DRAFT WHEELING AND BANKING AGREEMENT FORMAT FOR OPEN ACCESS PROJECTS

UNDER THE (DRAFT) KERC (TERMS AND CONDITIONS FOR OPEN ACCESS) REGULATIONS,
2025

This Wheeling and Banking Agreement is made at …………………… on this ........... day
of …………….. between Karnataka Power Transmission Corporation Limited, a
Company formed and incorporated in India under the Companies Act, 1956, with its
registered office located at Kaveri Bhavan, Kempegowda Road, Bangalore – 560 009,
Karnataka State, hereinafter referred to as the “Corporation” (which expression shall,
unless repugnant to the context or meaning thereof, include its successors and
permitted assigns) and Electricity Supply
Company / Corporation Limited (where the power is injected) a Company formed
and incorporated in India under the Companies Act, 1956, with its registered office
located at ………………………… (address of ESCOM), Karnataka State hereinafter
referred to as the “ ESCOM" (which expression shall, unless repugnant to the context
or meaning thereof, include its successors and permitted assigns) on one hand and
M/s.……………………………, a generating company and having its Registered
Office at………………………………………………………………………... hereinafter referred
to as the “Company” (which expression shall, unless repugnant to the context or
meaning thereof, include its successors and permitted assigns) on the other, as parties.

The generating company shall obtain all statuary clearances and there is no need for
obtaining any license under the Act for establishing a generation plant and for the
purpose of wheeling of energy.

WHEREAS:
i) The Corporation is a transmission Licensee owning and operating a transmission
system and the ESCOM is a distribution Licensee engaged in the business of electricity
distribution in the State of Karnataka and is under a statutory obligation to provide
non-discriminatory open access (OA), under the provisions of the Electricity Act, 2003.

ii) The Company proposes to/has installed Non-RE / RE Electric Power Generating
Station of ……..kW/MW capacity at/near ……………………… Village in
…………………… Taluk, ………………. District and the Company plans to construct,
own, operate and maintain/owns and operates the above said Non-RE/ RE Electric
Power Generating Station, hereinafter referred to as the Project.

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iii) The generator shall give an undertaking that there is no subsisting Power Purchase
Agreement (PPA) with any of the ESCOMs or any person(s) in the State or outside the
State, for sale of electricity for the capacity for which wheeling is sought under this
agreement.

iv) Pursuant to (i)& (ii) above, the Company desires to wheel upto ……… kW/MW of
the power generated from the project for its captive use or to sell to the Third Party
utilizing the transmission and/or distribution network of the Corporation and ESCOM/s
respectively and for the said purpose intends to enter into an agreement with the
Corporation and the ESCOM where the power is injected.

v) The nodal agency vide their email dated …………… has granted Access for
wheeling and banking [banking in the case of Wind, Mini-hydel & Solar and hybrid of
the above sources only] of electricity generated by the Company in the project within
the time specified in the Regulations. In absence of grant of Open Access within the
time specified in the Regulations, Open Access is deemed to be granted.

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 NOW THEREFORE IN VIEW OF THE FOREGOING PREMISES AND IN CONSIDERATION OF
THE MUTUAL COVENANTS AND CONDITIONS HEREINAFTER SET
FORTH, THE CORPORATION, ESCOM AND THE COMPANY,
HEREBY AGREE AS FOLLOWS:

ARTICLE 1
1.1 DEFINITIONS

For the purposes of this Agreement, unless the context otherwise requires, the following
words and expressions shall have the respective meanings set forth below:
a) “Act” means the Electricity Act, 2003 as amended from time to time.
b) "Agreement" shall mean and include the Wheeling & Banking Agreement
executed herein, including the schedules hereto, amendments, modifications
and supplements made in writing by the parties from time–to- time in terms of OA
Regulations.
c) “Applicable Tariff/Charge” means the tariff/charges for wheeling and banking as
determined by the Commission from time-to-time in terms of OA Regulations.
d) “Banking” means the facility by which electrical energy remaining unutilized by
the “Exclusive” or “Non- Exclusive” Consumer or “Captive Consumer” out of the
energy injected by the Company into the transmission and/or distribution system
of Corporation/ESCOM/s, which is allowed to be utilized for wheeling to
“Exclusive” or “Non-Exclusive” Consumers of the Company or captive consumer
for later use, as per the terms and conditions set forth in this agreement.
e) “Banking cycle” means the period from 00:00 hrs from the first day of a calendar
month to 24:00 hrs of last day of the same calendar month.
f) “Billing Period” means the period from 00:00 hours of the first day of a calendar
month to 24:00 hours of the last day of such month. The first Billing Period shall
commence from 00:00 hours of the Commercial Operation date/date of
commencement of wheeling in a calendar month and end with 24:00 hours of
last day of such month.
g) "Commercial Operation Date” means the date declared jointly by the Company
and the Corporation/ ESCOM on which the project or any of its units is/are
declared as available for commercial operation.

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h) “Commission” means the Karnataka Electricity Regulatory Commission.
i) “Drawal Point” means the point as specified by the Company to which the
wheeled/banked power is to be supplied, indicating the place of HT/LT installation
& RR. No. of HT/LT installation, if any.
j) “Exclusive consumer” means a consumer identified by the Company for
Wheeling Power, who receives the entire quantum of his power requirement from
the Company utilising the Transmission/ Distribution Network of the Corporation /
ESCOMs.
k) “Financial Year” means year starting from 1st day of April of a calendar year and
ending on the 31st day of March of the following calendar year.
l) "Force Majeure Events” means the events and circumstances as described in
Article 9.
m) "Injection Point” means the point or points at which Electricity is injected by the
Company into the Corporation/ESCOMs‟ network.
n) "Injected Energy” means the kilowatt hours of Electricity actually exported and
measured by the energy meters at the Injection Point in a Billing Period after
deducting therefrom 115% of the energy imported from the ESCOM/s for start-up
or any other purposes by the Project as measured at the injection point during a
Billing Period.
o) “Installed Capacity” means the capacity of the Project at the generating
terminal(s) and shall be equal to ……kW/MW.
p) “Metering Date” for a Billing Period, means the midnight (24.00 hours) of the last
day of a calendar month during which energy is injected.
q) “Metering Point” for purposes of recording of Injected Energy at the Injection Point
shall include two separate sets of Special Energy Meters/ Smart meters as per the
KERC (Terms and Conditions for Open Access) Regulations, 2025, with Automated
Meter Reading facility, the main meter installed by the Company and the check
meter installed by the ....ESCOM, having facilities to record both export and import
of electricity to/from the grid and, for purposes of recording the Energy drawn at
the drawal Point, shall include a meter installed, having facilities to record both
export and import of electricity to/from the grid.
r) “Monthly Charge” shall have the meaning as set forth in Article 5.
s) “Nodal agency” means the agency as defined in KERC (Terms and Conditions for
Open Access) Regulations, 2025.

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t) “Non-Exclusive Consumer” means a consumer who purchases / consumes power
from both ESCOM and the Company.

u) “Renewable Sources (RE) of Energy/ Green energy” means such sources that
produce/generate electrical energy from renewable sources of energy including,
but not limited to Solar PV Power Project or Wind Power Project or Hybrid Power
Project or Small Hydro Power Project or biomass, biofuel, urban or municipal waste,
Energy Storage Systems including pumped storage hydro generation using entire
electricity generated from renewable energy for charging / pumping or any other
technology as may be notified by the Government of India from time to time and
shall also include any mechanism that utilises green energy to replace fossil fuels
including production of green hydrogen or green ammonia;

v) “Water Year” for mini-hydel projects shall mean the year commencing on the first
day of June of a calendar year and ending on the thirty first day of May of the
following calendar year.

Any Words and expressions used but not defined in this Agreement shall have the
same meaning as defined in the Act, KERC Regulations and the Grid Code.

1.2 INTERPRETATION
Unless otherwise stated, all references made in this Agreement to “Articles” and
“Schedules” shall refer, respectively, to Articles of and Schedules to this Agreement.
The Schedules to this Agreement shall form part of this Agreement and shall be in force
and effect as though they were expressly set out in the body of this Agreement.

ARTICLE
INTERCONNECTION

2.1 Subject to the terms of this agreement, power generated from the Project of the
Company shall be evacuated through the………….kV line constructed and
maintained by the Company up to the………. kV ................................. Substation
(Injection Point) of the Corporation/ESCOM.

2.2 Evacuation of power generated by the project, shall be limited to the capacity
of transmission/ distribution system as specified by the Corporation/ESCOM in the
evacuation approval.
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2.3 The generating facility of the project shall be connected to the network of the
Corporation and/or ESCOM in accordance with the Central Electricity Authority
(Technical Standards for Connectivity to the Grid) Regulations, 2007 (as
amended from time to time). In case the above regulations do not specify
connectivity standards for a particular voltage level, the same shall be as
approved by the Corporation/ESCOM.
2.4 The Company shall provide suitable relays and protective devices as specified
by Corporation/ESCOM or as per prudent utility practice at the injection point

at .......................... Sub-station and at the HV side of the Generator which shall be

got calibrated / checked by the Corporation/ESCOM before the plant is
synchronized. Calibration of such relays and devices shall also be got done by
the Company once in a year during the operation of the plant to ensure their
proper functioning. The Company shall install, at its own cost, protection
equipments like protection relays, communication system or similar equipment
for the protection to the equipment of the Corporation/ESCOM and the
Company. The Company shall obtain the approval of the Corporation/ESCOM
for the specifications of such equipment and shall furnish the test reports, to the
Corporation/ESCOM, as may be required.
2.5 The company shall obtain the following approvals for the project:
a. Approval of the Electrical Inspectorate
b. Evacuation/Synchronization approval from the Corporation/ESCOM.
2.6 The specifications for electrical energy delivered shall be as per Schedule-2.
2.7 The Company shall ensure that the metering and protection facility be, on
notice, open for inspection by the authorized representative of the
Corporation/ESCOM.
2.8 In the case of a new generating plant as well as addition of new capacity to the
existing plants, the Company shall give written notice fifteen days in advance to
the Corporation/ESCOM before the date of synchronisation, trial operation
(other than wind and solar projects) and commercial operation of the
generator. The same shall also be intimated in writing to the SLDC.
2.9 The Corporation/ESCOM shall not be liable for losses or damages, if any,
consequent to any line outage between the point of generation and the
injection point for any reason whatsoever, consequent to which power is not
evacuated.

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 ARTICLE 3
UNDERTAKINGS

3.1 Obligations of the Company:

(i) The Company shall for setting up/ operation of the project, at all times have
statutory approvals, clearances, and permits as set out in Schedule-1 of this
agreement.

(ii) A. As provided in the Act, the Company shall undertake at its own cost to
establish, operate and maintain the following in accordance with Prudent Utility
Practices during the operation of this agreement:
a) Generating Station;
b) Tie-Line (s);
c) Sub-stations;
d) Dedicated transmission line connected therewith.
B The Company shall abide by the State Grid code, Distribution code and
other applicable regulations, rules, Codes and standards.
C The Company shall strictly comply with the CEA (Safety requirements for
construction, operation and maintenance of electrical plants and lines)
Regulations, 2011 and CEA (Measures relating to safety and electricity
supply) Regulations, 2023, as amended from time to time.
(iii) The Company shall be liable to pay all applicable charges to the
Corporation/ESCOMs as per Article -5 including any Open Access charges (as
mentioned in the extant Regulations w.r.t. Open Access issued by the
Commission from time to time) due to the Corporation/ESCOMs from exclusive
or non-exclusive or captive consumers to whom energy is wheeled, in case such
payments are not made by the due date by such consumers.
(iv) The Company shall pay any applicable taxes, cess, duties or levies imposed by
the Government or Competent Authority from time to time.
(v) The Company shall furnish when required, any data necessary for the system
studies conducted by the Corporation or the ESCOM.
3.2 Obligations of Corporation/ESCOMs
The Corporation/ESCOMs shall:
(i) Subject to system constraints, wheel the Electricity generated by the Company
up to the Drawal Point in accordance with the provisions of the Act, Rules and
Regulations in force from time-to-time.
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 [Explanation: “System constraint” means a condition or situation under which the
electrical system of the Corporation/ESCOM/s is unable to evacuate and
transmit fully or partly the energy generated from the project due to unforeseen
breakdown o f network elements like lines, switchgears or due to

frequency/voltage constraints in the system or for any other reasons beyond the
control of the Corporation/ESCOMs.]
(ii) Provide connectivity to network (by augmentation wherever necessary) and
ensure that the contracted network capacity under open access is made
available to the company during the period of contract.
(iii) Abide by the State Grid code, Distribution code and other applicable
regulations, rules, Codes and standards.
(iv) Abide by the CEA (Safety requirements for construction, operation and
maintenance of electrical plants and lines) Regulations, 2011 and CEA
(Measures relating to safety and electricity supply) Regulations, 2023, as
amended from time to time.
(v) Terminate the WBA in case the Company enters into an agreement to sell power
to:
(a) The Distribution Licensees of the State at-
➢ The tariff determined by the Commission under Section-62 of the Act or
adopted under Section-63 of the Act Or
➢ The Average pooled power purchase cost [APPC] or 75% of the
generic tariff applicable to such RE projects, whichever is lower, for
obtaining Renewable Energy Certificates [RECs] Or
(b) To any other person(s) at a mutually agreed tariff, for the capacity which is
already under WBA.

ARTICLE 4
OPERATION OF THE POWER PLANT

4.1 The operation of the Project shall not at any time be in contravention to the
Electricity Act, 2003 and Rules, Regulations issued thereunder and any other
applicable provisions of law.
4.2 The Corporation/ESCOM/s shall not impose any restrictions on the manner of
generation except for reasons of safe operation of the grid.
4.3 The operation of the power plant shall be suitably co-ordinated to comply with
instructions of State/Area Load Dispatch Centre.
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4.4 The starting current of the Generator shall not exceed 110% of the full load
current of the generator and for that purpose, the generator shall provide
necessary current limiting devices.

4.5 The Company shall provide at its cost, protective measures and devices for the
safe operation of the Project with the grid as per the prevailing
regulations/codes.
The Corporation or ESCOM/s shall not be liable to pay any compensation for
any damage caused to any part of the generating station resulting from
parallel operation with the grid.

ARTICLE 5
CHARGES

5.1 The Company shall pay all the charges to the Corporation/ESCOMs for using
their network as per the applicable KERC Regulations/Orders issued from time
to time.

Such charges shall include:

(i) transmission charges for the use of the transmission network,
(ii) wheeling charges for the use of the distribution network/s,
(iii) cross subsidy surcharge, if not paid by the consumers
(iv) additional surcharge, if not paid by the consumers
(v) Banking charges wherever applicable, if not paid by the consumers
(vi) stand-by charges wherever applicable, if not paid by the consumers
(vii) Losses as determined by the Commission,
(viii) Monthly transaction charges of Rs. 3000 for maintaining the transaction
details,
(ix) Meter reading charges of Rs. 1000 per month, in case AMR meters
having remote meter reading facilities are not functional,
(x) Load despatch Centre fees,
(xi) Scheduling and system operation charges,
(xii) Grid support / Parallel operation charges,
(xiii) Reactive power charges,
(xiv) Deviation settlement charges under DSM Regulations,
(xv) Any other charges as specified under the various KERC Regulations.

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 The Company shall also be liable to pay, in case of default by exclusive or non-
exclusive or captive consumers to pay, partly or fully, any open access
charges, cross subsidy surcharge or additional surcharge, standby charge or
any other charge within 15 days of the Corporation or ESCOM/s raising the bills
for the said charges.
5.2 The Company shall pay to the nodal agency before commencement of
wheeling, security deposit equivalent to the estimated charges for two months
which shall be retained with the nodal agency till the expiry of the Agreement.
In case of non-payment, the security deposit shall be encashed by the
concerned licensee and the company shall immediately replenish the security
deposit.
5.3 The ESCOM shall recover from the Exclusive Consumer:
a) twice the demand charges as applicable to the relevant category of
consumers as determined by the Commission from time to time, for the
over drawal of demand[kW/MW] beyond the quantum of power
contracted under the wheeling agreement; and
b) twice the energy charges as applicable to the relevant category of
consumers for over drawal of energy from the grid beyond the net
injected energy by the Company [injected energy less the losses in kind].
5.4 The Company shall be permitted to import power from the grid for start-up,
maintenance and other allied purposes duly intimating the ESCOM/s the
period for which such supply is required. In such cases, the 115% of the actual
energy drawn from the grid as recorded by the import meter at the injection
point shall be deducted from the total energy generated.

5.5 Charges for infirm power (not applicable for wind, solar power and wind-solar hybrid
projects):

The infirm energy injected during the period from trial operation date after
synchronization up to the commercial operation date shall be deemed to be sold to
the ESCOM in whose jurisdiction the energy is being injected to the grid and shall be
paid for by such ESCOM:

(a) For RE sources: At the applicable Average Pooled Power Purchase Cost (APPC) or
75% of the generic tariff determined by the Commission for the relevant year for
the relevant RE source, whichever is lower and

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(b) For non-RE / conventional sources: At the variable charges to recover the fuel
costs as determined by the Commission for similar type of non-RE / conventional
power plants for the relevant year.

5.6 Banked energy remaining unutilized at the end of the month:

Banking shall be allowed on a monthly basis as per the extant OA regulations to solar,
wind, mini-hydel and hybrid of the above sources.

The banking shall be allowed only for five-years from the date of execution of the
WBA.

The unutilised banked energy (as applicable) remaining at the end of the month, shall
not be permitted to be carried forward to subsequent months. However, RE
generating station would be entitled to RECs for such energy remaining unutilised at
the end of the month subject to the CERC’s REC Regulations.

Such banking shall be on payment of applicable banking charges as determined by

the Commission from time to time.

The banked Energy at the end of a month shall be calculated as follows:

Ebi= [ Eg*(1-C)] - Et -B
Where,
Ebi =Banked energy at the end of a month;
Eg = Generated energy injected to the grid at the point of injection in a month
as recorded by the export register of the meter less 115% of energy recorded by
import meter at injection point.
B = Banking charges in kind (in MU)
C = Transmission and/or wheeling losses expressed in percentage.
Et = Actual energy Consumed in a month by the Exclusive Consumers and/or
Non-Exclusive Consumer and/or captive consumers.

Note: Banked energy is zero if Ebi is negative or zero.

5.7 PF penalty:
The exclusive or non-exclusive Consumer or captive consumer shall pay Power Factor
penalty for any reduction in power factor, as per rates determined by the Commission
from time to time in its Tariff Orders.
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5.8 Energy Losses:
Transmission and distribution losses for transmission/wheeling of energy shall be
applicable and shall be as per the loss levels fixed for the purpose of
transmission/wheeling by the Commission from time to time, in its Tariff Orders.

ARTICLE- 6
WHEELING AND BANKING OF ENERGY

6.1 WHEELING OF ENERGY:

6.1.1 At least 15 days prior to commencement of wheeling, the Company shall submit
in writing, a list of “Exclusive Consumers”, “Non-Exclusive consumers” and
“Captive Consumers” to whom it proposes to wheel power, indicating the
quantum of power to be wheeled to such consumers. Any addition or deletion
to the list of consumers or change in power allocation to the existing consumers
shall be intimated to the Corporation/ESCOM/s, 15 days prior to giving effect to
such change. The duty of the licensee with respect to such wheeling of energy
shall be of common carrier providing non-discriminating open access.

Provided that no supplemental agreement shall be required to be signed, for

such addition or deletion of the consumers.

6.1.2 At the end of each month, the company shall allocate the entire energy
generated during the month ToD slot-wise / time block-wise, as the case may
be, to its consumers under WBA.

6.1.3 The residual energy, if any, after deducting the consumption by the consumer
from various open access sources like IEX, Wheeling etc., shall be deemed to
have been met by the ESCOM in whose jurisdiction such consumer is located
and shall be billed as per the tariff applicable to that consumer category. If the
energy injected is more than the energy consumption during any month the
company shall:

a) in case of RE sources, be entitled to obtain RECs for excess RE energy injected

during a month.
b)in case of non-RE sources, shall be deemed to have been supplied the excess
Non-RE energy free of cost to the ESCOM/Corporation.

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6.1.4 The Corporation/ESCOMs shall collect from the Exclusive consumers of the
Company, only the applicable open access charges as per KERC
Regulations/orders.

6.1.5 All Charges for the quantum of energy drawn by “Non Exclusive Consumers”
including energy and demand charges other than for energy wheeled from the
Company, shall be collected by the concerned ESCOM directly as per the tariff
applicable to such consumers. In addition, the applicable charges for open
access transaction as per the Regulations / Orders of the Commission shall be
paid by such consumers to the concerned licensees.

6.1.6 In the event of system constraints, captive consumers, Exclusive and Non-
Exclusive Consumers shall be subjected to power cuts or load shedding as
deemed necessary by the Corporation/ESCOMs.

6.1.7 The Corporation/ESCOMs reserve the right to withdraw the facility of banking
and wheeling either wholly or partly in case of any breach of conditions of this
agreement or under force majeure conditions. In such an event,
Corporation/ESCOMs shall not be liable to pay any compensation or damages
to the Company.

ARTICLE - 7
BILLING PROCEDURE
7.1 The meters shall be read automatically and the data shall be communicated to
SLDC/ESCOMs online and the bills shall be raised accordingly.
7.2 For the purpose of Open Access, the generator and the consumers shall install
AMR meters with communication facility and no meters shall be read physically.
7.3 All payments of bills issued by the Corporation/ESCOMs under this agreement
shall be paid by the Company/Exclusive consumers/Non-exclusive
consumers/Captive consumers within fifteen days from the receipt of such bills.

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 ARTICLE - 8
METERING AND COMMUNICATION
8.1 Metering: The Energy injected and the energy drawn shall be metered at the
receiving sub-station point and at the drawal point of the Consumers (to be
specified clearly by the Company) respectively.

8.2 Metering equipment: Metering equipment shall be Special Energy Meters/Smart

meters (with Automatic Meter Reading facilities) of accuracy class 0.2S required
for the Project (both main and check meters). The main meter shall be installed
and owned by the Company, whereas check meters shall be installed and
owned by the ...ESCOM. The dedicated core of both Current Transformers [CTs]
and Potential Transformers [PTs] of required accuracy shall be made available by
the Company to….ESCOMs. The metering equipment shall be maintained in
accordance with applicable electricity standards and shall be capable of
recording quarter-hourly (which can subsequently be modified to record 5-
minutes data), ToD slot-wise and monthly readings. The Company shall provide
online, the metering data to the….SLDC/ESCOM every month. The meters
installed shall be capable of recording and storing quarter hourly readings of all
the electrical parameters for a minimum period of 35 days with digital output.
8.3 Sealing of Energy Meters: All the main and check energy meters (export and
import) and all associated instrument transformers installed shall be of 0.2S
accuracy class. Each meter shall be jointly inspected and sealed by the ESCOM
and shall not be interfered with by either Party except in the presence of the
other Party or its authorized representatives.
8.4 Meter Test Checking: All the main and check meters shall be tested for accuracy
every calendar quarter with reference to a portable standard meter owned by
the ESCOM which shall be of an accuracy class of 0.1S. The meters shall be
deemed to be working satisfactorily if the errors are within specifications for
meters of 0.2S accuracy class. The cost of such test checking shall be borne by
the Company at the rates specified by the ESCOM from time to time. The
consumption registered by the main meters shall be considered for the purpose
of billing as long as the error in the main meter is within the permissible limits.
(i) If during the quarterly tests, the main meter is found to be within the permissible
limits of error and the corresponding check meter is beyond the permissible
limits, then billing will be as per the readings of the main meter. The check
meter shall, however, be calibrated immediately.
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 (ii) If during the quarterly tests, the main meter is found to show any reading
beyond permissible limits of error, but the corresponding check meter is found
to be within permissible limits of error, then the billing for the month up to the
date and time of such test shall be as per the check meter. There

shall be a revision in the bills for the period from the previous billing date up to
the current test date, based on the readings of the check meter. The main
meter shall be calibrated immediately and billing for the period thereafter till
the next monthly meter reading shall be as per the calibrated main meter.
(iii) If during the quarterly tests, both the main meter and the corresponding
check meter are found to show readings beyond the permissible limits of error,
both the meters shall be immediately calibrated and corrections applied to
the reading registered by the main meter to arrive at the correct reading of
energy supplied for billing purposes for the period from the last month's meter
reading up to the current test. Billing for the period thereafter till the next
monthly meter reading shall be as per the calibrated main meter.
(iv) If during any of the monthly meter readings, the variation between the
main meter and the check meter is more than that permissible for meters of
0.2S accuracy class, all the meters shall be re-tested for their accuracy
immediately.
8.5 Interconnection and Metering Facilities: The Company shall provide at its cost
dedicated core for the metering. Both the main meter and the check meter shall
be installed nearest to the PT in the outdoor yard of the Corporation/ESCOM and
shall be housed in a suitable weatherproof cubicle.
8.6 Data Acquisition System (DAS)/ Data Concentrator Unit (DCU) and
Communication facilities: The Company shall install and maintain at its cost,
DAS/DCU and communication network facilities at the Generating
Station/Injection Point as well as drawal points to automatically read data and
automatically transfer the data to SLDC/ESCOM as the case may be, with due
approval of technical features by the Corporation or the ESCOM.
8.7 In the case of any tampering of metering cubicle or energy meters at the
Exclusive Consumers /Non-Exclusive Consumers/Captive Consumers premises or
at the Company’s power generating plant being detected or observed, the
Corporation/ESCOM/s shall have the right to withdraw the Wheeling & Banking
facilities to the Company without any notice.

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 ARTICLE

FORCE MAJEURE
9.1 In the event of Force Majeure conditions like war, pandemic, epidemic, flood
mutiny, riot, earthquake, hurricane, strike, tempest, accident to machinery,
affecting the wheeling and/or banking of power, the Corporation/ESCOM/s shall
have no obligation to Bank and Wheel the energy as per this agreement.
However, they shall make all reasonable efforts to restore normalcy within 30
(thirty) days and if the same is not possible, this agreement is to be treated as
temporarily suspended for the period in which Force Majeure conditions
continue and in such case the ESCOM shall also make efforts to supply power to
“Exclusive Consumers” of the Company from its own source subject to availability
and payment of charges as applicable to the power supplied to the relevant
category of consumers.
9.2 During the period in which Force Majeure conditions prevail,
Corporation/ESCOM/s shall not be liable to pay any compensation or damage
or any claims whatsoever for any direct or indirect loss that may be suffered by
the Company on account of wheeling and/or Banking of Electricity not being
performed during the period.

ARTICLE - 10
TERM, TERMINATION AND DEFAULT
10.1 Term of the Agreement:
This Agreement shall become effective from the next date from the date of submission
of the signed copy of the agreement by the applicant to the SNA, and unless
terminated pursuant to other provisions of the Agreement, shall continue to be in force
for such time (long-term/medium-term/short-term) until the completion of a period of
. . . . . months from the date of execution.

10.2 Events of Default:

Company’s Default: The occurrence of any of the following events at any time during
the term of this Agreement shall constitute an Event of Default by the Company:
a. Failure or refusal by the Company to perform any of its obligations agreed
under this Agreement.

b. Non-payment of charges as specified in this agreement within the time

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 specified in clause 7.3.
c. Failure of the Company to generate and wheel energy continuously for a
period of six months in case of RE sources and two-months in case of non-RE
sources.
d. Repeated over drawal of power from the grid by the Exclusive Consumers in
any four consecutive 15-minutes time block.
e. The Company entering into an agreement to sell power contracted under
wheeling to any Distribution Licensee of the State.
f. The Company selling power contracted under wheeling to any person(s)
under open access.

10.3 Termination:
Termination for Company’s Default:
i. Upon the occurrence of any event of default as set out in sub-clause 10.2 above,
the Corporation/ESCOM/s may deliver a Default Notice to the Company in
writing, which shall specify in reasonable detail the event of default giving rise to
the default notice and call upon the Company to remedy the same within a
month from the date of notice.
ii. In case the Company fails to remedy the default(s) notified in the above Notice
within the time indicated in the notice, the Corporation/ESCOM/s shall be
entitled to terminate this Agreement with immediate effect.
iii. Upon termination of this agreement, the Corporation/ESCOM/s shall stand
discharged of all its obligations undertaken under this Agreement. However, the
Parties shall fulfill the payment obligations arising as per the Agreement prior to
the date of termination.
iv. Further, in case of relinquishment or transfer of rights and obligations specified in
this agreement with due approval of the nodal agency, the company in terms
of Regulations 10(ii) of the OA Regulations, shall pay compensation to the extent
of transmission and/or wheeling charges applicable for one quarter of an year.

ARTICLE 11
DISPUTE RESOLUTION
11.1 The Parties hereby agree to attempt to resolve all disputes arising hereunder
promptly, equitably and in good faith.
11.2 All disputes or differences between the Parties arising out of or in connection with
this Agreement shall, as far as possible, be settled through mutual negotiations.
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 11.3 Each Party shall designate in writing and communicate to the other Party its own
representative who shall be authorized to resolve any dispute arising under this
Agreement in an equitable manner and, unless otherwise expressly provided
herein, to exercise the authority of the Parties hereto to make decisions by
mutual agreement.
11.4 If the designated representatives are unable to resolve a dispute under this
Agreement within ninety (90) days after such dispute arises, or such other
reasonable period as may be mutually acceptable to the parties then it shall be
referred to the Commission in accordance with the provisions of the Electricity
Act 2003, for resolution of the dispute under Section 86(1)(f) of the Act.

ARTICLE - 12
MISCELLANEOUS PROVISION

12.1 Governing Law:

This Agreement shall be interpreted, construed and governed by the Laws of India
including the Electricity Act, 2003 and the Rules/ Regulations framed thereunder.

12.2 Waivers:
Waiver, including partial or conditional waiver, by either Party of any default by the
other Party in the observance and performance of any provision of or obligation under
this Agreement:
a) shall not operate or be construed as a waiver of any other or subsequent
default hereof or of other provisions of or obligations under this Agreement;
b) shall not be effective unless it is in writing and executed by a duly authorised
Representative of the Party;

12.3 Limitation, Remedies and Damages:

Neither Party shall be liable to the other for any consequential, indirect or special
damages to persons or property whether arising in tort, contract or otherwise, by
reason of this Agreement or any services performed or undertaken to be performed
hereunder.

12.4 Notices:
Any notice, communication, demand, or request required or authorized by this
Agreement shall be in writing and shall be deemed properly given upon the date of
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receipt, if delivered by email, hand or by courier, if mailed by registered or certified
mail at the time of posting, if sent by fax when dispatched (provided if the sender’s
transmission report shows the entire fax to have been received by the recipient and
only if the transmission was received in legible form), to: -

(i) In case of the Company:

Name:
Designation of authorized representative:
Telephone No…………….
Fax No.
E- mail:

(ii) In case of......................... Corporation:

Name:
Designation of authorized representative:
KPTCL, Karnataka State.
Telephone:
Fax:
E-mail:

(iii) In case of .............................injecting ESCOM:

Name:
Designation of authorized representative:
ESCOM
Karnataka State.
Telephone:
Fax:

12.5 Severability:
Any provision of this Agreement, which is prohibited or unenforceable under any law,
shall be ineffective to the extent of such prohibition or unenforceability without

invalidating the remaining provisions hereof and without affecting the validity,
enforceability or legality of such other provisions.

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12.6 Amendments:
This Agreement shall not be amended, changed, altered, or modified except by a
written instrument duly executed by the authorized representatives of both the Parties
and approved by the Commission. However, the Commission shall be entitled to
modify/alter the conditions of this contract [agreement] at the instance of either of
the parties, or suo-motu, after giving an opportunity of hearing to all the parties.

12.7 Assignment:
The Company shall not assign this Agreement or any portion hereof without the prior
written consent of the Corporation/ESCOM/s and approval of the Commission.

Provided further that any assignee shall expressly assume in writing the assignor's
obligations arising under this Agreement prior to the assignment.

12.8 Entire Agreement, Appendices:

This Agreement constitutes the entire agreement between Corporation, ESCOM/s and
the Company, concerning the subject matter hereof. All previous documents,
undertakings, and agreements, whether oral, written, or otherwise, between the
Parties concerning the subject matter hereof are hereby cancelled and shall be of no
further force or effect and shall not affect or modify any of the terms or obligations set
forth in this Agreement, except as the same may be made part of this Agreement in
accordance with its terms, including the terms of any of the appendices, attachments
or exhibits. The appendices, attachments and exhibits are hereby made an integral
part of this Agreement and shall be fully binding upon the Parties.

In the event of any inconsistency between the text of the Articles of this Agreement
and the appendices, attachments or exhibits hereto or in the event of any
inconsistency between the provisions and particulars of one appendix, attachment
or exhibit and those of any other appendix, attachment or exhibit, Corporation/
ESCOM/s and the Company shall mutually consult to resolve the inconsistency.

12.9 Further Acts and Assurances:

Each of the Parties after convincing itself agrees to execute and deliver all such further
agreements, documents and instruments, and to do and perform all such further acts
and things, as shall be necessary or convenient to carry out the provisions of this
Agreement and to consummate the transactions contemplated hereby.
Page 20 of 23
IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be executed
by their authorized representatives and copies delivered to each Party, as of the day
and year first above stated.

FOR AND ON BEHALF OF CORPORATION

Name:
Designation of authorized representative:
KPTCL
WITNESSES
1.
2.

FOR AND ON BEHALF OF INJECTING ESCOM

Name:
Designation of authorized representative:
ESCOM/s
WITNESSES
1.
2.

FOR AND ON BEHALF OF THE COMPANY

Name:
Designation of authorized representative:
Company:
WITNESSES
1.

2.

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 SCHEDULE -1

PERMITS, CLEARANCES AND APPROVALS

1. Evacuation approval for evacuation of power from the generating plant to the
substation of Corporation/ESCOM.
3. Synchronization approval and Commissioning report from Corporation/ESCOM.
4. Wheeling and Banking approval by the nodal agency or deemed approval.
5. Approval of the Electrical Inspectorate, Government of Karnataka for
Commissioning of the transmission line for evacuation of power from the project
to the injection point/ substation.
6. Approvals required under any law for the time being in force.

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 SCHEDULE- 2

SPECIFICATIONS OF ELECTRICAL ENERGY DELIVERY

1. The generation voltage from the Non-RE / RE plant of M/s….. is at ….kV. It

comprises generators, generator transformer and unit transformer.

2. The generated power at………kV will be stepped up (if applicable) to….kV for the
purpose of inter-connection with the State grid at ………kV. Generators will also
be allowed to draw start up power from the grid.

3. The injection point is at ………receiving station at……..kV located

in…..ESCOM area.

******

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