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HomeMy WebLinkAboutReso 93-080 - Approve & Authorize mayor to sign the operating agreement between the M-S-R Public Power Agency & Modesto Irrigation Dist, the City of Santa Clar, and COR RESOLUTION NO. q.3 -90 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF REDDING APPROVING AND AUTHORIZING THE MAYOR TO SIGN THE OPERATING AGREEMENT BETWEEN THE M-S-R PUBLIC POWER AGENCY AND THE MODESTO IRRIGATION DISTRICT, THE CITY OF SANTA CLARA, AND THE CITY OF REDDING.. IT IS HEREBY RESOLVED that the City Council of the City of Redding hereby approves entering into the above-mentioned Operating Agreement, a true copy of which is attached hereto and incorporated herein by reference. BE IT FURTHER RESOLVED that the Mayor of the City of Redding is hereby authorized and directed to sign said Operating Agreement on behalf of the City of Redding; and the City Clerk is authorized and directed to attest the signature of the Mayor and to impress the official seal of the City of Redding thereto. I HEREBY CERTIFY that the foregoing Resolution was introduced and read at a regular meeting of the City Council of the City of Redding on the 16th day of March , 1993 , and was duly adopted at said meeting by the following vote: AYES: COUNCIL MEMBERS: Anderson, Arness , Dahl , Kehoe and Moss NOES: COUNCIL MEMBERS: None ABSENT: COUNCIL MEMBERS: None ABSTAIN: COUNCIL MEMBERS: None CHARLIE MOSS, Mayor City of Redding A EST: O PPROVED: CONNIE STROHMAYER, ty Clerk RANDALL A. HAYS, ty Attorney C OPERATING AGREEMENT BETWEEN THE M-S-R PUBLIC POWER AGENCY AND THE MODESTO IRRIGATION DISTRICT THE CITY OF SANTA CLARA, CALIFORNIA THE CITY OF REDDING, CALIFORNIA 1 1. PARTIES: The Parties to this Agreement, made and entered into as of December 16, 2 1992, are the M-S-R Public Power Agency, a Joint Exercise of Powers Agency duly 3 organized pursuant to Article 1 of Chapter 5 of Division 7 of Title 1 of the California 4 Government Code of the State of California, hereinafter called M-S-R; the Modesto 5 Irrigation District, an irrigation district organized under the laws of the State of 6 California, hereinafter called Modesto; the City of Santa Clara, California, a municipal 7 corporation organized under a charter duly adopted pursuant to the provisions of the 8 Constitution of the State of California, hereinafter called Santa Clara; and the City of 9 Redding, California, a municipal corporation organized under the laws of the State of 10 California, hereinafter called Redding. Each of Modesto, Santa Clara and Redding are 11 sometimes referred to herein individually as Member and collectively as Members. 12 M-S-R, Modesto, Santa Clara and Redding are hereinafter sometimes individually 13 referred to as Party and collectively as Parties. 14 2. RECITALS: This Agreement is made with reference to the following facts,among others. 15 2.1 M-S-R was created by the Members by execution of an agreement on April 29, 16 1980, amended and restated on November 17, 1982, and amended on June 19, 17 1990 (Joint Powers Agreement). 18 2.2 The Members are also members of the Transmission Agency of Northern 19 California, which is a participant in the California-Oregon Transmission Project, 20 a 500-kV transmission project between the California-Oregon border and central 21 California. 22 2.3 The Members have authorized M-S-R to develop agreements for the purchase of 23 power, the purchase and exchange of power, the purchase of generation and 24 transmission projects, and the purchase of wheeling services, and such 25 agreements have been executed by M-S-R pursuant to the Joint Powers 26 Agreement following approval of the M-S-R Commission, the governing body of 27 M-S-R. 28 1 1 2.4 M-S-R owns an undivided 28.8 percent interest in Unit 4 of the San Juan 2 Generating Station and maintains other contractual rights to generating and 3 transmission resources in the Southwest and in the Pacific Northwest. 4 2.5 M-S-R and its members approved "Principles for the Scheduling and Dispatch of 5 the M-S-R Public Power Agency's San Juan Project Power," on June 20, 1984. 6 2.6 M-S-R executed a sale and Exchange Agreement with the U.S. Department of 7 Energy,Bonneville Power Administration(Bonneville)on October 31,1989,which 8 agreement is designated as Contract No. DE-MS79-88 BP92499 Bonneville 9 Contract). 10 2.7 The parties entered into the Pacific Northwest Power Sales Agreement detailing 11 the obligations of M-S-R and the Members under the Bonneville Contract, and 12 that Power Sales Agreement contemplated the development of a Pacific 13 Northwest Project Operating Agreement in support of the Power Sales 14 Agreement. 15 2.8 M-S-R's contractual rights to generating and transmission resources in the Pacific 16 Southwest may be utilized in conjunction with the resources of the Bonneville 17 Contract. 18 2.9 The Members desire M-S-R to perform the power scheduling, power accounting, 19 marketing, coordination, and power dispatching functions associated with the 20 receipt and delivery at those points at which M-S-R has the right to schedule 21 power for delivery to a Member or a third party from M-S-R or a Member(Points 22 of Delivery) of all those generating resources and transmission lines owned, in 23 part or in total, by M-S-R, and contracts between M-S-R and third parties for the 24 purchase, sale, or exchange of power resources or transmission rights (M-S-R 25 Resources). 26 2.10 The members also desire M-S-R, from time to time, to purchase energy or sell 27 surplus power for the Members. 28 2 1 2.11 The foregoing functions are common to the San Juan Resource and the Bonneville 2 Contract Resource. The M-S-R Members desire to have such functions combined 3 under a single agreement for ease of administration. 4 2.12 M-S-R and the Members desire to establish a management level committee to 5 optimize the efficiency of administration and coordination of the M-S-R 6 Resources. 7 2.13 M-S-R and the Members desire to establish an operation level committee to 8 establish operating procedures and act on operating matters associated with 9 M-S-R Resources. 10 2.14 This Operating Agreement is intended to fulfill the obligation for a Pacific 11 Northwest Project operating agreement as contemplated in the Pacific Northwest 12 Project Power Sales Agreement. 13 3. AGREEMENT: The Parties agree to the terms and conditions contained herein. 14 4. DEFINITIONS: The following terms, whether in the singular or in the plural, when 15 initially capitalized in this Agreement,or in amendments hereto,shall have the meanings 16 specified: 17 4.1 Agreement - This Operating Agreement between M-S-R and the Members, 18 including the Service Schedules. 19 4.2 Annual Operating Strategy-The document developed by the M-S-R Coordinator 20 and approved by the Operating Committee in accordance with Section 11 hereof, 21 which establishes the power purchasing and marketing guidelines and parameters 22 to assure that M-S-R obligations under M-S-R agreements are satisfied. 23 4.3 Bonneville - The U.S. Department of Energy, Bonneville Power Administration, 24 or successor agency. 25 4.4 Bonneville Contract-The purchase and exchange agreement entered into between 26 Bonneville and M-S-R on October 31, 1989, and designated as Contract No. DE- 27 MS79-99BP92499. 28 3 1 4.5 Coordinating Committee-The committee established in accordance with Section 2 7 hereof. 3 4.6 COTP-The California-Oregon Transmission Project,a 500-kV transmission project 4 between the California-Oregon border and central California. 5 4.7 Dispatcher Contacts-Those Member representatives listed in Section 18 hereof. 6 4.8 Joint Powers Agreement - The agreement entered into among the Members 7 pursuant to Article 1 of Chapter 5 of Division 7 of Title 1 of the California 8 Government Code as executed on April 29, 1980, amended and restated on 9 November 17, 1982, and amended on June 19, 1990. 10 4.9 M-S-R Commission - The body of representatives of the Members that provides 11 policy guidance for M-S-R. 12 4.10 M-S-R Coordinator - The Member appointed by the M-S-R Commission in 13 accordance with Section 8 hereof,which is responsible for scheduling,dispatching 14 and accounting of M-S-R Resources for M-S-R and the Members. 15 4.11 M-S-R Resources - Those generating resources and transmission lines owned, in 16 part or in total, by M-S-R, and contracts between M-S-R and third parties for the 17 purchase, sale, or exchange of power resources or transmission rights. 18 4.12 Operating Committee- The Committee constituted in accordance with Section 6 19 hereof. 20 4.13 Points of Delivery-Those points at which M-S-R has the right to schedule power 21 for delivery to a Member or a third party from M-S-R or a Member. Such Points 22 of Delivery are specified in the Service Schedules. 23 4.14 Points of Receipt -Those points at which M-S-R has the right to schedule power 24 for receipt from a Member or a third party to M-S-R or a Member. Such Points 25 of Receipt are specified in the Service Schedules. 26 4.15 Resource Agreements - Those agreements listed in Appendix A hereof. 27 4.16 Service Schedules - The service schedules, attached hereto and made a part 28 hereof, and which may be revised in accordance with Section 6 hereof, for 4 r r � • 1 individual M-S-R Resources which describe the unique operating characteristics 2 and operating procedures associated with each resource. 3 5. SAN JUAN PRINCIPLES SUPERSEDED: This Agreement shall supersede"Principles for 4 the Scheduling and Dispatch of the M-S-R Public Power Agency's San Juan Project 5 Power," dated June 20, 1984. 6 6. OPERATING COMMITTEE: Each Member shall appoint a representative and alternate 7 to be named to an Operating Committee. The Operating Committee is hereby established 8 and shall consist of each Member's representative and the M-S-R Coordinator. The 9 Operating Committee shall develop detailed procedures for acquisition and marketing 10 of power and transmission, scheduling, dispatching and accounting under this 11 Agreement,review scheduling,dispatching and accounting practices,review and approve 12 the Annual Operating Strategy,revise any of the Service Schedules, which revision shall 13 not constitute an amendment to this Agreement, and furnish assistance to the M-S-R 14 Coordinator in matters related to operations under this Agreement. The Operating 15 Committee shall meet as necessary,but at least annually,to discuss operations under this 16 Agreement. Meetings will be called by the M-S-R Coordinator with appropriate notice 17 to each Member. 18 7. COORDINATING COMMITTEE: There is hereby established a Coordinating Committee 19 consisting of the chief electric utility official of each Member or its designee, and the 20 General Manager of M-S-R. The Coordinating Committee shall perform the duties and 21 have the responsibilities set forth herein, and such other duties and responsibilities 22 delegated to it by the M-S-R Commission. 23 8. DESIGNATION OF M-S-R COORDINATOR: 24 The M-S-R Commission,upon a recommendation by the Coordinating Committee, shall 25 appoint one Member to be the M-S-R Coordinator. The M-S-R Coordinator shall serve 26 at the pleasure of the M-S-R Commission, and shall be responsible for scheduling, 27 dispatching, and accounting for M-S-R Resources, and such other activities as are 28 specified in this Agreement. Upon resignation, or removal by the M-S-R Commission, 5 1 a replacement M-S-R Coordinator shall be appointed by the M-S-R Commission upon a 2 recommendation by the Coordinating Committee. 3 9. DUTIES OF M-S-R COORDINATOR: 4 9.1 The M-S-R Coordinator shall prepare and furnish to suppliers or purchasers,and 5 any intervening systems, pre-schedules or operating plans for M-S-R Resources 6 in accordance with the Service Schedules. Such preschedules or operating plans 7 shall be based upon pre-schedules or operating plans obtained from each 8 Member, showing each Member's desired transactions. 9 9.2 The M-S-R Coordinator shall make best efforts to perform the dispatching and 10 real-time scheduling activities necessary to implement the pre-scheduled 11 transactions; verify or modify schedules to reflect actual deliveries each hour; 12 modify pre-schedules in the event of outages,curtailments or reasonable Member 13 requests; provide timely notification to the Members of all outages and 14 curtailments; coordinate the use among the Members of M-S-R transmission 15 capability; and coordinate other related activities to accomplish the real-time 16 dispatching and scheduling functions. 17 9.3 The M-S-R Coordinator shall furnish daily and monthly reports in a timely 18 manner to each Member showing the actual hourly transactions of each Member, 19 and such other reports as determined by the Operating Committee or the 20 Coordinating Committee. 21 9.4 The M-S-R Coordinator shall arrange for meetings with third parties as required 22 for planning deliveries under power purchase, sales, or exchange agreements. 23 The M-S-R Coordinator shall also arrange meetings with third parties when 24 operating problems or contract interpretation differences arise. The M-S-R 25 Coordinator shall provide the Members with reasonable advance notice of such 26 meetings. 27 28 6 1 9.5 The M-S-R Coordinator shall develop the Annual Operating Strategy from input 2 received from each Member, and shall meet to discuss its contents with the 3 Operating Committee. 4 9.6 The M-S-R Coordinator shall purchase or sell capacity or energy, or both, to the 5 extent, and in accordance with parameters and guidelines established in the 6 Annual Operating Strategy,and shall coordinate the use and marketing of M-S-R 7 transmission capability in accordance with the appropriate Service Schedule. 8 10. M-S-R COORDINATOR GENERAL TASKS: Consistent with the duties of the M-S-R 9 Coordinator described in Section 9, hereof, the general tasks listed below are intended 10 to serve as a list of the tasks required of the M-S-R Coordinator under this Agreement. 11 The costs for performing the duties described in Section 9 hereof,and the following tasks 12 shall be treated as general administrative costs of M-S-R, and shall be shared by each 13 Member in proportion to its percentage interest in M-S-R: 14 10.1 Planning Tasks. The M-S-R Coordinator shall prepare the Annual Operating 15 Strategy in accordance with Section 11, hereof, and shall coordinate with the 16 M-S-R Controller in the development of an annual operating budget showing the 17 anticipated cash flow requirements of each Member under this Agreement. The 18 M-S-R Coordinator shall utilize information submitted by each Member on 19 expected usage of resources to determine monthly costs of operation of M-S-R 20 Resources and transmission costs. 21 10.2 Marketing Tasks. The M-S-R Coordinator shall make best efforts to perform tasks 22 necessary to market,on a short-term basis,any portion of an M-S-R Resource that 23 is surplus. The M-S-R Coordinator shall also make best efforts to perform the 24 tasks necessary to purchase, on a short-term basis,capacity, energy, or both, that 25 is necessary to satisfy any obligation of M-S-R. Performance of the above 26 marketing tasks shall be in accordance with guidelines established in the Annual 27 Operating Strategy relating to pricing and special conditions of any 28 purchase/sale. 7 1 10.3 Scheduling Tasks. The M-S-R Coordinator shall pre-schedule (daily, and/or on 2 such other basis as required by M-S-R agreements) all M-S-R Resources in 3 accordance with the scheduling provisions of the Service Schedules, and shall 4 coordinate preschedules of Member obtained resources with M-S-R Resources to 5 satisfy each Member's purchase, sale, or exchange obligation to M-S-R. The 6 M-S-R Coordinator shall perform the necessary real-time scheduling of M-S-R 7 Resources to implement Member preschedules and any changes thereto. 8 10.4 Record Keeping Tasks. The M-S-R Coordinator shall verify and account for 9 deliveries of power from M-S-R Resources to the Members,and shall keep records 10 of all transmission purchases and sales, banked energy accounts, loss payback 11 accounts, and such other accounts established for Member transactions using 12 M-S-R Resources. 13 10.5 Billing Support Tasks. The M-S-R Coordinator shall provide price and quantity 14 information to the M-S-R controller to provide for the issuance of invoices 15 monthly to each Member for costs incurred by M-S-R for the use of M-S-R 16 Resources, and to cover all administrative costs associated therewith. 17 10.6 Reporting Tasks. The M-S-R Coordinator shall prepare and distribute reports to 18 each Member on a monthly basis (or such other frequency as determined by the 19 Operating Committee) showing summaries of transactions of each Member, and 20 such other reports as required by the M-S-R Commission or the Coordinating 21 Committee. 22 10.7 Notwithstanding anything to the contrary in this Agreement, the cost of any 23 service or task performed by the M-S-R Coordinator at the request of,and for the 24 exclusive benefit of, a Member, shall be borne by that Member. 25 11. ANNUAL OPERATING STRATEGY: Due to the changing water and resource conditions 26 and the complexity of some of M-S-R's contractual arrangements, the character of the 27 resources obtained may change significantly during any year. Because of the need to be 28 able to respond to these changes in a timely manner, the procedures for short-term 8 1 acquisition and marketing of resources,and operating and scheduling guidelines under 2 contingency situations must be established before the need arises. In order to accomplish 3 this goal, each Member shall submit information to the M-S-R Coordinator (in a form to 4 be agreed upon by the Operating Committee) that will identify any resource 5 contingencies which could prevent any Member from satisfying its obligations under 6 provisions of M-S-R contracts. Such information shall be submitted to the M-S-R 7 Coordinator by each Member prior to February 1, of each year. The M-S-R Coordinator 8 shall compile this information and prepare strategies for power and transmission 9 acquisitions and marketing, on a short-term basis, for contractual contingencies and 10 marketing opportunities which may occur during the period from June 1, of the current 11 calendar year through May 31, of the next calendar year. The Annual Operating Strategy 12 is not binding upon M-S-R or its Members, but is a general plan regarding the expected 13 use of M-S-R Resources and the options for satisfying M-S-R obligations. The Members 14 and the M-S-R Coordinator shall use reasonably prudent efforts in preparing and 15 implementing the Annual Operating Strategy. The M-S-R Coordinator shall submit the 16 draft Annual Operating Strategy to the Operating Committee by March 1, of each year. 17 The Operating Committee shall modify, as appropriate, the draft Annual Operating 18 Strategy and shall approve, by unanimous vote, the draft Annual Operating Strategy as 19 modified by the Operating Committee. If such unanimous approval cannot be obtained 20 at the Operating Committee, the draft Annual Operating Strategy and the issues 21 preventing unanimous approval shall be submitted to the Coordinating Committee for 22 resolution. If the Coordinating Committee cannot resolve such issues within sixty (60) 23 days of the date submitted to it,the Annual Operating Strategy and the issues preventing 24 unanimous approval shall be submitted to the M-S-R Commission for resolution. The 25 Annual Operating Strategy is intended to be approved prior to May 1, of any year. Until 26 such approval is obtained, the M-S-R Coordinator shall continue operations under the 27 most recently approved Annual Operating Strategy. The Annual Operating Strategy may 28 be modified as necessary by unanimous vote of the Operating Committee. 9 1 12. AUTHORIZATION TO M-S-R COORDINATOR AND OPERATING COMMITTEE: 2 The M-S-R Coordinator is hereby authorized to enter into transactions pursuant to the 3 guidelines contained in the Annual Operating Strategy for a duration of up to one (1) 4 calendar month without further approval. The M-S-R Coordinator shall notify the 5 Members of such transactions as soon as practicable following acceptance of the 6 transaction by the other party to the transaction. The Operating Committee is hereby 7 authorized to approve of transactions pursuant to the guidelines contained in the Annual 8 Operating Strategy for a duration of up to six (6) calendar months without further 9 approval. The Operating Committee shall report such transactions to the Members, 10 through the Coordinating Committee, for information as soon as practicable following 11 acceptance by the other party to the transaction. 12 13. OBLIGATIONS OF MEMBERS: 13 13.1 Each Member shall submit pre-schedules to the M-S-R Coordinator in accordance 14 with the scheduling provisions contained in the appropriate Service Schedule(s). 15 13.2 Except during emergencies, real-time schedule changes shall be submitted to the 16 M-S-R Coordinator as required under the scheduling provisions of the appropriate 17 Service Schedule(s). 18 13.3 During emergencies caused by unscheduled loss of generation, transmission, or 19 load on a Member's electric system, real-time schedule changes determined 20 necessary by the Member shall be submitted to the M-S-R Coordinator as soon as 21 practicable following the initiation of the emergency. The M-S-R Coordinator will 22 make best efforts to implement the required schedule change,and will notify that 23 Member of the time the change was accepted, the quantity to be recorded for the 24 affected scheduling period(s) and any other pertinent information. 25 13.4 Each Member shall furnish information necessary for the M-S-R Coordinator to 26 develop the Annual Operating Strategy. Such information shall include, but not 27 be limited to, forecasts of monthly use of M-S-R Resources, maximum monthly 28 price for capacity or energy, or both, which may be purchased for the Member to 10 1 meet the Member's M-S-R obligations, minimum monthly price for capacity or 2 energy, or both, which may be sold from M-S-R Resources on behalf of the 3 Member, and Member resources available to cover possible M-S-R contractual 4 contingencies. 5 13.5 Each Member shall include its obligations associated with all M-S-R Resources in 6 its resource planning process,and shall perform such planning in accordance with 7 prudent utility practices. Such planning shall not relieve a Member from meeting 8 its obligations under the Resource Agreements. 9 13.6 M-S-R Members shall make all necessary arrangements for transmission of power 10 between M-S-R's Point(s) of Delivery listed in the Service Schedules and the 11 Member's system. 12 13.7 M-S-R Members shall be responsible for additional power required as reserves 13 against planned or emergency service interruptions. 14 13.8 Each Member shall be responsible for its proportionate share of any future costs 15 associated with supplying reactive power required under agreements with other 16 electric systems. Each member will be solely responsible for meeting the reactive 17 power requirements for its electrical system. 18 13.9 Losses of energy and capacity, consistent with all of M-S-R's Resource 19 Agreements shall be applied for each Member from the Point of Receipt to the 20 respective Point of Delivery. Losses associated with energy and capacity sold by 21 M-S-R to third parties shall be assessed to the Member whose energy and capacity 22 was sold, consistent with the point of delivery of the receiving third party. 23 14. SALE OR EXCHANGE BETWEEN MEMBERS: If any of the Members desire to sell or 24 exchange their share of any M-S-R Resource and another Member elects to assume that 25 Member's rights and obligations under the associated agreements, such Members shall 26 provide notification to the M-S-R Coordinator detailing their rights and obligations 27 relative to the M-S-R Resource. Such notification shall be confirmed in writing. The 28 M-S-R Coordinator shall make best efforts to implement such sale or exchange through 11 1 the scheduling and accounting systems then in use in the time period desired by the 2 affected Members. In no event shall such sale or exchange modify the terms of this 3 Agreement, nor will M-S-R be a party to such sale or exchange. 4 15. CONDITIONS OF TRANSACTIONS: Maximum rates of delivery, energy obligations, 5 points of receipt and delivery, transmission paths available, and other conditions for 6 transactions associated with M-S-R Resources are given in the Service Schedules. 7 16. TERM: This Agreement shall become effective upon execution by the Parties and shall 8 remain in full force and effect until termination of all M-S-R contractual arrangements 9 associated with M-S-R Resources. 10 17. DISPUTES: Should a dispute under this Agreement arise among the Members, or a 11 Member or Members and the M-S-R Coordinator,each party to such dispute shall reduce 12 its position on the matter to writing and submit it to the Operating Committee for 13 resolution. If the Operating Committee cannot resolve such dispute within sixty (60) 14 calendar days of the date of submittal,the matter shall be submitted to the Coordinating is Committee for resolution. If the Coordinating Committee cannot resolve the matter 16 within sixty (60) days of submittal, it shall be submitted to the M-S-R Commission for 17 resolution. 18 18. DISPATCHER CONTACTS: Each Party hereby designates its Dispatcher Contacts as 19 follows: 20 M-S-R Coordinator That Member appointed by the M-S-R Commission 21 Modesto Modesto Irrigation District 22 1231 Eleventh Street 23 P.O. Box 4060 24 Modesto, CA 95354 25 Santa Clara City of Santa Clara 26 1500 Warburton Avenue 27 Santa Clara, CA 95050 28 12 1 Redding City of Redding 2 760 Parkview Avenue 3 Redding, CA 96001 4 The above Dispatcher Contacts may be changed from time to time by each Party's 5 designated representative by notice to the other Parties. Any notice provided for in this 6 Agreement shall be in writing. Such notice shall be made in person or sent by overnight 7 delivery, first class mail, registered mail or certified mail, fee or postage prepaid, to the 8 addresses specified above; provided however, upon agreement between the recipient of 9 such notice and the M-S-R Coordinator, such notice may be sent by facsimile. 10 19. INTEGRATION: This Agreement constitutes the complete and final expression of the 11 agreement among the Parties and is a complete and exclusive statement of the terms of 12 their agreement and supersedes all prior and contemporaneous offers, promises, 13 representations, negotiations, discussions, and communications which may have been 14 made in connection with the subject matter of this Agreement. This Agreement is the 15 product of negotiations, and neither ambiguities nor uncertainties shall be construed in 16 a manner which is prejudicial to a Party. This Agreement includes Appendix A and the 17 Service Schedules. 18 20. EFFECT OF SECTION HEADINGS: Except for definitions contained in Section 4 hereof, 19 section headings appearing in this Agreement are for convenience only, and are not to 20 be construed to define, limit, expand, interpret, or amplify the provisions of this 21 Agreement. 22 21. UNCONTROLLABLE FORCES: No Party shall be considered to be in default in the 23 performance of its obligations hereunder when a failure of performance shall be due to 24 an Uncontrollable Force. The term "Uncontrollable Force" shall mean any cause beyond 25 the control of the Party affected, including but not restricted to failure of or threat of 26 failure of facilities,flood,radioactive contamination,earthquake,storm,volcanic eruption, 27 geo-hydrolic subsidence, fire, lightning, epidemic, war, riot, civil disturbance or 28 disobedience, labor dispute, sabotage, subversion, governmental priorities, restraint by 13 1 court order or public authority, and action or non-action by or inability to obtain the 2 necessary authorizations or approvals from any governmental agency or authority,which 3 by exercise of due diligence such Party could not reasonably have been expected to avoid 4 and which by exercise of due diligence it shall be unable to overcome. Nothing 5 contained herein shall be construed so as to require a Party to settle any strike or labor 6 dispute in which it may be involved. Any Party rendered unable to fulfill any of its 7 obligations hereunder by reason of an Uncontrollable Force shall give prompt written 8 notice of such fact to the other Parties and shall exercise due diligence to remove such 9 inability with all reasonable dispatch. 10 22. WAIVER: Any waiver at any time by any Party of its rights with respect to a default or 11 any other matter arising in connection with this Agreement shall not be deemed a waiver 12 with respect to any subsequent default or matter whether of a similar or different nature. 13 23. LIABILITY: Each Member agrees that neither M-S-R nor any of its Commissioners, 14 officers, employees, or agents shall be liable to the Members for direct or consequential 15 loss or damage suffered by the Members as a result of the performance or 16 nonperformance by M-S-R or the M-S-R Coordinator under this Agreement (whether 17 negligent or otherwise). Each Member releases M-S-R,the M-S-R Coordinator,the M-S-R 18 Commissioners, officers, employees, and agents from any claim or liability (whether 19 negligent or otherwise) as a result of any actions or inactions of M-S-R under this 20 Agreement or the performance or nonperformance by the M-S-R Coordinator under this 21 Agreement. 22 24. THIRD PARTY RIGHTS: Except as otherwise specifically provided in this Agreement, 23 the Parties do not intend to create rights in or to grant remedies to any third party as a 24 beneficiary of this Agreement or of any duty, covenant, obligation or undertaking 25 established herein. 26 25. CONFLICT WITH OTHER AGREEMENTS: In the event of any conflict among the 27 Parties arising out of an inconsistency between the terms and conditions of (i) M-S-R's 28 14 I Resource Agreements or (ii) this Agreement, the provisions of the appropriate Resource 2 Agreement shall govern. 3 26. GOVERNING LAW: This Agreement shall be interpreted in accordance with the laws 4 of the State of California. 5 27. SIGNATURE CLAUSE: The signatories hereto represent that they have been 6 appropriately authorized to enter into this Agreement on behalf of the Party for whom 7 they sign. When fully executed this Agreement will be effective as of the sixteenth day 8 of December, 1992. 9 10 M-S-R PUBLIC POWER AGENCY 11 SIGNATURE 12 TITLE 13 DATE SIGNED 14 15 MODESTO IRRIGATION DISTRICT 16 SIGNATURE 17 TITLE 18 DATE SIGNED 19 20 CITY OF SANTA CLARA 21 SIGNATURE 22 TITLE 23 DATE SIGNED 24 25 CITY OF REDDING 26 SIGNATURE 27 TITLE FORM APPROVED 28 DATE SIGNED kCITY LEGAL DOT. y 15 1 APPENDIX A 2 M-S-R PUBLIC POWER AGENCY 3 OPERATING AGREEMENT 4 Resource Azreements 5 6 1. The San Juan Project Power Sales Agreement between the M-S-R Public Power Agency 7 and the Modesto Irrigation District, the City of Santa Clara, and the City of Redding 8 dated November 29, 1982. 9 10 2. The Pacific Northwest Project Power Sales Agreement between the M-S-R Public Power 11 Agency and the Modesto Irrigation District, the City of Santa Clara, and the City of 12 Redding dated June 8, 1990. 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 16 1 M-S-R PUBLIC POWER AGENCY (M-S-R) 2 OPERATING AGREEMENT 3 SERVICE SCHEDULE A 4 BONNEVILLE POWER ADMINISTRATION 5 POWER SALE AND EXCHANGE AGREEMENT 6 7 RESOURCES AVAILABLE/REQUIRED 8 9 1. Firm Power-Capacity(Contract Demand)in amounts up to 100 MW,beginning with the 10 commercial operation of the California-Oregon Transmission Project (COTP), increasing 11 to 150 MW in August 1996 with a minimum energy at a 50 percent annual load factor; 12 unless converted to the Exchange mode as specified in 2 below; 13 14 2. Exchange Mode under which M-S-R receives seasonal capacity (Firm Peaking Capacity) 15 equal to the Exchange portion of the Contract Demand from mid-May through mid- 16 October. The amount of energy scheduled by M-S-R during heavy load hours each day 17 is returned to Bonneville during light load hours of the same and following day. The 18 returned energy is called Firm Peaking Replacement Energy. In addition, M-S-R must 19 schedule 1200 MWh/MW of Exchange portion of the Contract Demand to Bonneville 20 during the following winter season, November through mid-April as payment for the 21 capacity. 22 23 3. A combination of (1) and (2) above with the total not exceeding the total Contract 24 Demand (100 or 150 MW). 25 26 27 i 28 i 1 1 POINTS OF DELIVERY 2 3 California-Oregon Border at 500-kV 4 Northern Terminus of the COTP 5 Other points in the Pacific Northwest as mutually agreed 6 7 FIRM POWER SALE 8 9 When the Bonneville Contract is operating as a firm power sale,each Member shall schedule and 10 accept its Participation Percentage, as such term is defined in the Pacific Northwest Project 11 Power Sales Agreement, of the resources described below: 12 13 1. The Contract Demand shall not exceed 100 MW from the date of initial delivery through 14 July 31, 1996, and 150 MW from August 1, 1996 through termination of the Firm Power 15 Sale. 16 17 2. The annual energy to be scheduled by M-S-R is 438,000 MWh from the date of initial 18 delivery through July 31, 1996 and 657,000 MWh from August 1, 1996 through the 19 termination of the Firm Power Sale. 20 21 3. The annual energy to be scheduled by M-S-R is specified monthly in the following table: 22 23 24 25 26 27 28 2 1 MAXIMUM MONTHLY ENERGY AVAILABLE 2 Energy Amount Energy Amount 3 Month (MWh) Through (MWh) After 4 July 31, 1996 July 31, 1996 5 August 55,800 83,700 September 72,000 108,000 6 October 74,500 111,750 7 November 72,000 108,000 8 December 74,400 111,600 9 January 37,200 55,800 10 February 33,600 50,400 February (Leap Years) 34,800 52,200 11 Mach 37,200 55,800 12 Aril 71,900 107,850 13 May 74,400 111,600 14 June 57,600 86,400 15 July 7 55,800 83,700 16 Minimum monthly energy amounts: 17 21,900 MWh per month through July 1996 18 32,850 MWh per month beginning August 1996 19 20 CAPACITY-FOR-ENERGY EXCHANGE 21 22 1. The M-S-R Members may schedule Firm Peaking Capacity while the contract is in the 23 exchange mode, up to their portion of the Exchange portion of the Contract Demand. 24 The M-S-R Members may schedule Firm Peaking Energy while the contract is in the 25 exchange mode, up to 10 MW hours per MW per day of their portion of the Exchange 26 Portion of the Contract Demand, up to a total of 50 MW hours per MW per week. 27 28 3 1 2. Firm Pealing Replacement Energy must be returned by each Member to M-S-R by 2 midnight of the day following the day in which Firm Pealing Capacity is delivered. 3 4 3. Exchange Energy shall be delivered in equal weekly increments between November 1 of 5 any year and April 15, of the following year, unless otherwise requested by Bonneville. 6 The rate of delivery for Exchange Energy is limited to 200 percent of the Exchange 7 portion of the Contract Demand - November through February, and 130 percent of the 8 Exchange portion of the Contract Demand - March and April. 9 10 .........-..- Period Available Capacity Available Energy ..................... "�".'.. .�'...... 11 Time (MW) Per Da (GWH) Per Week (GWH) 12 1993-1995 13 Jan. 1 - May 15 0 0.0 0.0 May 16 - Oct. 15 100 1.0 5.0 14 Oct 16 - Dec. 31 0 0.0 0.0 1996 15 Jan. 1 - May 15 0 0.0 0.0 May 16 - July 31 100 1.0 5.0 16 Aug. 1 - Oct. 15 150 1.5 7.5 17 Oct. 16 - Dec. 31 0 0.0 0.0 1997-2012 18 Jan. 1 - May 15 0 0.0 0.0 May 16 - Oct. 15 150 1.5 7.5 19 Oct. 16 - Dec. 31 1 0 1 0.0 0.0 20 SCHEDULING PROCEDURES 21 22 23 Each Member shall submit to the M-S-R Coordinator schedules of energy to be delivered from 24 Bonneville and to be delivered to Bonneville in satisfaction of its obligations under the Pacific Northwest Project Power Sales Agreement. Such schedules shall be for (i) Firm Power; (ii) Firm 25 26 Peaking Capacity; (iii) Firm Peaking Replacement Energy; (iv) Exchange Energy; and (v) energy for Energy Account schedules submitted by Bonneville: 27 28 4 1 ANNUAL PRESCHEDULES 2 3 1. Each Member shall complete its plan of delivery by December 10 of each calendar year 4 showing the anticipated use of the resources available,and provide such plan of delivery 5 to the M-S-R Coordinator. The M-S-R Coordinator will compile the Members' plans of 6 delivery for transmittal to Bonneville. Each Members' Plan of Delivery shall contain 7 monthly estimates for the Member's projected use for the following four Delivery Years 8 (August through the following July). The M-S-R Coordinator will submit the compiled 9 Plan of Delivery to Bonneville by January 1 of each year. 10 11 2. The plans of delivery prepared by each Member will be within the limits of the 12 maximum energy available times their respective Participation Percentage (Modesto -50 13 percent, Santa Clara - 35 percent, and Redding- 15 percent). 14 15 3. By August 20 of each year,the M-S-R Coordinator will notify each of the M-S-R Members 16 if the current Plan of Delivery will govern for the upcoming August through July period, 17 or if another Plan of Delivery is being recognized by Bonneville. 18 19 4. By August 20 of each year,the M-S-R Coordinator will notify each of the M-S-R Members 20 if Bonneville has declared an adverse water year and notified M-S-R of its requirement 21 to switch the Plan of Delivery for the current Delivery Year. If Bonneville provides 22 M-S-R with such notice, the M-S-R Coordinator and each of the M-S-R Members will 23 meet and/or confer to develop a schedule for August and September to adhere to the 24 adopted Plan of Delivery. This schedule will be completed by August 31, 1992. 25 26 5. Bonneville may, upon 60 days advance notice, convert the agreement from the Firm 27 Power Sale to the Exchange mode or vice-versa. If Bonneville provides such notice, the 28 M-S-R Coordinator will promptly notify each of the M-S-R Members of the Bonneville 5 I 'I . . � • 1 notice. Bonneville may also notify M-S-R of a curtailment of deliveries for other reasons. 2 To the extent such Bonneville notice causes a partial delivery of energy in any month, the 3 M-S-R Coordinator will also provide such information to the M-S-R Members. 4 5 WEEKLY PRESCHEDULES 6 7 1. Each Member shall provide a weekly schedule of energy deliveries to the M-S-R 8 Coordinator by 1300 hours on the Monday prior to the week being scheduled. Such 9 schedule shall be for no more than 135 percent of average weekly energy (multiplied by 10 the Member's participation percentage) for the current month of the effective Plan of 11 Delivery,provided however,the Member's total delivery of energy for the current month 12 does not exceed its participation percentage of the energy identified in the Plan of 13 Delivery. 14 15 2. Each Member has the opportunity to modify its weekly schedule by notifying the M-S-R 16 Coordinator by 1300 hours on the Thursday prior to the week being scheduled. The 17 M-S-R Coordinator shall notify the Member upon acceptance of the modified schedule. 18 19 3. If Bonneville restricts the deliveries of Firm Peaking Replacement Energy and Exchange 20 Energy, the M-S-R Coordinator shall provide the M-S-R Members notice of a change in 21 the weekly schedule (possibly down to zero) by 1500 hours on Thursday prior to the 22 week being scheduled. 23 24 4. If Bonneville schedules energy from the Energy Account, the M-S-R Coordinator shall 25 provide the M-S-R Member with the schedule for the Energy Account withdrawals 26 associated with their Participation Percentage. Each M-S-R Member shall confirm that 27 it will meet the Energy Account withdrawal obligations by 1000 hours on the Thursday 28 prior to the week being scheduled. If the M-S-R Member does not confirm its ability to 6 I 1 make the Energy Account withdrawals obligations or specifies that such obligations can 2 not be met, the M-S-R Coordinator shall purchase the appropriate energy at the sole cost 3 of the specific M-S-R Member. 4 5 5. If Bonneville so requests, M-S-R is required to provide a non-binding 10-day forecasted 6 schedule by noon of the day following the request. The M-S-R Coordinator will notify 7 each Member within one hour if such a request is made by Bonneville, and a pre- 8 schedule shall be submitted by each Member to the M-S-R Coordinator by 0900 hours of 9 the following day. 10 11 DAILY PRESCHEDULES 12 13 1. Prior to 0800 hours each work day,each Member shall furnish a preliminary preschedule 14 for the following day(s) showing the intended deliveries to and from Bonneville for (1) 15 Firm Power, (ii) Firm Peaking Capacity, (iii) Firm Peaking Replacement Energy, (iv) 16 Exchange Energy;and(v)energy for Energy Account schedules submitted by Bonneville. 17 18 2. Prior to 0830 hours each work day, the M-S-R Coordinator shall combine each Member's 19 preschedules into a composite M-S-R schedule, and provide a copy of the composite 20 schedule to each Member for review and comment. 21 22 3. Between 0900 and 1000 hours clock time each work day, the M-S-R Coordinator and the 23 Members will review the previous day's operations and discuss any further market 24 opportunities which might be available. 25 26 4. By 1330 hours each work day, the M-S-R Coordinator shall provide notification to the 27 Members of any additional Bonneville non-firm energy available for the following day. 28 7 I 1 5. By 1340 hours each work day, the M-S-R Members shall provide the M-S-R Coordinator 2 with their final preschedules for the following day(s) showing the intended deliveries to 3 and from Bonneville for those items identified in paragraph 1 above. 4 5 6. By 1400 hours each work day,the M-S-R Coordinator shall provide final M-S-R schedules 6 to both PG&E and Bonneville. 7 8 7. Schedules arranged for after 1400 hours for the following day, will be implemented on 9 a real-time basis. 10 11 8. Prior to 1340 hours of each normal workday common to the Members,the Member's final 12 schedules shall be provided to the M-S-R Coordinator for resources to be delivered or 13 received beginning at midnight and continuing through the end of the following normal 14 workday common to the Members. 15 16 REAL-TIME SCHEDULING 17 18 Real-time scheduling refers to the period which begins when the preschedule is deemed to be 19 complete and concludes at 2400 hours, clock time, of the day for which the preschedule is 20 prepared. 21 22 1. Changes in a schedule refers to the period which begins when the preschedule is deemed 23 to be complete and concludes at 2400 hours, clock time, of the day for which the 24 preschedule is prepared. 25 26 2. A schedule change will normally be arranged for a full hour. Arrangements shall be 27 completed no later than 45 minutes prior to that hour, or as otherwise mutually agreed. 28 All schedule changes will be agreed upon by the control areas and parties involved prior 8 i 1 to implementation in regard to magnitude, rate of change, and common starting time. 2 Ramps will occur over a 20-minute period beginning at ten minutes to the hour, unless 3 otherwise mutually agreed. 4 5 3. The above requirements do not preclude schedule changes at other times as may be 6 deemed necessary. However, such changes require that all affected parties be notified 7 for purposes of coordinating ramps and proper accounting. Changes will be deemed to 8 occur at mid-ramp. The mid-ramp time and the integrated value for the hour will be 9 agreed to by all affected parties. 10 11 4. Concurrent loss schedules will be changed according to the policies and procedures of 12 the transmission systems involved. 13 14 SPECIAL RESOURCE CONDITIONS 15 16 1. M-S-R Conversion to an Exchange - While the Agreement is in the Firm Power Sale 17 mode,M-S-R may provide Bonneville with five-years notice of a forced conversion to an 18 exchange,given the most current"White Book" prepared by Bonneville shows a resource 19 deficit. If one or more of the M-S-R Members wishes to discuss a possible forced 20 conversion pursuant to M-S-R's rights, the M-S-R Coordinator will schedule a meeting 21 within two weeks to discuss the appropriate action to take with Bonneville. 22 23 2. Bonneville Conversion/Reversion of the Agreement-Bonneville will provide M-S-R with 24 a minimum of 60 days notice of conversion of the Agreement from the Firm Power Sale 25 mode to the Exchange mode and vice-versa. Upon receiving such notice from Bonneville, 26 the M-S-R Coordinator will forward such notice to the M-S-R Members and will schedule 27 a meeting within two weeks to discuss the appropriate action to take with Bonneville. 28 9 1 3. Public Law 88-552 Conversion - While the Agreement is in the Firm Power Sale mode, 2 Bonneville may provide notice to M-S-R that Bonneville is temporarily (less than one 3 year)restricting all or part of the energy associated with the Firm Power Sale. The M-S-R 4 Coordinator will promptly notify each of the M-S-R Members of the details of the 5 Bonneville notice and poll the Members on the following items: (1) is all or part of the 6 capacity from Bonneville still desired during the period of time specified by Bonneville?, 7 and (2) if such capacity is desired, do the Members prefer to pay the Demand Charge 8 associated with the Firm Power Sale or prefer to establish an immediate Exchange Energy 9 arrangement to compensate Bonneville for the capacity delivered? The M-S-R 10 Coordinator will compile the results of the poll and promptly notify Bonneville of the 11 results. 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 10 1 M-S-R PUBLIC POWER AGENCY (M-S-R) 2 OPERATING AGREEMENT 3 SERVICE SCHEDULE B 4 SAN JUAN PROJECT RESOURCES 5 6 Resources Available 7 8 1. 28.8 Percent of San Juan Unit 4 (San Juan Power) = Approximately 143 MW 9 (The capacity and energy is deliverable one-half from Unit 4, and one-quarter from 10 Unit 1, and one-quarter from Unit 2.) 11 12 2. 138 MW of combustion turbine capacity from Tucson Electric Power Company (TEP) - 13 terminates April 30, 1995. 14 15 3. Non-firm energy at various rates of delivery and various aggregate annual amounts from 16 TEP - terminates April 30, 1995. 17 18 4. Emergency assistance for M-S-R and TEP 19 20 Points of Delivery 21 22 Westwing Substation at 345-kV and 500-kV 23 Moenkopi Substation at 500-kV 24 Palo Verde Substation at 500-kV 25 San Juan Switchyard at 345-kV (Only if Exchange with TEP at the above three points is not 26 possible) 27 28 ' 1 i I Special Resource Conditions 2 3 1. San Juan Power (105 MW) is sold through April 1995 to the Public Service Company of 4 New Mexico (PNM). 5 6 2. San Juan Power(38 MW) is being brokered to third parties by PNM through April 1995. 7 8 3. M-S-R may purchase combustion turbine capacity through April 1995, upon 24-hour 9 advance notice for as many days as necessary. The cost is $1.00 per kilowatt per day if 10 the capacity is scheduled for any portion of a day, plus start-up costs, fuel, and O&M. 11 12 4. Scheduling and delivery of Non-firm Energy is governed by Operating Procedure No. 1 13 between TEP and M-S-R, attached hereto. M-S-R may purchase Non-firm Energy 14 through April 1995. Notification by a Member of its intent to use TEP Non-firm Energy 15 should be made to the M-S-R Coordinator at least 90 days in advance of such intended 16 use. The M-S-R Coordinator will make best efforts to accommodate such use upon 17 shorter notice, to the extent that deliveries are practicable. 18 19 Scheduling Agent 20 21 The M-S-R Coordinator will schedule energy from San Juan Project resources through the 22 following entities over the paths indicated: 23 24 San Juan Power 25 26 1. Scheduling of San Juan Generation - PNM 27 28 2. Scheduling of exchange to Westwing, Palo Verde, and Moenkopi - TEP 2 I , ' 1 TEP Combustion Turbine Capacity and TEP Non-firm Energy 2 I 3 1. Scheduling of Combustion Turbine Capacity and TEP Non-firm Energy - TEP 4 5 Scheduling Procedures 6 7 MONTHLY PRESCHEDLILES 8 9 1. By the 25th of each month, each Member will furnish the M-S-R Coordinator with an 10 estimate for the following month of the hourly usage of its San Juan Power. Such 11 estimate may be in the form of a typical weekday, Saturday,and Sunday/holiday hour- 12 by-hour schedule. The M-S-R Coordinator shall compile these estimates for each Member 13 along with estimates of any pre-arranged sales to third parties in accordance with the 14 Annual Operating Strategy, and submit the combined estimate to PNM and TEP. 15 16 2. At least 90 days in advance of intended usage of TEP Non-firm Energy, each Member 17 desiring such usage shall furnish an estimate of the hourly schedules during the month(s) 18 of intended usage in a similar format as the preschedule for the intended usage for San 19 Juan Power. The Member(s) shall also submit an estimate of the aggregate amount of 20 energy to be purchased. The M-S-R Coordinator will contact TEP and obtain an 21 estimated purchase price for such Non-firm Energy for the month(s) of intended usage. 22 Upon notification by TEP of the price for such energy,the M-S-R Coordinator will inform 23 the requesting Member(s) of the purchase price. Prior to the 25th of each month 24 preceding the month in which TEP Non-firm Energy is to be scheduled, the M-S-R 25 Coordinator shall confirm with the Member(s) the requested usage of TEP Non-firm 26 Energy, and shall make arrangements for delivery with TEP. 27 i 28 3 1 DAILY PRESCHEDULES 2 3 1. Prior to 0800 hours each work day, each Member shall furnish a preschedule for the 4 following day(s) showing the intended usage of San Juan Power, TEP Non-firm Energy, 5 and TEP Combustion Turbine capacity. 6 7 2. Prior to 0830 hours each work day, the M-S-R Coordinator shall combine each Member's 8 preschedule and pre-arranged third party sales into a composite M-S-R schedule, and 9 notify the Members of any energy or capacity, or both that is available, and the hours of 10 availability. 11 12 3. Each Member may request additional resources from the amount available. If the 13 requests for additional resources are greater than the amount available, each requesting 14 Member shall receive a pro rata share of additional resource based upon their M-S-R 15 percentage shares. Requests for additional resources must be made to the M-S-R 16 Coordinator prior to 0900 hours each work day. 17 18 4. The M-S-R Coordinator will confirm the availability of the resources with PNM and TEP 19 prior to 0930 hours each work day, and confirm the prescheduled amounts with each 20 Member prior to 1000 hours each work day. 21 22 5. If capacity or energy,or both,remain available after completion of the procedure outlined 23 above, the M-S-R Coordinator shall make best efforts to market the available resource to 24 third parties upon the best terms commercially available in accordance with the Annual 25 Operating Strategy then in effect. 26 27 28 4 1 REAL TIME SCHEDULES 2 3 1. The M-S-R Coordinator shall make best efforts to notify the Members of any change 4 necessary in prescheduled quantities, the reason for the change, and, if necessitated by 5 an operating emergency or outage, the expected duration of the operating emergency or 6 outage. 7 8 2. The Members shall make best efforts to notify the M-S-R Coordinator of any changes 9 necessary in prescheduled quantities due to such things as emergencies on their systems, 10 changes in load or generation patterns, and economies of energy purchases and sales. 11 The Members shall notify the M-S-R Coordinator as soon as possible after the need for 12 a change is known. Real time schedule changes should be reported to the M-S-R 13 Coordinator at least 30 minutes prior to the affected hourly scheduling period, and 14 preferably 60 minutes prior to the affected hourly scheduling period. 15 16 3. The M-S-R Coordinator shall promptly advise all Members of opportunities for sales or 17 purchases whenever such opportunities become available during the course of providing 18 real time scheduling and dispatching services. 19 20 4. The M-S-R Coordinator shall make best efforts to market any capacity or energy, or both, 21 that remains available on real-time upon the best terms commercially available in 22 accordance with the Annual Operating Strategy. 23 24 25 26 27 28 5 1 SERVICE SCHEDULE C 2 MEAD-PHOENDUMEAD-ADELANTO 3 TRANSMISSION PROJECTS 4 5 Transmission Capability/Losses 6 7 Mead-Phoenix Project 8 Westwing 500 kV-Mead 500 kV, bidirectional - 150 MW, 3% losses* 9 Mead 500 kV-Marketplace, bidirectional - 150 MW, 0.2% losses* 10 Marketplace-McCullough 500 kV, bidirectional - 210 MW, 0% losses* 11 12 Mead-Adelanto Project 13 Marketplace-Adelanto, bidirectional - 210 MW, 3% losses* 14 15 Loss figures are estimated. To be determined upon commercial operation of the 16 Projects. 17 18 Points of Receipt/Delivery 19 20 Westwing 500 kV - 150 MW 21 Mead 500 kV - 150 MW 22 Marketplace/McCullough - 210 MW total simultaneous receipt or delivery for both points 23 Adelanto - 210 MW 24 25 Scheduling Agent/Transmission Path 26 27 Arizona Public Service Company - Westwing Bus to/from Mead-Phoenix Yard 28 1 • • 1 Salt River Project - Mead-Phoenix Yard to/from Westwing-Mead Line 2 3 Western Area Power Administration(WALC)-Westwing-Mead Line to/from Mead 500 to/from 4 Marketplace 5 6 Los Angeles Department of Water and Power - Marketplace to/from McCullough to/from 7 Adelanto 8 9 Scheduling Procedures 10 11 1. Each Member will furnish hourly preschedules each day to the M-S-R Coordinator for 12 the Member's intended use of the transmission projects. 13 14 2. If unused transmission capacity exists during any hour(s) of the day, the M-S-R 15 Coordinator will notify all Members of the capacity available, the transmission path, 16 direction, and hours of availability. 17 18 3. Any Member may request use of the available capacity. If the amount of the requests 19 are greater than the capacity available,the M-S-R Coordinator shall allocate the available 20 capacity on a pro rata basis among the requesting Members. 21 22 4. If transmission capacity remains available after step 3 above,the M-S-R Coordinator shall 23 make best efforts to market the available transmission capacity to third parties,using the 24 WSPP bulletin board or other means available. The M-S-R Coordinator shall make best 25 effort to market such available capacity as interruptible, or such other class as may be 26 agreed upon by the M-S-R Coordinator and the Member(s) supporting the transaction. 27 The M-S-R Coordinator shall market the available transmission capacity to non-taxable 28 entities first, whenever possible. 2 1 5. The M-S-R Coordinator shall keep records of any transactions with third parties, and I 2 which Member's capacity was used to support the transaction. If more than one Member 3 has unused capacity during the hour(s)of the transaction,the transaction will be deemed 4 to be supported by those Members on a pro rata basis,based upon their unused capacity 5 amount. 6 7 Scheduling Instructions 8 9 The scheduling instructions (times of submittal for preschedules, format,and so forth) are to be 10 developed by the City of Los Angeles, Department of Water and Power,Salt River Project, and 11 Western Area Power Administration as Project Managers for the above transmission projects. 12 The detailed procedures will be approved by the Mead-Phoenix Project and Mead-Adelanto 13 Project Engineering & Operations (E&O) Committee prior to the date of commercial operation 14 of the projects. 15 16 Loss Repayment 17 18 Losses are to repaid in kind to the Project Managers in accordance with the detailed scheduling 19 procedures developed above and approved by the E&O Committee. 20 21 22 23 24 25 26 27 28 3 1 M-S-R PUBLIC POWER AGENCY 2 OPERATING AGREEMENT i 3 SERVICE SCHEDULE D 4 NON-FIRM AND OTHER AGREEMENTS 5 6 Non-Firm Transmission Service: 7 8 1. Interruptible Transmission Service-City of Los Angeles,Department of Water and Power 9 10 Points of Receipt: Eldorado 500-kV bus 11 McCullough Switching Station at 500-kV 12 Mead Substation at 230-kV 13 14 Point of Delivery: Midpoint of the Victorville-Lugo transmission line at 500-kV 15 (Midpoint) 16 17 Service: No maximum schedule, bi-directional 18 19 Rates: 1.07 mills/kWh, 3% losses-McCullough to/from Midpoint and 20 Eldorado to/from Midpoint 21 22 1.44 mills/kWh, 3.78% losses-Mead to/from Midpoint 23 24 Notice: 30 minute advance notice 25 26 Terminates: 30 days advance notice 27 28 2. Interruptible Transmission Service - Southern California Edison Company 1 i . • • I Points of Receipt: Mead 230-kV bus 2 Eldorado 500-kV bus 3 Midpoint 4 Palo Verde 500-kV bus 5 6 Point of Delivery: Midway 500-kV bus 7 8 Service: 300 MW maximum, bi-directional 9 10 Rates: 1.96 mills/kWh, 3.91% losses-Mead to/from Midway 11 1.62 mills/kWh, 3.66% losses-Eldorado to/from Midway 12 0.93 mills/kWh, 1.67% losses-Midpoint to/from Midway 13 4.87 mills/kWh, 5.65% losses-Palo Verde to/from Midway 14 0.34 mills/kWh, 0.25% losses-Mead to/from Eldorado 15 1.2 mills/kWh, 2.39% losses-Mead to/from Midpoint 16 0.86 mills/kWh, 2.14% losses, Eldorado to/from Midpoint 17 4.11 mills/kWh, 4.13% losses, Palo Verde to Midpoint 18 19 Notice: Scheduling procedures will be as agreed upon by the dispatchers 20 21 Terminates: 30 days advance notice 22 23 Economy Ener 24 25 1. Economy Interchange-San Diego Gas & Electric (SDG&E) 26 27 Service: Economy Interchange between M-S-R and SDG&E 28 2 ti i Delivery Point: Palo Verde at 500-kV 2 3 Rates: Agreed upon by M-S-R and SDG&E for each transaction 4 5 Notice: Pre-scheduled at least 24 hours in advance 6 7 Terminates: August 4, 1993 8 9 2. Non-firm Energy - Arizona Electric Power Cooperative (Aepco) 10 11 Service: Non-firm energy interchange between M-S-R and Aepco 12 13 Delivery Point: Palo Verde at 500-kV 14 is Rates: Agreed upon by M-S-R and Aepco for each transaction 16 17 Notice: When available 18 19 Terminates: 30 days advance notice 20 21 3. Economy Energy - Salt River Project (SRP) 22 23 Service: Economy energy between M-S-R and SRP 24 25 Delivery Point: To be agreed upon at time of transaction 26 27 Rates: Agreed upon by M-S-R and SRP for each transaction 28 3 1 Notice: Pre-scheduled at least 24 hours in advance 2 3 Terminates: 30 days advance notice 4 5 4. Economy Energy - Public Service Company of New Mexico (PNM) 6 7 Service: Economy Energy between M-S-R and PNM 8 9 Delivery Point: Palo Verde 10 11 Rates: To be agreed upon by M-S-R and PNM for each transaction 12 13 Notice: Pre-scheduled at least 24 hours in advance 14 15 Terminates: Upon termination of the M-S-R/PNM interconnection agreement 16 17 5. Economy Energy - Arizona Public Service Company (APS) 18 19 Service: Economy Energy between M-S-R and APS 20 21 Delivery Point: Palo Verde 22 23 Rates: To be agreed upon by M-S-R and APS for each transaction 24 25 Notice: Should be pre-scheduled at least 24 hours in advance 26 27 Terminates: Upon 30 days advance notice 28 4 1 6. Economy Energy - Imperial Irrigation District (IID) 2 I 3 Service: Economy Energy between M-S-R and IID 4 5 Delivery Point: Palo Verde 6 7 Rates: To be agreed upon by M-S-R and IID for each transaction 8 9 Notice: Should be pre-scheduled at least 24 hours in advance 10 11 Terminates: Upon 30 days advance notice 12 13 7. Economy Energy - El Paso Electric (EPE) 14 15 Service: Economy Energy between M-S-R and EPE 16 17 Delivery Point: Palo Verde or San Juan 18 19 Rates: To be agreed upon by M-S-R and EPE for each transaction 20 21 Notice: Should be pre-scheduled at least 24 hours in advance 22 23 Terminates: Upon 30 days advance notice 24 25 8. Economy Energy: Tucson Electric Power Company (TEP) 26 27 Service: Economy Energy between M-S-R and TEP. 28 5 a 1 Delivery Point: Palo Verde, Moenkopi, or Westwing 2 3 Rates: To be agreed upon by M-S-R and TEP for each transaction. 4 5 Notice: Should be prescheduled at least 24 hours in advance. 6 7 Terminates: Upon 30 days' advance notice. 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 6