HomeMy WebLinkAboutResolutions - No. 92-168RESOLUTION NO. 92-168
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APPROVE EXECUTION OF THE AGREEMENT
FOR RENEWAL OF THE ELECTRIC SUPPLY CONTRACT WITH
WESTERN AREA POWER ADMINISTRATION
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WHEREAS, Western Area Power Administration (Western) is a
power marketing agency within the Department of Energy which controls
and administers all Central Valley Project power transactions including
sale of power and energy to the City of Lodi pursuant to Contract No.
DE-MS65-82WP59015, dated February 24, 1982, as amended or supplemented;
and
WHEREAS, Contract No. DE-MS65-82WP59015 is subject to
termination June 30, 1994 unless renewed in appropriate manner; and
WHEREAS, Western has submitted an Agreement for Renewal of
the Electric Supply Contract (Agreement) pursuant to a Federal Register
Notice which provides for renewal of existing Western allocations in
like amounts to existing customers through 2004; and
WHEREAS, this Agreement for renewal shall become effective on
the date of execution and, subject to prior termination as provided
therein, shall remain in effect until midnight of December 31, 2004; and
WHEREAS, Contract No. DE-MS65-82WP59015, dated February 24,
1982, between the City of Lodi and Western, as amended or supplemented,
shall terminate upon the effective date of this Agreement; and
WHEREAS, approval of the Agreement of renewal will ensure
proper execution of the necessary documents to assure continued access
by the City to this valuable, low-cost source of power and energy.
NOW, THEREFORE, BE IT RESOLVED that the City Council hereby
authorizes renewal of the Contract for Electric Service between the
City of Lodi and Western pursuant to the Agreement.
BE IT FURTHER RESOLVED that the City Manager is authorized to
execute the Agreement.
Dated: October 7, 1992
I hereby certify that Resolution No. 92-168 was passed and
adopted by the Lodi City Council in a regular meeting held October 7,
1992 by the following vote:
Ayes: Council Members - Hinchman, Pennino, Sieglock,
Snider and Pinkerton (Mayor)
Noes: Council Members - None
Absent: Council Members - Non
Alice M. Reimche
City Clerk L
92-168
RES92168/TXTA.02J
Contract No. 92 -SAO -20056
UNITED STATES
DEPARTMENT OF ENERGY
WESTERN AREA POWER ADMINISTRATION
CENTRAL VALLEY PROJECT, CALIFORNIA
CONTRACT FOR ELECTRIC SERVICE TO
CITY OF LODI
Contract No. 92 -SAO -20056
UNITED STATES
DEPARTMENT OF ENERGY
WESTERN AREA POWER ADMINISTRATION
CENTRAL VALLEY PROJECT, CALIFORNIA
CONTRACT FOR ELECTRIC SERVICE TO THE
CITY OF LODI
Table of Contents
Section Paqe
1.
PREAMBLE . . . . . . . . . . . . . . . . . . . .
. . . . . . . 1
2.
EXPLANATORY RECITALS . . . . . . . . . . . . . . .
. . . . . . . . 1
3.
AGREEMENT . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . 3
4.
TERMINATION OF EXISTING CONTRACT . . . . . . . . .
. . . . . . . . 3
5.
TERM OF CONTRACT . . . . . . . . . . . . . . . . .
. . . . . . . . 4
6.
DEFINITION OF TERMS . . . . . . . . . . . . . . . .
. . . . . . . . 4
7.
ELECTRIC SERVICE TO BE FURNISHED . . . . . . . . .
. . . . . . . . 5
8.
WITHDRAWAL PROVISIONS . . . . . . . . . . . . . . .
. . . . . . . . 7
9.
RESALE OF ELECTRIC SERVICE . . . . . . . . . . .
. . . . . . . . 9
10.
AUXILIARY POWER SERVICE . . . . . . . . . . . . . .
. . . . . . . . 10
11.
ENERGY MANAGEMENT PROGRAM . . . . . . . . . . . . .
. . . . . . . . 11
12.
SCHEDULE OF RATES . . . . . . . . . . . . . . . . .
. . . . . . . . 12
13.
POWER AND ENERGY DELIVERIES . . . . . . . . . . . .
. . . . . . . . 12
14.
ENFORCEABILITY . . . . . . . . . . . . . . . . . .
. . . . . . . . 13
15.
GENERAL POWER CONTRACT PROVISIONS . . . . . . . . .
. . . . . . . . 13
16.
EXHIBITS MADE PART OF CONTRACT . . . . . . . . . .
. . . . . . . . 13
RESOLUTION
SCHEDULE FOR RATES FOR COMMERCIAL FIRM POWER SERVICE
RATE SCHEDULE FOR THIRD PARTY TRANSMISSION
GENERAL POWER CONTRACT PROVISIONS (JANUARY 3, 1989)
EXHIBIT A (CONTRACT RATE OF DELIVERY)
EXHIBIT B (OPERATING AGREEMENT INCLUDING QUANTITATIVE DETERMINATIONS)
EXHIBIT C (TRANSMISSION, DELIVERY, AND MEASUREMENT CONDITIONS)
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Contract No. 92 -SAO -20056
UNITED STATES
DEPARTMENT OF ENERGY
WESTERN AREA POWER ADMINISTRATION
CENTRAL VALLEY PROJECT, CALIFORNIA
CONTRACT FOR ELECTRIC SERVICE TO
CITY OF LODI
1. PREAMBLE: This Contract is made this 7fh day of ()rtnhPr ,
19__92_, pursuant to the Acts of Congress approved June 17, 1902, (32 Stat. 388);
August 26, 1937, (50 Stat. 844); August 4, 1939, (53 Stat. 1187); August 12,
1955, (69 Stat. 719); October 23, 1962, (76 Stat. 1173); and August 4, 1977,
(91 Stat. 565); and Acts amendatory or supplementary to the foregoing Acts;
between the UNITED STATES OF AMERICA (United States), acting by and through
the Administrator, Western Area Power Administration, Department of Energy,
hereinafter called Western, represented by the officer executing this
Contract, or a duly appointed successor, hereinafter called the Contracting
Officer; and the CITY OF LODI, a municipal corporation, organized and existing
under the laws of the State of California, hereinafter called the Contractor
or Lodi, its successors and assigns; each sometimes hereinafter individually
called the Party, and both sometimes hereinafter collectively called the
Parties.
2. EXPLANATORY RECITALS:
2.1 Western operates an electric power system including transmission
facilities as a part of the Central Valley Project (CVP) and Western
owns, and has entitlements to, portions of the Pacific Northwest -Pacific
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Southwest AC Intertie and the California -Oregon Transmission Project
(COTP).
2.2 The Contractor operates an electric power distribution system
hereinafter referred to as the Contractor's system.
2.3 Western has entered into Contract No. 14-06-200-2948A
(Contract 2948A) dated July 31, 1967, as amended, with Pacific Gas and
Electric Company (PG&E), which provides for certain firming services for
Western's preference customers and said Contract 2958A provides for,
among other things, a license to Western to furnish electric power to
the Contractor over the transmission system of PG&E.
2.4 Withdrawal of Power may be necessary to meet preference customer
requirements in Trinity, Tuolumne, and Calaveras Counties, California;
to meet project use requirements of the CVP including those of the
Federal San Luis Unit; for load -level limitations; for increased use of
Power by Westland Water District; and due to termination of Contract
2948A.
2.5 Western, in its settlement of the lawsuit entitled The City of
Santa Clara v. Andrus, has had electric power made available to serve
the Contractor according to the terms of the Memorandum of Understanding
dated February 8, 1980, between the parties to said lawsuit, hereinafter
referred to as the Memorandum of Understanding.
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2.6 Under Appendix E (Letter Agreement Real -Time Scheduling) dated
July 22, 1983, as supplemented, of the Northern California Power Agency -
Pacific Gas and Electric Company Interconnection Agreement dated
November 26, 1991, Western and the Northern California Power Agency
(NCPA) have developed procedures to schedule the Contractor's CVP Power
on a real-time basis.
2.7 Western and the Contractor have agreed that the Contractor will
continue to receive 0.600 MW of additional CRD through June 30, 1994,
pursuant to the settlement agreement set forth in Amendment No. 3 to
Contract No. DE-MS65-82WP59015 between Western and the Contractor.
2.8 Western has arranged for the purchase of power from various
suppliers to supplement CVP generation to meet Western's obligations to
its customers, including the Contractor, and may enter into other
similar agreements in the future.
3. AGREEMENT:
The Parties agree to the terms and conditions set forth herein.
4. TERMINATION OF EXISTING CONTRACT:
Contract No. DE-MS65-82WP59015, dated February 24, 1982, between the
Contractor and Western, as amended or supplemented, shall terminate upon the
effective date of this Contract.
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5. TERM OF CONTRACT:
This Contract shall become effective on the date of execution and, subject to
prior termination as otherwise provided for herein, shall remain in effect
until midnight of December 31, 2004.
6. DEFINITION OF TERMS:
As used herein, the following terms have the following meanings when used with
initial capitalization, whether singular or plural:
6.1 "Associated Energy" means that energy supplied at the Contractor's
system load factor or as supplied under the terms and conditions of any
applicable scheduling agreement.
6.2 "Contract Rate of Delivery" (CRD) means that amount of CVP
capacity Western has contractually obligated to the Contractor, which
may be increased or decreased pursuant to the terms and conditions of
this Contract.
6.3 "Final Withdrawal Procedures" means the procedures for withdrawing
the Contractor's CRD adopted pursuant to rulemaking proceedings and
outlined in the "Sacramento Area Office; Central Valley Project; Final
Withdrawal Procedures; Notice" published in the Federal Reqister dated
March 5, 1986, (51 FR 7702) as they may be amended or superseded.
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6.4 "Fiscal Year" means each period during the term of this Contract
beginning at 0000 hour on October 1 and ending at 2400 hours on the
following September 30.
6.5 "Long -Term Firm Power" means firm power allocated by Western and
subject to withdrawal pursuant to the terms and conditions specified in
this Contract.
6.6 "Power" means capacity and Associated Energy.
6.7 "Westlands Withdrawable Power" means Long -Term Firm Power which is
withdrawable to meet the load requirements of Westlands Water District
pursuant to the terms and conditions of this Contract and as specified
in the Final Withdrawal Procedures.
7. ELECTRIC SERVICE TO BE FURNISHED:
7.1 Western, under the terms and conditions stipulated herein, will
furnish, deliver, and measure Power to the Contractor under the delivery
conditions and at the point(s) and voltage(s) specified in Exhibit C.
Said electric service will be furnished over Western's facilities or
facilities of PG&E under the terms and conditions provided in Contract
2948A, as amended, supplemented, or superseded, or under the terms and
conditions of transmission contracts arranged by the Contractor. In the
event PG&E refuses to serve the Contractor on or after the date of
initial service under the terms of Contract 2948A or such supplemental'
wheeling or other contracts as may be necessary, the Contractor hereby
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relieves Western of any obligation to provide electric service hereunder
and any liability for failing to provide such electric service; and
Western hereby relieves the Contractor of its obligations hereunder. If
the period of time which PG&E may legally refuse such service is
determined by a final order of a court or regulatory agency having
jurisdiction, then the Parties are so relieved under this section only
for that period of time. The Parties recognize that if Contract 2948A
is terminated, Western may not have the ability to provide the same
services or level of service or provide services at the same or similar
rates as are specified in this Contract. Western agrees to make good
faith efforts, as determined by Western, to continue to provide power
and services in the same amounts as specified in this Contract in the
event that Contract 2948A is terminated. Subject to the determinations
in Exhibit B, Power will be delivered in amounts which the Contractor
may from time to time require up to the CRD. The CRD shall be specified
in Exhibit A herein.
7.2 Western and the Contractor agree and understand that Western will
deliver an additional CRD of 0.600 MW to the Contractor through June 30,
1994, as provided in the settlement agreement set forth in Amendment
No. 3 to Contract No. DE-MS65-82WP59015 between Western and the
Contractor. The additional CRD shall be set forth in Exhibit A and
shall be subject to the provisions of this Contract.
7.3 At times, the power requirements under this and similar agreements
of Western with other preference customers for electric service will be
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in excess of the Power available from the CVP powerplants. Such
requirements will be supplied by Western through purchases and in
accordance with Contract 2948A, up to such amounts as are required to
bring the Power deliveries under said preference customer contracts in
any month or year up to the respective maximum amounts of firming Power
that PG&E is obligated to supply pursuant to Contract 2948A. Western
shall not be obligated to furnish Power hereunder in amounts which,
together with amounts to be furnished under other preference customer
contracts, are in excess of the limitations stipulated in
Contract 2948A.
8. WITHDRAWAL PROVISIONS:
8.1 The Parties agree and understand that withdrawal of Power may be
necessary to meet preference customer requirements in the Trinity,
Tuolumne, and Calaveras Counties, California, in accordance with the
requirements of Reclamation Law, and pursuant to the Final Withdrawal
Procedures. In order to supply Power to the above-mentioned preference
customers, Western, upon a minimum of 90 days advance written notice to
the Contractor, may withdraw all or a part of the Contractor's CRD as
specified in Exhibit A herein.
8.2 The Parties agree and understand that withdrawal of Power may be
necessary to meet project use requirements of the CVP, including
operation of the Federal San Luis Unit. In order to meet project use
requirements of the CVP, Western, upon a minimum of 90 days advance
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written notice to the Contractor, may withdraw all or part of the
Contractor's CRD as specified in Exhibit A.
8.3 Availability of Power to Western in an amount adequate to meet the
Contractor's CRD under this Contract is dependent upon provisions under
Contract 2948A. Western may withdraw all or part of the Contractor's
CRD hereunder to maintain load limitations specified in Contract 2948A
pursuant to the Final Withdrawal Procedures. Western may also withdraw
all or part of the Contractor's CRD hereunder effective on the
termination of Contract 2948A. Western shall give written notice of the
withdrawal of CRD to the Contractor 90 days in advance of the effective
date of the withdrawal. Upon receipt of notice of withdrawal of the
Contractor's CRD pursuant to this section, the Contractor may terminate
this Contract by giving written notice of termination to Western within
30 days after receipt of such withdrawal notice, but not thereafter.
8.4 The Parties agree and understand that Westlands Withdrawable Power
may be withdrawn pursuant to the Final Withdrawal Procedures. In order
to supply Westlands Withdrawable Power requirements, Western may, upon
90 days advance written notice, reduce the Contractor's then -effective
CRD in accordance with the Final Withdrawal Procedures; Provided,
however, that accumulated reductions in such CRD shall not exceed that
portion attributable to Westlands Withdrawable Power as specified in
Exhibit A.
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9. RESALE OF ELECTRIC SERVICE:
9.1 The Contractor understands and agrees that, upon execution of this
Contract:
9.1.1 The benefits of Federal power shall be made available to
its consumers at rates that are established at the lowest possible
level, consistent with sound business principles, in an open and
public manner, and the Contractor will so demonstrate to Western
upon request.
9.1.2 Consumers receiving the benefits of Federal power will be
supplied with information such that they can separately identify
the composite energy and capacity costs, stated in mills per kWh,
of Federal power and non -Federal power.
9.2 The Contractor may demonstrate compliance with this Resale Section
by making available to its customers by February 1 of each year, a
statement which separately identifies the Contractor's unit costs for
Federal power and for non -Federal power, and the magnitude and type of
other costs charged to the Contractor's customers during the previous
year. The Contractor may make this information available to its
customers by including the informational statement with the customer's
power bill, by publishing the information in a newspaper of general
circulation in the area served by the Contractor, or by any other method
mutually agreed upon between Western and the Contractor. A copy of each
statement shall also be provided to Western. Upon request the
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Contractor will provide the supporting information for its statement to
Western.
9.3 The Contractor will furnish to Western, for the information of the
United States, a copy of each schedule of resale rates in effect on the
date of execution of this Contract and, upon adoption, a copy of each
schedule of rates thereafter adopted.
9.4 The Contractor will, to the extent that different rules are not
prescribed by State laws or by State or Federal agencies, maintain
proper books of account in accordance with the Uniform System of
Accounts prescribed for public utilities and licensees by the Federal
Energy Regulatory Commission.
9.5 Failure to comply with the provisions of this Resale Section may
result in the loss of all or a part of the resources committed to the
Contractor under this Contract, as conclusively determined by Western's
Administrator. The Contractor will be given written notice of
noncompliance with this Resale Section and will be given opportunity to
comment prior to any final action by Western.
10. AUXILIARY POWER SERVICE:
10.1 Notwithstanding any provision of the exhibits attached hereto, the
Contractor may satisfy its Power needs, which are in excess of its CRD,
from other sources; Provided, That such auxiliary power service shall be
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in accordance with the terms and procedures specified in this section
and as may be specified in Exhibit B.
10.2 Prior to the utilization of any such auxiliary power service or
supply, the Contractor shall enter into an operating agreement with
Western defining the procedures by which the amount of Power supplied by
Western will be determined. The Contractor assumes all responsibility
for obtaining such auxiliary power supply as the Contractor determines
to be necessary to its operations.
11. ENERGY MANAGEMENT PROGRAM:
11.1 The Contractor shall have an on-going energy management program in
accordance with requirements published by Western in the Federal
Register following an appropriate public process, or any subsequent
amendments thereto.
11.2 The Contractor shall develop an energy management program suitable
for its own size, type, resource needs, and geographic area. Submittal,
approval, review, verification, and reporting regarding the energy
management program shall take place in accordance with requirements
published by Western in the Federal Register.
11.3 Failure to comply with Western's energy management program will
result in penalties as specified in the published program requirements.
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11.4 If requested, and if within its capabilities, Western will provide
guidance and assistance for an energy management program.
12. SCHEDULE OF RATES:
12.1 The Contractor shall pay for the electric service furnished
hereunder in accordance with the rates, charges, and conditions set out
in the Schedule for Rates for Commercial Firm Power Service (CV -F6),
attached hereto and made a part hereof. Such rate schedule may be
modified from time to time in accordance with the General Power Contract
Provisions (GPCP) which are attached hereto and made a part hereof.
12.2 The Contractor shall pay for the transmission service furnished
hereunder in accordance with rates, charges, and conditions set out in
the Schedule of Rates for Third Party Transmission (CV-TPT2), attached
hereto and made a part hereof. Said rate schedule may be modified from
time to time in accordance with the GPCP which are attached hereto and
made a part hereof.
13. POWER AND ENERGY DELIVERIES:
All deliveries of Power by Western to the Contractor shall be in accordance
with procedures set forth in the Contract for Scheduling Service To The
Northern California Power Agency Contract No. DE-M065-85WP59098 (NCPA
Contract), as it may be modified or superseded by mutual agreement. For the
purpose of this Contract, NCPA shall be the duly authorized scheduling agent
for the Contractor. If the NCPA Contract is terminated, deliveries of Power
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shall be billed in accordance with Exhibit B on an estimated basis until such
time that arrangements to bill on metered quantities can be instituted.
14. ENFORCEABILITY:
It is not the intent of the Parties that this Contract confer any rights on
third parties to enforce the provisions of the Contract. This Contract can
only be enforced by Western or the Contractor, or their successors or
assigns.
15. GENERAL POWER CONTRACT PROVISIONS:
The General Power Contract Provisions, effective January 3, 1989, attached
hereto, are hereby made a part of this Contract, the same as if they had been
expressly set forth herein.
16. EXHIBITS MADE PART OF CONTRACT:
Inasmuch as the Contract Rate of Delivery, Operating Agreement, and Delivery
Conditions existing under this Contract may vary during the term hereof, they
will be set forth in Exhibits A, B, and C, respectively. Each of said
exhibits shall become a part of this Contract during the term fixed by its
provisions. Exhibits A, B, and C are attached hereto, and each shall be in
force and effect in accordance with its terms until respectively superseded by
a subsequent exhibit.
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U.
IN WITNESS WHEREOF, the Parties have caused this Contract to be executed
the day and year first above written.
(Seal)
Attest:
By:
J }.
� - ice M,/ Reimche
'LTltle: _rit-V Clark
WESTERN AREA POWER ADMINISTRATION
By:
Title: Area Manager
Address: 1825 Bell Street, Suite 105
Sacramento, California 95825
CITY OF LODI
By:
!r} as A. Peterson
Titley City Manager
Address: P.O. Box 3006
Lodi, CA 95241-1910
Approved in
as to fon:
)
L --t-4-1
Bobby W. McNatt
City Attorney
14
The
Contract No. 92 -SAO -20056
RESOLUTION NO.
BE IT RESOLVED BY THE BOARD OF DIRECTORS OF
is authorized, on behalf of the
, to execute this Contract with Western Area
Power Administration titled Contract No. 92 -SAO -20056.
Adopted:
Exhibit A
City of Lodi
Contract No. 92 -SAO -20056
EXHIBIT A
(Contract Rate of Delivery)
1. This Exhibit A, made this day of , 19_1
to be effective under and as a part of Contract No. 92 -SAO -20056, dated
, 19_, (hereinafter called the Contract), shall become
effective on the date of execution of the Contract, and shall remain in effect
until superseded by another Exhibit A; Provided, That this Exhibit A or any
superseding Exhibit A shall be terminated by the termination of the Contract.
2.
2.1 On or after the effective date of this Exhibit A through June 30,
1994, the Contract Rate of Delivery shall be 13.836 MW of Long -Term Firm
Power, which includes 0.600 MW of additional CRD as provided in
Subsection 7.2 of this Contract and 8.063 MW of Westlands Withdrawable
Power.
2.2 Beginning on July 1, 1994, the Contract Rate of Delivery shall be
13.236 MW of Long -Term Firm Power, which includes 8.063 MW of Westlands
Withdrawable Power.
3. The original allocation referred to in the Final 1994 Power Marketing
Plan, Central Valley Project, California, as published in the Federal Register
on or about October 5, 1992, shall be 13.236 MW of Long -Term Firm Power, which
includes 1.751 MW of Westlands Withdrawable Power.
Exhibit B
City of Lodi
Contract No. 92 -SAO -20056
EXHIBIT B
(Operating Agreement Including Quantitative Determinations)
1. This Exhibit B, made this day of , 19 ,
to be effective under and as a part of Contract No. 92 -SAO -20056, dated
19 , (hereinafter called the Contract), shall become
effective on date of execution of the Contract, and shall remain in effect
until superseded by another Exhibit B; Provided, That;
a. This Exhibit B or any superseding Exhibit B shall be terminated by
the termination of the Contract.
b. Section I of this Exhibit B shall terminate upon the termination of
Contract No. DE-M065-85WP59098 between Western and the Northern
California Power Agency (NCPA). Upon the date of termination of said
Contract, Section II of this Exhibit B shall become effective and
binding until a new Exhibit B is executed.
c. It is recognized that the Contractor may desire to change its
electric service arrangements -from time to time and that appropriate
modifications may be required in this Exhibit B. Accordingly, the
Parties will consider a revision to the exhibit if and when the
Contractor desires to change its arrangements. Western reserves
specifically the right to terminate this Exhibit B and require the
substitution of a new exhibit in the event that the electric service
arrangements of the Contractor are altered so that this exhibit no
longer is in accordance with the altered arrangements or the principles
set forth in the Contract.
Contractor's System Requirements
2. The System Definitions and Billing Determinations set forth in this
Operating Agreement are based upon the understanding of the Parties that the
Contractor's electric service arrangements are such that its system
requirements are being supplied from the following sources only:
a. Firm power service from Western.
b. Additional power service from other suppliers.
c. Power service from the Contractor's own sources.
Iof3
Exhibit B
City of Lodi
Contract No. 92 -SAO -20056
SECTION I
System Definitions - Scheduling Service
3. a. The maximum demand for billing purposes shall be the maximum
scheduled half hour delivery of energy to the Contractor by NCPA during
the billing period, not to exceed the Contract Rate of Delivery as set
forth in Exhibit A, and adjusted in accordance with Rate Schedule CV-
TPT2, or its successor.
b. The total energy for billing purposes'shall be the absolute half
hour sum of the amounts of energy scheduled to the Contractor by NCPA
during the billing period, adjusted in accordance with Rate Schedule
CV-TPT2, or its successor.
Billing Determinations - Scheduling Service
4. a. The Contractor shall pay for all power and energy scheduled
hereunder to its system during such period at the rates provided for in
Section 12 of this Contract.
b. The billing period shall be from 0000 on the first day of the month
to 2400 on the last day of the month. The schedules of half-hourly
energy to the Contractor by NCPA shall be based upon data provided to
the Contracting Officer prior to the fifth working day each month. NCPA
shall provide Western with a complete half-hourly breakdown of its past
month's schedules showing deliveries of Power from Western to the
Contractor.
SECTION II
(To be implemented if Contract No. DE-M065-85WP59098 is terminated
without a successor agreement.)
System Definitions - Metered Service
5. a. The Contractor's System Demand for any billing period shall be the
sum, for the 30 -minute interval in which the sum is largest, of the 30 -
minute integrated demands established during the billing period at the
point(s) of delivery as measured and adjusted if necessary in accordance
with Exhibit C, and of the 30 -minute integrated demands established
during the billing period at any point(s) of delivery at other than
those where Western makes deliveries.
2of3
Exhibit B
City of Lodi
Contract No. 92 -SAO -20056
b. The Contractor's System Energy Requirements for any billing period
shall be the sum total of energy delivered during the billing period at
the point(s) of delivery, as measured and adjusted if necessary in
accordance with Exhibit C, and at the point(s) of delivery at other than
those where Western makes deliveries.
Billing Determinations - Metered Service
6. a. The billing demand and energy billed for power service in any
billing period in which the Contractor's System Demand is equal to or
less than the Contract Rate of Delivery as set forth in Exhibit A, the
Contractor shall pay for all capacity and energy delivered hereunder to
its system during such period at the rates provided for in Section 12 of
the Contract.
b. (1) The billing demand for firm power service in any billing period
in which the Contractor's System Demand is larger than the Contract
Rate of Delivery as set forth in Exhibit A, the Contractor shall pay
for electric service at the rate provided for in Section 12 of the
Contract using the effective Contract Rate of Delivery set forth in
Exhibit A, as the billing demand.
(2) The energy billed for firm power service in any billing period
in which the Contractor's Demand is larger than the Contract Rate of
Delivery as set forth in Exhibit A, shall be determined by the
following formula:
Energy Billed = b X C
Where: A = The maximum Contract Rate of Delivery for firm power service as
established by Exhibit A of the Contract.
B = Contractor's System Demand as determined pursuant to
Paragraph 5a, Section II.
C = Contractor's System Energy Requirements as determined pursuant
to Paragraph 5b, Section II.
3of3
Exhibit C
City of Lodi
Contract No. 92 -SAO -20056
EXHIBIT C
(Transmission, Delivery and Measurement Conditions)
1. This Exhibit C, made this day of , 19 ,
to be effective under and as a part of Contract No. 92 -SAO -20056, dated
, 19 , (hereinafter called the Contract), shall
become effective on the date of execution of the Contract, and shall remain in
effect until superseded by another Exhibit C; Provided, That;
a. This Exhibit C or any superseding Exhibit C shall be terminated by
the termination of the Contract; and
b. The Contracting Officer reserves the right to terminate this
Exhibit C and require the substitution of a new exhibit at such time as
new delivery points or conditions may be established for additional
electric service.
Point of Delivery
2. The Contracting Officer, under terms and conditions stipulated in the
Contract will furnish electric service to the Contractor, from and after the
date of initial service as defined in the Contract at the points at which the
60 -kV circuits of the Contractor are attached to the 60 -kV circuits of the
Pacific Gas and Electric Company at or near the City of Lodi, California.
3. Capacity and energy furnished hereunder will be delivered to the
Contractor at a nominal delivery voltage of 60 U.
Amended Schedule CV46
(Supersedes Schedule CV -F5)
UNITED STATES
DEPARTMENT OF ENERGY
WESTERN AREA POWER ADMINISTRATION
Central Valley Project, California
SCHEDULE FOR RATES FOR COMMERCIAL FIRM POWER SERVICE
Effective:
May 1, 1988.
Available:
In the area served by the Central Valley Project (CVP).
Applicable:
To commercial firm power customers for general power service supplied through
one meter, at one point of delivery, unless otherwise provided by contract.
Character and Conditions of Service:
Alternating current, 60 hertz, three-phase, delivered and metered at the
voltages and points established by contract.
Monthly Rate:
Demand Charge: The rates listed below shall be the charge per kilowatt of
billing demand. The billing demand is the highest 30 -minute integrated demand
established during the month up to, but not in excess of, the delivery
obligation under the power sales contract.
Effective Oates Demand Rate
May 1, 1988, through September 30, 1989 $6.86 per kilowatt -month
October 1, 1989, through September 30, 1991 $1.49 per kilowatt -month
October 1, 1991, through April 30, 1993 $7.74 per kilowatt -month
Energy Charge: For all energy use up to, but not in excess of, the maximum
kilowatthour obligation of the United States during the month as established
under the power sales contract, the rates shall be:
Effective Oates
May 1, 1988, through September 30, 1989
October 1, 1989, through September 30, 1991
October 1, 1991, through April 30, 1993
1
Energy Rate
14.43 mills per kWh
15.76 mills per kWh
16.30 mills per kWh
Billing for Unauthorized Overruns:
For each billing period in which there is a contract violation involving an
unauthorized overrun of the contractual obligation for capacity and/or energy,
such overrun shall be billed at 10 times the applicable rates above.
Transformer Loss Adjustment:
If delivery is made at transmission voltage but metered on the low voltage
side of the substation, the meter readings will be increased 2 percent to
compensate for transformer losses, unless otherwise provided for by contract.
Power Factor Adjustment Clause:
(a) A surcharge of 0.25 percent (0.0025) will be assessed against the total
monthly capacity and energy charges at each Point of Delivery (POD), for
each percent or major portion thereof (0.5 percent or greater), that a
customer's power factor at such POD is below 95 percent lagging or 95
percent leading.
(b) Power factor will be measured based on the average power factor recorded
over the 30 -minute interval in which the customer's maximum monthly peak
demand at such POD occurs. In the event of multiple occurrences of the
same maximum monthly peaks, the individual peak period with the worst
power factor will be used for billing purposes.
(c) This provision will not apply to points of measurement without
continuous volt-amperes reactive metering.
(d) The Contracting Officer may waive the power factor adjustment for good
cause in whole or in part.
(e) No power factor surcharges will be assessed prior to the billing month
of June 1989 to allow CVP customers time to implement power factor
improvement programs.
Revenue Adjustment Clause:
There are two components to the Revenue Adjustment Clause (RAC): the basic
RAC provision and the Contract Dependable Capacity (CDC) charge adjustment
provision.
(a) Basic RAC Provision.
(i) By each November I and May 1, Western shall calculate net
differences for the previous 6 -month period (April 1 through
September 30, and October 1 through March 31, respectively),
between the estimated CVP power sales revenues and CVP purchased
power expenses used to establish the CVP power rates, as compared
to the actual incurred CVP power sales revenues and purchased
power expenses. The net differences for each 6 -month period shall
be calculated based on the formula in subparagraph (a)(v). If the
2
net difference is a positive value, then it shall be credited to
CVP commercial power customers. If the net difference is a
negative value, then it shall be surcharged to the CVP commercial
power customers.
(ii) All credits or surcharges under this provision (a) shall occur
over the 6 -month period beginning 1 month after the period for
which the net difference was calculated. The credit or surcharge
shall be equally distributed over the 6 monthly billing periods
and be specifically noted on each power billing statement.
(iii) The net difference used as the basis for any surcharge or credit
for a 6 -month adjustment period shall not exceed the absolute
value of $15,000,000.
(iv) The net surcharge or credit shall be allocated to each CVP
commercial power customer based on the proportion that such
customer's billed obligation to Western for CVP capacity and
energy represented, compared to the total billed obligation for
all CVP commercial power customers for CVP capacity and energy, in
the period in which the net surcharge or credit was incurred.
(v) The basic RAC adjustment provision formula is as follows:
(R act - R est) - (E act - E est) = net surplus or deficit.
Where:
R act Actual Revenue received from sale of capacity and
energy to CVP commercial power customers. This figure
will be based on actual CVP preference customer
invoices to the extent available and estimated bills
otherwise.
R est Estimated Revenue expected to be realized from
capacity and energy sales to CVP preference customers.
This figure is recorded in Table I.
E act = Actual purchased power obligations incurred by western
in support of CVP load level and surplus sales to the
Pacific Gas and Electric Company (PG&E) bank accounts.
This figure will be based on actual invoices to the
extent available.
E est Estimated purchased power expenses. This figure is
recorded in Table I.
3
(b) CDC Capacity Charge Adjustment Provision.
(i) For each megawatt for CDC credit received by Western pursuant
to Western's 'Sale, Interchange, and Transmission Contract
No. 14-06-200-2948A' with PG&E, the CVP capacity charge component
shall be reduced by the applicable incremental value shown on
Table II.
(ii) Similarly, for each megawatt of CDC credit rescinded or otherwise
lost by Western, the CVP capacity charge shall be increased by the
applicable incremental value shown on Table II.
(vi) Effective May 1, 1992, the net surcharge or credit shall be
allocated to each CVP commercial power customer only after the net
revenue impact on repayment has been considered as follows:
October - March RAC Period (Before Annual PRS Completed):
Scenario 1: If the RAC calculation results in a surcharge (RAC
Surcharge), the RAC Surcharge would be allocated.
Scenario 2: If the RAC calculation results in a credit (RAC
Credit) and there is a deficit balance in the last
annual power repayment study (Annual PRS), the RAC.
Credit would not be allocated.
Scenario 3: If the RAC calculation results in a RAC Credit and
there is not a deficit balance in the Annual PRS,
the RAC Credit would be allocated.
April - September RAC Period (After Annual PRS Completed):
Scenario 1: If the RAC calculation results in a RAC Surcharge
and the actual net revenue from the Annual PRS is
less than the sum of any deficit from the Annual
PRS and projected net revenue in the 1988 Rate -Case
Power Repayment Study (Rate PRS) (this figure is
recorded in Table III), the RAC Surcharge would be
allocated.
Scenario 2: If the RAC calculation results in a RAC Surcharge
and the actual net revenue from the Annual PRS is
greater than the sum of any deficit in the Annual
PRS and projected net revenue in the Rate PRS (this
figure is recorded in Table III), the RAC Surcharge
would not be allocated.
Scenario 3: If the RAC calculation results in a RAC Credit and
the actual net revenue from the Annual PRS is
greater than the sum of the RAC Credit, any deficit
in the Annual PRS and projected net revenue in the
Rate PRS (this figure is recorded in Table III),
the RAC Credit would be allocated.
Scenario 4: If the RAC calculation results in a RAC Credit and
the actual net revenue from the Annual PRS is less
than the sum of the RAC Credit, any deficit in the
Annual PRS and projected net revenue from the Rate
PRS (this figure is recorded in Table III), the RAC
Credit would not be allocated.
4
FY
88
89
89
90
90
91
91
92
92
93
93
TABLE II
VALUE OF ONE MEGAWATT OF CAPACITY CREDIT TO CUSTOMERS
Incremental'
' Please note that once capacity credit is received, the capacity
charge component must be adjusted at each time period indicated
above to be consistent with the changing 'Incremental
Adjustment' values shown in the last column.
7
Capacity
Adjustments
Value of
Sales
to CVP
Capacity
Months
MW Credit
During
Capacity
Credit
of
for Period
Period
Charge
Time Period
kW -M
Period
Sk(
W -Mo)
($/kW -Mo)
May
88 -
Sep
88
14.960
5
74,800
6,631,286
0.011280
Oct
88 -
Mar
89
15.335
6
92,010
7,508,602
0.012254
Apr
89 -
Sep
89
15.710
6
94,260
7,973,052
0.011822
Oct
89 -
Mar
90
15.846
6
95,076
7,533,588
0.012620
Apr
90 -
Sep
90
16.500
6
99,000
7,999,584
0.012376
Oct
90 -
Mar
91
16.814
6
100,884
7,590,270
0.013291
Apr
91 -
Sep
91
17.330
6
103,980
8,059,111
0.012901
Oct
91 -
Mar
92
17.733
6
106,398
7,608,737
0.013984
Apr
92 -
Sep
92
18.190
6
109,140
8,079,380
0.013508
Oct
92 -
Mar
93
18.616
6
111,696
7,629,042
0.014641
Apr
93
19.100
1
19,100
1,305,589
0.014629
60
1,006,344
77,918,901
0.012915
' Please note that once capacity credit is received, the capacity
charge component must be adjusted at each time period indicated
above to be consistent with the changing 'Incremental
Adjustment' values shown in the last column.
7
(c) RAC Tables
' Please note that these figures will be adjusted to recognize any
capacity rate adjustment implemented in response to Western's
receipt or loss of COC credits.
2 Projected revenues are the estimated revenues Western will receive
from the sale of capacity and energy to CVP preference customers.
' Projected expenses consist of the following purchased power costs:
the delivered costs of capacity and energy purchased from PG&E,.
Pacific Northwest, power imports, and in-state power purchases.
6
TABLE
REVENUE
AND EXPENSE TARGET
LEVELS
FOR
THE
REVENUE ADJUSTMENT
CLAUSE'
Estimated
Estimated
Fiscal
Revenue'
Expense'
Year
Months
(S)
(S)
1988
May
88 -
Sep
88
84,301,400
73,714,400
1989
Oct
88 -
Mar
89
105,824,600
88,690,200
1989
Apr
89
- Sep
89
104,969,200
89,498,800
1990
Oct
89 -
Mar
90
115,852,500-
104,323,000
1990
Apr
90
- Sep
90
114,920,600
96,866,000
1991
Oct
90
- Mar
91
116,570,500
107,571,000
1991
Apr
91 -
Sep
91
115,634,100
91,255,000
1992
Oct
91
- Mar
92
120,795,100
112,843,900
1992
Apr
92
- Sep
92
119,827,300
98,288,100
1993
Oct
92
- Mar
93
121,034,000
112,998,100
1993
Apr
93
20,462,300
14,066,000
' Please note that these figures will be adjusted to recognize any
capacity rate adjustment implemented in response to Western's
receipt or loss of COC credits.
2 Projected revenues are the estimated revenues Western will receive
from the sale of capacity and energy to CVP preference customers.
' Projected expenses consist of the following purchased power costs:
the delivered costs of capacity and energy purchased from PG&E,.
Pacific Northwest, power imports, and in-state power purchases.
6
TABLE II
NET REVENUE AVAILABLE FOR REPAYMENT
TARGET LEVELS FOR THE REVENUE ADJUSTMENT CLAUSE
Fiscal Year (S)
1988
46,821,511
1989
10,829,623
1990
8,489,014
1991
11,436,600
1992
8,945,554
1993
10,026,150
8
Schedule CV-TPT2
(Supersedes Schedule CV-TPT1)
UNITED STATES
DEPARTMENT OF ENERGY
WESTERN AREA POWER ADMINISTRATION
Central Valley Project, California
RATE SCHEDULE FOR THIRD PARTY TRANSMISSION
Effective:
May 1, 1988.
Available:
In the area served by the Central Valley Project (CVP).
Applicable•
To customers of the CVP who require transmission service to receive
power and energy sold by Western.
Character and Conditions of Service:
Transmission service for three-phase alternating current at 60 hertz,
delivered and metered at the voltages and points specified in the
service contract.
Monthly Rate:
When the United States utilizes transmission facilities, other than
its own, in providing service under a customer's power sales contract,
and costs are incurred by the United States for the use of such
facilities, the customer shall pay all costs, including transmission
losses, incurred in the delivery of such power (including secondary
and dump energy).
The transmission losses chargeable to the customer shall be those
losses which are in excess of the "at or above 44 -kV" transmission
losses specified by Contract No. 14-06-20072948A. For billing
purposes, transmission losses will be added to the meter readings of
the power and energy delivered to the customer under the customer's
power sales contract with the United States.
4
Effective January 3, 1989
0 Revised January 3, 1989.
WESTERN AREA POWER ADMINIS_..ATION
GENERAL POWER COiURAOr PROVISIONS
PAGE
I.
APPLICABILITY.
I.
Applicability.................................................
2
II.
EELIVERY OF SERVICE PKMSIONS.
2.
Character of Service ................ ........... ...........
2
3.
Use of Capacity or Energy in Excess of Contract Obligation ....
2
4.
Continuity of Service .........................................
2-3
5.
Multiple Points of Delivery ...................................
3
6.
7.
Metering......................................................
Existence of Transmission Service Contract ....................
3-4
4..
* S.
Conditions of Transmission Service ............................
4-5
9.
Multiple Points of Delivery Involving Direct and Transmitted
Deliveries ....................................................
5
10.
Construction, Operation, and Maintenance of Contractor's
Power System ..................................................
5
III.
RATES,
BIUMG, AND PAYMENP PROVISIONS.
11.
Change of Rates .................... ... ....................
6
12.
mu
Minim Seasonal or Annual Capacity Charge ....................
6
13.
Billing and Payment ...........................................
6,7-
14.
Nonpayment of Bills in Full When Due ..........................
7
15.
Adjustments for Fractional Billing Period ....................
7"
16.
Adjustments for Curtailments to Finn Service ..................
7-8
IV.
POWER SAIES PRMSIONS.
17.
Resale of Firm Electric Service ...............................
8
18.
Contract Subject to Colorado River Compact ....................
8
V.
FACILITIES PROVISIONS.
19.
Design Approval ...............................................
9
20.
Inspection and Acceptance .....................................
9
21.
As -Built Drawings .............................................
9
22.
Equipment Ownership Markers ...................................
9-10
23.
Third -Party Use of Facilities .................................
10
24.
Changes to Western control Facilities .........................
10
25.
Modification of Western Facilities ............................
10
26.
Transmission Rights ...........................................
11
* 27.
Construction and Safety Procedures ............................
11-12
VI .
OMER PFMISICNS .
• 28.
Authorized Representatives of the Parties .....................
12
29.
Effect of Section Headings ....................................
12
30.
Operating Guidelines and Procedures ...........................
12
31.
Uncontrollable Forces .........................................
12-13
32.
Liability•... .............................................
13
* 33.
EnvironmentalCompliance......................................
13
34.
Cooperation of Contracting Parties ............................
13
35.
Transfer of Interest in Contract by contractor ................
14
36.
Waivers.......................................................
14
37.
Notices.......................................................
14
38.
Contingent Upon Appropriations ................................
14
39.
Officials Not -to Benefit ......................................
14
40.
Covenant Against Contingent Fees ..............................
15
* 41.
Contract Work Hours and Safety Standards ......................
15
* 42.
Equal Opportunity Employment Practices ........................
15
43.
Use of Convict Labor ..........................................
15
0 Revised January 3, 1989.
E—ective January 3, 1989
rx gat- • -• �, �•_g;L • -,• a
I. APPLICABILITY.
1. Applicability.
1.1. These General Power Contract Provisions shall be a part of
the contract to which they are attached. These provisions set forth general
conditions applicable to the contract. Specific terms set forth in the
contract have precedence over any provision herein.
1.2. If the Contractor has member utilities which are either
directly or indirectly receiving benefits from the contract, then the
Contractor shall require such members to damply with the General Power
Contract Provisions, Articles 10, 17, 18, 33, 34, 41, 42, and 43.
II. UELIVERY OF SE WICE PROVISIMS.
2. Character of Service.
Electric energy supplied or transmitted under the contract will
be three-phase, alternating current, at a nominal frequency of sixty (60)
hertz (cycles per second).
3. Use of Capacity or Energy in Excess of Contract Obligation.
The Contractor is not entitled to use Federal power, energy, or
capacity in amounts greater than the Western contract delivery obligation in
effect for each type of service provided for in the contract except with the
approval of the Contracting Officer. Unauthorized overruns of contract
delivery obligations shall be subject to charges specified in the contract
or the applicable rate schedules. Overruns shall not establish any
continuing right thereto and the Contractor shall cease any overruns when
requested by the Contracting Officer, or in the case of authorized overruns,
when the approval expires, whichever occurs first. Nothing in the contract
shall obligate Western to increase any delivery obligation. If additional
power,energy, or capacity is not available from Western, the responsibility
for securing additional power, energy, or capacity shall rest wholly with
the Contractor.
4. Continuity of Service.
Electric service will be supplied or transmitted continuously
except for: (1) fluctuations, interruptions, or reductions due to
uncontrollable forces, as defined in Article 31 herein, (2) fluctuations,
interruptions, or reductions due to operation of crevices installed for power
system protection; and (3) temporary fluctuations, interruptions, or
reductions, which, in the opinion of the party supplying the service, are
2
necessary or desirable for the purposes of maintenance, repairs,
replacements, installation of equipment, or investigation and inspection.
The party supplying service, except in case of emergency, will give the
party to whcm service is being provided reasonable advance notice of such
temporary interruptions or reductions and will remove the cause thereof with
diligence.
5. Multiple Points of Delivery.
.. When electric service is supplied at or transmitted to two or
more points of delivery under the same rate schedule, said rate schedule
shall apply separately to the service supplied at or transmitted to each
point of delivery; Provided, That where the meter readings are considered
separately, and during abnormal conditions, the Contractor's system is
interconnected between points of delivery such that duplication of metered
power is possible, the meter readings at each affected point of delivery
will be adjusted to ca pensate for duplication of power demand recorded by
meters at alternate points of delivery due to abnormal conditions which are
beyond the Contractor's control or temporary conditions caused by scheduled
outages.
6. Metering.
6.1. The total electric power and energy supplied or transmitted
under the contract will be measured by metering equipment to be furnished
and maintained by Western or by the Contractor acting as the designated
representative of Western. The Contractor shall ensure that metering
equipment furnished and maintained by the Contractor or another power
supplier, as provided in the contract, meets the metering standards of
Western if such metering equipment will be used for billing or other
accounting purposes by Western.
6.2. Meters shall be sealed and the seals shall be broken only
upon occasions when the meters are to be inspected, tested, or adjusted, and
representatives of the interested parties shall be afforded reasonable
opportunity to be present upon such occasions. Metering equipment shall be
inspected and tested at least once each year by the party responsible for
meter maintenance and at any reasonable time upon request by either party
hereto, a supplemental power supplier, transmission agent, or control area
operator. Any metering equipment found to be damaged, defective, or
inaccurate shall be repaired and readjusted or .replaced by the party
responsible for meter maintenance. Meters found with broken seals shall be
tested for tampering arra, if appropriate, meter readings shall be adjusted
by Western pursuant to Article 6.3 below.
6.3. Except as othezwi.se provided in Article 6.4 hereof, should
any meter that is needed by Western for billing or other accounting purposes
fail to register accurately, the electric power and energy supplied or
transmitted during such period of failure to register accurately, shall, for
billing purposes, be estimated by the Contracting Officer from the best
available information.
3
6.4. If acceptable inspections and tests of a meter needed by
Western for billing or other accounting purposes disclose an error exceeding
two percent (2%), then correction based upon the inaccuracy found shall be
made of the records of services furnished during the period that such
inaccuracy has existed as determined by the Contracting Officer; Provided,
That if such period of inaccuracy cannot be determined, correction shall be
made for the period beginning with the monthly billing period immediately
preceding the billing period during which the test was made.
6.5. Any correction in billing resulting from correction in
meter records shall normally be made in the next monthly bill rendered by
Western to the Contractor. Payment of such bill shall constitute full
adjustment of any claim between the parties hereto arising out of inaccuracy
of metering equipment.
7. Existence of Transmission Service Contract.
If the contract provides for western to furnish services using
the facilities of a third party, the obligation of Western shall be subject
to and contingent upon the existence of a transmission service contract
granting Western rights to use such facilities. "If Western acquires or
constructs facilities which would enable it to furnish direct service to the
Contractor, Western, at its option, may furnish service over its own
facilities.
8. Conditions of Transmission Service.
8.1. When the electric service under the contract is furnished
by Western over the facilities of others by virtue of a transmission service
arrangement, the power and energy will be furnished at the voltage available
and under the conditions which exist from time to time on the transmission
system over which the service is supplied.
* 8.2. Unless otherwise provided in the contract or attached rate
schedule, the Contractor shall maintain a power factor at each point of
delivery from Western's transmission agent as required by the transmission
agent.
8.3. western will endeavor to inform the Contractor f=an time to
time of any changes contemplated on the system over which the service is
supplied, but the costs of any changes made necessary in the Contractor's
system because of changes or conditions on the system over which the service
is supplied shall not be a charge against or a liability of Western.
8.4. If the Contractor, because of changes or conditions on the
system over which service under the contract is supplied, is required to
make changes on its system at its own expense in order to continue receiving
service under the contract, then the Contractor may terminate service under
the contract upon not less than sixty (60) days' written notice given to the
Contracting Officer prior to making such changes, but not thereafter.
* Revised January 3, 1989.
4
8.5. If Western notifies the Contractor that electric service
provided for under the contract cannot be delivered to the Contractor
because of an insufficiency of capacity available to Western in the
facilities of others over which service under the contract is supplied, then
the Contractor may terminate service under the contract upon not less than
spy (60) days, written notice given to the Contracting Officer prior to
the date on which said capacity ceases to be available to western, but not
thereafter.
9. Multiple Points of Delivery Involving Direct and Iniirect
Deliveries.
When Western has provided line'and substation capacity under the
contract for the purpose of delivering electric service directly to the
Contractor at specified direct points of delivery and also has agreed to
absorb transmission service allowance or discounts for deliveries of energy
over other system(s) to indirect points of delivery and the Contractor
shifts any of its loads served under the contract from direct delivery to
indirect delivery, western will not absorb the transmission service costs on
Such shifted load until the unused capacity, as detenained solely by the
Contracting Officer, available at the direct delivery points affected is
fully utilized.
10. Construction Operation, and Maintenance of Contractor's
Power System.
The Contractor shall and, if applicable, shall require each of
its members or transmission agents to construct, operate, and maintain its
power system in a manner which, as detennined by the Contracting Officer,
will not interfere with the operation of the system of Western or its
transmission agents over which electric services are furnished to the
Contractor under the contract, and in a manner which will coordinate with
the protective relaying and other protective arrangements of the system(s)
Of western or Western's transmission agents. Western may reduce or
discontinue furnishing services to the Contractor if, after notice by the
Contracting Officer, the Contractor fails or refuses to make such changes as
may be necessary to eliminate an unsatisfactory condition on the
Contractor's power system which is determined by the Contracting Officer to
interfere significantly under current or probable conditions with any
service supplied from the power system of Western or frcm the power system
of a transmission agent of Western. Such a reduction or discontinuance of
service will not relieve the Contractor of liability for any minimum charges
provided for in the contract during the time said services are reduced or
discontinued. Nothing in this article shall be construed to render Western
liable in any nwuuer for any claims, demands, costs, losses, causes of
action, damages, or liability of any kind or nature arising out of or
resulting from the construction, operation, or maintenance of the
Contractor's power system.
5
I I I. RATES, BIELIM, AND PAMMENP P%OTISIOPS .
11. Change of Rates.
Rates applicable under the contract shall be subject to change by
Western in accordance with appropriate rate adjustment procedures. If at
any time the United States promulgates a rate changing a rate then in effect
under the contract, it will prrrptly notify the Contractor thereof. Rates
shall become effective as to the contract as of the effective date of such
rate. The Contractor, by written notice to the Contracting Officer within
ninety (90) days after the effective date of a rate change, may elect to
terminate the service billed by Western under the new rate. Said
termination shall be effective on the last day of the billing period
requested by the Contractor not later than two (2) years after the effective
date of the new rate. Service provided by Western shall be paid for at the
new rate regardless of whether the Contractor exercises the option to
terminate service.
12. Mininnan Seasonal or Annual Capacity Q41M.
When the rate in effect under the contract provides for a minin un
seasonal or annual capacity charge, a statement of the minin n capacity
charge due, if any, shall be included in the bill rendered for service for
the last billing period of the service season or contract year as
appropriate, adjusted for increases or decreases in the contract rate of
delivery and for the number of billing periods during the year or season in
which service is not provided. where multiple points of delivery are
involved and the contract rate of delivery is stated to be a maxim=
aggregate rate of delivery for all points, in determining the minimum
seasonal or annual capacity charge due, if any, the monthly capacity charges
at the individual points of delivery shall be added together.
13. Billing and Payment.
13.1. Western will issue bills to the Contractor for service
furnished during the preceding month within ten (10) days after the end of
the billing period.
13.2. If Western is unable to issue a timely monthly bill, it
may elect to render an estimated bill for that month to be followed by the
final bill. Such estimated bill shall be subject to the same payment
provisions as a final bill.
13.3. Payments are due and payable by the Contractor before the
close of business on the twentieth (20th) calendar day after the date of
issuance of each bill or the next business day thereafter if said day is a
Saturday, Sunday, or Federal holiday. Bills shall be considered paid when
payment is received by Western; Provided, That payments received by mail
will be accepted as timely and without assessment of the charge provided for
in Article 14 if a United States Post Office first class mail postmark
indicates the payment was mailed at least three (3) calendar days before the
due date.
13.4. Whenever the parties agree, payments due Western by the
Contractor may be offset against payments due the Contractor by Western for
the sale or exchange of electric power and energy, use of transmission
facilities, operation and maintenance of electric facilities, and other
services. For services included in net billing procedures, payments due one
party in any month shall be offset against payments due the other party in
such month, and the resulting net balance shall be paid to the party in
whose favor such balance exists. The parties shall exchange such reports
and information that either party requires for billing purposes. Net
billing shall not be used for any amounts due which are in dispute.
14. Nonpayment of Bills in Full When Due.
- 14.1. Bills not paid in full by the Contractor by the due date
specified in Article 13 hereof shall bear an initial charge of two percent
(2%) of the amount unpaid. Each day thereafter, a charge of five hundredths
percent (0.05%) of the principal sum unpaid shall be added until the amount
due, including the two percent (2%) initial charge, is paid in full.
Payments received will first be applied to the charges for late payment
assessed on the principal and then to payment of the -principal.
14.2. western shall have the right, upon not less than fifteen
(15) days advance written notice, to discontinue furnishing the services
specified in the contract for nonpayment of bills in full when due, and to
refuse to resume such services so long as any part of the amount due remains
unpaid. Such a discontinuance of service will not relieve the Contractor of
liability for minimum charges during the time service is so discontinued.
The rights reserved to Western herein shall be in addition to all other
remedies available to western either by law or in equity, for the breach of
any of the terns hereof.
15. Adiustments for Fractional Billing Period.
For a fractional part of a billing period at the beginning or end
of electric service, at the beginning or end of irrigation pumping service
each year, a fractional billing period under a new rate schedule, and for
fractional periods due to withdrawals of electric services, the demand or
capacity charge and minimum charges shall each be proportionately adjusted
in the ratio that the number of hours that electric service is available to
the Contractor in such fractional billing period bears to the total number
of hours in the billing period involved.
16. Adjustments for Curtailments to Finn Service.
16.1. Billing adjustments will be made if firm electric service
is interrupted or reduced because of conditions on the power system of the
United States for periods of 1 hour or longer in duration each. Billing
adjustments will not be made when such curtailment of electric service is
due to a request by the Contractor or a discontinuance of electric service
by Western pursuant to Article 14 ( Nonpayment of Bills In Full When Due) .
For purposes of billing adjustments under this article, the teen power
systen, of the United States shall include transmission facilities used under
contract but not owned by the United States.
7
16.2. The total member of hours of curtailed firm electric
service in any billing period shall be determined by adding: (1) the sum of
the number of hours of internipted electric service to (2) the product, for
each reduction, of: the number of hours of reduced electric service and the
percentage by which electric service was reduced below the delivery
obligation of Western at the tine of each said reduction of electric
service. The demand or capacity charge and applicable minimum charges shall
each be proportionately adjusted in the ratio that the total nmmter of hours
of electric service determined to have been curtailed bears to the total
number of hours in the billing period involved.
16.3. The Contractor shall make written claim within thirty (30)
days after receiving the monthly bill, for adjustment on account of any
curtailment of firm electric service, for periods of 1 hour or longer in
duration each, alleged to have occurred that is not reflected in said bill.
Failure to make such written claim, within said thirty -day (30 -day) period,
shall constitute a waiver of said claim. All curtailments of electric
service, which are due to conditions on the power system of the United
States, shall be subject to the provisions of this section; provided, That
withdrawal of power and energy under the contract shall not be considered a
curtailment of electric service.
IV. POWER SAILS PROVISIONS.
17. Resale of Finn Electric Service (Wholesale Sales for Resale).
The Contractor shall not sell any firm electric power or energy
supplied under the contract to any electric utility custcmer of the
Contractor for resale by that utility custamer;vvided, That the
Contractor may sell the electric power and energy supplied under the
contract to its members on condition that said members not sell any of said
power and energy to any customer of the member for resale by that customer.
18. Contract Subject to Colorado River Compact.
Where the energy sold under the contract is generated from waters
of the Colorado River system, the contract is made upon the express
condition and with the express covenant that all rights under the contract
shall be subject to and controlled by the Colorado River Compact approved by
Section 13(a) of the Boulder Canyon Project Act of December 21, 1928, (45
Stat. 1057) and the parties to the contract shall observe and be subject to
and controlled by said Colorado River Compact in the construction,
management, and operation of the dans, reservoirs, and powerplants from
which electrical energy is to be furnished by Western to the Contractor
under the contract, and in the storage, diversion, delivery, and use of
water for the generation of electrical energy to be delivered by Western to
the Contractor under the contract.
8
19. Design Approval.
All facilities, construction, and installation by the contractor
pursuant to the contract shall be subject to the approval of Western.
Facilities interconnections shall normally conform to Western's current
"General Requirements for Interconnection," in effect upon the signing of
the contract document providing for each interconnection, copies of which
are available from the Contracting Officer. At least ninety (90) days,
unless otherwise agreed, prior to the date the Contractor proposes to
cacmence construction or to incur an obligation to purchase facilities to be
installed pursuant to the contract, whichever date is the earlier, the
Contractor shall submit, for the approval of Western, detailed designs,
drawings, and specifications of the facilities the Contractor proposes to
purchase, construct, and install. The Contractor assumes all risks for
construction cam*enced or obligations to purchase facilities incurred prior
to receipt of approval from Western. Western review and approval of designs
and construction work in no way implies that Westernis certifying that the
designs meet the Contractor's needs.
20. Inspection and Acceptance.
Western shall have the right to inspect the materials and work
furnished by the_ Contractor, its agents, employees, and subcontractors
pursuant to the contract. Such inspections shall be at reasonable times at
the worksite. Any materials or work that the Contracting Officer determines
is defective or not in accordance with designs, drawings, and
specifications, as approved by Western, shall be replaced or modified, as
directed by Western, at the sole expense of the Contractor before the new
facilities are energized.
21. As -Built Drawings.
. Within a reasonable time, as determined by the Contracting
Officer, after the completion of construction and installation of facilities
pursuant to the contract, the Contractor shall submit to Western marked
as -built prints of all Western drawings affected by changes made pursuant to
the contract arra reproducible drawings the Contractor has prepared showing
facilities of Western. The Contractor's drawings of Western facilities
shall use drawing title blocks, drawing numbers, and shall be prepared in
accordance with drafting standards all as approved by the Contracting
Officer. Western may prepare, revise, or complete said drawings and bill
the Contractor if the Contractor fails to provide such drawings to Western
within a reasonable time as deternined by the Contracting Officer.
22.1. The Contractor shall identify all movable equipment and,
to the extent agreed upon by the parties, all other salvageable facilities
constructed or installed on United States right-of-way or in Western
substations pursuant to the contract which are owned by the Contractor, by
permanently affixing thereto suitable markers clearly identifying the
Contractor as the owner of said equipment and facilities.
9
r
22.2. If requested by the Contractor, western shall identify all
movable equipment and, to the extent agreed upon by the parties, all. other
salvageable facilities constructed or installed on the Contractor's
right-of-way or in the Contractor's substations pursuant to the contract
which are owned by the United States, by permanently affixing thereto
suitable markers clearly identifying the United States as the owner of said
equipment and facilities.
23. Third -Party Use of Facilities
The Contractor shall notify western of any proposed system change
relating to the facilities governed by the contract or allowing third -party
use of the facilities governed by the contract. If western notifies the
Contractor that said system change will, as solely determined by the
Contracting Officer, adversely affect the operation of western's system the
Contractor shall, at no cost to western, provide a solution to said adverse
effect acceptable to western.
24. Changes to Western Control Facilities.
If at any time during the term of the contract, the Contracting
Officer determines that changes or additions to control, relay, or
communications facilities are necessary to maintain the reliability or
control of western's transmission system, and said changes or additions are
entirely or partially required because of the Contractor's equipment
installed under the contract, such changes or additions shall, after
consultation with the Contractor, be made by Western with all costs or a
proportionate share of all costs, as determined by the Contracting Officer,
to be paid by the Contractor. The Contracting Officer shall notify the
Contractor in writing of the necessary changes or additions and the
estimated costs to be paid by the Contractor. If the Contractor fails to
pay its share of said estimated costs, the Contracting Officer shall have
the right, after giving sixty (60) days' written notice to the Contractor,
to terminate the applicable facility installation provisions of the contract -
and require the removal of the Contractor's facilities.
25. Modification of Western Facilities.
. Western reserves the right, at any time, to modify its
facilities. Western shall keep the Contractor informed of all planned
modifications to western facilities which impact the facilities installation
pursuant to the contract. Western shall permit the Contractor to change or
modify its facilities, in a manner satisfactory to arra at no cost or expense
to Western, to retain the facilities interconnection pursuant to the
contract. At the Contractor's option, Western shall cooperate with the
Contractor in planning alternate arrangements for service which shall be
implemented at no cost or expense to Western. The Contractor and Western
shall modify the contract, as necessary, to conform to the new facilities
arrangements.
10
h
26 . Transmission Rights.
If the contract involves an installation which sectionalizes a
Western transmission line, the Contractor hereby agrees to provide a
transmission path to western across such sectionalizing facilities at no
cost or expense to Western. Said transmission path shall be at least equal,
in terns of capacity and reliability, to the path in the Western
transmission line prior to the installation pursuant to the contract.
27. Construction and Safety Procedures.
* 27.1. The Contractor hereby acknowledges that it is aware of the
hazards inherent in high-voltage electric lines arra substations, and hereby
assumes full responsibility at all times for the adoption and use of
necessary safety measures required to prevent accidental harm to personnel
engaged in the construction, inspection, testing, operation, maintenance,
replacement, or removal activities of the Contractor pursuant to the
contract. The Contractor and the authorized employees, agents, and
subcontractors of the Contractor shall comply with all applicable safety
laws and building and construction codes, including the provisions of
Western's current "Power Systems Safety Manual," "Construction, Safety, and
Health Standards," arra "Power System Clearance Procedures" in effect upon
the signing of the contract; Exce t, That, in lieu of the safety program
requixed herein, the Contractor may provide sufficient information to
demonstrate that the Contractor's safety program is satisfactory to the
United States.
27.2. The Contractor_ and its authorized employees, agents, and
subcontractors shall familiarize themselves with the location arra character
of all the transmission facilities of Western and interconnections of others
relating to the work performed by the Contractor under the contract. Prior
to starting any construction, installation, or removal work, the Contractor
shall submit a plan of procedure to Western which shall indicate the
sequence and method of performing the work in a safe mariner. No work shall
be performed by the Contractor, its employees, agents, or subcontractors
until written authorization to proceed is obtained fon the Contracting
Officer.
27.3. At all times when the Contractor, its employees, agents,or
subcontractors are performing activities of any type pursuant to the
contract, such activities shall be under supervision of a qualified
employee, agent, or subcontractor of the Contractor who shall be authorized
to represent the Contractor in all matters pertaining to the activity being
performed. The Contractor and Western will keep each other informed of the
names of their designated representatives at the site.
27.4. Upon completion of its work, the Contractor shall remove
fram the vicinity of the right-of-way of the United States all buildings,
rubbish, used materials, concrete forms, and other like material belonging
to the Contractor or used under the Contractor's direction, and in the event
of failure to do so the same may be removed by Western at the expense of the
Contractor.
* Revised January 3, 1989.
11
27.5. In the event the contractor, its employees, agents, or
subcontractors fail to catply with any provision of this article, or Article
20 (Inspection and Acceptance) herein, the Contracting officer or an
authorized representative may issue an order to stop all or any part of the
work until such time as the Contractor demonstrates compliance with the
provision at issue. The Contractor, its employees, agents, or
subcontractors shall make no claim for ccnpensation or damages resulting
frau such work stoppage.
VI. OMHER PWMSICZS.
* 28. Authorized Representatives of the Parties.
Each party to the contract, by written notice to the other, shall
designate the representative(s) who is (are) authorized to act in its behalf
with respect to those matters contained in the contract which are the
functions and responsibilities of the authorized representatives of the
parties. Each party may change the designation of its authorized
representatives) upon oral notice given to the other, confirmed pramptly by
written notice.
29. Effect of Section readings.
Section headings or article titles appearing in the contract or
these General Power Contract Provisions are inserted for convenience only
and shall not be construed as interpretations of text.
30. operating Guidelines and Procedures.
The parties to the contract may agree upon and put into effect
from time to time, such other written guidelines and procedures as may be
required in order to establish the methods of operation of the power system
to be followed in the performance of the contract.
31. Uncontrollable Forces. _
Neither party to the contract shall be considered to be in
default in performance of any of its obligations under the contract, except
to make payment as specified in Article 13 (Billing and Payment) herein,
when a failure of performance shall be due to an- uncontrollable force. The
tern "uncontrollable force" means any cause beyond the control of the party
affected, including but not restricted to, failure of or threat of failure
of facilities, flood, earthquake, storm, fire; lightning, epidemic, war,
riot, civil disturbance or disobedience, labor dispute, labor or material
shortage, sabotage, restraint by court order or public authority and action
or nonaction by, or failure to obtain the necessary authorizations or
approvals from, any governmental agency or authority, which by exercise of
due diligence such party could not reasonably have been expected to avoid
and which by exercise of cine diligence it shall be unable to overcame.
Nothing contained herein shall be construed to require a party to settle any
* Revised January 3, 1989.
12
strike or labor dispute in which it may be involved. Either party rendered
unable to fulfill any of its obligations under the contract by reason of an
uncontrollable force shall give prompt written notice of such fact to the
other party and shall exercise due diligence to remove such inability with
all reasonable dispatch.
32. Liability.
32.1 The Contractor hereby agrees to indemnify and hold harmless
the United States, its employees, agents, or contractors, frtim any loss or
damage and frim any liability on account of personal injury, death, or
property damage, or claims for personal injury, death, or property damage of
any nature whatsoever and by whc soever made arising out of the
Contractor's, its employees', agents', or subcontractors', construction,
operation, maintenance, or replacement activities under the contract.
32.2 The United States is liable only for negligence on the part
of its officers and employees in accordance with the Federal Zbrt Claims
Act, as amended.
* 33. Environmental compliance.
Facilities installed under the contract by any party shall be
constructed, operated, maintained, replaced, and removed subject to
compliance with laws, executive orders, and regulations applicable to that
party, including the National Environmental Policy Act of 1969, as amended,
36 CFR 800, and the Archeological Resources Protection Act of 1979.
34. Cooperation of Contracting Parties.
If, in the operation and maintenance of their respective power
systems or electrical equipment and the utilization thereof for the purposes
of the contract, it becomes necessary by reason of any emergency or
extraordinary condition for either party to request the other to furnish
personnel, materials, tools, and equipment for the accarplishment thereof,
the party so requested shall cooperate with the other and render such
assistance as the party so requested may determine to be available. The
party making such request, upon receipt of properly itemized bills from the
other party, shall reimburse the party rendering such assistance for all
costs properly and reasonably incurred by it in such performance, including
administrative and general expenses, such costs to be determined on the
basis of current charges or rates used in its own operations by the party
rendering assistance. Issuance and payment of bills for services provided
by Western shall be in accordance with Articles 13 (Billing and Payment) and
14 (Nonpayment of Bills in Full When Due) herein. Western shall pay bills
issued by the Contractor for services provided as soon as the necessary
vouchers can be prepared which shall normally be within twenty (20) days.
* Revised January 3, 1989.
13
k
35. Transfer of Interest in Contract by Contractor.
No voluntary transfer of the contract or of the rights of the
Contractor under the contract shall be made without the written approval of
the Administrator of Western; Provided, That if the Contractor operates a
project financed in whole or in part by the Rural Electrification
Administration, the Contractor may transfer or assign its interest in the
contract to the Rural Electrification Administration or any other department
or agency of the Federal Government without such written approval; Provided
further, That any successor to or assignee of the rights of the Contractor,
whether by voluntary transfer, judicial sale, foreclosure sale, or
otherwise, shall be subject to all the provisions and conditions of the
contract to the same extent as though such successor or assignee were the
original Contractor under the contract; and, Provided further, That the
execution of a mortgage or trust deed, or judicial or foreclosure sales made
thereunder, shall not be deemed voluntary transfers within the meaning of
this article.
36. Waivers.
Any waivers at any time by either party to the contract of its
rights with respect to a default or any other matter arising under or in
connection with the contract shall not be deemed a waiver with respect to
any subsequent default or matter.
37. Notices.
Any notice, demand, or request required by the contract or the
provisions of these articles.to.be in writing shall be considered properly
given when delivered in person, or sent by either registered or certified
mail, postage prepaid, or prepaid telegram addressed to each party's
authorized representative at the principal offices of the party. The
designation of the person to be notified may be changed at any time by
similar notice.
38. Contingent Lkmon Appropriations .
Where activities provided for in the contract extend beyond the
current fiscal year, continued expenditures by the United States are
contingent upon Congress making the necessary appropriations required for
the continued performance of the United States obligations under the
contract. In case such appropriation is not made, the Contractor hereby
releases the United States from its contractual obligations and from all
liability due to the failure of Congress to make such appropriation.
39. Officials Not to Benefit.
No member of or delegate to
shall be admitted to any share or part
that may have arisen from the contract,
construed to extend to the contract if
for its general benefit.
14
Congress or Resident Commissioner
of the contract or to any benefit
but this restriction shall not be
made with a corporation or company
40. Covenant Against Contingent Fees.
The Contractor warrants that no person or selling agency has been
employed or retained to solicit or secure the contract upon an aunt or
understanding for a commission, percentage, brokerage, or contingent fee,
excepting bona fide employees or bona fide established ccomerci.al or selling
agencies maintained by the Contractor for the purpose of securing business.
For breach or, violation of this warranty, Western shall have the right to
annul the contract without liability or in its discretion to deduct from the
contract price or consideration the full amount of such commission,
percentage, brokerage, or contingent fee.
• 41. Contract work Hours and Safety standards
The contract, to the extent that it is of a character specified
in Section 103 of the Contract Work Hours and Safety Standards Act (Act),
40 U.S.C.A. {329 (1986), is subject to the provisions of the Act, 40
U.S.C.A. f{327-333 (1986), and to regulations prcmulgated by the Secretary
of Labor pursuant to the Act.
* 42. Equal QpMrtunity Employment Practices.
Section 202 of Executive Order No. 11246, 43 Fed. Reg. 46501
(1978), which provides, among other things, that the Contractor will not
discriminate against any employee or applicant for employment because of
race, color, religion, sex, or national origin, is incorporated by reference
in the contract.
43. Use of Convict Labor.
The Contractor agrees not to employ any person undergoing
sentence of imprisonment in performing the contract except as provided by 18
U.S.C. 4082(c)(2) and Executive Order 11755, December 29, 1973. .
* Revised .;anuary 3, 1989.
15