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Appendix D - BC Hydro - Transmission

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<strong>Appendix</strong> H to SGIA<strong>Transmission</strong> Owner IndemnityTHIS INDEMNITY AGREEMENT is made as of the ____ day of ____, 20___.WHEREAS British Columbia <strong>Transmission</strong> Corporation (“<strong>BC</strong>TC”) and the undersigned(the “Indemnitor”) entered into a Standard Generator Interconnection Agreement dated the ___day of _________, 20______ (the “Interconnection Agreement ”); andWHEREAS <strong>BC</strong>TC operates the <strong>Transmission</strong> System (as defined in the InterconnectionAgreement), but British Columbia <strong>Hydro</strong> and Power Authority (“<strong>BC</strong> <strong>Hydro</strong>”) has legalownership of the majority of the <strong>Transmission</strong> System; andWHEREAS it is a condition of the Indemnitor interconnecting the Indemnitor’sGenerating Facility to the <strong>Transmission</strong> System (each as defined in the InterconnectionAgreement) that the Indemnitor execute this Indemnity Agreement in favour of <strong>BC</strong> <strong>Hydro</strong>.NOW THEREFORE THIS INDEMNITY AGREEMENT WITNESSES that, inconsideration of <strong>BC</strong>TC permitting the Indemnitor’s Generating Facility to be interconnected tothe <strong>Transmission</strong> System, the sum of ten ($10) dollars paid by <strong>BC</strong>TC on behalf of <strong>BC</strong> <strong>Hydro</strong> tothe Indemnitor, and for other good and valuable consideration, the receipt and sufficiency ofwhich are acknowledged by the Indemnitor, the Indemnitor covenants and agrees with <strong>BC</strong> <strong>Hydro</strong>as follows:1. Subject to paragraphs 2 and 3, the Indemnitor shall indemnify and save and holdharmless <strong>BC</strong> <strong>Hydro</strong>, its directors, officers, employees, shareholders, agents, successors andassigns (collectively, the “Indemnitees” and each individually, an “Indemnitee”) from andagainst any and all claims, liabilities, losses, damages, costs and expenses (including legal feesand disbursements on a solicitor-client basis and consultant fees and disbursements), fines,penalties, judgements, awards, assessments or charges of any kind, with any of the Indemniteesincurs, suffers or is put to which in any way relate to or arise or result from any third-party claim,demand or proceeding, which in any way relate to or arise or result from any failure by theIndemnitor to keep, observe or perform any obligations, covenants, terms or conditions under theInterconnection Agreement to be kept, observed or performed by the Indemnitor, or anynegligent, reckless or intentional wrongdoing of the Indemnitor or any director, officer,employee, shareholder or agent of the Indemnitor.2. Paragraph 1 shall not apply to the extent any claims, liabilities, losses, damages, costs andexpenses (including legal fees and disbursements on a solicitor-client basis and consultant feesand disbursements), fines, penalties, judgements, awards, assessments or charges are attributableto any gross negligence or intentional wrongdoing of any of the Indemnitees.3. Notwithstanding paragraph 1, neither the Indemnitor nor <strong>BC</strong> <strong>Hydro</strong>, nor any of itsdirectors, officers, employees, shareholders, agents, successors and assigns, shall be liable to theother party, or any of its directors, officers, employees, shareholders, agents, successors andassigns, under or in relation to the Interconnection Agreement for indirect or consequential- 77 -DM_VAN/<strong>BC</strong>T0007-<strong>BC</strong>T00129/6206155.10

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