• We have secured air quality permits and permit amendments for electric generation facilities in Texas, and we continue to assist several electric power generation facilities with permit compliance issues and associated testing and reporting obligations. We are currently developing air quality permit applications for new electric generation facilities in Texas.
• For a client acquiring a 300 MW coal-fired power generation facility, we evaluated environmental liabilities prior to the acquisition, developed a strategy for an environmental audit under the Texas Environmental Audit Act, considered groundwater availability issues, and evaluated alternative fuel uses. We also assisted this client with all permitting and permit transfer considerations in acquisition of the assets, and prepared and filed all applicable PUCT and ERCOT registrations.
• We represented a large generator of wind power, assisting with and advising on lease and option agreements, substation, transmission and access easements, air rights, shared use agreements, surface use agreements, sub-easements, and other related title and environmental issues.
• We assisted a Texas-based utility in prudence reviews of a nuclear power plant investment and long-term purchased power contracts. Our representation included review and analysis of the prudence of that company’s decisions regarding construction of a nuclear power plant and a determination of how that nuclear investment would be treated in the utility’s rates.
• During recent legislative sessions, on behalf of power generation and technology interests, our attorneys assisted in the drafting and passage of several pieces of legislation, the net result of which is the most comprehensive financial and regulatory incentive package in the nation for new electric power generation technology and related carbon dioxide storage projects, including enhanced oil recovery projects.
• Before EPA and TCEQ, we represented a coalition of electrical generating industries regarding the implementation of the Clean Air Interstate Rule, the Clean Air Mercury Rule, and the Dallas/Fort Worth and Houston/Galveston State Implementation Plans. This included developing emissions specifications for attainment demonstrations and system cap compliance mechanisms.
• Before the TCEQ, we represented an energy client in water quality matters concerning the proposed listing of the Lake Arlington cooling water body as thermally impaired under Section 303d of the Clean Water Act. We successfully demonstrated that the proposed listing was unnecessary.
• For the owner of a new natural gas-fired, combined-cycled power plant, we successfully obtained the initial wastewater discharge permit from TCEQ required to commence operations at the plant. We also served as developer’s counsel for certain regulatory, project financing, and environmental matters, including providing a legal opinion to the lender regarding the developer’s compliance with all applicable state and local environmental permitting and regulatory requirements.

Natural Gas and Combined Cycle Generation and Cogeneration

• Representation of the owner and developer of a 1,000 MW Natural Gas-Fired, Combined-Cycle Power Facility in Guadalupe County, Texas, and a 1,000 MW Natural Gas-Fired, Combined-Cycle Power Facility in Ector County, Texas, in connection with the development (including, the engineering, procurement and construction contract, long-term fuel supply and transportation contracts, power manager contract, fuel manager contract, water supply, tax abatement agreements, electrical interconnections, operation and maintenance, long term parts supply contract, real estate options and acquisitions, and right-of-ways), financing (including over $600 million in project financing), construction and operation of each project. Representation continued after financial close through construction and start-up, including providing counsel in connection with environmental, insurance, and regulatory matters arising during construction and start-up; matters arising under the various project contracts, including in connection with potential delays in schedule and declaring commercial operation under the EPC contract; and administration of the credit facility, including working with the project finance lenders on various amendments to and waivers under the credit facility. Jackson Walker continues to represent the owner in connection with these operating facilities, including in connection with the negotiation of asset management agreements for each facility relating to managing and marketing power, capacity and ancillary services, fuel procurement, QSE services, and the implementation of risk management and asset optimization policies.
• Representation of the owner and developer in the construction of a 175 MW natural gas-fired power generation facility, including the evaluation of proposed contractors and the engineering, procurement and construction agreement with a consortium of three large national contractors who, jointly and severally, performed the work on a turnkey basis. The firm continued to represent the owner during the construction of the facility and negotiated the successful resolution of disputed change order requests. In addition, a significant dispute arose over fundamental facility performance issues. The firm negotiated a favorable settlement of the dispute on behalf of our client that held contractor responsible for the required remedial work and the delay in completion of the facility. Upon completion of the required modifications, the facility successfully achieved substantial completion and final completion.
• Representation of the owner and developer of a 1,750 MW gas-fired power project located in Greenville, Texas with respect to the development of such project.
• Representation of a midwest utility as owner and developer in connection with the development of cogeneration facilities in Texas. These power generations facilities were located at three Houston ship channel petrochemical plants owned by an independent third party.
• Representation of the owner and developer of a 750 MW gas-fired power generation facility in Texas in connection with certain regulatory, project financing, and environmental matters, including providing legal opinions on compliance with state and local requirements.
• Representation of the owner and developer of a 1,000 MW Natural Gas Fired, Combined-Cycle Power Facility in Paris, Texas, in connection with the development and sale of the facility.
• Representation of the owner and developer of the Encogen One L.P 255 MW Natural Gas Fired Combined Cycle Cogeneration Plant in Sweetwater, Texas, in connection with Texas regulatory matters, project financing, and partnership structure matters.
• Representation of the owner and developer of a 250 MW Natural Gas Fired, Combined Cycle Power Facility in Long Island City, Queens, New York, in connection with the development of the project, an enhancement to an existing 2,168 MW facility.

Coal-Fired Generation

• Representation of the owner and developer in connection with all permitting and permit transfer considerations in an acquisition of assets and the development of a coal-fueled power plant.
• Representation of the owner and developer in the development of a 500 MW coal-fired power generation facility in Texas to be located on the site of an existing aluminum smelter facility, including representation in connection with the acquisition of assets relating to the facility; the project contracts including the long term fuel supply contract, long term power sales contracts (including with municipalities), long term lease agreement for the facility site, shared facilities agreement, the engineering, procurement and construction contract, operation and maintenance agreement; environmental permitting and related matters, including a consent decree applicable to the proposed project; and matters relating to the equity and debt financing for the project.

Nuclear Generation

• Representation of one of the nation’s largest utilities in connection with the initial development phase of its proposed 3,000 MW nuclear power generation facility to be located in Texas. Jackson Walker’s representation has included the following: counsel in connection with project site evaluation and selection; procurement of rights to acquire real property and mineral interests for the selected 11,500 acre site; identification and analysis of required state and local permits; analysis of water rights, water discharge, and air permit issues; support for the Combined Construction and Operating License application with the Nuclear Regulatory Commission; reservation of water from a major Texas river authority in quantities required for the proposed facility; evaluation of certain facility equipment to qualify as pollution control equipment eligible for tax abatement incentives; contracts for the development, construction, and operation of the facility, including the engineering, procurement and construction contract and the water supply contract; and evaluation of aspects of the development for potential issues that may impact the project financing for the facility and proposals for the resolution thereof.

Wind-Powered

• Representation of a large generator of wind power in connection with its wind power projects and related operations, including assisting with and advising on lease and option agreements, substation, transmission and access easements, air rights, shared use agreements, surface use agreements, sub easements, and other related title and environmental issues. Recent representative projects include a 114 MW project in Taylor County, Texas, and a 41 MW project in Culberson County, Texas, involving over 64,000 acres.
• Representation of the owner and developer in the development of a wind energy project in Oklahoma, including obtaining the wind leases, wind studies and submitting the interconnection request. The firm represented the owner in the sale of the project prior to the commencement of construction pursuant to a transaction in which the developer continued to provide services to the new owner for a monthly fee with additional compensation payable upon the achievement of specified development and construction milestones and upon commercial operation of the wind energy project.
• Representation of a developer is the development of wind energy projects in Oklahoma and subsequent transactions for the sale of the projects in which the seller/developer contained to provide development services to the new owner for a monthly fee with additional compensation payable upon achievement of specified development milestones.
• Representation of an energy research and development company with respect to the development of a hydrogen boiler, a hydrogen liquefier, and a vertical access wind turbine for distributed generation. Representation included patent application and prosecution, prototype development agreements, distributorship agreements, joint venture agreements, and Department of Energy awards.
• Representation of a major developer of wind energy projects in West Texas in connection with corporate organization and restructuring issues to facilitate capitalization and project financing opportunities.
• Representation of the owner and developer in connection with the long-term renewable energy and renewable energy credits, purchase and sale agreement, and other matters relating to the development of a 124 MW wind project in Texas.
• Representation of project owner in the development and financing of a 45 MW wind project in Howard County, Texas, including a private placement memorandum and subscription documents for equity investors; negotiation of project contracts such as real estate leases for the facility site and rights-of-way, engineering, procurement and construction agreements, and the operation and maintenance agreement; and the development of a “synthetic” power purchase agreement.

Geothermal

• Representation of the owner/developer in redevelopment and financing of the Presco Energy, LLC, 12.5 MW Rye Patch Geothermal Power Plant, Pershing County, Nevada.
• Representation of the owner of a 49.9 MW geothermal power project in California in connection with the development of the project, including in connection with the engineering, procurement and construction contract, drilling and engineering services contract, and long-term power sales agreement.

Biomass

• Representation of the owner in the development of a brownfield 35 MW biomass power project in New York. We have provided counsel in connection with the procurement of major equipment, the hybrid-wrap engineering, procurement and construction contract, regulatory issues relating to physical sales behind the meter and ability to satisfy the requirements of NYSERDA and the NYPSC for the qualification of renewable energy attributes to be counted towards achievement of the Renewable Portfolio Standard Program goals, the sale of renewable energy credits, participation in a RFP issued by NYPA, the long-term energy and UCAP sales agreement structured as a swap transaction under the ISDA, the evaluation of known environmental issues, the evaluation of collateral requirements under the various contractual arrangements, and the evaluation of all aspects of the development for potential issues that may impact the project financing for the facility and proposals for the resolution thereof.
• Represented the owner and operator of a biomass power project located in New York, including in connection with power sales, fuel supply contracts, and technology upgrades and other improvements to the facilities profits pool.

Landfill Gas

• Representation of the developer in connection with the development of a power generation facility at a landfill gas site, including the negotiation of a long-term power sales agreement.
• Representation of the owner and operator of a landfill gas gathering system and a landfill gas processing facility located in Dallas County, Texas, in connection with refurbishment of the facilities, operations and maintenance, gas sales, pipeline quality issues, Section 29 credits, and development of an on-site power generation project.
• Representation of the developer/facility owner in connection with the sale of a power generating facility at a landfill site owned by an agency of the U.S. government pursuant to a “green power program.”

Engineering, Procurement and Construction Agreements

• Representation of numerous power project developers in connection with engineering, procurement and construction agreements and generating equipment purchase agreements.
• Representation of a power generation company in connection with the restructuring of the payment procedure under its engineering, procurement and construction agreement due to the cash management system of the contractor’s parent company that was in bankruptcy and the subsequent replacement of the EPC contractor.
• Representation of the owner and developer of a 1,000 MW Natural Gas-Fired, Combined-Cycle Power Facility in Guadalupe County, Texas and 1,000 MW Natural Gas-Fired, Combined-Cycle Power Facility in Ector County, Texas, in connection with the development (including, in particular, the engineering, procurement and construction contract, operation and maintenance contract, and long term parts supply contract), financing (including over $600 million in project financing), construction and operation of each project. Representation continued after financial close through construction and start-up, including providing counsel in connection with matters relating to potential delays in schedule and declaring commercial operation under the EPC contract.
• Representation of the owner and developer in the construction of a 175 MW natural gas-fired power generation facility, including the evaluation of proposed contractors and the engineering, procurement and construction agreement with a consortium of three large national contractors who, jointly and severally, performed the work on a turnkey basis. The firm continued to represent the owner during the construction of the facility and negotiated the successful resolution of disputed change order requests. In addition, a significant dispute arose over fundamental facility performance issues. The firm negotiated a favorable settlement of the dispute on behalf of our client that held contractor responsible for the required remedial work and the delay in completion of the facility. Upon completion of the required modifications, the facility successfully achieved substantial completion and final completion.
• Representation of one of the nation’s largest utilities in connection with the initial development phase of its proposed 3,000 MW nuclear power generation facility to be located in Texas, including negotiations for the engineering, procurement, and construction contract and the water supply contract.
• Representation of the owner of a 49.9 NW geothermal project in connection with the development of the project, including the negotiation of the engineering, procurement, and construction contract.
• Jackson Walker attorneys served as temporary in-house counsel to Entergy Power Generation Corporation responsible for negotiating and drafting turnkey design/build agreements for the construction of merchant generating facilities, including a 1,000 MW coal-fired facility in Illinois.
• Representation of the developer of a 75 MW Natural Gas Fired, Combined-Cycle Cogeneration Facility in Florida in connection with the engineering, procurement and construction contract for the construction of a natural gas pipeline.
• Representation of owner of Arkansas Power & Light (Energy) Nuclear Plant in Pope County, Arkansas, regarding nuclear reactor and replacements/ reconstruction of steam heating pipe.
• Representation of numerous developers in connection with engineering, procurement and construction agreements and equipment purchase agreements for solid fuels gasification projects and gas-fired, coal-fired, wind, geothermal, biomass, hydro and landfill gas power projects.

Power Plant Fuel Supply Agreements

• Representation of the owner and developer of a 1,000 MW Natural Gas-Fired, Combined-Cycle Power Facility in Guadalupe County, Texas, and a 1,000 MW Natural Gas-Fired, Combined-Cycle Power Facility in Ector County, Texas, in connection with the development, financing, construction, and operation of each Project, including the negotiation of the long term gas supply and transportation agreement.
• Representation of the owner and developer in the development of a 500 MW coal-fired power generation facility in Texas to be located on the site of an existing aluminum smelter facility, including the negotiation of the long-term coal supply agreement.
• Representation of counsel for the gas supplier and the intrastate gas pipeline providing gas transportation service to the Tenaska Frontier Partners, Ltd., 830 MW Natural Gas-Fired, Combined Cycle Power Plant in Grimes County, Texas, including the negotiation of the gas supply agreements, intrastate and NGPA Section 311 gas transportation agreements, and pipeline construction and interconnect agreements, and the issuance of legal opinions on organizational, contractual, and statutory and regulatory compliance issues.
• Representation of the gas supplier and the intrastate gas pipeline providing gas transportation service to the Gregory Power Partners, L.P., Natural Gas-Fired, Combined Cycle Cogeneration Facility at the Reynolds Metals Company manufacturing facility near Gregory, Texas, including the negotiation of the gas supply agreement, pipeline construction and interconnect agreements, intrastate and NGPA Section 311 gas transportation agreements, and related performance guaranties, and the issuance of legal opinions regarding organizational, contractual, and statutory and regulatory issues.
• Representation of the gas supplier and the intrastate gas pipeline providing gas transportation service to the Frontera Generation Limited Partnership 550 MW Natural Gas-Fired, Combined Cycle Electric Power Generation Facility in Hidalgo County, Texas, including the negotiation of the gas supply agreement, intrastate and NGPA Section 311 gas transportation agreements, agreements for construction and interconnection of pipelines and meter stations, and related performance guaranties.
• Representation of the gas supplier for the Pine Bluff Energy LLC 228 MW Natural Gas-Fired, Combined Cycle Cogeneration Facility at the International Paper Company mill in Pine Bluff, Arkansas, in connection with the negotiation of the gas supply agreement, related performance guaranties and subordination agreements, pledge agreements, financing statements, and consent agreements associated with the financing of the project, and the issuance of legal opinions regarding organizational, contractual, and statutory and regulatory issues.
• Representation of the gas supplier for the Mobile Energy LLC 240 MW Natural Gas-Fired, Combined Cycle Cogeneration Facility at the International Paper Company facility in Mobile, Alabama, in connection with the negotiation of the gas supply agreement, transportation management agreement, related performance guaranties and subordination agreements, pledge agreements, financing statements, and consent agreements associated with the financing of the project, and the issuance of legal opinions regarding organizational, contractual, and statutory and regulatory issues.
• Representation of the gas supplier and the intrastate gas pipeline providing gas transportation service to the Ingleside Cogeneration Limited Partnership 440 MW Natural Gas-Fired, Combined Cycle Cogeneration Facility at Occidental Chemical Corporation’s chemical plant in San Patricio County, Texas, including the negotiation of the gas supply agreement, pipeline construction and interconnect agreements, intrastate and NGPA Section 311 gas transportation agreements, and related performance guaranties, and the issuance of legal opinions regarding organizational, contractual, and statutory and regulatory issues.
• In connection with the development of several natural gas-fired, combined cycle electric power generation and cogeneration facilities in Texas, Jackson Walker represented an intrastate gas pipeline providing gas transportation service to the facilities, including the negotiation of intrastate and NGPA Section 311 gas transportation agreements, pipeline construction and interconnect agreements, and related performance guaranties, and the issuance of legal opinions on organizational, contractual, and statutory and regulatory compliance issues.

Long-Term Power Purchase and Sale Agreements

• Representation of the developer in connection with the development of a power generation facility at a landfill site, including the negotiation of a long-term power sales agreement.
• Representation of the owner and developer in the development of a 500 MW coal-fired power generation facility in Texas to be located on the site of an existing aluminum smelter facility, including the negotiation of multiple long-term power sales agreements to various wholesale power purchasers and municipalities.
• Representation of the owner of a 49.9 MW geothermal project in connection with the development of the project, including the negotiation of the long-term power purchase agreement.
• Representation of the owner in the development of a brownfield 35 MW biomass power project in New York, including the negotiation of the long-term power and USCAP sales agreement structured as a swap transaction using the ISDA Master Swap Agreement.
• Representation of the electric power purchaser for the Pine Bluff Energy LLC 228 MW Natural Gas-Fired, Combined Cycle Cogeneration Facility at the International Paper Company mill in Pine Bluff, Arkansas, in connection with the negotiation of the master power purchase agreement, electricity services agreement, equity participation agreement, related performance guaranties and subordination agreements, pledge agreements, financing statements, and consent agreements associated with the financing of the project, and the issuance of legal opinions regarding organizational, contractual, and statutory and regulatory issues.
• Representation of the electric power purchaser for the Mobile Energy LLC 240 MW Natural Gas-Fired, Combined Cycle Cogeneration Facility at the International Paper Company facility in Mobile, Alabama, in connection with the negotiation of the master power purchase agreement, electricity services agreement, equity participation agreement, related performance guaranties and subordination agreements, pledge agreements, financing statements, and consent agreements associated with the financing of the project, and the issuance of legal opinions regarding organizational, contractual, and statutory and regulatory issues.
• Representation of the electric power purchaser for the 845 MW Natural Gas-Fired, Combined Cycle Power Facility in Rusk County, Texas, in connection with the negotiation of the master gas tolling/power purchase agreement, backup gas supply agreement, construction and interconnection agreements for pipelines and meter stations, related performance guaranties, and collateral assignments of contract rights and consent agreements associated with the financing of the project, and the issuance of legal opinions.

Wholesale Power Marketing

• Representation of power generators in the development of their master power sales contracts and in the negotiation of those contracts with wholesale buyers of electric power, including long-term power sales agreements and gas tolling agreements.
• The representation of power generation companies in developing risk analysis of sales in the wholesale-to-retail supply chain, including analysis of generation, credit and operational issues.
• Representation of power generators in drafting and negotiating power management agreements and asset management agreements providing for services relating to managing and marketing power, capacity and ancillary services from generation assets; fuel asset management and fuel procurement; and implementation of risk management and asset optimization policies through execution of puts, calls, swaps, collars, basis swaps, and other derivatives transactions executed in the financial markets.
• The negotiation of a virtual tolling agreement involving the marketing and dispatch of power produced by various power plants in a geographic area owned by a third party and operated under a separate tolling agreement between the counterparty and the third party.

Retail Electric Power

• Representation of retail electric providers in Texas in all phases of the creation and setup of the company, including corporate and financial structuring of the entities.
• Representation of an international investor group in starting up a U.S. retail electric provider modeled after a successful overseas retail electricity marketing affiliate.
• Representation of a large international bank in structuring and documenting retail natural gas and electricity supply transactions for load-serving entities where the supply is secured by the retail energy revenues.
• Representation of a large retail energy provider in arranging for the transportation contracts in the U.S. and Canada that permit it to deliver natural gas and electricity to its customers.
• Representation of minority-owned retail electric providers in setting up the company structures, structuring the credit and business model and arranging for credit and electricity supply.
• Representation of a large retail electric provider in systematically evaluating, responding to and litigating through the bankruptcy courts all bankrupt retail customers.
• Representation of retail natural gas and electricity providers in pursuing collection claims for non-paying customers.
• Representation of retail energy providers in evaluating their and opposing parties’ claims and litigation strategies in retail energy disputes.
• Representation of retail natural gas and electricity providers in evaluating and responding to various customer requests for proposal and other bid opportunities.
• Representation of large commercial customer in negotiating electricity supply transactions for multiple office buildings across different states.
• Representation of a large retail energy provider in connection with its structured customer transactions including energy management services, demand management services, load-shedding customer contracts, pooling transactions, ancillary procurement of capacity and ancillary services and renewable energy credits.
• Representation of retail electricity providers in CAISO, ISO-NE and PJM capacity transactions.

Transmission and Distribution Service Providers

• Representation of an electric transmission and distribution utility that is owned by a publicly traded diversified energy company in connection with the utility’s refinancing of existing debt through the issuance of more than $350 million of First Mortgage Bonds secured by a first mortgage on substantially all of the real property of the utility. Jackson Walker provided counsel in connection with all aspects of the transaction, including the First Mortgage Indenture and Supplemental Indentures, Offering Memorandum, Securities Purchase Agreement, due diligence and title opinions, and expert certificates. Jackson Walker has continued to represent the utility in connection with the release of mortgaged property from the lien of the First Mortgage Indenture, and the utility’s continuing compliance obligations under the First Mortgage Indenture.
• Representation of an electric transmission and distribution utility that is owned by a publicly traded diversified energy company in connection with the utility’s deployment of an advanced metering system (Smart Grid). We are representing the utility in its request before the Public Utility Commission of Texas for approval of an advanced metering system deployment and surcharge, and in connection with its contracts for the procurement, deployment and installation of the smart meters, for wireless communication services, and for managed services for monitoring and the capture and management of data from the smart meters. Jackson Walker is also representing the utility in its defense of a complaint alleging that certain of the smart meters utilized by the utility in its advanced metering system infringe patents held by the plaintiff.
• Representation of an electric transmission and distribution service provider in connection with the construction of transmission lines and substations for the competitive renewable energy zone (CREZ) transmission projects in the State of Texas to deliver renewable energy from CREZ zones in West Texas to Texas population centers. Our client was awarded approximately 400 miles of transmission lines and infrastructure, constituting the second largest award of the $5 billion CREZ build-out of transmission infrastructure.
• Representation of a large utility engaged in the generation, transmission and distribution of electricity in connection with the amendment and restatement of a Transmission Participation Agreement with two other utilities for the joint ownership of transmission facilities in New Mexico and Arizona. The amendment and restatement addresses the addition of another utility with respect to ownership of certain portions of the jointly owned transmission system and the establishment of ownership interests, transmission rights, curtailment procedures, responsibilities for operation and maintenance, and the relative rights of the parties in the event re-ratings are required under future NERC standards.