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HomeMy WebLinkAboutResolutions - No. 83-2RESOLUTION NO. 83-2 RESOLUTION APPROVING AN ARBITRATION AGREEMENT BETWEEN P G & E AND NCPA AND AUTHORIZING THE MAYOR AND CITY CLERK TO EXECUTE THE SUBJECT AGREEMENT ON BEHALF OF THE CITY RESOLVED, that the City Council of the City of Lodi does hereby approve an Arbitration Agreement between P G & E and NCPA, a copy of which is attached hereto, marked Exhibit A, and thereby made a part hereof. BE IT FURTHER RESOLVED, that the City Council of the City of Lodi does hereby authorize the Mayor and City Clerk to execute the subject agreement on behalf of the City. Dated: January 5, 1983 I hereby certify that Resolution No. 83-2 was passed and adopted by the City Council of the City of Lodi in a regular meeting held January 5, 1983 by the following vote: Ayes: Council Members - Noes: Council Members Absent: Council Members Olson, Snider, Murphy, Pinkerton, and Reid (Mayor) -None - None fice Alice M. Reinche City Clerk 83-2 • ® ARBITRATION AGREEMENT Pacific Gas and Electric Company (PGandE) and the Northern California Power Agency (NCPA), by and through their undersigned representatives, hereby agree that: Whereas PGandE and NCPA desire to perfect an Interconnection Agreement; and Whereas PGandE and NCPA have been able to resolve many issues related to said Interconnection Agreement but have not been able to resolve others: 1. The parties will continue to diligently pursue negotiations with respect to reaching a mutually acceptable Interconnection Agreement. 2. If the above described negotiations have not resulted in an agreement mutually acceptable to the parties by December:14, 1982, unless otherwise agreed to by the parties, the matter will be deemed submitted for binding arbitrations:by Dr. Michael T. Rosenzweig (Arbitrator) on December. 11, 1982. ;The,: form and:°°subject of that ar"bitratio ff will be as follows: (a) The: Arbitrator will resolve all differences remaining between the parties -air of December 10, 1982, relative to PGandE's Interconnection Agreement draft of September 23, 1982 -(Offer) and NCPA's revision of that draft of October 28-29, 1982 (Counteroffer). (b) In resol gsaid.• remaining,• differences between the Offer: •and::: the Counteroffer, the standard to be toyed;. bye the -Arbitrator shalll'be as follows: (i) PGatdE shall be', -obligated to comply'with the - .applicable provisions``of thoseNuclear •. Regulatory Commnission' license'` conditio•ns to PGandE's Diablo Canyon -Unit No.'1 license coa®onlyreferred. to as the. Stanislaw; Co iiitments : The Arbitrator shall not require PGandEvithout its consent ta.perfora:.any:;act'which by the express terms -of ;the_ 8tanislaus=:Co:OmitMents PGandB'; is not` obligated ;to perform, �rexcept' this' provision shall not disable-:the`'fAibitrator-'from requiring • aore-than one point`of-`iAterconnection; ff . "} r • f{ r etsem xc�ti•. his, discretion and°`•ot xwise. consistent agreement= seal a proviiion rlirbitrator, shall no • • •' 'Parties <w rill be -less':- fatvor 'Feor%eiponi yoPPos in ' the Offer, oro r Counteffer. party- In' •:.:terms• °shall beF.. jns V ind reason • .j...... ~:able. as between the' parties;' $hall not .adversely affect the reliable and economic ,..,..operation of either party's -electric systems, nor cause either party to violate any applicable- -2- • • aw or governmental regulation imposed upon • • • 'said party 'by any entity (other than the party itself) of competent jurisdiction. (c) A11 disputes between the parties as to procedures to be utilized in the arbitration shall be resolved by the Arbitrator. (d) The Arbitrator shall advise the parties of his decision in writing no later than 45 days after the matter is deemed submitted for arbitration, which may, in the discretion of the Arbitrator, be extended for one additional 45 -day period, unless :otherwise agreed to by the parties. The Arbitrator may or may not, in his discretion, provide explana- tion for said decision. Said decision will be expressed in terms that permit installation in the format of the Offer and Counteroffer. 3. • Upon"receipt of the Arbitrator's decision, the parties will promptly undertake to prepare an agreement for acceptanca'by the parties and filing with the Federal Energy Regulatory Commission (FERC) that contains the terms agreed to by the.parties`and those established through arbitration. Disputes shall be resolved by the Arbitrator. The parties shallAiroriOtlY execute and be bound by said Interconnection Agreement which will then be promptly filed with PERC. The' parties shall take all reasonable action necessary to secure approval by FERC of said Interconnection Agreement in its entirety and without change or condition. I i• • ZaDr=crargeeentaBlit.es—m------ 4. If the C. �fornia Public Utilities mmission (CPUC) determines that said Interconnection Agreement, its operation or effect is unlawful, unreasonable, imprudent or otherwise not in the public interest, then PGandE shall be entitled to file with the FERC changes in the Interconnection Agreement which it believes would eliminate said CPUC deter- mination, subject to Section 206 of the Federal Power Act. NCPA shall be entitled, within 30 days of PGandE's filing, to file a request for further change which will preserve for each party the balance of benefits established by the Interconnection Agreement. Neither party shall be barred by the Sierra -Mobile doctrine. Both parties shall request that the FERC determine in a single proceeding the .justness and reasonableness of the requested modifications and place the resultant determination in effect pursuant to the provisions of Section 206 of the Federal Power Act. A copy of the Interconnection Agreement prepared in accordance with paragraph 3 shall be submitted to the Director, Office of Nuclear Reactor Regulation of NRC (Dir'etor). Xf within 30 days of receipt thereof Director notifies the parties in writing that said Interconnection Agreement is inconsistent with the Stanislaus Commitments, then the arbitration proceeding shall be reopened for. further consideration by the Arbitrator in accordance with this arbitration agreement. -4- • • 5. Ambiguities in the wording of this agreement shall not be construed for or against either party, but shall be construed in a manner which most accurately reflects the intent of the parties. 6. In order to proceed expeditiously and avoid the delay inherent in obtaining the explicit ratification of NCPA member customers (City of Alameda, City of Biggs, City of Gridley, City of Healdsburg, City of Lodi, City of Lompoc, City of Palo Alto, City of Redding, City of Rcseville, City of Santa Clara, City of Ukiah, and Plumas Sierra Rural Electric Cooperative) prior to execution of this arbitration agreement, PGandE and NCPA further agree as follows: Prior to the Arbitrator's advising the parties of his decision, and in no event later than 35 days after the mattar !a deemed submitted for arbitration, each NCPA member customer shall, through its appropriate procedures, ratify this arbitration agreement and agree to be bound by its terms as if each were an original signatory to this arbitration agreement. Each NCPA member customer shall, through a duly authorized representative and within the time period, set forth above, execute a counterpart copy of this 'arbitration agreement, delivering the original to the Arbitrator and certified copies to PGandE and NCPA. If any NCP? member customer fails to comply with the forgoing requirements, at PGandE's option this arbitration agreement may be voided and no decision rendered by the Arbitrator or this arbitration agreement may remain in full force and • effect as between PGandE, NCPA and those NCPA member customers -5- l \1 which complied wiY_)the foregoing requirements. Time is of • the essence to this provision. For purposes of this arbitra- tion agreement, NCPA and those NCPA member customers which comply with the foregoing requirements shall be deemed one party and PGandE shall be deemed one party. 7. It is understood and agreed that the sole subject of this arbitration agreement is an Interconnection Agreement between PGandE and NCPA. The City of Santa Clara has expressed a desire for a separate contract with PGandE. It is agreed that ratification of this arbitration agreement by Santa Clara will not foreclose Santa Clara from requesting and receiving a separate interconnection agreement pursuant to the Stanislaus Commitments, nor will the terms of a PGandE- Santa Clara contract be prescribed by this arbitration agreement or the Interconnection'Agreement developed there- under. 8. The actions of the Arbitrator under this agreement, including but not limited to the Arbitrator's decision, do not constitute an official act by the FERC or of any individual Commissioner thereof; the parties agree that the Arbitrator shall not be liable to them for any act or omission arising out of or related to this arbitration agreement or the performance of his duties as Arbitrator thereunder. 9. Both parties recognize that this arbitration agreement and the Interconnection Agreement which may result therefrom is, for a variety of reasons, unique and in the nature of a settlement agreement, and it shall not serve as -6- L a precedent :, any future negotiations', agreements either between the parties or between one of the parties and another entity. The signators below represent and warrant that they are fully authorized to execute this agreement on behalf of the party indicated. Pacific Gas and Electric Company Georg A. Manatis Execu ive Vice President - Facilities & Electric Resources Development, Pacific Gas and Electric Company Northern C Date: DEC 1 0 1x82 fornia Power Agency Date: Rort - . Gr aw General Manager, Northern California Power Agency Name: Title: Entity: -7- Date: • • ADDENDUM TO ARBITRATION AGREEMENT Pacific Gas and Electric Company (PGandE) and the Northern California Power Agency (NCPA), by and through their undersigned representatives, hereby agree that the Arbitration Agreement dated December, 1982, is amended and modified as follows: 1. In accordance with paragraph 2 of the Arbitration Agreement, the parties hereby agree that the matter will be deemed submitted for binding arbitration on December 24, 1962, instead of December 11, 1982. 2. The following sentence shall be added as the second sentence to paragraph 2(c) of the Arbitration Agreement: The Arbitrator is vested with all reasonable procedural powers he deems necessary to conduct and complete the arbitration in accordance with this agreement. Pacific Gas and Electric Company Georg: . Ma ats:. Execu ive Vice President - Pacilities &Electric Resources Development, Pacific Gas and Electric Company Northern Cal •. a Power Agency c.i ,c.X\CCt cti Date: Date: DEC 1.0 1