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HomeMy WebLinkAboutResolutions - No. 2007-203RESOLUTION NO. 2007-203 A RESOLUTION OF THE LODI CITY COUNCIL AUTHORIZING THE CITY MANAGER TO EXECUTE A NOVATION AGREEMENT WITH SEMPRA ENERGY TRADING CORPORATION AND THE ROYAL BANK OF SCOTLAND, TRANSFERRING INTEREST IN A POWER PURCHASE SALES AND ENABLING AGREEMENT DATED MAY 27, 2004 WHEREAS, the City of Lodi and Sempra Energy Trading Corporation (Sempra) are parties to a May 27, 2004, Power Purchase Sales and Enabling Agreement; and WHEREAS, Sempra has announced that it has formed a joint venture, under which The Royal Bank of Scotland (RBS) will be the principal entity under future electric transactions between the City and Sempra; and WHEREAS, Sempra has requested that the City of Lodi execute a Novation Agreement, which will formally recognize that RBS will be the future trading agent for Sempra after the transactions closing date expected in early 2008; and WHEREAS, the Lodi Electric Utility believes it is advantageous to have the agreement with Sempra remain in effect with RBS as the principal. NOW, THEREFORE, BE IT RESOLVED that the Lodi City Council hereby approves the Novation Agreement and authorizes the City Manager or his designee to execute the Agreement and authorizes the Electric Utility Director or his designee to administer the Agreement. Dated: October 17, 2007 I hereby certify that Resolution No. 2007-203 was passed and adopted by the Lodi City Council of the City of Lodi in a regular meeting held October 17, 2007, by the following vote: AYES: COUNCIL MEMBERS - Hansen, Hitchcock, Katzakian, Mounce, and Mayor Johnson NOES: COUNCIL MEMBERS - None ABSENT: COUNCIL MEMBERS - None ABSTAIN: COUNCIL MEMBERS - None ANDI JOHL City Clerk 2007-203 NOVATION AG NT This Novation Agreement (the "Novation Agreement"), is entered into by and among Sempra Energy Trading Corp. ("SET), The Royal Bank of Scotland plc ("RBS") and CITY OF LODI ("Counterpart") and dated as of the date of Counterpart's signature hereto. SET, RBS and Counterpart are sometimes each referred to herein as a ",Party" or collectively as the "Parties". Certain capitalized terms used herein are defined in Article 4. WHEREAS, SET and Counterpart have entered into one or more Agreements. WHEREAS, effective at the Novation Time on the Novation Date, SET wishes to assign and transfer by novation to RBS, and RBS wishes to accept the assignment and transfer by novation of, all of the rights, liabilities, duties and obligations of SET under and in. respect of the Agreements and Counterpart wishes to consent to the same each on the terms and conditions set forth herein. NOW, THEREFORE, in consideration of the mutual covenants contained in this Novation Agreement, the Parties hereto agree as follows: ARTICLE 1 NOVATION AND AS$I NMENT Section Ll Assignment_ and Novation. The Parties agree that, effective at the Novation Time on the Novation Date, all outstanding Agreements between SET and Counterpart will be transferred and novated to RBS and RBS will assume all of SET's rights and obligations under such Agreements, whenever created or incurred. Therefore, after such transfer it will be as if such Agreements had originally been entered into with RBS and Counterpart. Additionally, effective at the Novation Time on the Novation Date, SET shall be released and discharged from any and all liabilities and obligations to Counterpart with respect to all of the Agreements. Section 1,2 Cogdftions. The Parties shall use commercially reasonable efforts to ensure that the following conditions (the "Conditions") will be satisfied effective as of the Novation Time on the Designated Novation Date: (a) any Letter of Credit delivered by Counterpart to secure its obligations under any Agreement shall (i) be amended to reflect RBS as the new beneficiary, or (ii) be replaced by a new Letter of Credit issued in favor of RBS and meeting the requirements of the Agreement to which it corresponds; (b) any guarantees issued by a credit support provider of Counterpart in favor of SET (the "Old Guarantees") pursuant to the Agreements shall be replaced by one or more guarantees of such credit support provider issued in favor of RBS containing, except for such new Beneficiary, identical terms to the Old Guarantees; provided, however, that if any Old Guarantee shall also have been issued in favor of an affiliate of SET, such Old Guarantee shall not be terminated in respect of any such affiliate by this Novation Agreement (it being understood that if such Old Guarantee is to be terminated in respect of such affiliate that termination shall be effected by a novation agreement in form and substance 64 substantially similar to this Novation Agreement between Counterpart and such affiliate); and (c) all U.S., U.K., European Commission and other national, federal, state and provincial regulatory, governmental and exchange and clearinghouse and other similar approvals, if any, necessary to effect the consummation of the novations (including, without limitation, the approval of any independent system or grid operator) contemplated hereby have, in the reasonable opinion of SET, been received by the applicable Parties. If the Conditions cannot be satisfied as of the Novation Time on the Designated Novation Date, the Parties shall use commercially reasonable efforts to insure that such Conditions will be satisfied as soon as practicable thereafter. Section 1.3 Ngwtion Date. SET and RBS shall notify Counterpart of the earliest date upon which the transfer and novation specified in Section. 1.1 will be effective (such earliest date, the "Designated Novation Date"). The "Novation Date" shall be (i) the Designated Novation Date if the Conditions are satisfied, or are waived by SET and RBS, at the Novation Time on such date, or (ii) if the Conditions are not so satisfied or waived on such date, the Business Day immediately fallowing the date on which SET and RBS notify Counterpart that the Conditions are satisfied or are otherwise waived by SET and RBS. Section 1.4 A.nnendments to Agreetxtents. Effective at the Novation Time on. the Novation Date, each of the Agreements shall be amended as follows: (a) The notice provisions therein shall be amended to include an obligation of Counterpart to provide a copy of any event of default, potential event of default or similar termination event notice to RBS at the addresses set forth in Annex A. (b) If any Agreement contains tax representations with respect to withholding taxes given by SET or Counterpart (the "Old Tax Representations"), such Old Tax Representations shall be deleted in their entirety and shall be replaced and superseded by the tax representations set forth in Annex B. (c) if any margin or credit support is required under the Agreements, the required amount (i) will continue to be calculated in the manner contemplated by the Agreements taking into account the credit rating of RBS, and (ii) will only take account of existing transactions under the Agreements and any new transactions under the Agreements entered into with RBS through SET acting as agent and will not take account of any other transactions between RBS and Counterpart. (d) Any cash margin held by SET pursuant to the terms of the Agreements shall be transferrer! to RBS and any cash margin held by Counterpart pursuant to the terms of the Agreements shall be held by Counterpart for the account of RBS. (e) The presentation of a petition for the winding -up or liquidation of a party to any Agreement by a party other than such party shall not be a default, event of default or similar event under the terms of any such Agreement if such petition is withdrawn, dismissed, 2 65 discharged, stayed or restrained within 15 days of its presentation. If such petition has not been withdrawn, dismissed, discharged, stayed or restrained within IS days of its presentation, the other party shall be entitled to exercise its rights and remedies under such Agreement in respect thereof. (0 Except as expressly amended in this Section 1.4 or otherwise under this Novation Agreement, the terms and conditions of the Agreements shall remain in full force and effect without change. ARTICLE 2 TERMINATIQN 41F_SEMPRA_GUARANTEE— Section 2.1 Effective at the Novation Time on the Novation Date, (i) any guarantees of SET's obligations issued or assumed by Sempra Energy (including any guarantees issued or assumed by its predecessors -in -interest, Pacific Enterprises and Enova Corporation) with Counterpart as beneficiary shall be terminated in respect of Counterpart as beneficiary; provided, however, that if any such guarantee shall also have been issued in favor of an affiliate of Counterpart, such guarantee shall not be terminated: in respect of any such affiliate by this Novation Agreement (it being understood that if Sempra Energy's guarantee is to be terminated in respect of such affiliate that termination shall be effected by a novation agreement in form and substance substantially similar to this Novation Agreement to which such affiliate of Counterpart is a party); and (ii) Sempra Energy shall not be a credit support provider in respect of any Agreement. Counterpart agrees that any such guarantee issued by Sempra Energy will be returned to SET as soon as practicable following termination of such guarantee as to all beneficiaries. ARTICLE 3 REEMENTATIONS AND WARRANTIES Section 3.1 Reresezttations and Warranties of Each Pafty. As of the date of this Novation Agreement and as of the Novation Date, each of the Parties makes to each of the other Parties the following representations and warranties: (a) Obligations Binding. its obligations under this Novation Agreement constitute its legal, valid and binding obligations, enforceable in accordance with their respective terms (subject to applicable bankruptcy, reorganization, insolvency, moratorium or similar laws affecting creditors' rights generally and subject, as to enforceability, to equitable principles of general application (regardless of whether enforcement is sought in a proceeding in equity or at law)); (b) Consents. With the exception of any approvals required but not yet obtained under Section 1.2(c), all governmental and other consents that are required to have been obtained by it with respect to this Novation Agreement have been obtained and are in full force and effect and all conditions of any such consents have been complied with; and (c) No Violation or Conflict. Such execution, delivery and performance do not violate or conflict with any law applicable to it, any provision of its constitutional 66 documents, any order or judgment of any court or other agency of government applicable to it or any of its assets or any contractual restriction binding on or affecting it or any of its assets. Section 3.2 No Prior Transfer. Except for any security interests granted by SET which shall be terminated and released at or before the Novation Time on the applicable Novation Date, SET and Counterpart each represent and warrant to each other and to RBS that it has made no prior transfer (whether by way of security or otherwise) of any Agreement or any interest or obligation in or under any Agreement. ARTICLE 4 UMNITIONS Section 4,1 Certain Definitions. For purposes of this Novation Agreement, the terms listed below shall have the following definitions: (a) "Agreement" means any contract, trade, confirmation, or other written or verbal agreement of any kind or character between SET and Counterpart. (b) "Business Day„ means a day, other than a Saturday or Sunday, on which commercial banks are generally open for business in. London and New York. (c) "Designated Novation Date" has the meaning specified in Section 1.3 (d) "Novation bate" has the meaning specified in Section 1.3. (e) "Novation Time" means the beginning of the hour ending 0100 eastern prevailing time on the Novation Date. ARTICLE 5 QTMgR FR, QMSIQNSS Section 5.1 Amendment; Transfer. Entire Agreement. No modification, amendment, cancellation, termination or waiver of any provision of this Novation Agreement shall be effective unless in writing and executed by the Parties .hereto. None of the Parties may assign, transfer, or otherwise convey any or all of its rights or obligations hereunder without the prior written consent of each of the other Parties. This Novation Agreement together with any annexes referred to herein setts out the entire understanding of the Parties and supersedes any and all prior agreements, arrangements and understandings relating to the subject matter of this Novation Agreement. This Novation Agreement shall be null and void and of no further force and effect if the joint venture arrangement between Sempra Energy and RBS shall not be consummated. Section 5.2 HegaiaLs. The headings of Articles and Sections in this Novation Agreement are provided for convenience only and will not affect its construction or interpretation. 4 67 Section 5.3 Governing Law. The Parties agree and acknowledge that this Novation Agreement will be governed by and construed in accordance with the laws of the State of New York, without reference to any conflicts of laws principles. Section 5.4 Additional Assurances. The Parties agree to cooperate with one another and to use their commercially reasonable efforts to effect, or cause to be effected, as the case may be, the transactions contemplated by this Novation Agreement.. Each of the Parties shall, at any time and from tune to time after the date hereof, upon the request of any other Party, execute, acknowledge and deliver all such further instruments or assurances as may be necessary, in the reasonable judgment of the requesting Party, to carry out the provisions and intent of this Novation Agreement. Section 5.5 Counterparts. This Novation Agreement may be executed in one or inure counterparts, each of which shall for all purposes be an original, and all such counter- parts shall constitute one and the same instrument. In addition, this Novation Agreement may contain more than one counterpart of the signature pages, and all such counterpart signature Pages shall have the same force and effect as though all Parties had signed a single set of signature pages. [REMAINDER OF PACE INTENTIONALLY LEFT BLANK] S 68 IN WITNESS WHEREOF, the Parties have executed this Novation Agreement as of the date First set out above, CITY OF LODI By: Name: Title: Date: THE ROYAL BANK OF SCOTLAND PLC SEMPRA ENERGY TRADING CORP. By: Name: Date: Vice president August 10, 2007 By: _ �& * Name: dark Rase Title: Managing Director and AssWate General Counsef August 10, 2007 Acknowledged and agreed solely with respect to Article 2 SEMPRA ENERGY C„ N7i"k... By: Name: Title: CtIABIE� A. IItlIQN Af 1. August 10, 2(X)�EN I OR VP AND TREASURER 69 CITY OF LODI APPROVED AS TO FORM: D Stephen Schwabauer City Attorney ATTEST: Randa Johl City Clerk ANNEX (A] ADDRESSES FOR LEGAL NOTICES The Royal Bank of Scotland plc C/o RBS Global Banking & Markets 135 Bishopsgate London EC2M 3UR Attention: Head of Group Legal, Global Banking & Markets Telephone: 44 207 085 5000 Facsimile: 44 247 085 9411 70 ANNEX [B] TAX REPRESENTATIONS Payee Tax Representadons. For the purpose of Section 3(f) of the fSDA Master Agreement, RBS makes the following representations: (a) It is a tax resident of the United Kingdom; (b) It is a "foreign person" within the meaning of the applicable U.S. Treasury Regulations concerning information reporting and backup withholding tax (as in effect on January 1, 2001), unless Party A provides written notice to Party B that it is no longer a foreign person; (c) In respect of each Transaction it enters into through an office or discretionary agent in the United States or which otherwise is allocated (in whole or part) for United States federal income tax purposes to such United States trade or business, each payment received or to be received by it under such Transaction (or portion thereof, if applicable) will be effectively connected with its conduct of a trade or business in the United. States; and (d) In respect of all other Transactions or portions thereof, no such payment received or to be received by it in connection with this Agreement is attributable to a trade or business carried on by it through a permanent establishment in the United Stag. 2 71 POWERPURCEIASE AND SALES ENABLING AGREEMINT This Power Purchm and Sale Agreement ("Agreement"}, dated as of May 27, 2004, is entered into by and between the City of Lodi and Sernpra Energy Trading Corp. ("SET"), a Delaware corporation (referred to individually as a "Party" or collectively as the "Parties"). 71is agreement enables, but does not obligate, the .Parties to enter into transaction with each other to purchase, sell and/or exchange Power. RECITALS WHEREAS, Lodi is a California Municipality authorized to provide electric service At retail in and around the City of Lodi, California; and WHEREAS, SFT is engaged in the business of buying and selling electric capacity and energy at wholesale pursuant to and in accordance with its market4med rate authority granted to it by the Federal Energy Regulatory Commission; and W1 IEREAS, the Parties desire to sell and deliver and/or purchase and receive Firm Capacity and Energy in accordance with. the terms and ccmditions of this Power Saks Agreement. NOW THEREFORE, in consideration for the agreements and undertaking established herein and the mutual benefits derived there from, it is agreed as follows: AGREEMENT Vie Parties herby incorporate by reference herein, and make a part of this Power Supply Agreernent, the terms of the Western Systems Power Pool Agmerneat. offactive Bate February 1, 2003 with the exc option of the following specified provisions: 72 Section. 4 ("Parties") Section 2 ("Recitals") Section S ("Tenn and Termination") Section 6 ("Service: Schedules and WSPP Default Transmission Tarr), except the second sentence of Section 6.1 Section 7 ("Hub and Operating Agent") Section 8 (`'`Organization and Administrative") Sub -sections 13.2, 133, and 13.4 of Section 13 ("Approvals") Section 16 ("Membership") Sub -section 22A ("Default in Payment of WSPP Operating C(ys&) Sections 24 C"Governing L.W) Section 34 ("Dispute Resolution') Section 40 ("Execution of CountcrparW') Section 41 ('Witness) Exhibit D ("WSPP Mediation and Arbitration Procedures"j t ADDITIONAL PROVISIONS The Parties herby agree to additional provision as follows: 1. Choice of Laws: All transactions entered into between the Parties pursuant to the WSPP Agreement shall be governed by and construed in aeoordance with the laws of the state of California without giving effect to principles of conflicts of laws. The parties agree that contract power shall be treated as a goW for purposes of the Uniform Commercial Code of the State of California. 73 2. Mobile,:5ierra Provision. The standard of review for changes to any portion of this Agreement or any transaction entered into hereunder proposed by a Party, a non-party or the Federal Energy Regulatory Commission acting sax .pg Le slash be the "public interest" standard of review set forth in t. gjgd Gas Piocline Line Co., v..Mob ie Gas Service Corp., 350 U.S. 332 (1956) and t+ederal Pave r Ca m@5_ ion v. 3ierxa Pacific PoM . 350 U,S. 348 (1956) (the `'H e e " doctrine). 3. Challenge ease QLASVCCMMj. Neither Party will exercise any of its respective rights under Section 205 or Section 206 of the Federal Power Ants to challenge or seek. to modify any of the rates or other terms and conditions of this Agreement: or any transactions entered into hereunder. NOTICE UWOR1V1 ATIQN All written notices under this Confirmation shall be d rated properly sent if delivered in person or sent by facsimile, or by registered or certified mail, postage prepaid to the persons specified below: Other Than Coutirnrations of Transatictimw If to Lack_ City of Lodi: 1331 S Ham Dane Lodi, CA 93242 Attn: Alan N. 'Vallow Facsimile: 209 333-6839 L Conflrom lions of Trans"li0 s If to Lodi: Facsimile: 209-333-6839 74 If to SET: Setnpra Energy Trading Corp,: 58 Comtrn = Road Stamford, Cr 06902 Attn: Chwudons Telephone: 203 355-5613 Facsimile- 203 355-6614 With a copy to Gvxwal Counsel at FacsimiteNurmber: 203-355-5410 if to SET; Telephone:: 203 355-5190 Facsimile. 203 355-6600 U. Paymetts All payments shall be made by electronic wire transfer as follows: To Lodi Farmers & Merchants Bank ABA No 121108441 Account No.00- 10001 -3-01 To SET Bank One, N. A. A13A 071000013 Account No. 1001320. Except to the extent heroin provided for, no amendment or modification to &e Agreement shall be enforceable unless reduced to writing and executed by bods Parties. The Parties intend to male the reNrerced and incorporated provisions binding upon them for purposes of this Power Supply Agreement notwithmanding the lack of mernbersibip of any Party in the WSPP at any time during the term of this Power Supply Agreement. CITY OF LODI, a municipal of California Name: _ Alan N Vallow Title: Ellqokkc 910ty Date- 71. �.� , � 75 SIMIN CORP. lPq By: Name: Title: Date: NCPA Beal Control Schedule 1. Deal Number. 2. Dead Type: 3. Contract -Product: 1007727 PURCHASE FIRM ENERGY WSPP XXIC NCPP 4 Participating Members: Lodi 100% 5. Terms Aug -04 _ (Example. Jan 99, 02 99, Annual 99) 6. Shape: HLH 74417x11616x16 I W f other 7. Delivery/Transaction Point: NP -15 CAISO S. Pricing- Index ISO ExPost Fixed $76.25tmwh Premium f Option PX + Other 9. Contract Value: $634,400 Maximum Capacity (MVV): 20 Avi 10. Description: Sstandard Ht_H A ust NP 15 purchase exed by Lodi on 5/2.7!2004 11. Note& 12. Counter Party Info3rMsOon: CQn= limoftnVoNion iili. Company Sealer's Energy Traft Corp Company oonntact Nems Pater Yu Address phone 310-722.3007 Fax 310-471-2567 Attenfion Phone Fax 13. Approval$ Me 1 M&MS Member / M&M$ Prepared By, Mike McDonald Approval: Alan lad! Signature: Signature: = Date: 6/1W004 [late: Di'Vibution: Original with Original Cordruct - Power Acwunt$ Admir►istratw Copies - Sd*dulirrg and Dimpaidc, Power Willing SonkwAnn"t 76 Pi- YMAL Other allabte Energy (MWW): 8,320 Sempra EneMy Trading Corp _ 58 Cpmmerm Road — StMrd CT 06902 Tim Cannon 203-W-5190 203-355-5600 Audit Review: Signature: Date: 77 NEPA Deal Control Schedule 1. Des( Number. 100772? 2. Deal Type: PURCHASE FIRM ENERGY 3. Contract - Product: WSPP XXX NCPP * Participating Members: Lodi 1009 5. 'berm: Aug -04 (Example: Jan 99, 02 99, Annual 99) 6. shape_ HLH 7x24 t 7x16 t 6x1616x8 / Other 7. Delivery[Transachon Point NP -15 CAISO 8. Pricing: index - — ISQ ExPost -- Fixed $76.251mwh Premium 1 Option PX + Other 9. Contract Value: $634,400 Maximm Capacity (MVI): 20 AV; 10. Description: SstandaM HLH August NP 15 purchase executed by Lodi on 5/27/2004 11. Notes: 12. Counter Party Information: Conrad ImWaM%fton Biifi Company Sempm Energy Trading 2M Company Contact Name Petr Yu Address Phone 310-720-3W Fax 310-471-2567 Attention Phone Fax 13. Approvals Member t R,kMS Member / M&MS Prepared By: Mike McDonald Approval: Ala Vailo Signature: Signature: �. Date: $11612004 Date. r� Distribut9on: Original with Original Contract - Pm mr Accounts Administrator Copley - Scheduling and Mwatch, Power Billing Senior Analyst 78 PHYSICAL Other aileblle Energy (MWH): 8.320 Sempra Er*M Trading Carp 58 COmmerm Road NmUd, GT QQW2 Tim Cannan 203.355-5190 203-356-5600 AMntina & Fin Audit Review: Signature: Date: 79 40 RESOLUTION NO, 2DOl-14 A RESOLC! T ICN OF THE LOU CITY COUNCfL AUTHORIZING THE NORTHERN CALIFORNIA POWER AGENCY (NCPA) GENERAL MANAGER TO ENTER INTO MULTI-YEAR ENERGY PURCHASE AND SALE CONTRACTS ON BEHALF OF THE CITY OF LODI WHEREAS, NGPA is currently authorized to enter into contracts on behalf of the City for up to one-year terms; and WHEREAS, recently energy market prices have soared and continue to be subject to Increasing volatility requiring a shift to longer term contracts In order to maintain our energy costs at a manageable level; and WHEREAS. the City's growth over the past several years has accelerated our need to consider new long-term resources: and WHERFAS, long-term energy purchase and sale opportunities In the eyisting power market generally allow for minimal response time, often less than one hour, and the ability to enter into mufti -year bilateral energy contracts is vital to the continued financial integrity of Lodi's electric operations, and WHEREAS, in order to quickly respond to current market conditions, it is proposed boat the NCAA General Manager be authorized to execute energy purchase and sale contracts for ,periods up to ten years in order to [setter meet the City's resource needs while minimizing financial risks. NOW, THEREFORE, BE IT RESOLVED, that *be Lodi City Council hereby authorizes the NCPA General Manager to enter into multi-year energy purchase and sale contracts ©n behalf of the City of Lodi'. Dated: January 3a, 200', I hereby certify that Resolution No. 2001-14 was passed and adopted by the Codi City Council in a special meeting held January 30, 2001 by the following vote. AYES: COUNCIL MEMSERS - Hitchcock, Howard, Land, Rennirna and Mayor Nakanishi NOES: COUNCIL, MEMBERS - None ASSENT: COUNCIL MEMBERS - None ABSTAIN: COUNCIL MEMBERS - None SUSAN J. s CKSTON City Clerk 2001-14 80 .1. 4 - RESOLUTION X10, 2001-34 A RESOLUTION OF THE LODI CITY COUNCIL AUTHORIZING TME CITY MANAGER AND ELECTRIC UTILITY DIRECTOR TO EXECUTE ELECTRIC AND NATURAL GAS ENERGY PURCHASE AND SALE AGREEMENTS WHEREAS, at the Jamary 30. 2001 City Council meeting, the City Council authorised the Northern California Power Agency (NCPA) to enter into long -tern electric and natural gas energy purchases and sale contracts on behalf of the City of Lodi; and WHEREAS, continued volatility in the electric and natural gas markets coupled with recent defaults on the part of California investor owned ulilities have created an environment of credit uncertainty between counterparties to many energy transactions: and WHEREAS, as a result. NCPA has been unable to enter into long-term energy transactions on behalf of the City. Counterparties to potential transactions are now requiring direct City approval of all transactions; and WHEREAS, in order to meet appropriate bid price deadlines, it is imperative that the City be in a position to authorize purchase and sale transactions within the time frame allowed by the market participants, which is often less than 24 hours: and WHEREAS: all reasonable attempts will be made by City staff to continue to bring term transactions before the Council where time permits; and WHEREAS, when time is of the essence and a delay would jeopardize a transaction learned to be in the City's best interest, staff recommends that the City Council authorize the City Manager or Electric Utility Director to approve energy purchase and sales transactions for a period up to ten (10) years. NOW, TRIEREFORE, BE IT RESOLVED, that the Lodi City Council hefeby authorizes the City Manager or Electric Utility Director to execute Electric and Natural Gas Energy Purchase and Sale Agreements for periods up to ten years on behalf of the City of Lodi. Dated. February 20, 2001 I hereby certify that Resolution No. 2001-34 was passed and adopted by the Lodi City Councit in a special rneetung held February 20, 2001 by the foll Wng vote: AYES: COUNCIL MEMBERS — Hitdcock, Howard, land and Mayor Nakanishi NOES. COUNCIL MEMBERS -- Nona ABSENT: COUNCIL MEMBERS -- None ABSTAIN: COUNCIL MEMBERS - Pennino 5iJ5AN .f. BLA{�TON City Cleric 2001-34 81