any proposed adaptations to reference test methods; and any other significant considerations for testing of emissions during startup. d. The Illinois EPA shall be notified prior to these tests to enable the Illinois EPA to observe these tests. Notification of the expected date of testing shall be submitted a minimum of thirty (30) days prior to the expected date. Notification of the actual date and expected time of testing shall be submitted a minimum of five (5) working days prior to the actual date of the test. The Illinois EPA may, at its discretion, accept notifications with shorter advance notice provided that the Illinois EPA will not accept such notifications if it interferes with the Illinois EPA's ability to observe the testing. e. Three copies of the final reports for emission tests shall be forwarded to the Compliance Section in Springfield within 30 days after the test results are compiled and finalized. The final report from testing shall contain a minimum: i. A summary of results; ii. General information; iii. Description of test method(s) , including description of sampling points, sampling train, analysis equipment, and test schedule; iv. Detailed description of test conditions, including: A. Fuel consumption (standard ft3) ; B. Firing rate (million Btu/hr) ; C. Turbine/Generator output rate (MW) ; and v. Data and calculations, including copies of all raw data sheets and records of laboratory analyses, sample calculations, and data on equipment calibration. 13a. The Permittee shall maintain a file of the following items: Page 9 of 12 Draft i. Manufacturers specification of rated turbine load; ii. The composition of fuel as determined in accordance with Condition 10; iii. Heat content of the natural gas (Btu/ft3) being fired, with supporting documentation, on a quarterly basis; iv. A copy of the Final Report (s) for emission testing conducted pursuant to Condition 12; and v. Copies of opacity determinations taken for the source by qualified observer(s) using USEPA method 9. b. The Permittee shall maintain the following daily operating records: i. The quantity of fuel consumed for each CT (standard cubic feet) ; ii. Period of time when wet compression is used for power augmentation; iii. Actual operating hours for each turbine (total hours, hours for startup, and hours with wet compression on) ; iv. Effective operating hours for each turbine with operating hours counted in accordance with Condition 3 (c) (i) , (ii) and (iii) ; v. Facility operating hours on a daily basis. For this purpose, the Permittee shall consider the facility to operate for one hour if one or more turbines are operated during an hour. For example, if one turbine or four turbines operate from 12:00 noon to 6:00 PM on a day, in both cases, this shall count as six operating hours; and vi. Fuel consumption and/or operating hours for each indirect heater. c. The Permittee shall maintain the following records related to each startup of the turbines: i. Date and time of startup; ii. Whether operating personnel for the turbines or air environmental staff are on site during startup; and iii. A description of the startup, if written operating procedures are not followed during the startup or significant problems occur during the startup, including detailed explanation. d. The Permittee shall keep inspection, maintenance, and repair logs with dates and the nature of such activities for each turbine, including the wet compression system. e. The Permittee shall maintain the following records related to emissions: i. Other data, not addressed above, used or relied upon by the Permittee to determine emissions; Page 10 of 12 Draft ii. Fuel consumption and number of startups for each turbine, compiled on at least a monthly basis; iii. The annual emissions of NOR, SO2, PM, VOM and CO for each month since the previous record with supporting calculations. NOR emissions shall be based on data from the CEMS. All other emissions shall be calculated based on fuel consumption data and site-specific emission factors developed from emission test data or other methods approved by the Illinois EPA; iv. NOR emissions, from each turbine recorded hourly (in lb/mmBtu and lb or ton) by combining the pollutant concentration (in ppm) and diluent's concentration (in percent 02 or CO2) measurements according to the procedures in 40 CFR 75 Appendix F; and v. Seasonal emissions of VOM (May through September) from the facility. f. The Permittee shall maintain records that identify: i. Any periods during which a continuous monitoring system was not operational, with explanation; and ii. Any day in which emissions or operation exceeded an applicable standard or limitation. g. All records required by this permit shall be retained on site for a period of at least 3 years and shall be readily available for inspection and copying by the Illinois EPA upon request. h. The Permittee shall maintain records documenting annual review of its operating procedures (see Condition 4) . 14a. The Permittee shall notify the Illinois EPA within 10 days if the total NOR or CO emissions from the plant go above 160 tons/year, as calculated following condition 13 (e) (iii) . This notification shall explain whether this appears to be due to unusually high demand for power or represents levels of demand that may be expected to continue in the future. b. If there is any exceedance of the requirements of Conditions 1, 3 and 4 of this permit, as determined by the records required by this permit or by other means, the Permittee shall submit a report within 30 days after the exceedance. The report shall include the emissions released in accordance with the recordkeeping requirements, a copy of the relevant records, and a description of the exceedance or violation and efforts to reduce emissions and future occurrences. c. In conjunction with the Annual Emission Report required by 35 IAC Part 254, the Permittee shall provide: The operating hours of each turbine, the total number of startups, the total number of actual hours with wet compression on for power augmentation, and the total fuel consumption during the preceding calendar year. Page 11 of 12 Draft d. The Permittee shall comply with applicable reporting requirements under the Acid Rain Program, with a single copy of such report sent to Illinois EPA. This copy shall be sent to the Division of Air Pollution Control, Compliance Unit. e. If the emission testing required by Condition 12 (a) (i) is not performed within 60 days of beginning gainful operation of a turbine, the Permittee shall submit a report summarizing NOR, CO and VOM (or hydrocarbon) emissions of the turbines as determined by diagnostic measurements, e.g. , combustion gas analyzers, during shakedown of the turbines. 15. Two copies of required reports and notifications concerning equipment operation or repairs, performance testing, or a continuous monitoring system shall be sent to: Illinois Environmental Protection Agency Division of Air Pollution Control Compliance Section (#40) P.O. Box 19276 Springfield, Illinois 62794-9276 Telephone: 217/782-5811 Fax: 217/782-6348 and one copy shall be sent to the Illinois EPA's regional office at the following address, unless otherwise indicated: Illinois Environmental Protection Agency Division of Air Pollution Control - Regional Office 9511 West Harrison Des Plaines, Illinois 60016 Telephone: 847/294-4000 Fax: 847/294-4018 16a. This Permit for the above referenced project does not relieve the Permittee from the responsibility to comply with all Local, State and Federal Regulations which are part of the applicable Illinois State Implementation Plan, as well as all other applicable Federal, State, and Local requirements. b. This permit does not excuse the Permittee from any new requirements that would be applicable to construction or operation of the turbines based on the timing of their actual installation. Please note that additional rules addressing NOR emissions from these turbines may be adopted in the near future in response to USEPA's so called "NOR SIP call" and the development of Illinois's plans for attainment of the ozone air quality standard in the Chicago and Metro-East ozone nonattainment areas. Page 12 of 12 Draft If you have any questions concerning this permit, please contact Manish Patel at 217/782-2113 . Donald E. Sutton, P.E. Manager, Permit Section Division of Air Pollution Control DES:MNP Attachment CC: Region 1 • • ' ' Q 2001 Ives/Ryan Group.lnc. _ 1 cment•w sots n++J Copyright 2001 Me/Ryan Group. I it _eTerm w »� i -�G --r ammo•a¢. -- -__- -- -. .- --_— _ — - _._.-__�. _-_ _•_ _— _'r"� I. 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