The URL can be used to link to this page

Home My WebLink AboutAgenda Report - September 7, 1983 (34)Prior to introduction, of the hereinafter listed �Q//abstain items, Council Mmiber Pinkerton indicated that he would fram voting on these matters. C/ I) Ameix#nent to Ordinance No. 1294 -Approving the terms and conditions of a Member Agreement between Northern California Power Agency and certain participating members and authorizing the execution of and delivery of said Agreement by Officers of the City of Lodi - NCPA Geothermal Project No. 3 - Third Phase Agreement. — ,+4 'veA'!E-N r—^T�S�"R r(f.S�l= 1 --•—•-- 2) Amend Agreement for Construction, Operation and Financing of the North Fork Stanislaus River Hydroelectric Development Project. 3) Amend Agreement to Contract for Electric Service with United States Department of Energy, WAPA. Time heretofore listed items had been reviewed by Staff at a recent Informed Informational Meeting. Information regarding each item was again provided by Staff who then responded to questions as were posed by the Council. Following discussion, Council took the following actions: AA4END&W TO On motion of Counci l Msmber Reid, Snider second, C,ou nci 1 CRD. ND. 1294 re -introduced Ordinance No. 1294. including Amendment One - WFA CH311061AL Ordinance of the City Council of the City of Lodi approving P1DJBCr ND. 3 the terms and condi t i ons of an agreement to a Menber THIRD PHASE Agreement Between Northern California Power Agency and ACREEMVr Certain Participating Members, and Authorizing the Execution of and Delivery of said Agreenent and Amendment by Officers of the City of Lodi, NCAA, Geothermal Project No. 3 - Third CIRD. ND 1294 Phase Agreement. The motion carried by the following vote: I�IIti Ayes: Council Members - Reid. Snider, and Olson (Mayor) Noes: Council Members - Murphy Council Menbe: Murphy indicated that he was voting no as he had not had an opportunity to a mpletely review the subject documents pertaining to this item Absent: Council Members - None Abstain: Council Members - Pinkerton Drafi--of August 25, 1983 AMENDMENT NUMBER ONE Dated as of august 11, 1983 TO AGREEMENT FOR CONSTRUCTION, OPERATION AND FINANCING OF GEOTHERMAL GENERATINGa PROJECT NUMBER 3 Dated as of July 1, 1983 By and Among NORTHERN CALIFORNIA POWER A+GENCF and CITY OF ALANSM CITY OF BIGGS CIT= OF GRIM" CITY OpBBALDBHURG CITY Or LUflI CM OF LONpOC CM OF PALO MZ0 CITY OF ROSSVILLE CITY OF SAM! CUM Crtl or USIM PLUMAS-SIERRA RURAL Ei.ECTRIC COOPERATIVE AMENDMENT NUMBER ONE TO AGREEMENT Fow CONSTRUCTION, OPERATION O�D FINANCING OF GEOTHERMAL GENERATING PROJECT NUMBER 3 This Amendment Number One, dated as of August 1, 1983, by and among Northern California Power Agency, a joint powers agency of the State of California (hereinafter called "NCPA") and the other entities executing this Amendment Number One. WITNESSETH: WHEREAS# NCPA and the other entities executing this Amendment Nurber One have entered or will enter into an "Agreement for Construction, Operation and Financing of Geothermal Generating Project Number 30, dated as of July 1, 1983 (the "Original Agreement") to provide for the construction, operation and financing of the Project, the sale by NCPA of capacity and energy of the Project to the Project Participants and the security of the Bonds to be issued to finance the Project; and WHEREAS, NCPA and the other entities executing this Amendment Number One desire to amend the Original Agreement in vari- ous respects; NOW THEREFORE, the parties hereto do agree as follows: SECTION 1. Definitions. The capitalized terms used herein shall have the respective meanings in this Amendment Number One as ascribed thereto in the Original Agreement. All references in this Amendment Number One to the Original Fgreement shall mean the Original Agreement as amended by this Amendment Number One. SECTION 2. Anwndments. (a) Section 1(f) of the Original. Agreement is hereby amended to read in its entirety as follows: "(f) "Project Entitlement Percentage" means, with respect to each Project Participant, the percentage so identif led and set forth opposite the name of such Project Participant in Appendix A hereto, as such percentage- shall be re7ised from time to time in accordance with Sections 7(d) and 13 hereof. "East Block Entitlement Percentage" and "Project No. a Entitlement Percentage" mean, with respect to each Project Participant, the percen- tages so identified and set forth opposite the name of such Project Participant in Appendix A hereto, as such percen- tages shall be revised from time to time in accordance with Sections 7(d) and 13 hereof.- -2- (b) Sect 7(d) of the Original reement is hereby amended by adding the end thereof the following: "Upon any change in Project Entitlement Percentage pursuant to this Section 7(d), (i) the Project No. 2 Entitlement Percentage (if any) and the East Block Entitlement Percentage of each Project Participant shall be automatically increased for the remaining term of . this Agreement by allocating the Project No. 2 Entitlement Percentage (if any) and the East Block Entitlement Percentage of the defaulting Project Participant among'the non -defaulting Project Participants in proportion to each Project Participant's respective increase in its Project Entitlement Percentage, and (ii) the defaulting Project Participant's Project No. 2 Entitlement Percentage and East Block Entitlement Percentage shall (but only for the pur- poses of computing the respective Project No. 2 Entitlement Percentages and the respective East Block Entitlement Percentages of the nondefaulting Project Participants) be reduced correspondingly." (c) Section 12(a) of the Original Agreement is hereby amended to read in its entirety as follows: "(a) This Agreement shall not take effect until (i) it and/or any supplement to it provided for in Section 21c) of the Second Phase Agreement has been duly executed and delivered to NCPA by Project Participants the Project Entitlement Percentages of which, in the aggregate, equal 1008, all in accordance with Section 2(c) of the Second Phase Agreement and accompanied by an opinion for each Project Participant of an attorney or firm of attor- neys in substantially the form attached hereto as Appendix B, and ( ii) the Refunding Date shall have occurred." (d) Section 16(e) of the Original Agreement is hereby sup- plemented by adding at the end thereof the following: " (v) The third paragraph of Section 5B of the Project No. 2 Member Agreement shall be superseded by Section 7(d) of the Agreement for Construction, Operation and Financing of Geothermal Generating Project Number 3. (vi) Agreement following: y Section 1(g) of the Project No. 2 Member shall be amended by adding at the end thereof the -3- 'Any oject Participant under Agreement for Conduction, Operation anFinancing of Geothermal Generating Project Number 3 that has ,,, a Project No. 2 Entitlement Percentage greater than 0% under such Agreement shall be a 'Purchasing Participating Member' for all pur- poses of this Agreement and such Purchasing Participating Member's Purchasing Participation Percentage shall be its Project No. 2 Entitlement Percentage'." (e) The first paragraph of Appendix B to the Original Agreement is hereby amended to read in its entirety as follows: "I am acting as counsel to the (the "Project Participant") under the Agreement for Construction, Operation and Financing of Geothermal Generating Project Number 3 dated as of July 11 1982, as amended by Amendment Number One dated as of August 1, 1983 (the "Agreement") among the Project Participant, Northern California Power Agency (the "Agency") and certain other entities, and I have acted as counsel to the Project Participant in connec- tion with the matters referred to herein. As such counsel I have examined and am familiar with (i) those documents relating to the existence, organization and operation of the Project Participant, (ii) all necessary documentation - of the Project Participant relating: -to the authorization, - - execution and delivery of the Agreement and (iii) an exe- cuted counterpart of the Agreement." SF=ION 3. Original Agreement Remains in Full Force and Effect. Except as amended by this Amendment Number One, the Original Agreement heretofore existing remains in full force and effect. This Amendment Number One may be executed in several coun- terparts? all or any of which shall be regarded for all purposes as one original and shall constitute and be but one and the same instrument. -4- IN WITNES **HEREOF each Project Par 'cipant has executed this Amendment NumV!t One with the approval W its governing boddyy, and caused its official seal to be affixed and NCPA has executed this Amendment Number One in accordance with the authorization of its Commission. NORTHERN CALIFORNIA POWER AGENCY By And CITY OF ALAMEDA By And CITY OF BIGGS By And CITY OF HEALDSBURG By And CITY OF LODI By And CITY OF LOMPOC By An -5- CITY OF PALO ALTO By And CITY OF ROSEVILLE By And CITY OF SANTA CLARA By And CITY OF GRIDLEY By And UKIAH By And PLUMAS-SIERRA.RURAL ELECTRIC COOPERATIVE` 8y And, ORDINANCE NO. AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF APPROVING THE TERMS AND CONDITIONS OF AN AMENDMENT TO A MEMBER AGREEMENT BETWEEN NORTHERN CALIFORNIA POWER AGENCY AND CERTAIN PARTICIPATING MEMBERS, AND AUTHORIZING THE EXE- CUTION OF AND DELIVERY OF SAID AMENDMENT BY OFFICERS OF THE CITY OF WHEREAS, pursuant to the provisions of Chapter 5, Division 7 , Title i of the Government Code of the State of California, as amended (the "Joint Powers Act""., the City of (the "City") and certain other public agencies created pursuant to the laws of the State of California (collectively, the "Members"), have entered into a Joint Powers Agreement (the "Agreement"), as amended, creating the Northern California Public Agency (the "Agency"j, a public entity separate and apart from the. Members: and WHEREAS&, in accordance with the Agreement and the Joint Powers Act, the Agency proposes to acquire and construct or cause to be acquired and constructed and to operate or cause to be operated a project (the "Project") consisting of (i) two 55 -megawatt geothermal generating units, and related facilities, including transmission facilities to the generating tie, in the State of California, and _all rights, properties and improvements necessary therefor, including fuel and water facilities and resources, and capital improvements thereto that may be constructed from time to time, and interests in certain other property and rights relating thereto, including a head- quarters facility for use by the Agency in connection with the '� Projects (ii) Project No. 2, subject to the rights of the participants the�In; and (iii) the refiC':ncing of certain Development- Fund expenditures; and WHEREAS, the City has entered or will enter into the Agreement f or Construction, Operation and Financing of Geothermal Generating Project Number 3 (the "Member Agreement") dated for conve- nience as of July 1, 1983, to purchase electric capacity and energy of the Project from the Agency; and WHEREAS, this City Council finds acid determines that it is de sireable to amend the Member Agreement in accordance with the terms and provisions of Amendment Number One To Agreement for Construction, Operation and Financing of Geothermal Generating Project Number 3 dated as of August 1, 1983 (the "Amendment"); NOW, THEREFORE, the City Council of the City does ordain as follows: 1. The City Council hereby finds and determines that the terms and provisions of the Amendment in substantially the form sub- mitted to this City Council be, and the same are hereby, approhed. 2. The and are authorized to execute and deliver said Amendment by and on behalf of the City. 3. Pursuant to Section 54241 of the Government Code of the State of California, this Ordinance is subject to the provisions for referendum applicable to the City. 4. The Cic Clerk shall certify to to enactment ofd this ordinance and shall cause this Ordinance to be published in accor— dance with Section 54242 of the Government Code of the State of California. f 5. Thirty (30) days from and after its enactment, this ? F Ordinance shall take effect and be in full force,,in the manner pro— vided by law. i ADOPTED by the City Council and signed by the. and attested by the this day of , 1983. 4 E s T of the City of Attest: g Z t i f 1 •F fr f .fes_. -