UNITED STATES OF AMERICA
BEFORE THE

FEDERAL ENERGY REGULATORY COMMISSION

)

New York Independent System Operator, Inc. ) Docket No. ER25-___
)

IMPLEMENTATION AGREEMENT

Pursuant to Section 205 of the Federal Power Act (“FPA”), 16 U.S.C. § 824d, and Part 35

of the Federal Energy Regulatory Commission’s regulations, 18 C.F.R. § 35, et seq., and Section

4.1.9.3 of the New York Independent System Operator Inc. (“NYISO”) Market Administration

and Control Area Services Tariff (“Services Tariff”), Ravenswood Operations, LLC

(“Ravenswood”) and the NYISO (individually, a “Party” and collectively, the “Parties”) hereby

submit to the Federal Energy Regulatory Commission (“FERC” or the “Commission”) this

Implementation Agreement fully resolving the compensation, terms, and conditions under which

Ravenswood will generate electric energy at its Ravenswood Generating Station in Astoria, New

York using ultra-low sulfur heating oil (referred to as “ULSHO” or “Fuel Oil”) in lieu of natural

gas in furtherance of New York State Reliability Council’s Local Reliability Rule G.2 (Loss of

Generator Gas Supply - New York City) (“Rule G.2”) (“Fuel Oil Burn for G.2”) during a six-year

period beginning May 1, 2024 and ending April 30, 2030. It also confirms the agreed upon cost

sharing mechanism whereby Ravenswood and the NYISO will share the prudently incurred capital

costs associated with converting the onsite storage facilities and infrastructure from #4 to ULSHO

as well as associated revisions to electric generating Units 10, 20, and 30. Payments made by the

NYISO for commodity, emissions and Fuel Oil taxes, as applicable, shall be in accordance with

its Services Tariff.1

As this Implementation Agreement is fair and reasonable, in the public interest, consistent

with previously approved settlement agreements among the Parties and other market participants

and, to the best of the Parties’ knowledge, unopposed, the Parties urge prompt approval by the

Commission of this Implementation Agreement without condition or modification to be effective

as of February 1, 2025.

SECTION ONE

PROVISION OF FUEL OIL BURN FOR G.2

1.1 During the term of this Implementation Agreement, in consideration of the payments

described in Section 2 and in response to requests from the NYISO and/or Con Edison as

the Transmission Owner designated by Rule G.2, Ravenswood will burn Fuel Oil for G.2

needs, unless it would cause electric generating Units 10, 20, or 30 (collectively “Units” or

individually “Unit”) to violate the emissions limitations contained in their current permits

from the New York State Department of Environmental Conservation (“NYDEC”) and the

U.S. Environmental Protection Agency (“EPA”). In the event Ravenswood forecasts in

any notice required by Section 1.2 hereof that one or more of its Units is likely to violate

the emissions limitations contained in their current permits, Ravenswood will make a good

faith effort to obtain a waiver of such limits for the applicable Unit(s) from the NYDEC,

or, as applicable, the EPA. However, this Implementation Agreement does not require

Ravenswood to invest in any improvements, changes or upgrades to its Units to reduce

1 Consolidated Edison Company of New York, Inc.’s (“Con Edison”) steam operations (“Con Edison Steam”) is
also sharing in the costs associated with the provision of comingled Fuel Oil supply and burning. Although those
agreements are not subject to the Commission’s jurisdiction, this filing includes information related to how costs
are divided among the three uses.

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emissions further than current air permit limits, and Ravenswood is not seeking

compensation under this Implementation Agreement in order to make such improvements,

changes or upgrades. Ravenswood reserves all rights it may have to seek separate recovery

of such costs in a new proceeding should any Unit become required to reduce its emissions,

provided, however, that nothing in this Implementation Agreement shall limit or abridge

any Party’s or non-party’s right to protest the recovery of such costs. In the event that

Ravenswood receives a request to provide Fuel Oil Burn for G.2 and Ravenswood is

forecasting that such burn is likely to cause one or more of its Units to violate the emissions

limitations contained in the applicable air permit(s), Ravenswood will notify the NYISO

and Con Edison System Operation, as the Transmission Owner designated by Rule G.2,

that continued operation of the Unit(s) will be limited to burning natural gas unless and

until (i) an applicable waiver request is granted that fully relieves Ravenswood from its

emission limitations for the applicable Unit(s) or (ii) Ravenswood no longer is forecasting

that additional use of Fuel Oil will result in the Unit(s) violating the emissions limitations

contained in the applicable air permit(s). Ravenswood will notify the NYISO, Con Edison

System Operation, and the City of New York when it submits its waiver request to the EPA

and/or, if applicable, the NYDEC and will provide a copy of such waiver request to the

NYISO, Con Edison System Operation, and the City of New York on a confidential basis

subject to limited distribution as described in Section 1.2 below.

1.2 Ravenswood shall provide the NYISO and Con Edison System Operation, as the

Transmission Owner designated by Rule G.2, on a confidential basis, the following

notifications and communications related to its actual and forecast Fuel Oil burn that would

violate the emissions limitations contained in the current permits. Ravenswood’s

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confidential notifications and communications will remind Con Edison, as the

Transmission Owner designated by Rule G.2, of its obligation not to disclose any of the

information Ravenswood provides in such confidential notifications and communications

to any “marketing function employee” as that term is defined in 18 C.F.R §358.3. To the

extent the forecasts provided by Ravenswood as described below cause it to believe that

one or more Units is likely to violate the emissions limitations contained in the current

permits, Ravenswood shall specifically identify such forecast in the Notice.

1.3 In order to efficiently provide Fuel Oil Burn for G.2 and satisfy its Fuel Oil procurement,

storage, handling, and delivery obligations for all Fuel Oil use at the Ravenswood site

during the period of May 1, 2024 through April 30, 2030, Ravenswood and Ravenswood

Services LLC will co-mingle the use of their Fuel Oil storage and delivery facilities as well

as Operation and Maintenance (“O&M”) activities and administrative services with the use

of other Fuel Oil customers served from the Ravenswood site (“co-mingling”). In addition,

Ravenswood will provide certain associated acquisition and transport administrative

services. Accordingly, during the period May 1, 2024 through April 30, 2030,

Ravenswood will provide Fuel Oil Burn for G.2 using a portion of the following oil storage

and delivery facilities: (i) one (1) offsite storage tank (which equates to approximately

177,350 barrels of working capacity until September 30, 2024 and 148,017 barrels of

working capacity from October 1, 2024 to April 30, 2030); (ii) one (1) large (approximately

40,000 barrels of working capacity) annual time chartered transient barge; (iii) the Lemon

Creek stationary barge (approximately 90,000 barrels of working capacity); (iv) one (1)

large (approximately 24,000 barrels of working capacity) seasonally time chartered

transient barge (expected for 3-5 months) (“Seasonal Barge”) and (v) Ravenswood’s

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existing onsite Fuel Oil storage tank (approximately 45,000 barrels of working capacity),

subject to the Minimum Reserve Quantity required by the existing agreement between

Ravenswood and Con Edison Steam.

The off-site storage tank leases and barge leases required the lessor to pay for

cleaning at the end of the lease and when required inspections were due. It was assumed

that one cleaning would occur during or at the end of the prior lease term because the tank

and barges must be cleaned at the end of its lease to convert to ULSHO. Estimated costs

were included in the tank lease fixed costs and spread out over the last three-year

Implementation Agreement. Actual costs will be trued up as part of the reconciliation of

costs associated with converting the service to ULSHO as outlined in Section 1.4.

CONVERSION FROM #6 TO #4

1.4 As of January 1, 2025, Ravenswood is no longer permitted to burn #4 Fuel Oil. 2

Accordingly, to continue to burn fuel oil beyond January 1, 2025 for any purpose, capital

investments had to be made to convert its storage infrastructure and the Units’ fuel oil burn

capabilities to ULSHO. The Parties agreed that it was prudent for Ravenswood to proceed

with the conversion process and that the costs incurred would be allocated and recovered

as set forth in FERC Docket No. ER21-302-000 and the associated letter order issued on

December 18, 2020.

Upon completion of the conversion from #4 to ULSHO,3 unit testing and finalizing

third-party invoices and internal costs, Ravenswood will make a filing at FERC for

approval to collect these costs. The filing will include the details associated with the work

2 NYC Local Law No. 38.

3 As of December 31, 2024, Ravenswood converted to burning ULSHO as its alternate fuel, however, certain
equipment associated with the conversion continues to be subject to testing and tuning.

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performed, associated third-party and internal costs, and full reconciliation of cleaning

costs previously collected as referenced in Section 1.3. This is a revision to the prior

Implementation Agreement to only reconcile if cleaning costs were greater than or less

than $25,000 of the originally estimated cost. Timing of this reconciliation is also a revision

to the prior Implementation Agreement. The NYISO will reimburse Ravenswood for its

share of these costs within three months of the Commission’s approval. These conversion

costs are separate from those identified in Sections, 2.1, 2.2, and 2.3.

SECTION TWO

PAYMENT BY THE NYISO FOR COMINGLED SERVICES FOR THE PERIOD MAY 1,
2024 THROUGH APRIL 30, 2030

2.1 The NYISO will pay Ravenswood the Demand Charges and O&M Costs set forth below

as compensation for Ravenswood’s provision of Fuel Oil Burn for G.2 for the period May

1, 2024 through April 30, 2030. The term Demand Charges as used herein refers to a

charge that will enable Ravenswood to recover costs for transporting, maintaining, storing,

and handling Fuel Oil to provide Fuel Oil Burn for G.2 that Ravenswood incurs regardless

of the amount of Fuel Oil Burn for G.2 it provides. The categories of costs that comprise

the Demand Charge include, fixed and variable costs associated with leasing off-site tanks,

fixed and variable costs associated with leasing the various barges, as well as the cost

associated with labor to staff 24/7 readiness for Fuel Oil operation, procurement, logistics

and management, taxes, Fuel Oil carrying charges and testing. Confidential Appendix A

contains an itemization of the costs that form the basis for the Demand Charges. The term

O&M Costs has the meaning set forth in Section 2.3 hereof. For purposes of this

Implementation Agreement, “Year 1” shall be the period May 1, 2024 through April 30,

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2025, “Year 2” shall be the period May 1, 2025 through April 30, 2026, “Year 3” shall be

the period May 1, 2026 through April 30, 2027, “Year 4” shall be the period May 1, 2027

through April 30, 2028, “Year 5” shall be the period May 1, 2028 through April 30, 2029,

and “Year 6” shall be the period May 1, 2029 through April 30, 2030.

2.1.1 The NYISO’s obligation to pay Ravenswood is conditioned on the NYISO’s

continuing authority to obtain the Demand Charges from all load withdrawals in

the Consolidated Edison Transmission District (other than withdrawals to supply

station power) under this Implementation Agreement, the NYISO Open Access

Transmission Tariff (“OATT”) and the Services Tariff.

2.2 Demand Charges4

The following Demand Charges were agreed to and will be payable in each of the six years

of the term of this Implementation Agreement:

For Year 1 $3,999,365.00

Year 2 $4,200,121.00

Year 3 $4,292,314.00

Year 4 $4,388,689.00

Year 5 $4,506,279.00

Year 6 $4,615,018.00

The NYISO shall pay Ravenswood the Demand Charges for Years 1 through 6

regardless of: (i) whether Fuel Oil has been burned in accordance with G.2; (ii) the

relative cost of the Fuel Oil compared to natural gas reflected in the reference levels

4 With respect to off-site tank lease, transient barge lease, Lemon Creek barge, Seasonal Barge, and on-site tank,
Con Edison Steam, the NYISO and Ravenswood each pay 1/3 of the costs. With respect to O&M, Con Edison
Steam, the NYISO and Ravenswood also each pay 1/3 of the costs.

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for the Units; and (iii) any revisions to the Services Tariff or Rule G.2 that occur

after the date this Implementation Agreement is executed. Demand Charges will

be adjusted as noted in Section 2.4.1 based on the actual lease cost of the Seasonal

Barge. Carrying Cost (“CC”) is a significant component of the Demand Charge.

Commencing in October of Year 1, the CC is based on the historic monthly average

of stored Fuel Oil (i.e., 250,000 barrels (“bbl”)), a rate of $90/bbl for a barrel of

Fuel Oil to initially fill inventory, and an annual Secured Overnight Financial Rate

(“SOFR”) of 4.22% plus 4%. Each May of the term of this Implementation

Agreement, i.e., May 2025 through May 2030, Ravenswood will revise the CC

based on 250,000 bbl, the actual weighted average cost of a barrel of Fuel Oil in

inventory, and the then applicable SOFR (i.e., the forward looking 12-month

SOFR), plus 4%. Ravenswood shall provide documentation of the actual carrying

costs to the NYISO in April of each year of this Implementation Agreement.

2.3 O&M Costs

2.3.1 For every barrel of Fuel Oil burned in furtherance of G.2 that is eligible for

commodity cost compensation in accordance with Section 4.1.9.2 of the Services

Tariff, the NYISO shall also pay Ravenswood a per barrel O&M Cost as noted in

confidential Appendix A for Fuel Oil Burn for G.2 associated with the use of the

ancillary Fuel Oil equipment at the Ravenswood Generating Station. The O&M

Cost shall be fixed for the term of this Implementation Agreement and shall not be

subject to escalation.

2.4 Reconciliation of Seasonal Barge payments

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2.4.1 To obtain a true-up of the invoiced Seasonal Barge payments for any year of this

Implementation Agreement, Ravenswood shall provide to the NYISO all barge

invoices for Year 1 by June 15, 2025, for Year 2 by June 15, 2026, for Year 3 by

June 15, 2027, for Year 4 by June 15, 2028, for Year 5 by June 15, 2029, and for

Year 6 by June 15, 2030. Should the invoiced Seasonal Barge costs paid by

Ravenswood in Years 1, 2, 3, 4, 5, and/or 6, respectively, exceed the Seasonal Barge

payment made in Years 1, 2, 3, 4, 5, and/or 6, respectively, by more than $25,000,

the NYISO shall reimburse Ravenswood for the total excess of the invoiced cost

over the Seasonal Barge payment made. Should the Seasonal Barge payment made

in Years 1, 2, 3, 4, 5, and/or 6, respectively, exceed the invoiced Seasonal Barge

cost paid by Ravenswood in Years 1, 2, 3, 4, 5, and/or 6, respectively, by more than

$25,000, Ravenswood shall reimburse the NYISO for the total excess of the

Seasonal Barge payments made over the Seasonal Barge cost paid by Ravenswood.

2.4.2 True-up payments to or from Ravenswood, if any, for Seasonal Barge costs shall

be included on the NYISO invoices to Ravenswood for the months of July 2025,

July 2026, July 2027, July 2028, July 2029, and July 2030, respectively.

2.5 The NYISO shall pay Ravenswood the Demand Charge for Year 1 in five equal amounts

using the NYISO’s normal billing cycle for the five calendar months following

Commission acceptance of this Implementation Agreement. The NYISO shall pay

Ravenswood the Demand Charge for Year 2 in five equal amounts using the NYISO’s

normal billing cycle for the months of May through September 2025. The NYISO shall

pay Ravenswood the Demand Charge for Year 3 in five equal amounts using the NYISO’s

normal billing cycle for the months of May through September 2026. The NYISO shall

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pay Ravenswood the Demand Charge for Year 4 in five equal amounts using the NYISO’s

normal billing cycle for the months of May through September 2027. The NYISO shall

pay Ravenswood the Demand Charge for Year 5 in five equal amounts using the NYISO’s

normal billing cycle for the months of May through September 2028. The NYISO shall

pay Ravenswood the Demand Charge for Year 6 in five equal amounts using the NYISO’s

normal billing cycle for the months of May through September 2029. The Year 1 payments

will include appropriate interest calculated pursuant to Section 2.6. The O&M Cost paid

pursuant to Section 2.3 of this Implementation Agreement shall be paid by the NYISO in

the billing cycle immediately after the cycle in which costs were incurred and billed to the

NYISO, provided however, payment and interest, if any, of O&M Costs pursuant to

Section 2.3 for Fuel Oil burn in Year 1 will be made with interest and on the invoices

specified above.

2.6 Payments made pursuant to Section 2.5 shall include interest, calculated in accordance with

18 CFR § 35.19a, from the disbursement date of the first monthly invoice after service was

rendered to the disbursement of payment as specified in the NYISO’s normal billing cycle,

provided, however, interest on the payments for Year 1 shall be due from the invoice date

of the May through September 2024 initial monthly invoices, respectively, to the

disbursement date of the monthly invoice on which the amounts to be paid for Year 1,

pursuant to Paragraph 2.5, appear.

2.7 NYISO will allocate Demand Charges and O&M Costs, paid to Ravenswood pursuant to

this Implementation Agreement, under the provisions of Section 6.1.7 of the OATT”, that

are in effect at the time this Implementation Agreement is executed, to all load withdrawals

in the Con Edison Transmission District (Load Zones H, I and J) based on each Load

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Serving Entity’s (“LSE’s”) load ratio share.

2.7.1 Demand Charges, paid pursuant to Sections 2.2 and 2.5 of the Implementation

Agreement, will be allocated among all load withdrawals in the Con Edison

Transmission District (Load Zones H, I and J) based on each LSE’s load ratio share

for the same month that the Demand Charge payments to Ravenswood are invoiced.

2.7.2 All O&M Costs paid pursuant to Section 2.3 of the Implementation Agreement

shall be allocated among all load withdrawals in the Con Edison Transmission

District (Load Zones H, I and J) based on each LSE’s load ratio share for the same

month that the O&M cost payments to Ravenswood are invoiced.

2.8 To the extent that Ravenswood determines during the term of this Implementation

Agreement that it needs to obtain a spot barge to provide Oil Burn for G.2 beyond those

initially designated in this Implementation Agreement, Ravenswood will inform the

NYISO, and others as appropriate, of the need and its attempt to obtain the spot barge, and

negotiate the cost of the spot barge which includes the costs of heating, tugging, booming,

testing and inspections to the extent they can be procured (hereinafter referred to as

“Supplemental Costs”). If such spot barge is obtained, Ravenswood shall bear one-third

(1/3) of such Supplemental Costs and the NYISO shall pay to Ravenswood and recover

two-thirds (2/3) of such Supplemental Costs as a cost for Fuel Oil Burn for G.2 pursuant

to Section 6.1.7 of the OATT unless Con Edison Steam determines that it needs Fuel Oil

that would be procured pursuant to this Section. If Con Edison Steam determines that it

does need additional Fuel Oil that would be procured pursuant to this Section, and it

provides written notice to Ravenswood of such determination no later than five business

days following notice from Ravenswood that it needs to obtain a spot barge to provide Fuel

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Oil Burn for G.2, then the NYISO shall pay to Ravenswood and recover one-third (1/3) of

such Supplemental Costs as a cost for Fuel Oil Burn for G.2 pursuant to Section 6.1.7 of

the OATT; Con Edison Steam shall bear one-third (1/3) of such Supplemental Costs; and

Ravenswood shall bear one-third (1/3) of such Supplemental Costs. The NYISO shall pay

Ravenswood all Supplemental Costs for which the NYISO is responsible under this Section

in the billing cycle immediately after the cycle in which such costs were incurred and billed

to the NYISO and shall allocate such payments to Ravenswood among all load withdrawals

in the Con Edison Transmission District (Load Zones H, I and J) pursuant to Section 6.1.7

of the OATT as a cost for Fuel Oil Burn for G.2 based on each LSE’s load ratio share for

the month for which the payments to Ravenswood of the Supplemental Costs are invoiced.

Payments of interest, if any, shall be paid in accordance with the NYISO’s normal billing

cycles.

2.9 The Parties understand that the components comprising the Demand Charge, and the

determination of the on-site O&M Costs, reflect certain estimated costs, and the Parties

agree that such estimates are reasonable, and that Ravenswood shall provide

documentation of such reasonableness upon request. In the event Ravenswood’s actual

costs making up the Demand Charges and O&M Costs differ from the estimates, there will

be no true-up for these costs in either direction other than those specifically described.

Thus, Ravenswood shall not be entitled to impose a surcharge, and no market participant

shall be entitled to a refund with respect to the Demand Charges and O&M Costs.

2.10 Consideration for Implementation Agreement

2.10.1 In consideration of the terms agreed to herein, Ravenswood will: (a) (i) arrange for,

operate, and maintain the facilities outlined in Section 1.3 and (ii) generate electric

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energy using Fuel Oil for G.2 under the terms of this Implementation Agreement

for the period May 1, 2024 through April 30, 2030; and (b) not submit a separate

filing under Section 205 of the Federal Power Act (“FPA”) seeking a rate or tariff

for Ravenswood’s provision of Fuel Oil Burn for G.2 for the period of May 1, 2024

through April 30, 2030.

2.10.2 Also in consideration of the terms agreed to herein, no Party shall file a complaint

under FPA Section 206 seeking rates, or terms and conditions, for Fuel Oil Burn

for G.2 for the period May 1, 2024 through April 30, 2030 that differ from those

agreed to in this Implementation Agreement.

2.11 Ravenswood’s Obligation To Remain in Service

2.11.1 In the event Ravenswood ceases generating electric energy from one or more of the

Units subject to this Implementation Agreement or lacks the capability for one or

more of the Units subject to this Implementation Agreement to operate on Fuel Oil

for Fuel Oil Burn for G.2, during the term of this Implementation Agreement, due

to a catastrophic equipment failure or a change in law or other circumstances

outside Ravenswood’s control, then:

2.11.1.1 Ravenswood shall notify NYISO and Con Edison immediately; and

2.11.1.2 Ravenswood shall immediately commence good faith negotiations

with NYISO and Con Edison to revise the terms of this Implementation Agreement

consistent with Good Utility Practice.

2.11.2 In the event Ravenswood makes a corporate decision to cease generating electric

energy from one or more of the Units subject to this Implementation Agreement or

a corporate decision to terminate the availability of Fuel Oil for Fuel Oil Burn for

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G.2 to operate one or more of the Units subject to this Implementation Agreement,

during the term of this Implementation Agreement, then:

2.11.2.1 Ravenswood shall notify NYISO and Con Edison immediately; and

2.11.2.2 NYISO will reduce its payment to Ravenswood proportionate to the

MW reduction (based on Unit 10 and 20 being 400 MW and Unit 30 being 1,000

MW) as of the first month after Ravenswood ceases operation of one or more of

the units.

2.11.2.3 Ravenswood shall also reduce the barges and storage tanks

capabilities for the benefit of the NYISO noted in Section 1.3 by the same

proportion and in its sole discretion determine which barges and storage tanks

would no longer be for the benefit of the NYISO.

2.11.3 For purposes of this Implementation Agreement, “catastrophic” has the meaning set

forth in Section 23.2.1 of the Services Tariff.

2.11.4 For purposes of this Implementation Agreement, “corporate decision” means (i) a

decision by Ravenswood’s management or parent, including but not limited to, a

decision to deactivate one or more generating units for economic reasons; or (ii) any

other decision within Ravenswood’s control.

SECTION THREE

TERMINATION/AMENDMENT

3.1 Except for outstanding payment obligations under Section Two hereof, this

Implementation Agreement shall terminate on April 30, 2030. Notwithstanding the

immediately preceding sentence, the Parties are free to enter negotiations to extend the

termination date of this Implementation Agreement and/or negotiate a new agreement for

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Ravenswood’s provision of Fuel Oil Burn for G.2 subsequent to April 30, 2030, in each

instance subject to Commission approval. If any such negotiations are not concluded by

January 1, 2030, subject to Sections Six and Seven hereof, the Parties reserve all rights

they may have to make filings with the Commission, or oppose such filings, as each Party

deems appropriate, with respect to Ravenswood’s provision of Fuel Oil Burn for G.2 for

the period subsequent to April 30, 2030, including but not limited to Ravenswood filing a

rate schedule under FPA Section 205, and/or the NYISO filing an unexecuted

Implementation Agreement under Section 4.1.9 of its Services Tariff, or a Party filing a

complaint under FPA Section 206. Such negotiations shall be subject to the consultation