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BROOKINGS - TWIN CITIES TRANSMISSION PROJECT AGREEMENT <br />WHEREAS, the Participant is entering into this Agreement with CMMPA, in <br />conjunction with other Participants' execution of separate Transmission Project <br />Agreements, (i) to enable the Participants collectively to (a) facilitate CMMPA's <br />acquisition of the Transmission Project for the benefit of all Participants, (b) enhance <br />CMMPA's ability to cost - effectively finance acquisition of the Transmission Project, and <br />(c) enable CMMPA to fulfill its obligations under the Upstream Agreements, the Bond <br />Resolution, and any additional Other Instruments relevant to the Transmission Project, <br />and (ii)to enable the Participant to receive benefits from the Transmission Project, either <br />through its ability to use the Participant Capacity Rights Share, or through receipt of <br />revenues pursuant to the Transmission Asset Assignment Agreement that can be used to <br />reduce the Participant's overall costs of transmission service; and <br />WHEREAS, CMMPA proposes to sell to the Participant and the Participant proposes to <br />purchase from CMMPA the Participant Capacity Rights Share to effectuate the purposes <br />described above, all as hereinafter provided. <br />Now, THEREFORE, the parties hereto agree as follows: <br />2 <br />