WHOLESALE MARKET-BASED RATE TARIFF
OF
[INSERT COMPANY NAME]
PROVIDING FOR
SALES OF CAPACITY, ENERGY AND/OR ANCILLARY SERVICES
AND RESALE OF TRANSMISSION RIGHTS

I.	DEFINITIONS

The following words and terms used herein shall be understood to have the following meanings:

1. 	Affiliate:  In the case of any exempt wholesale generator defined under Section 32(a) of the Public Utility Holding Company Act of 1935, as amended, “affiliate” is defined in accordance with Section 214 of the Federal Power Act.  In the case of any other entity, “affiliate” is defined in accordance with 18 C.F.R. § 161.2(a).

2.	Buyer:  A purchaser of electric capacity, energy and/or ancillary services or resold transmission rights under this Tariff.

3.	Commission:  “Commission” means the Federal Energy Regulatory Commission or such successor Federal regulatory agency as may have jurisdiction over this Tariff.

4.	Parties:  “Parties” mean Seller and Buyer that have entered into a Service  Agreement for service pursuant to this Tariff.

5.	Seller:  [INSERT COMPANY NAME].

6.	Tariff:  “Tariff” means this wholesale market-based rate tariff, as amended from time to time.

7.	Service Agreement:  “Service Agreement” means the agreement entered into by Seller and Buyer for service under this Tariff.  

8.	Transaction:  “Transaction” means a particular transaction agreed to by the Parties pursuant to a Service Agreement under this Tariff.

9.	Transmission Tariff:  “Transmission Tariff” means the Transmission Tariff filed by [INSERT COMPANY or RTO NAME] in compliance with Order No. 888, as it may be amended from time to time.

II.	SALES OF ELECTRIC CAPACITY, ENERGY AND/OR ANCILLARY SERVICES

1.	Electric Capacity and Energy:  Seller may sell electric capacity and/or  energy to Buyer under this Tariff from time to time at rates, terms and conditions established by the agreement of the Parties.  All such Transactions shall be voluntary.

2.	Ancillary Services:  Seller may sell the following ancillary services to Buyer under this Tariff from time to time at rates, terms and conditions established by the agreement of the Parties, provided that the ancillary services are not sold in conjunction with transmission service provided by Seller’s Transmission Tariff.  All such Transactions shall be voluntary.

[Option 1]  Sales of ancillary services may include regulation and frequency response service, energy imbalance service, operating reserve-spinning service, and/or operating reserve-supplemental service.  The Seller maintains an Internet-based OASIS-like site that provides information about the Seller and provides for ancillary services Transactions, consistent with the Commission’s requirements.  Ancillary services are not available under this Tariff in connection with (1) sales to a regional transmission organization (“RTO”) such as an independent system operator (“ISO”) or Transco, i.e., where the RTO has no ability to self-supply ancillary services but instead depends on third parties; (2) sales to a traditional, franchised public utility affiliated with the Seller, or sales where the underlying transmission service is on the system of a public utility affiliated with the Seller; or (3) sales to a public utility who is purchasing ancillary services to satisfy its own open access transmission tariff requirements to offer ancillary services to its own customers.  [NOTE:  This proposed language has not been accepted by the Commission at this time.  It is new proposed language.]

[Option 2]  Seller may sell the following ancillary services into the markets under the control of the (i) New England Power Pool, (ii) PJM Interconnection, LLC, (iii) New York Independent System Operator, and (iv) California Independent System Operator, to the extent that (1) the rules and regulations of each such pool permit sales of such services, and (2) the Commission has authorized entities with market-based rates authority to make such sales into such pool:

1.	Automatic generation control/regulation service;
2.	Operating Reserves (replacement, spinning, and non-spinning ten-minute reserves and thirty-minute reserves);
3. 	Energy imbalance; and 
4. 	Any other ancillary services in additional markets and in the pools identified above that the Commission may authorize in the future, which authorization extends to entities authorized to make market-based rate sales in such markets.

	3.	Provision of Unbundled Transmission Service:  Except as provided under Sections II.2 and III, this Tariff does not provide for the sale of transmission service or ancillary services.   Either Seller or Buyer may arrange for transmission service and ancillary services in conjunction with the sale of capacity and energy. 

	4.	Limitations on Market-based Rate Sales:  [SPECIFY.  E.g., a utility may be prohibited from making market-based rate sales to customers in its franchised service territory.]

III.	RESALE OF TRANSMISSION RIGHTS

	1.	Character of Service:  Seller may resell to a Buyer all or a portion of Seller’s rights to the use of the transmission system of a transmission provider that Seller has reserved for its own use under a service agreement with the transmission provider, or has acquired from another customer of the transmission provider, including capacity that Seller has reserved or acquired for its own use on its own transmission system under its Transmission Tariff.  In order to be eligible for this service, the Buyer must be an Eligible Customer under the transmission tariff of the transmission provider from whom the transmission service rights to be transferred were originally obtained. When Seller resells transmission capacity that Seller has reserved or acquired for its own use on its own transmission system, Seller will continue to comply with all of the non-rate terms and conditions of its Transmission Tariff.  Notwithstanding the foregoing, the Seller may resell service that it has obtained from any transmission provider for a shorter duration than it has purchased, may resell smaller quantity than it has purchased and may resell as non-firm point-to-point service transmission that it has purchased as firm point-to-point service.

	2.	Limitation on Sales Prices:  The price at which Seller resells transmission rights to the Buyer shall not exceed the highest of (a) the original rate paid by Seller; (b) the applicable transmission provider’s maximum rate on file at the time of the sale to the Buyer for service of the same duration; or (c) Seller’s own opportunity costs, capped at the applicable transmission provider’s cost of expansion at the time of the Seller’s sale to the Buyer.  Seller shall not recover opportunity costs on an incremental basis in connection with such sale without first receiving Commission approval pursuant to a filing under Section 205 of the Federal Power Act.

IV.	RATES

All sales shall be made at rates established by agreement between Seller and Buyer.

V.	OTHER TERMS AND CONDITIONS

All other terms and conditions shall be established by agreement between Seller and Buyer.

VI.	EFFECTIVE DATE

This Tariff is effective on or after [INSERT DATE], or such earlier date set by the Commission.

VII.	REVISIONS TO THE TARIFF

Seller may file revisions to this Tariff by notifying Buyer in writing and by unilaterally making the appropriate filing with the Commission pursuant to the provisions of Section 205 of the Federal Power Act; provided, however, that such revision shall not affect the rates, terms and conditions of Transactions entered into prior to the date of such revision, unless otherwise agreed by the Parties.

VIII.	FILING AND REPORTING REQUIREMENTS

	Seller will comply with the current Commission policies and regulations for the filing and/or reporting of Service Agreements and Transactions pursuant to the Tariff.

	IX.	AFFILIATE POWER SALES

[Option 1]  The operating company will not sell power to or purchase power from any affiliates except affiliated qualifying facilities or affiliated exempt wholesale generators unless either the Commission approves the transaction in a separate Section 205 filing under the Federal Power Act or the Commission accepts affiliate protection procedures in a service agreement pursuant to the Tariff.  The term “operating company” means any affiliate authorized to engage in sales for resale and which provides electric power and energy service to captive customers in a franchised service territory or acts as a provider of last resort for electric power and energy service under a state retail access program.

[Option 2]  Consistent with Detroit Edison Company, 80 FERC ¶ 61,348 (1997), the operating company may not charge a lower rate to its marketing affiliate than it charges non-affiliates, even if the rate is above cost.  Any discount to a marketing affiliate also will be offered to non-affiliates via an electronic bulletin board.  The transaction prices for such affiliate transactions will be simultaneously posted on an electronic bulletin board.  Above-cost sales will be included in quarterly reports to the Federal Energy Regulatory Commission.  The term “operating company” means any affiliate authorized to engage in sales for resale and which provides electric power and energy service to captive customers in a franchised service territory or acts as a provider of last resort for electric power and energy service under a state retail access program. “Marketing affiliate” means any affiliate which is authorized to engage in sales for resale and which does not provide electric power and energy service to captive customers in a franchised service territory and does not act as a provider of last resort for electric power and energy service under a state retail access program.

[NOTE:  Additional options, such as index pricing, may be available for affiliate power sales transactions on a case-by-case basis.  Commission policy is evolving in this area.]

STATEMENT OF POLICY AND CODE OF CONDUCT

	As used throughout this Statement of Policy and Code of Conduct, the term “operating company” means any affiliate authorized to engage in sales for resale and which provides electric power and energy service to captive customers in a franchised service territory or acts as a provider of last resort for electric power and energy service under a state retail access program. “Marketing affiliate” means any affiliate which is authorized to engage in sales for resale and which does not provide electric power and energy service to captive customers in a franchised service territory and does not act as a provider of last resort for electric power and energy service under a state retail access program.
 
Marketing of Power

1.	To the maximum extent practical, the employees of marketing affiliate who perform power marketing activities of such marketing affiliate will operate separately from the employees of operating company.  

2.	All market information shared between operating company and marketing affiliate will be disclosed simultaneously to the public.  This includes all market information, including but not limited to, any communication concerning power or transmission business, present or future, positive or negative, concrete or potential.  Shared employees in a support role are not bound by this provision, but they may not serve as an improper conduit of information to non-support personnel.

3.	Sales of any non-power goods or services by operating company, including sales made through its affiliated EWGs or QFs, to marketing affiliate will be at the higher of cost or market price. 

4.	Sales of any non-power goods or services by the marketing affiliate to the operating company will not be at a price above market. 

Brokering of Power

	To the extent marketing affiliate seeks to broker power for the operating company:

5.	The marketing affiliate will offer the operating company’s power first.

6.	The arrangement between a marketing affiliate and operating company is non-exclusive.

7.	The marketing affiliate will not accept any fees in conjunction with any brokering services it performs for the operating company.

	To the extent that operating company seek to broker power for a marketing affiliate:

8.	The operating company will offer its own power first before the market affiliate’s power.

9.	The operating company will charge its marketing affiliate the higher of the operating company’s cost for brokering services or the market rate for such services.  The operating company will post the actual brokering charges imposed.

10.	The operating company agrees to simultaneously make public any information shared with the marketing affiliate during the provision of brokering services.

Affiliate Power Sales

[Option 1]  The operating company will not sell power to or purchase power from any affiliates except affiliated qualifying facilities or affiliated exempt wholesale generators unless either the Commission approves the transaction in a separate Section 205 filing under the Federal Power Act or the Commission accepts affiliate protection procedures in a service agreement pursuant to the Tariff.

[Option 2]  Consistent with Detroit Edison Company, 80 FERC ¶ 61,348 (1997), the operating company may not charge a lower rate to its marketing affiliate than it charges non-affiliates, even if the rate is above cost.  Any discount to a marketing affiliate also will be offered to non-affiliates via an electronic bulletin board.  The transaction prices for such affiliate transactions will be simultaneously posted on an electronic bulletin board.  Above-cost sales will be included in quarterly reports to the Federal Energy Regulatory Commission.

[NOTE:  Additional options, such as index pricing, may be available for affiliate power sales transactions on a case-by-case basis.  Commission policy is evolving in this area.]