HomeMy WebLinkAboutReso 93-373 - Approve COR Entering into a contract for puchase of power & provision of services (No. 93-SAO-3008) with USA, Dept of Energy, Western Area power Admin RESOLUTION NO, 93- 3_73
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF REDDING
APPROVING THE CITY OF REDDING ENTERING INTO A CONTRACT
FOR PURCHASE OF POWER AND PROVISION OF SERVICES
[NO. 93-SAO-300081 WITH THE UNITED STATES OF AMERICA,
DEPARTMENT OF ENERGY, WESTERN AREA POWER
ADMINISTRATION; AND AUTHORIZING THE MAYOR TO SIGN.
WHEREAS, as noted in an Electric Department 11/23/92
memorandum to City Council, staff identified a unique opportunity
for the City of Redding to obtain an economical source of Pacific
Northwest power via a three-party arrangement amongst the City of
Redding, the Western Area Power Administration (Western) , and
PacifiCorp; and
WHEREAS,, the parties tentatively agreed to a concept whereby
the City would enter directly into a business relationship with
PacifiCorp, and Western would play a secondary role by executing
a companion agreement with the City; and
WHEREAS, in March 1993 a Memorandum of Understanding (MOU)
between PacifiCorp and the City was executed; and
WHEREAS, among other things, this MOU provided for the
purchase by the City of 50MW of capacity and associated energy;
and
WHEREAS, the MOU also called for the negotiation and
ultimate execution of a Power Sales Agreement between the City
and PacifiCorp, conditioned upon the City entering into a related
agreement with Western; and
WHEREAS, presented herewith is the negotiated Contract for
Purchase of Power and Provision of Services with Western for City
Council' s consideration; with the related Agreement with
PacifiCorp accompanying this agenda item; (,,�`
�l
NOW, THEREFORE, IT IS HEREBY RESOLVED by the City Council of
the City of Redding as follows:
1. That it is in the best interests of the City of Redding
to enter into the Contract for Purchase of Power and Provision of
Services [No. 93-SAO-30008] with the United States of America,
Department of Energy, Western Area Power Administration, a true
copy of which is attached hereto and incorporated herein by
reference.
2. That the Mayor of the City of Redding is hereby
authorized and directed to sign said Agreement on behalf of the
City of Redding; and the City Clerk is hereby 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 19th day of October, 1993 , and was
duly adopted at said meeting by the following vote:
AYES: COUNCIL MEMBERS: Anderson, Dahl, Kehoe, D' ss and Arness
NOES: COUNCIL MEMBERS: None
ABSENT: COUNCIL MEMBERS: None
ABSTAIN: COUNCIL MEMBERS: None
G
CARL ARNESS, Mayor
City of Redding
A ST: FORM APPROVED:
CONNIE STROHMAY City Clerk RANDALL A. HAYS, City Attorney
2
Contract No. 93-SAO-30008
UNITED STATES
DEPARTMENT OF ENERGY
WESTERN AREA POWER ADMINISTRATION
CENTRAL VALLEY PROJECT
CALIFORNIA
AND
THE CITY OF REDDING, CALIFORNIA
CONTRACT FOR PURCHASE OF POWER
AND PROVISION OF SERVICES
Contract No. 93-SAO-30008
UNITED STATES
DEPARTMENT OF ENERGY
WESTERN AREA POWER ADMINISTRATION
CENTRAL VALLEY PROJECT
CALIFORNIA
AND
THE CITY OF REDDING, CALIFORNIA
CONTRACT FOR PURCHASE OF POWER
AND PROVISION OF SERVICES
Section Table of Contents Page
1 . Preamble . . . . . . . . . . . . . . . . . . . . . . . . . . . 1
2. Explanatory Recitals . . . . . . . . . . . . . . . . . . . . . 1
3. Agreement . . . . . . . . . . . . . . . . . . . . . . . . . . . 3
4. Term and Termination . . . . . . . . . . . . . . . . . . . . . 3
5. Definition of Terms . . . . . . . . . . . . . . . . . . . . . . 4
6. Sale of Lay-Off Energy to Western . . . . . . . . . . . . . . . 7
7. Reduction of Primary Energy . . . . . . . . . . . . . . . . . . 12
8. Curtailment of Western Power . . . . . . . . . . . . . . . . . 12
9. Power Services Provided by Western . . . . . . . . . . . . . . 14
10. Termination of Letter Of Agreement-3 . . . . . . . . . . . . . 17
11. Use of Redding California-Oregon Transmission
Project (COTP) Transmission . . . . . . . . . . . . . . . . . 18
12. Rates for Sales of Power and Lay-Off Energy . . . . . . . . . . 19
13. Billing and Payment . . . . . . . . . . . . . . . . . . . . . . 20
14. Points of Delivery . . . . . . . . . . . . . . . . . . . . . . 22
15. Scheduling and Delivery of Power . . . . . . . . . . . . . . . 23
16. Severability . . . . . . . . . . . . . . . . . . . . . . . . . 24
17. General Power Contract Provisions . . . . . . . . . . . . . . . 24
18. Attachment and Exhibit Made Part of Contract . . . . . . . . . 25
19. References to Section Numbers . . . . . . . . . . . . . . . . . 25
Attachment A (Redding/PacifiCorp Agreement)
Exhibit A (Rates for Power and Spinning Reserve)
1 Contract No. 93-SAO-30008
2 UNITED STATES
DEPARTMENT OF ENERGY
3 WESTERN AREA POWER ADMINISTRATION
CENTRAL VALLEY PROJECT
4 CALIFORNIA
5 AND
6 THE CITY OF REDDING, CALIFORNIA
7 CONTRACT FOR PURCHASE OF POWER
AND PROVISION OF SERVICES
8
9
10 1. PREAMBLE: This Contract is made this day of ,
11 1993, pursuant to the Acts of Congress approved June 17, 1902 (32 Stat. 388) ;
12 August 26, 1937 (50 Stat. 844, 850) ; August 4, 1939 (53 Stat. 1187) ;
13 August 12, 1955 (69 Stat. 719) ; October 23, 1962 (76 Stat. 1173, 1191) ;
14 August 4, 1977 (91 Stat. 565) , and Acts amendatory or supplementary to the
15 foregoing Acts, between THE UNITED STATES OF AMERICA, acting by and through
16 the Administrator, Western Area Power Administration, Department of Energy,
17 hereinafter called "Western", represented by the officer executing this
18 Contract, or a duly appointed successor, hereinafter called Contracting
19 Officer; and the CITY OF REDDING, CALIFORNIA, a municipal corporation
20 organized and existing under and by virtue of the laws of the State of
21 California, hereinafter called "Redding", its successors or assigns. Redding
22 and Western are hereinafter sometimes referred to individually as "Party" and
23 collectively as "Parties" .
24
25 2. EXPLANATORY RECITALS:
26 2. 1 Concurrent with the execution of this Contract, Redding will enter
27 into the Redding/PacifiCorp Agreement and will import Power from
28 PacifiCorp's electric system into Northern California using Redding's
1
1 share of the Transmission Agency of Northern California's (TANC)
2 entitlement in the California-Oregon Transmission Project (COTP) .
3
4 2.2 A portion of the Power purchased by Redding from PacifiCorp is
5 expected to be in excess of Redding' s needs. This portion will decline
6 over the term of this Contract.
7
8 2.3 Western desires to purchase the portion of the Power from
9 Redding's PacifiCorp resource which is expected to be excess to
10 Redding's needs.
11
12 2.4 Redding and Western wish to provide for certain mutually
13 beneficial Power transactions including, but not limited to, sales by
14 Western to Redding of Excess Capacity, Emergency Power, Spinning
15 Reserve, or Loaded Spin and curtailment by Redding of its Western Power.
16
17 2.5 Redding is a preference customer of the Central Valley Project
18 (CVP) and is connected directly to the Federal CVP transmission system.
19
20 2.6 Redding operates an electric power system, including generation,
21 transmission and distribution facilities.
22
23 2.7 Western operates an electric power transmission system in
24 conjunction with the generation facilities of the CVP and is engaged,
25 among other things, in the exchange, purchase, transmission and sale of
26 Power in Northern and Central California.
27
28
2
1 2.8 Western and Redding are parties to a Letter Agreement No. 3 dated
2 May 1, 1986 (LOA-3) , which provides for various sales and purchases
3 between the Parties.
4
5 3. AGREEMENT•
6 The Parties agree to the terms and conditions set forth herein.
7
8 4. TERM AND TERMINATION:
9 4.1 This Contract shall become effective on the later of: (1) June 1,
10 1994, or (2) the first day of the month following the satisfaction of
11 all of the conditions specified in Paragraphs 4. 1 . 1 through 4. 1 .3; and
12 shall remain in effect until May 31, 2014, unless terminated earlier as
13 provided herein; Provided, That all obligations incurred in the
14 performance of this Contract up to the date of termination shall be
15 preserved until satisfied. The conditions to be met prior to this
16 Contract becoming effective are:
17
18 4. 1 . 1 Redding and PacifiCorp shall have entered into the
19 Redding/PacifiCorp Agreement;
20
21 4.1.2 In accordance with the Redding/PacifiCorp Agreement,
22 PacifiCorp shall have acquired a firm transmission path of at
23 least 50 MW from its system to COB for the Power to be sold to
24 Redding under the Redding/PacifiCorp Agreement; and,
25
26 4. 1 .3 Redding has satisfied all obligations pursuant to the TANC
27 Project Agreement No. 3 that may be required in order to provide
28
3
1 firm transmission service from Redding COTP Transmission to
2 Western as provided in Section 11 .
3
4 4.2 This Contract may be terminated, in whole or in part, by either
5 Party upon three (3) years' advance written notice.
6
7 4.3 All sales of Lay-Off Energy to Western under this Contract shall
8 be suspended by, and for the term of, any suspension of Power deliveries
9 by PacifiCorp under the Redding/PacifiCorp Agreement not caused by any
10 fault, action or inaction by Redding. All sales of Lay-Off Energy to
11 Western under this Contract shall be terminated by the termination of
12 the Redding/PacifiCorp Agreement not caused by any fault, action or
13 inaction by Redding.
14
15 5. DEFINITION OF TERMS:
16 5.1 Additional Firm Energy: Firm Power available to Redding under the
17 Redding/PacifiCorp Agreement which is in excess of both the Primary
18 Energy and Redding's needs and which is sold and scheduled for delivery
19 to Western by Redding as set forth in Subsection 6.2 of this Contract.
20
21 5.2 COB: The point on the California-Oregon Border, where the 500-kV
22 A.C. transmission system in the Northwest interconnects with the COTP
23 and Pacific Northwest-Pacific Southwest A.C. Intertie (Pacific Intertie)
24 and which is the deemed point of delivery of Power between the Northwest
25 and California on the COTP and Pacific Intertie.
26
27 5.3 Contract: This written agreement, including Attachment A and rate
2 8 schedules, as amended or supplemented.
4
1 5.4 COTP: California-Oregon Transmission Project.
2
3 5.5 Emergency Power: Power provided by Western in accordance with
4 Section 9, which is immediately available to serve Redding up to the
5 amount provided hereunder when Redding's own generation or transmission
6 resources have been made unavailable by Uncontrollable Forces (as
7 defined in the General Power Contract Provisions) or emergency. When
8 utilized, Emergency Power may be available only for a limited duration.
9
10 5.6 Excess Capacity: Capacity and associated energy provided to
11 Redding by Western which is excess to Western' s needs as determined by
12 Western.
13
14 5.7 Firm Power: Power backed with generating reserves in the control
15 of the seller and which is curtailable only for Uncontrollable Forces.
16
17 5.8 Lay-Off Energy: A reference to either or both the Primary Energy
18 and/or the Additional Firm Energy sold to Western under this Contract.
19
20 5.9 Loaded Spin: Power provided to Redding by Western, in
2 1 accordance with Section 9, during a system outage up to an amount of
22 Spinning Reserve purchased by Redding at the time of such outage.
23 Loaded Spin may be available for a limited period of time.
24
25 5.10 Non-firm Energy: Energy which is not backed by generating
26 reserves in the control of the seller and is curtailable by the seller
27 or purchaser on 3 hours' or less notice.
28
5
1 5.11 PacifiCorp: The electric utility selling Power to Redding under
2 the Redding/PacifiCorp Agreement.
3
4 5. 12 PG&E: Pacific Gas and Electric Company.
5
6 5. 13 Power: Electrical generation capacity and associated energy.
7
8 5. 14 Primary Contract: The Power Sales Contract No. DE-MS65-83WP59008
9 between Redding and Western, as amended or supplemented.
10
11 5. 15 Primary Energy: Firm Power which is available under the
12 Redding/PacifiCorp Agreement (or under the conditions of Section 7, from
13 Redding's system or other resources) and which is sold to Western by
14 Redding under this Contract. Primary Energy can be scheduled by Western
15 up to the maximum rates of delivery at COB as set forth in
16 Subsection 6. 1 .
17
18 5. 16 Redding COTP Transmission: Redding's participation percentage of
19 TANC's entitlement to COTP transfer capability as is more fully
20 described in TANC Project Agreement No. 3 dated March 1, 1990.
21
22 5.17 Redding/PacifiCorp Agreement: The Power sale/purchase agreement
23 between Redding and PacifiCorp which is attached to this Contract as
24 Attachment A.
25
26 5. 18 Spinning Reserve: Available, unloaded generating capacity that is
27 operating and synchronized to an electric system, able to take load
28 instantaneously on demand from automatic generation control equipment,
6
1 supervisory control , or manual control , and capable of assuming load up
2 to the amount provided hereunder within 10 minutes. Spinning Reserve
3 may be sold to Redding by Western in accordance with Section 9.
4
5 5. 19 TANC: The Transmission Agency of Northern California, a
6 California joint power agency of which Redding is a member.
7
8 5.20 Western Power: Firm Power sold by Western' s Sacramento Area
9 Office to Redding in accordance with the Primary Contract.
10
11 6. SALE OF LAY-OFF ENERGY TO WESTERN:
12 Redding shall sell to Western and Western shall purchase from Redding a
13 portion of the Firm Power which Redding purchases from PacifiCorp under the
14 Redding/PacifiCorp Agreement. This portion shall be sold and purchased as
15 Primary Energy and Additional Firm Energy as follows:
16
17 6. 1 Primary Energy - Redding shall make Primary Energy available to
18 Western and Western shall purchase and take such Primary Energy as
19 follows:
20
21 6.1 .1 In the time periods specified in the table below, Primary
22 Energy may be scheduled by Western, subject to this Subsection 6.1
23 and Sections 7 and 15, up to the maximum rate of delivery
24 specified in the table below:
25
26
27
28
7
Time Period Maximum Efate of
2 Delivery (MW)i
at COB
3 June 1, 1994 - May 31, 1995 50
4 June 1, 1995 - May 31, 1996 30
5 June 1, 1996 - May 31, 1997 25
6 June 1, 1997 - May 31, 1998 20
7 June 1, 1998 - May 31, 1999 10
June 1, 1999 and thereafter 0
8
9
10 6. 1.2 Redding shall have the right to increase or decrease each
11 maximum rate of delivery specified in the table in Paragraph 6. 1 .1
12 by five (5) MW; Provided, That the maximum rate of delivery shall
13 not exceed 50 MW; and, Provided Further, That Redding gives
14 Western advance written notice of such increase or decrease at
15 least one (1) year prior to the start date of the time period
16 during which the increase or decrease is to occur.
17 Notwithstanding the above, the maximum rate of delivery after
18 May 31 , 2000, shall be zero.
19
20 6. 1 .3 During each time period specified in the table in
21 Paragraph 6. 1 . 1 , Western shall purchase an amount of energy such
22 that the capacity factor during each time period equals
23 85 percent. Western's 85 percent capacity factor obligation for
24 Primary Energy shall be reduced if, but only to the extent that,
25 Western is unable to receive the energy due to curtailments of
26 Western' s imports because of minimum load conditions, or as
27 provided in Section 7 and Subsection 11 .1 ; Provided, That Western
28 shall have the obligation to make best efforts to make-up any
8
1 Primary Energy curtailed either by transmission outages or because
2 of minimum load conditions.
3
4 6.2 Additional Firm Energy - Redding shall make Additional Firm Energy
5 available to Western and Western shall purchase and take such Additional
6 Firm Energy as follows:
7
8 6.2. 1 The rate of delivery for Additional Firm Energy at COB
9 shall not exceed the difference between 50 MW and the maximum rate
101 of delivery for Primary Energy (as determined in accordance with
11 Subsection 6. 1) , unless otherwise mutually agreed by the Parties'
I
12 dispatchers.
13
14 6.2.2 Subject to Paragraph 6.2.3, Western shall not be obligated
15 to take any Additional Firm Energy when Western is unable to
16 receive it due to: (1) curtailment of Western's imports because
17 of minimum load conditions, whereupon Western will give Redding
18 notice of such condition as soon as practicable after it occurs;
19 or (2) if, for any month, the sum of the forecasted energy
20 generation from CVP plants and forecasted firm energy schedules
21 recognized under Subparagraph 6.2.9.3 of Contract No. 93-SAO-18003
22 between Western and PG&E exceeds the sum of Western's forecasted
23 project load and customer load to be served that month under
24 Articles 9(f) and 14(a) , respectively, of Contract No.
25 14-06-200-2948A; Provided, That Western shall give Redding at
2 6 least fourteen (14) days notice of such forecasted conditions
27 prior to each such month and shall accept Additional Firm Energy
28
9
1 during the month in the event and to the extent that the
2 conditions change from conditions forecasted.
3
4 6.2.3 Western will not refuse the Additional Firm Energy in
5 order to purchase Non-firm Energy.
6
I
7 6.2.4 For purposes of establishing preschedules for any daily
8 period (commencing at 0000 hours and ending at 2400 hours) ,
9 Redding shall not require Western to purchase Additional Firm
10 Energy during hours when Redding plans to serve its native load
11 with Non-firm Energy. However, during any such daily period, if
12Redding desires additional resources to meet its load, Redding may
13 utilize additional Non-firm Energy to meet portions of its load so
14 long as (1) that use does not change the schedule of Additional
15 Firm Energy from the preschedule for that same scheduling period,
16 and (2) such additional Non-firm Energy does not exceed five (5%)
17 percent of Redding's total system energy requirements for that
18 day. The Parties' dispatchers may agree otherwise for any
19 scheduling period.
20
21 6.2.5 Over the term of this Contract, the minimum amount of
22 Additional Firm Energy which Western shall have the right to
23 purchase from Redding and Redding shall provide to Western shall
24 be defined as follows:
25
26
27
28
10
1 MEE = 0. 15 * (TE - PE)
2 where:
3 MEE = Western's minimum energy entitlement to Additional
4 Firm Energy under this Section.
5 TE = The total amount of energy which Redding is entitled
6 to purchase under the Redding/PacifiCorp Agreement throughout the
7 term of that agreement.
8 PE = The Primary Energy sold to Western under this
9 Contract.
10
11 6.2.5. 1 Western shall forfeit the remainder of its
12 right to purchase Additional Firm Energy (if any) upon
13 Western giving notice in accordance with Subsection 4.2 to
14 terminate this Contract prior to May 31, 2014, or if this
15 Contract terminates in accordance with Subsection 4.3.
16
17 6.2.5.2 Each year in accordance with Section 15, Redding
18 shall notify Western of the estimated amount of Additional
19 Firm Energy Redding plans to make available to Western
20 during the following year and the estimated remaining amount
21 of energy to which Western will be entitled under this
22 Paragraph 6.2.5.
23
24 6.2.6 Additional Firm Energy shall be scheduled in accordance
25 with Section 15.
26
27
28
11
1 7. REDUCTION OF PRIMARY ENERGY:
2 Under the Redding/PacifiCorp Agreement, up to 28 GWH of energy, which Redding
3 has a right to schedule for delivery between November 16 and March 15 of each
4 year, may be reduced for any reason by PacifiCorp upon two and one-half
5 (2-1/2) hours' advanced notice to Redding. When and if such reductions occur,
6 and provided such reductions would impact Western's receipt of Primary Energy,
7 Redding shall give Western at least two hours advance notice of such
8 reduction. If, within one (1) hour of Western' s receipt of such notice,
9 Western requests replacement of such reductions in Primary Energy by
10 notifying Redding' s dispatchers, Redding shall furnish Primary Energy using
11 Firm Power scheduled from Redding's system or other resources available to
12 Redding. Such Firm Power shall be scheduled as mutually agreed by the
13 Parties' dispatchers.
14
15 8. REDUCTION IN THE SCHEDULE OF WESTERN POWER:
16 Upon request from Western, Redding shall reduce its schedule of Western Power
17 under the Primary Contract as follows:
18
19 8.1 Western shall make a request to Redding's dispatchers sufficiently
20 in advance in accordance with procedures developed pursuant to
21 Subsection 15.4, and Redding shall modify its schedule of Western Power
22 to accommodate such a reduction. Such modifications by Redding shall
23 not be deemed to be schedule changes, and may be made notwithstanding
24 any limitations on schedule changes, under Subsection 4.3 of Exhibit F
25 of Amendment 3 to the Primary Contract.
26
2 7 8.2 With respect to Western's customers from whom Western may request
2 8 a curtailment of load or a reduction in the schedule of Power from
12
i
1 Western, Western may impose any hierarchy for requesting a curtailment
2 by Redding as provided in this Section 8 with respect to Western's
3 requests for curtailments from other Western customers.
4
5 8.3 Reduction of the schedule of Western Power by Redding shall be
6 limited to the lesser of either Redding' s schedule of Western Power or
7 the maximum rate of delivery of Primary Energy sold in accordance with
8 Section 6 as adjusted for losses to the delivery point(s) of Western
9 Power.
10
11 8.4 When Redding reduces its schedule of Western Power pursuant to a
12 request by Western in accordance with this Section 8, Western shall
13 correspondingly reduce its receipt of Primary Energy from Redding as
14 adjusted for losses to the delivery point(s) of Western Power, and
15 Redding shall utilize such Primary Energy.
16
17 8.5 When Redding reduces its schedule of Western Power pursuant to a
18 request by Western in accordance with this Section 8, billing between
19 Redding and Western for billing periods during which such reductions
20 occur will be as if the reduction had not occurred and the sale of
21 Primary Energy and Western Power were continued.
22
23 8.6 In accordance with Subsection 15.4, the Parties will develop
24 billing and operating procedures to implement the provisions of this
25 Section 8.
26
27
2 8
13
1 9. POWER SERVICES PROVIDED BY WESTERN:
2 Western's obligation to provide power services to Redding pursuant to this
3 Contract shall be limited to those set forth in this Section 9 and its
4 subsections.
5
6 9. 1 For the period beginning June 1, 1994, through August 31, 1994,
7 Western will exchange up to 35 MW of Excess Capacity and associated
8 energy with Redding. Redding may schedule energy associated with such
9 Excess Capacity from Western up to a 55 percent capacity factor. Excess
10 Capacity and the associated energy will be delivered by Western to
11 Redding at the point(s) of delivery specified in Subsection 14.2.
121
13 9. 1. 1 The value of the Excess Capacity exchange set forth in
14 Subsection 9. 1 shall be the amount of exchange capacity provided
15 to Redding each month in accordance with Subsection 9. 1 times the
16 sum of the applicable seasonal/monthly Excess Capacity rate which
17 Western has in effect for such time period and $4.56 per
18 kilowatt/month, the latter of which represents an amount equal to
19 one-half of the difference between the monthly capacity cost
20 component for Primary Energy sold to Western pursuant to
21 Section 12 and the then-applicable monthly CVP firm commercial
22 capacity rate. Western agrees that the rate for seasonal/monthly
23 Excess Capacity shall not exceed the then-applicable CVP
24 commercial firm power capacity rate in effect during such time
25 period. The value of this Excess Capacity exchange shall be
26 returned to Western as a billing credit at the end of the month in
27 which the exchange was made.
28
14
1 9.1.2 During the period of June 1, 1995, through December 31,
2 1995, Redding shall return to Western an equal amount of energy in
3 like time periods for the exchange energy delivered by Western in
4 accordance with Subsection 9. 1 . Redding may return the exchange
5 energy by providing Additional Firm Energy to Western in
6 accordance with Subsection 6.2 at no cost -to Western. Return of
7 the exchange energy shall be at the point(s) of delivery specified
8 in Subsection 14.3 and scheduled in accordance with Section 15.
9
10 9.2 Western shall make available to Redding, when requested by
11 Redding, Excess Capacity, Emergency Power, Loaded Spin, and/or Spinning
12 Reserve up to an amount which collectively corresponds to the maximum
13 rate of delivery for Primary Energy in accordance with Subsection 6.1,
14 Provided, That Western making available such services does not impair
15 Western's ability to satisfy (i ) Project Dependable Capacity as defined
16 in Contract No. 14-06-200-2948A between Western and PG&E; (ii ) Western's
17 own spinning reserve requirements; or (iii ) Western's long-term firm
18 commercial Power sales obligations or project-use loads. Except for the
19 amounts of Power which are prescribed by this Subsection 9.2, such sales
2 0 shall be subject to any general terms and conditions which universally
21 apply to Western's sales of such services.
22
23 9.2. 1 Excess Capacity, Emergency Power and/or Loaded Spin will
24 be delivered by Western to Redding at the point(s) of delivery
25 specified in Subsection 14.2.
26
27
28
15
1 9.2.2 Redding shall pay for Excess Capacity, Emergency Power,
2 Loaded Spin, and/or Spinning Reserve when received as provided in
3 Subsection 12.3.
4
5 9.2.3 If requested by Western at or before the time Redding
6 schedules Excess Capacity or the time of delivery of Emergency
7 Power or Loaded Spin, Redding will return any energy received from
8 Western' s delivery of Excess Capacity, Emergency Power, or Loaded
9 Spin in a manner consistent with Western's then-current policies
10 and practices for the exchange, return, and purchase of energy
11 associated with its sales of Excess Capacity, Emergency Power, or
12 Loaded Spin, respectively; and if so returned, Redding will be
13 relieved from the energy charges in the applicable Western rate
14 schedule. Return energy shall be delivered at the point(s) of
15 delivery specified in Subsection 14.3 and scheduled in accordance
16 with Section 15.
17
18 9.3 In addition to the services provided in Subsections 9. 1 and 9.2,
19 Western, from time-to-time, may have Excess Capacity, Emergency Power,
20 Loaded Spin, and/or Spinning Reserve on an "as available" basis. If
21 Excess Capacity, Emergency Power, Loaded Spin, or Spinning Reserve is
22 available, Western may offer, in accordance with its applicable
23 procedures, Excess Capacity, Emergency Power, Loaded Spin, and/or
24 Spinning Reserve to Redding; Provided, That Western has no obligation to
25 offer such services after December 31, 2004. Such sales shall be
26 subject to any general terms and conditions which universally apply to
27 Western's sales of such services.
28
16
1 9.3.1 Such Excess Capacity, Emergency Power and/or Loaded Spin
2 will be delivered by Western to Redding at the point(s) of
3 delivery specified in Subsection 14.2.
4
5 9.3.2 Redding shall pay for Excess Capacity, Emergency Power,
6 Loaded Spin, and/or Spinning Reserve as provided in Subsection
7 12.3 and Section 13.
8
9 9.3.3 If agreed by the Parties, Redding will return any energy
10 received from Western' s delivery of Excess Capacity, Emergency
11 Power, or Loaded Spin in a manner consistent with Western's then-
12 current policies and practices for the exchange, return, and
13 purchase of energy associated with its sales of Excess Capacity,
14 Emergency Power, or Loaded Spin. Return energy shall be delivered
15 at the point(s) of delivery specified in Subsection 14.3 and
16 scheduled in accordance with Section 15.
17
18 10. TERMINATION OF LETTER OF AGREEMENT-3:
19 In consideration of the Excess Capacity, Emergency Power, Loaded Spin, and
2 0 Spinning Reserves and other agreements provided in this Contract, the Parties
21 agree that the outstanding obligations in Letter of Agreement-3 (LOA-3) have
22 been fully satisfied. Therefore, LOA-3 shall be terminated as of the
23 effective date of this Contract and neither Party shall have any further
24 obligations under said LOA-3.
25
26
27
28
17
i
1 11. USE OF REDDING CALIFORNIA-OREGON TRANSMISSION PROJECT TRANSMISSION:
2 Redding will provide up to 50 MW of firm transmission service from Redding
3 COTP Transmission to deliver Power or energy in accordance with this Contract
4 north-to-south as follows:
5
6 11 . 1 Western shall have the right to firm transmission service for Lay-
7 Off Energy from COB to the 230-kV bus at Tracy and/or Olinda
8 Substations. If transmission outages prevent Western from being able to
9 receive Lay-Off Energy at Tracy or Olinda Substations, then Western
10 shall be relieved of any minimum take obligations for Primary Energy, on
11 a pro rata basis with Redding's obligation to purchase Power under the
12 Redding/PacifiCorp Agreement.
13
14 11.2 Western shall have the right to firm transmission service and
15 Redding agrees to transmit Power using Redding COTP Transmission in a
16 north-to-south direction and as measured at COB, up to an amount equal
17 to 50 MW minus that amount of Redding COTP Transmission used or
18 scheduled to deliver (1) Primary Energy, (2) Additional Firm Energy, and
19 (3) Power from the Redding/PacifiCorp Agreement being used to meet
20 Redding's load.
21
22 11 .3 When Lay-Off Energy or any other Power or energy is being
23 delivered to Western in accordance with this Section 11, from COB to
24 Tracy or Olinda Substations, Western shall not incur any additional
25 costs for the firm transmission service for this portion of Redding COTP
26 Transmission. However, Western shall be responsible for all applicable
27 losses associated with this firm transmission service in accordance with
2 8 the various COTP agreements or rate schedules.
18
1 11.4 All firm transmission service rights delineated in this Contract
2 shall be subject to operating and curtailment conditions as provided in
3 the various COTP agreements or rate schedules.
4
5 12. RATES FOR SALES OF POWER AND LAY-OFF ENERGY:
6 12. 1 Western shall pay Redding for all Lay-Off Energy scheduled and
7 delivered to Western, subject to the reductions allowed under this
8 Contract in accordance with the prices set forth below:
9
10 12. 1 . 1 Primary Energy - Seventy-six percent (76%) of
11 Redding' s total fixed and variable costs each month set forth in
12 the Redding/PacifiCorp Agreement for Power scheduled at COB,
13 increased by the amount of any reduction for the discount which
14 Redding receives for PacifiCorp' s right to reduce energy
15 deliveries to Redding in the period of November 16 through
16 March 15 each year, divided by the total amount of energy
17 delivered pursuant to the Redding/PacifiCorp Agreement that month
18 (expressed in $/MWH) , plus 54.00/MWH.
19
20 12. 1 .2 Additional Firm Energy - The full amount of Redding's
21 variable costs each month to receive Power at COB under the
22 Redding/PacifiCorp Agreement, divided by the total amount of
23 energy delivered under the Redding/PacifiCorp Agreement that
24 month (expressed in $/MWH) , plus 59.00/MWH.
25
26 12.2 The rates defined in Paragraphs 12. 1. 1 and 12.1.2 shall be applied
27 to the respective amounts of such power received by Redding at COB which
28
19
1 were sold to Western and delivered at the point(s) of delivery specified
2 in Subsection 14. 1.
3
4 , 12.3 As compensation for Excess Capacity, Emergency Power, Loaded Spin,
5 or Spinning Reserve provided by Western, and consistent with
6 Paragraphs 9. 1 . 1, 9.2.2, and 9.3.2, Redding shall pay for Excess
7 Capacity, Emergency Power, Loaded Spin, or Spinning Reserve based on the
8 amounts delivered at the point(s) of delivery specified in
9 Subsection 14.2 multiplied by Western's applicable rates then in effect
10 , as specified in Exhibit A, or any applicable rate contained in schedules
111 promulgated by Western in the future in accordance with Article 11 of
12I the General Power Contract Provisions. Applicable rate schedules
13 promulgated by Western or as amended or superseded from time-to-time,
14 shall be attached to this Contract and made a part of the Contract.
15
16 13. BILLING AND PAYMENT:
17 13.1 Billing and payment by both Parties shall be made in accordance
18 with the General Power Contract Provisions, except as specifically
19 provided in this Section 13.
20
21 13. 1 . 1 Western recognizes that the prices for Primary Energy
22 and Additional Firm Energy as provided in Subsection 12.1 will be
23 based upon the costs, including certain transmission costs to
24 deliver the Power to COB, which Redding incurs to purchase Power
25 under the Redding/PacifiCorp Agreement. Redding's costs for
26 PacifiCorp Power are fixed by contract through May 31, 1995.
27 Thereafter, and through the remaining term of the
28 Redding/PacifiCorp Agreement, the costs will be estimated
20
1 annually. The estimated costs are adjusted to actual costs in
j 2 accordance with the Redding/PacifiCorp Agreement. Redding will
3 use such estimated costs for monthly billings with Western and
j 4 will revise these amounts, if necessary, within thirty (30) days
5 after PacifiCorp notifies Redding of the actual costs to Redding
6 under the Redding/PacifiCorp Agreement. The revised amounts shall
7 be subject to interest in accordance with Paragraph 13. 1.2.
8 However, in no event shall Western be obligated to pay or
9 reimburse Redding for any late payment or penalty costs incurred
10 by Redding under the Redding/PacifiCorp Agreement.
11
12 13. 1 .2 Additional payments or refunds resulting from revising
13 the amounts due for Primary Energy and Additional Firm Energy in
14 accordance with Paragraph 13. 1 . 1 shall be subject to interest at a
15 rate equal to: (1) the applicable interest rate specified in
16 Appendix F to the Redding/PacifiCorp Agreement applied to the
17 period during which the payment is due, or (2) the maximum rate
18 permitted by law if that maximum lawful rate is less. Interest on
19 any additional payments due from Western for Primary Energy or
20 Additional Firm Energy shall accrue from the payment due date of
21 the applicable bill until such bill is paid by Western, and
22 interest on a refund due from Redding shall accrue from the date
23 payment of the applicable bill was received by Redding until the
24 refund is paid by Redding.
25
26 13.2 If agreed by the Parties, Western may credit monthly amounts due
27 Redding for Lay-Off Energy sold to Western under this Contract against
28 the amounts due to Western under both or either this Contract and/or the
21
i
1 Primary Contract. In the event the amount due by Redding to Western is
2 less than the amount owed by Western to Redding, then Western shall pay
3 the difference to Redding.
4
5 13.3 At Western's option, Western may arrange to pay amounts it owes to
6 Redding by payment from one or more of Western's customers, provided
7 that such payment shall be made at the same time and in the same manner
8 as payment would have been made by Western and Western shall remain
9 primarily liable for all such payments to Redding, as well as any
10 associated late payment charges. Redding agrees to accept such payment
11 from Western's customers as provided in this Subsection.
12
13 14. POINTS OF DELIVERY:
14 14.1 Lay-Off Energy shall be scheduled at COB and furnished and
15 delivered by Redding to Western at Tracy or Olinda Substations, and/or
16 at any other point or combination of points as mutually agreed between
17 the Parties' dispatchers.
18
19 14.2 Excess Capacity, Emergency Power, Loaded Spin, and energy provided
20 under Paragraph 6.2.4 shall be furnished and delivered by Western,
21 usually as separate schedules, to Redding at the 115-kV bus at the
22 Keswick Substation and/or at the 115-kV bus at Airport Substation,
23 and/or at any other point or combination of points as mutually agreed
24 between the Parties' dispatchers. Such Power shall be delivered at the
25 nominal voltage of 115 kV at the Keswick and Airport Substations.
26
27
28
22
1 14.3 Return energy provided by Redding to Western shall be delivered
2 and scheduled at the points specified in Subsection 14.2 or at other
3 points as mutually agreed between the Parties' dispatchers.
4
5 15. SCHEDULING AND DELIVERY OF POWER:
6 15.1 All scheduling constraints for Primary Energy and Additional Firm
7 Energy applicable to this Contract will be the same as those specified
8 for Power deliveries in the Redding/PacifiCorp Agreement and shall
9 further be subject to the following conditions if more limiting:
10
11 15. 1. 1 Primary Energy shall be scheduled by Western within
12 the limits specified in Subsection 6. 1.
13
14 15.1.2 Additional Firm Energy shall be scheduled to Western
15 when determined to be excess to Redding's needs in accordance with
16 Subsections 6.2 and 15.2.
17
18 15.2 On or before May 1 of each year of this Contract, representatives
19 of Western and Redding will meet to determine a monthly schedule for the
20 upcoming June through May period setting forth the expected delivery of
21 Additional Firm Energy. Prior to the beginning of each month and as
22 necessary during the month, the Parties' dispatchers will discuss and
23 coordinate any updates or anticipated changes to the forecasted
24 deliveries of Power. At least five (5) days prior to the beginning of
25 each month, Redding will provide Western with a preliminary hourly
26 schedule for the next month for the expected delivery of Additional Firm
27 Energy. Each Friday, Redding will submit a pre-schedule of Additional
28 Firm Energy for each hour of the next week commencing on Sunday.
23
1 Redding shall schedule Additional Firm Energy in accordance with the
2 pre-schedule unless otherwise agreed between the Parties' dispatchers.
3
4 15.3 Any Power or energy received by Redding from Western under this
5 Contract will be received in accordance with Amendment 3 to the Primary
6 Contract or as mutually agreed by the Parties' dispatchers.
7
8 15.4 Deliveries of Power by the Parties shall also be in accordance
9 with other billing and operating procedures as may be agreed upon
10 between Redding and Western. The Parties shall develop, through the
11 operating committee established under Section 17 of Amendment 3 to the
12 Primary Contract, the initial billing and operating procedures on or
13 before January 31, 1994.
14
15 16. SEVERABILITY:
16 It is the intention of the Parties that the provisions of this Contract be
17 severable in the event that any of such provisions, or portions thereof, are
18 held to be illegal , invalid or unenforceable by a court of competent
19 jurisdiction. In any legal proceeding, the Parties shall act in good faith to
20 defend the enforceability of all provisions of this Contract.
21
22 17. GENERAL POWER CONTRACT PROVISIONS:
23 The General Power Contract Provisions, dated January 3, 1989, and attached
24 hereto, are hereby made a part of this Contract the same as if they had been
25 expressly set forth herein, Provided, That Provisions 5, 7, 8, 19 through 27
26 shall not be applicable hereunder. When Redding is selling Power to Western
27 hereunder, the terms "Western" and "Contracting Officer" shall mean Redding
28 .
24
i •
1 and "Contractor" shall mean Western under Provisions 2, 3, 4, 6, and 11
2 through 16 of the General Power Contract Provisions.
3
4 18. ATTACHMENT AND EXHIBIT MADE PART OF CONTRACT:
5 18.1 Attachment A: "Redding/PacifiCorp Agreement" shall be attached
6 hereto.
7
8 18.2 Inasmuch as the terms, conditions, and rates for Excess Capacity,
9 Emergency Power, Loaded Spin, and Spinning Reserve available under this
10 Contract may vary during the term of this Contract, they will be set
11 forth in Exhibit A which shall be made a part of this Contract, and
12 shall each be in effect and force in accordance with its terms until
13 respectively superseded by a subsequent Exhibit A or rate schedules(s)
14 promulgated by Western. When promulgated, such rate schedule(s) shall
15 be attached to this Contract and made part of this Contract. Western
16 shall update and provide the revised Exhibit A to Redding.
17
18 19. REFERENCES TO SECTION NUMBERS:
19 All section number references in this Contract are to section numbers of this
20 Contract, unless specifically stated otherwise.
21
22
23
24
25
26
27
28
25
1 IN WITNESS WHEREOF, the Parties have caused this Contract to be executed
2 the day and year first above written.
3
4 WESTERN AREA POWER ADMINISTRATION
5
6 By:
7 Title:
8 Address:
9
10
11 CITY OF REDDING
12
13 (Seal ) By:
14 Attest: Title:
15 By: Address:
16 Title:
17 FORM APPROVE®
18
19 CITY LEGAL DEOT.
� —
20
21
22
23
24
25
26
27
28
26
Contract No. 93-SAO-30008
RESOLUTION NO.
BE IT RESOLVED BY THE CITY COUNCIL OF
THE CITY OF REDDING:
The is authorized, on behalf of the
City of Redding, to execute this Contract with the Western Area Power
Administration titled Contract No. 93-SAO-30008.
Adopted:
Exhibit A
City of Redding
Contract No. 93-SAO-30008
EXHIBIT A
(Rates for Power and Spinning Reserve)
1 . This Exhibit A to be effective under and-as a part of Contract
No. 93-SAO-30008, (hereinafter called the Contract) shall become effective
upon execution of the Contract, and shall remain in effect until superseded by
another Exhibit A, or upon termination of the Contract.
2. EgGess Capacity: The rates for Excess Capacity provided by Western to
Redding under Section 9 of the Contract will be as agreed to by Western and
ReddiinQ in accordance with Western's general rates which apply universally to
the sale of Excess Capacity by Western at the time of the sale.
3. Emergency Power: Emergency Power service is available to Redding based
on the following three-tier rate structure. Except as otherwise provided for
under Subsection 9.2 of the Contract, the service will be offered as an as-
availiable service for no longer than six consecutive hours per emergency
(ever(t) . As compensation to Western for providing Emergency Power service,
Reddimg shall pay a charge based on the following formulas:
3.1 1 - 3 Events per calendar Year
(CVP commercial firm power service monthly demand charge/30.4)(Maximum
hourly scheduled emergency power per emergency event) (1.15)
3.2 4 - 6 Events per calendar Year
(CVP commercial firm power service monthly demand charge/30.4) (Maximum
hourly scheduled emergency power per emergency event) (1.15)(2.0)
3.3 7 or greater Events oar calendar Year
(CVP commercial firm power service monthly demand charge/30.4) (Maximum
hourly scheduled emergency power per emergency event) (1.15) (4.0)
All associated energy scheduled with the Emergency Power shall be either
exchanged or sold, as mutually agreed to by Western and Redding at time of
sale., If the associated energy is sold, the rate at which it is sold shall be
at the CVP commercial firm power base energy rate then in effect.
4. : Redding shall pay for Spinning Reserve based upon
the following formula:
Spinning Reserve Rate = [[(Average Power 0&M costs for CVP Units) plus (Cost
for Replacement Energy lost to spin CVP Units)]/[(Total CVP Generating
Capability)/(364.8 days/year)]]*1.15.
4.1 Based upon the above formula, the initial rate for the sale of
Spinning Reserve shall be 50.023/kW-day.
Exhibit A
City of Redding
Contract No. 93-SAO-30008
4.2 There shall be no additional charge for Spinning Reserve that is
loaded for ten (10) minutes or less.
5. Loaded Spin: Redding shall pay for Loaded Spin that is available for
longer than 10 minutes, but less than 6 hours, in accordance with Western's
general rates which apply universally to the sale of Excess Capacity sold as
Loaded Spin by Western at the time of the sale. A return of energy shall be
required for Loaded Spin provided longer than ten (10) minutes.
6. This Exhibit A may be modified by Western from time-to-time to reflect
changes in cost associated with the services being provided.
SEffec e January 3, 1989
WESTERN AREA POWER ADMINISTRATION
CORAL POWER CCNIRAC'T PROVISIONS
PAGE
I. APPLICABILMT.
J
I. Applicability . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2
II. DE1XVMZY OF SERVICE PROVISIC S.
7_. Character of Service . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. . . . . . . . 2
of Capacity or Energy in Excess of Contract Obligation . . .. 2
4. Continuity of Service . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2-3
5. Multiple Points of Delivery . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3
6. Metering . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3-4
7. Existence of Transmission Service Contract 4
8. Conditions of Transmission Service . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4-5
9. Multiple Points of Delivery Involving Direct and Transmitted
Deliveries . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5
10. Construction, Operation, and Maintenance of Contractor's
PowerSystem. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5
j
III. RATES, B=JM, AND PAVgW PROVISICINS.
11. Change of Rates . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6
12. Min_i.t= Seasonal or Annual Capacity Charge . . . . . . . . . . . . . . . . . . . . 6
13. Billing and Payment . . . . . . . . . . . . ... . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6-7
14. Nonpayment of Bills in Full When Due . . . . . . . . . . . . . . . . . . . . . . . . . . 7
15. Adjustments for Fractional Billing Period . . . 7
16. Adjustments for Curtailments to Fi= Service . . . . . . . . . . . . . . . . . . 7-8
IV. POWM SALES PROVISIOPS.
17. Resale of Finn Electric Service . . . . . . . . . . . . . . . . . ... . . . . . . . . . . . . 8
18. Contract Subject to Colorado River Compact. . . . . . . . . . . . . . . . . . . . 8
V. FACILITIES PROVISIChS.
19. Design Approval . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9
20. Inspection and Acceptance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9
21. As-Built Drawings . . . . . . . . . . . . . . . . . . . . . . ... . . . . . . . . . . . . . . . . . . . . . 9
22. Equipment Ownership Markers . . . . . . . . . . . . . . . . . . . . . . . . . 9-10
23. Third-Party Use of Facilities . . . . . . . . . . . . 10
24. Changes to Western Control Facilities 10
25. Modification of Western Facilities 10
26. Transmission Rights. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11
* 27. Construction and Safety Procedures . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11-12
VI. CIEHM PROVISIONS.
* 28. Authorized Representatives of the Parties. . . . . . . . . 12
29. Effect of Section Headings. . . . . . . . . . . . . . ... . . ... . . . . . . . . . . . . . . . . 12
30. Operating Guidelines and Procedures. . . . . . . . . . . . . . . . . . . . . . . . . . . 12
31. Uncontrollable Forces . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12-13
32. Liability . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13
* 33. Environmental Compliance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13
34. Cooperation of Contracting Parties . . . ... . . . . . . . . . . . . . . . . . . . . . . . 13
35. Transfer of Interest in Contract by Contractor . . . . . . . . . . . . . . . . 14
36. Waivers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14
37. Notices . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14
i 38. Contingent Upon Appropriations . . . . . . . . . . ... . . . . . . . . . . . . . . . . . . . . 14
39. Officials Not to Benefit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14
�. 40. Covenant Against Contingent Fees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 15
* 41. Contract Work Hours and Safety Standards . . . . . . . .. . . . . . . . . . . . ... 15
* 42. Equal Opportunity Employment Practices 15
43. Use of Convict Labor 15
* Revised January 3, 1989.
Effective JanuaLy 3, 1989
WES'T'ERN AREA POWER ADMINISTRATION
GENERAL POWER CCUIRACT PROVI.SICi+S
I. AFPLICABII=.
1. Applicability.
1.1. These General Power Contract Provisions shall be a part of
the contract to which they are attached. These provisions set forth general
conditions applicable to the contract. Specific terms set forth in the
contract have precedence over any provision herein.
1.2. . If the Contractor has member utilities which are either
directly or indirectly receiving benefits from the contract, then the
Contractor shall require such members to comply with the General Power
Contract Provisions, Articles 10, 17, 18, 33, 34, 41, 42, and 43..
I
I�
Z I. DELIVERY OF SERVICE PFKNISIONS.
2. Character of Service.
Electric energy supplied or transmitted under the contract will
be three-phase, alternating current, at a ncminal frequency of sixty (60)
hertz (cycles per second) .
j 3. Use of Caoacity or Energy in Excess of Contract Obligation
i
The Contractor is not entitled to use Federal power, energy, or
capacity in amounts greater than the western contract delivery obligation in
effect for each type of service provided for in the contract except with the
approval of the Contracting Officer. . Unauthorized overruns of contract
delivery obligations shall be subject to charges specified in the contract
or the applicable rate schedules. Overruns shall not establish any
continuing right thereto and the Contractor shall cease any overruns when
requested by the Contracting Officer, or in the case of authorized overrun,
when the approval expires, whichever occurs first. Nothing in the contract
shall obligate Western to increase any delivery obligation. If additional
power,energy, or capacity is not available fiat Western, the responsibility
for securing additional power, energy, or capacity shall rest wholly with
i
the Contractor.
-4. Continuity of Service.
I "
Electric service will be supplied or transnitted continuously
except for: (1) fluctuations, interruptions, or reductions due to
uncontrollable forces, as defined in Article 31 herein, (2) . fluctuations,
interruptions, or reductions due to operation of devices installed for power
system protection; and (3) temporary fluctuations, interruptions, or
reductions, which, in the opinion of the party supplying the service, are
2
I
necessary or desirable for the purposes of -maintenance, repairs,
replacements,. installation of equipment, or investigation and inspection.
The party supplying service, except in case of emergency, will give the
.party to wham service is being provided reasonable advance notice of such
temporary interruptions or reductions and will remove the cause thereof with
diligence.
5. Multiple Points of Delivery.
When electric service is supplied at or transmitted to two or
more points of delivery under the same rate schedule, said rate schedule
shall apply separately to the service supplied at or transmitted to each
point of delivery; Provided, That where the meter readings are considered
separately, and during abnormal conditions, the Contractor's system is
interconnected between points of delivery such that duplication of metered
power is possible, the meter readings at each-affected point of delivery
will be adjusted to carpensate for duplication of power demand recorded by
meters at alternate points of delivery due. to abnormal conditions which are
beyond the Contractor's control or temporary conditions caused by scheduled
outages.
6. Metering. it
I
6.1. The total electric power and energy supplied or transmitted
under the contract will be measured by metering equipment to be furnished .
and maintained by Western or by the Contractor acting as the designated
representative of western.' The Contractor shall ensure that metering
equipment furnished and maintained by the Contractor or another power
supplier, as provided in the contract, meets the metering standards of
Western if such metering equipment will be used for billing or other
accounting purposes by Western.
6.2. Meters shall be sealed and the seals shall be broken only
upon occasions when the meters are to be inspected, tested, or adjusted, and
representatives of the interested parties shall be afforded reasonable
opportunity to be present upon such occasions. Metering equipment shall be
inspected and tested at least once each year by the party responsible for
meter maintenance and at. any reasonable time upon request by either party
hereto, a supplemental power supplier, transmission agent, or control area
operator. Any metering equipment found to be damaged, defective, or
inaccurate shall be repaired and readjusted or replaced by the party
responsible for meter maintenance. Meters found with broken seals shall be
tested for tampering and, if appropriate, meter readings shall be -�:djusted
by western pursuant to Article 6.3 below.
6.3. Except as otherwise provided in Article 6.4 hereof, ;hrould
any meter that .is needed by western for billing or other accounting F poses
fail to register accurately, the electric power and energy suppi -r or
transmitted during such period of failure to register accurately, sha... , for
billing purposes, be estimated by the Contracting Officer frau the best
available information.
3
��I
i
6.4. If acceptable inspections and tests. of a meter needed by
Western for billing or other accounting purposes disclose an error exceeding
two percent (2%), then correction based upon the inaccuracy found shall be
made of the records of services furnished during the period that such
inaccuracy has existed as determined by the Contracting Officer; Provided,.
That if such period of inaccuracy cannot be determined, correction shall be
made for the period beginning with the monthly billing period immediately
i preceding the billing period during whic.i the test was made.
6.5. Any correction in billing resulting from correction in
meter records shall normally, be made in the next monthly bill rendered by
western to the Contractor. Payment of such bill shall constitute full
adjustment of any claim between the parties hereto arising out of inaccuracy
of metering equipment.
7. Existence of Transmission Service Contract
i
If the contract provides for western to furnish services using
the facilities of a third party, the obligation of western shall be subject
to and contingent upon the existence of a transmission service contract
granting western rights to use such facilities. If Western acquires or
const.ructs. facilities which would enable it to furnish direct service to the
Contractor, western, at its option, may ' furnish service over its own
facilities.
8. Conditions of Transmission Service.
8.1. when the electric service under the contract is furnished
by Western over the facilities of others. by virtue of a transmission service
arrangement, the power and energy will be furnished at the voltage available
and under the conditions which exist fran time to time on the transmission
system over which the service is supplied-
* 8.2. Unless otherwise provided in the contract or attached rate
schedule, the Contractor shall maintain a power factor at each point of
delivery from western's transmission agent as required by the transmission
agent.
8.3. Western will endeavor to inform the Contractor from time to
j time of any changes contemplated on the system over which the service is
supplied, but the costs of any changes made necessary in the Contractor s
system because of changes or conditions on the system over which the service
is supplied shall not be a charge against or a liability of Western.
8.4. If the Contractor, because of changes or conditions on the
system over which service under the contract is supplied, is required to
make changes on its system at its own expense in order to continue receiving .
service under the contract, then the Contractor may terminate service under,
the contract upon not less than sixty (60) days' written notice given to the
Cofttracting Officer prior to making such changes, but not thereafter.
i
1
* Revised January 3, 1989.
4
1
i ,
8.5. If Western notifies the Contractor that electric service
provided for under the contract cannot be delivered to the Contractor
because of an insufficiency of capacity available to Western in the
facilities of others over which service under the contract is supplied, then
the Contractor may terminate service under the contract upon not less �d-han
sixty (60) days' written notice given to the Contracting Officer prier: to
the date on which said capacity ceases to be available to Western, bul.. not
thereafter.
9. Multiple Points of Delivery Inwlvin�Direct and In iirect
Deliveries.
when Western has provided line and substation capacity under the
contract for the purpose of .delivering electric service directly to the
Contractor at specified direct points of delivery and also has agreed to
absorb transmission service allowance or discounts for deliveries of energy
over other system(s) to indirect points of delivery and the Contractor
shifts any of its loads served under the contract from direct delivery to
indirect delivery, western. will not absorb the transmission service costs on
such shifted load until the unused capacity, as determined solely by the
Contracting Officer, available at the direct delivery points affected is
fully utilized.
10. Construction Operation and Maintenance of Contractor's
Prower System.
The Contractor shall and, .if applicable, shall require each of
its menbers or transmission agents to construct, operate, and maintain its
power system in. a mariner which, as determined by the Contracting Officer,
will not interfere with the operation of. the system of Western or its
transmission agents over which electric services are furnished to the
Contractor under the contract, and in a manner which will coordinate with
the protective relaying and other protective j arrangmients of the system(s)
of western or Western's transmission agents. Western may reduce or
discontinue furnishing services to the Contractor i.f, after notice by the
Contracting Officer, the Contractor fails or refuses to make such changes as
.may be necessary to eliminate an unsatisfactory condition on the
Contractor's power system which is determined by the Contracting Officer to
interfere significantly under current or probable conditions with any
service supplied from the power system of Western or from the power system.
of a transmission agent of Western. Such a iec ction or discontinuance of
service will not relieve the Contractor of liability for any minimum charges
provided for in the contract during the time said services are reduced or
discontinued. Nothing in this article shall be con:stnied to rendes Western
liable in any mariner for any claims, demands, costs, losses, causes of
action, damages, or liability of any kind 'or nature arising out of or
resulting fran the construction, operation, ac maintenance of the
Contractor's power system.
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I. RATES, BALL, AND PAYMM PFKNISIC S.
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11. age of Rates.
Rates applicable under the contract shall be subject to change by
Western in ' accordance with appropriate rate adjustment procedures. If at
any time the United States prcuulgates a rate changing a rate then in effect
under the contract, it will promptly notify the Contractor thereof. Rates
shall became effective as to the contract as of the effective date of such
rate. The contractor, by written notice to the Contracting Officer within
ninety (90) days after the effective date of a rate change, may elect to
terminate the service billed by western under the new rate. Said
{ termination shall be effective on the last day of the billing period
requested by the Contractor not later than two (2) years after the effective
date of the new rate. Service provided by Western shall be paid for at the
' new rate regardless of whether the Contractor eaoercises the option to
terminate service.
12. Minimum Seasonal or Annual CapacityCiarge
When the rate in effect under the contract provides for a mini.mum
seasonal or annual capacity charge, a statement of the minimum capacity
charge due, if any, shall be included in the bill rendered for service for
the .last billing period of the service season or contract year as
appropriate, adjusted for increases .or decreases in the contract rate of
delivery and for the number of billing periods during the year or season in
which service is not provided. where multiple points of delivery are
involved and the contract rate of delivery is stated to be a mm>aximmun
aggregate rate of delivery for all points, in determining the minimum
seasonal or annual capacity charge due, if any, the monthly capacity charges
at the individual points of delivery shall be. added together.
13. Billing and Payment.
13.1. Western will issue bills to the Contractor for service
furnished during the preceding month within ten (10) days after the end of
the billing period.
13.2. If Western is unable to issue a timely monthly bill, it
may elect to render an estimated bill for that month to be followed by the
j final bill. Such estimated bill shall be subject to the same payment
provisions as a final bill.
13.3. Payments are due and payable by the Contractor before the
close of business on the twentieth (20th) calendar day after, the date of
issuance of each bill or the next business day thereafter if said day is a
Saturday, Sunday, or Federal holiday. Bills shall be considered paid when
i payment is received by Western; Provided, That payments received by mail
will be accepted as timely and without assessment of the charge provided for
in Article 14 if a United States Post Office first class mail postmark
indicates the payment was mailed at least three (3) calendar days before the
due date.
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13.4. Whenever the parties agree, payments due Western by the
Contractor may be offset against payments due the Contractor by Western for
the sale or exchange of electric power and energy, use of tram—mission
facilities, operation and maintenance of electric facilities, anri. other
services. For services included in net billing procedures, payments due one
party in any month shall be offset against payments due the other nartv in
such month, and the resulting net balance shall be paid to the -�:trty in
whose favor such balance exists. The parties shall exchange such .reports
and information that either party requires for billing purposes. Net
billing shall not be used for any amounts due which are in dispute.
14. Nonpayment of Bills in Full When Due.
14.1. Bills not paid in full by the Contractor by the due date
specified in Article 13 hereof shall bear an initial charge of two percent
(2%) of the amount unpaid. Each day thereafter, a charge of five hundredths
percent (0.05$) of the principal sum unpaid shall be added until the amount II
due, including the two percent (2%) initial charge, . is paid in full.
Payments received will first' be applied to the charges for late payment
assessed on the principal and then to payment of the principal.
14.2. western shall have the right, upon not less than fifteen
( 15) days advance written notice, to discontinue furnishing the services I,
specified in the contract for nonpayment of bills in full when due, and to
refuse to resume such services so long as any part of the amount due remains
unpaid. Such a discontinuance of service will not relieve the Contractor of
liability for minimum charges during the time service is so discontinued.
The rights reserved to Western herein shall be in addition to all other
remedies available to western either by law or in equity, for the breach` of
any of the terms hereof.
15. Adjustments for Fractional Billing Period.
For a fractional part of a billing period at the beginning or end
of electric service, at the beginning or end of irrigation pumping service
each year, a fractional billing period under a new rate schedule, and for
fractional periods due to withdrawals of electric services, the demand. or
capacity charge and minimum charges shall each be proportionately adjusted
in the ratio that the number of hours that electric service is. available to
the Contractor in such fractional billing period bears to the total number
of hours in the billing period involved.
16. AA iustm ants for Curtailments to Firm Service.
16.1. Billing adjustments will be made if firm elec=ic service
is interrupted or reduced because of conditions on the power syst.--mm of the
United States for periods of 1 hour or longer in duration each. Billing
adjustments will not be made when such curtailment of electric service is
due to a request by the Contractor or a discontinuance of electric service
by Western pursuant to Article 14 (Nonpayment of Bills *In Full Due) .
For purposes of billing adjustments under this article, the temp power
system of the United States shall include transmission facilities used under
contract but not owned by the United States.
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16.2. The total member of hours of curtailed firm electric
service in any billing period shall be determined by adding: (1) the sin of
the number of hours of interrupted electric service to (2) the product, for
each reduction, of: the number of hours of reduced electric service and the
Percentage by which electric service was reduced below the delivery
obligation of Western at the time of each said reduction of electric
service. 'rhe demand or capacity charge and applicable minium charges- shall
each be proportionately adjusted in the ratio thatthe total number of hours
of electric service determined to have been curtailed bears to the total
number of hours in the billing period involved.
16.3. The Contractor shall make written claim within thirty (30)
days after receiving the monthly bill, for adjustment on account of any
curtailment of fi.rn electric service, for periods of 1 hour or longer- in
duration each, alleged to have occurred .that is riot reflected in said bill.
Failure to make such written claim, within said thirty-day (30-day) period,
shall constitute a waiver of said claim. All curtailments of electric
service, which are due to conditions on the power system of the United
States, shall be subject to the provisions of this, section; Provi , That
withdrawal of power and energy under the contract shall not be considered a
curtailment of electric service.
IV. POWER SALES P%NISICM.
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17. Resale of Finn Electric Service (Wholesale Sales for Resale) .
The .Contractor shall not sell any fine electric power or energy
supplied under the contract to any electric utility customer of the
Contractor for resale by. that utility customer; Provided, That the
Contractor may sell the electric power and energy supplied under the
contract to its m mbers on condition that said members not sell any of said
power and energy to any customer of the member for resale by that customer.
j 18. Contract Subject to Colorado River Campact.
Where the energy sold under the contract is generated from waters
of the Colorado River system, the contract is made upon the express
condition and with the express covenant that all rights under the contract
shall be subject to and controlledby the Colorado River Compact approved by
Section 13(a) of the Boulder Canyon project Act of December 21, 1928, (45
Stat. 1057) and the parties to the contract shall observe and be subject to
and controlled by said Colorado River Compact in the construction,
management, and operation of the dams, reservoirs, and powerplants fran
which electrical energy is to be furnished by western to the Contractor
urxier the contract, and in the storage, . diversion, delivery, and use- of
water for the generation of electrical energy to be delivered by Western to
the Contractor under the contract.
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V. FAMLI IES PF40VISICtS.
19. Desian hMroval.
All facilities, construction, and installation by the Contractor
pursuant to the contract shall be subject to* the approval of
Facilities interconnections shall normally conform to Western's c:-.
"General Requirements for Interconnection, " in effect upon the sign;-4 of
the contract document providing for each interconnection, copies of :�•hich
are available from the Contracting Officer. At least ninety (90), ayys,
unless otherwise agreed, prior to the date the Contractor propc�_-,es (to
commence construction or to incur an obligation to purchase facilities to be
installed pursuant to the contract, whichever date is the. earlier, the
Contractor shall submit, for the approval of Western, detailed designs,
drawings, and specifications of the facilities the Contractor proposes to
purchase, construct, and install. The Contractor assumes all risks for
construction commenced or obligations to purchase facilities incurred prior
to receipt of approval from western. Western review and approval of designs
and construction work in no way implies that Western is certifying that the
designs meet the Contractor's needs.
20. Inspection and Acceptance.
western shall have the right to inspect the materials and work �I
furnished by the Contractor, its agents, enployees, and subcontractors
pursuant to the contract. Such inspections shall be at reasonable times- at
the worksite. Any materials or work that the Contracting Officer determines
is defective or not in accordance with designs, drawings, and
specifications, as approved by western, shall be replaced or modified, as
directed by Western, .at the sole expense of the Contractor before the new
facilities are energized.
21. As-Built Drawings.
Within a reasonable time, as determined by the Contracting
Officer, after the completion of constructiom and installation of facilities
pursuant to the contract, the .Contractor shall submit to Western marked
as-built prints of all Western drawings affected by changes made pursuant to
the contract and reproducible drawings the. Contractor has prepared showing
facilities of Western. The Contractor's drawings of Western facilities
shall use drawing title blocks, drawing numbers, and shall be prepared in
accordance with drafting standards all as approved by the Contracting
Officer. Western may prepare, revise, or complete said drawings and bill
the Contractor if the Contractor fails to provide such drawings t-) Western-
within a reasonable time as determined by the Contracting Officer.
22. FZzmwnt Ownership,K1rker_s.
22.1. The Contractor shall identify all movable equipmm a and,
to the extent agreed upon by the parties, all other salvageable fac: Lities
constructed or installed on United States right-of-way or in astern
substations pursuant to the contract which are owned by the Contractor, by
permanently affixing thereto suitable markers clearly identifying the
Contractor as the owner of said equipment and facilities.
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22.2. If requested by the Contractor, Western shall identify all
movable equipment and, to the extent agreed upon by the parties, all other
salvageable facilities constructed or installed on the Contractor's
right-of-way or in the Contractor's substations pursuant to the contract
which are. owned by the United States, by permanently affixing thereto_
suitable markers clearly identifying the United States as the owner of- said
equipment and facilities.
23. Third-Party Use of Facilities
The Contractor shall notify Western of any proposed system charxge
relating to the facilities governed by the contract or allowing third-party
use of the facilities governed by the contract. If Western notifies- the
Contractor that said system change will, as solely determined by the
Contracting Officer, adversely affect the pperation of Western's system-.the'
Contractor shall, at no cost to Western, provide a solution to said adverse
effect acceptable to western.
24. Clznoes to Western Control Facilities
If at any time during the term of the contract, the Contracting
Officer detennines that chanes or additions to control, relay, or
communications facilities are necessary to maintain the reliability or
control of Western's transmission ssion systermm, and said changes or additions are
entirely or partially required because of the .Contractor's equipment
installed under the contract, such changes or additions shall, after
consultation with the Contractor, be made by Western with all costs or a
proportionate share of all costs, as determined by the Contracting Officer,
to be paid by the Contractor. . The Contracting Officer shall notify the
Contractor in writing of the. necessary changes or additions and:. the
estimated costs to be paid by the Contractor. . If the Contractor fails to
pay its share of said estimated costs, the Contracting Officer shall. have
the right, after giving .sixty (60) days' written notice to the Contractor,
to terminate the applicable facility installation provisions of the contract
and require the removal of the Contractor's facilities.
25. Modification of Western Facilities.
Western reserves the right, at anytime, to modify its
facilities. Western shall keep the Contractor informed of all planned-.
modifications. to Western facilities which impact the facilities installation
pursuant to the contract. Western shall permit the Contractor to :change,or
modify its facilities, in a mariner satisfactory to and at no cost or e3gmmw
to Western, to retain the facilities interconnection pursuant to the
contract. At the Contractor's option, western shall cooperate with- the
Contractor in planning alternate arrangements for service which shall be
implemented at no cost or expense to western. The Contractor and Wester
shall modify the contract, as necessary, to conform to the new facilities
arrangements.
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26. Transmission Rights-. +
If the contract involves an installation which sectionalizes a.
Western t.rcb-smission line, the Contractor hereby agrees to provide a
transmission path to Western across such sectionalizing facilities at no
cost or expense to Western. Said transmission path shall be at least er-aal,
in terms of capacity and reliability, to the path in the WE. :ern
transmission line prior to the installation pursuant to the contract.
27. Construction and Safety procedures.
* 27.1. The Contractor hereby acknowledges that it is aware of the
hazards inherent in high-voltage electric lines and substations, and hereby
assumes full responsibility at all times for the adoption and use of
necessary safety measures required to prevent accidental harm to personnel
engaged in the construction, inspection, testing, operation, maintenance,
replacement, or removal activities of the Contractor pursuant to the
contract. The Contractor and the authorized employees, agents, and
subcontractors of the Contractor shall comply with all applicable safety
laws and building and construction codes, including the provisions of
Western's current "power Systems Safety Manual, " "Construction, Safety, and
Health Standards, " and „Power System Clearance Procedures" in effect upon
the signing of the contract; Exc t, That, in lieu of the safety program
required herein, the Contractor may provide sufficient information to
demonstrate that the Contractor's safety program is satisfactory to the
united States.
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27.2. The Contractor and its authorized employees, agents, and
subcontractors shall familiarize themselves with the location and character
of all the transmission facilities of Western and interconnections of others
relating to the work performed by the Contractor under the contract. Prior
to starting any construction, installation, or removal work, the Contractor-
shall submit a plan of procedure to Western which shall indicate the
sequence and method of performing the work in a safe manner. No work shall.
be performed by the Contractor, its employees, agents, or subcontractors
until written authorization to proceed is obtained from the Contracting
Officer.
27.3. At all times when the Contractor, its employees, agents,or
subcontractors are performing activities of any type pursuant to the
contract, such activities shall be under supervision of a qualified
employee, agent, or subcontractor of the Contractor who shall be authorized
to represent the Contractor in all matters pertaining to the activity being
performed. The Contractor and Western will keep each other informed of the
names of their designated representatives at the site. d
27.4. Upon completion of its work, the Contractor shall ramove
.from the vicinity of the right-of-way of the United States all builc.�LTM,
rubbish, used materials, concrete forms, and other like material belonging
to the Contractor or used under the Contractor's direction, and in the event
of failure to do so the same may be removed by Western at the expense of the
Contractor.
* Revised January 3, 1989.
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27.5. In the event the Contractor, its employees,, agents, or
subcontractors fail to comply with any provision of this article, or Article
20 (Inspection . and. Acceptance) herein, the Contracting Officer or an
authorized representative may issue an order to stop all or any part of the-
work until such time as the Contractor demonstrates camplianice with the
1 provision at issue. The Contractor, its employees" , agents, or
subcontractors shall. make no claim for capensation or damages resulting
from,such work stoppage.
VI.. OTHER PFKNMICM.
* '28 Authorized Representatives of the Parties.
Each party to the contract, .by written notice to the other, shall
designate the representative(s) who is, (are) authorized to act in its behalf
with respect to .those matters contained in the contract which are the
functions and responsibilities of the authorized representatives of the
I parties. Each party may change the designation of its authorized .
representative(,s) upon oral notice given to the other, confirmed prariptly by.
written notice.
29. Effect of Section Headings.
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Section headings or article titles appearing in the contract or
these General Power Contract Provisions are inserted for: convenience only
and shall not be construed as interpretations of text.
30. Qpgratinq Guidelines and Procedures.
The parties to the contract may agree upon and put into effect
fmn time to time, such other writtenguidelines and procedures as may be
required in order to establish the methods of operation of the power system
to be followed in the performance of the contract.
31. Uncontrollable Forces.
Neither party to the contract shall be considered to be- in
default in performance of any of its obligations under the contract, except
to make payment as specified in Article 13 (Billing and Payment) herein,
when a failure of performance shall be due to an uncontrollable force. The
teen "uncontrollable force" means any cause beyond the control of the party
{ affected, including but not 'restricted to, failure of or threat of failure
of facilities, flood, earthquake, storm, fire, lightning, epidemic, war,
riot,. civil disturbance or disobedience, lobos dispute, labor, or material
shortage, sabotage, restraint by cant order or public authority and action
or nonaction by, or failure to obtain the necessary authorizations-'or
approvals from, any govexrmental agency or authority, which by exercise-of
due diligence such party could not reasonably have been expected to avoid
and which by exercise of due diligence it shall be unable to overoane.
Nothing contained herein shall be construed to require a party to settle any
jRevised January 3, 1989.
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strike or labor dispute in which it may be involved. Eicher party rendered 1
unable to fulfill any of its obligations under the contract by reason of an I
uncontrollable force shall give prompt written notice of such fact to the
other party and shall exercise due diligence to remove such inability with
all reasonable dispatch.
32. Liability.
32.1 The Contractor hereby agrees to indemnify and hold har-dess
the United States, its employees, agents, or contractors, from any loss or
damage and fiat any liability on account of personal injury, death, or
property damage, or claims for personal injury, death, or property damage of
any nature whatsoever and by wrxmsoever made arising out of the
Contractor's, its employees' , agents' , or subcontractors' , construction,
operation, maintenance, or replacement activities under the contract.
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32.2 The United States is liable only for negligence on the part
of its officers and employees in accordance with the Federal Tbrt Claims
Act, as amended.
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* 33. Environmental Compliance.
Facilities installed under the contract by any party shall be
constructed, operated, maintained, replaced, and removed subject to
compliance with laws, executive orders, and regulations applicable to that
party, including the National Environmental Policy Act of 1969,. as amended,
36 CFR 800, and the Archeological Resources Protection Act of 1979.
34. Cooperation of Contracting Parties.
If, in the operation and maintenance of their respective power
systems or electrical equipment and the utilization thereof for the purposes
of the contract, it becomes necessary by reason of any emergency or
extraordinary condition for either party to request the other to furnish
personnel, materials, tools, and equipment for the accomplishment thereof,
the party so requested shall cooperate with the other and render such
assistance as the party so requested may determine to be available. The
party making. such request, upon receipt of properly itemized bills from the
other party, shall reimburse the party rendering such assistance for all
costs properly and reasonably incurred by it in such performance, including
administrative and general expenses, such costs to be dete mored on the
basis of current charges or rates used in its man operations by the party
rendering assistance. Issuance and payment of bills for services provided
by western shall be in accordance with Articles 13 (Billing and Payment) and
14 (Nonpayment of Bills in Full When Due) herein. Western shall pay bills
issued by the Contractor for services provided as soon as the necessary
vouchers can be prepared which shall normally be within twenty (20) days.
* Revised January 3, 1989.
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35. Transfer of Interest in Contract by Contractor.
No voluntary transfer of the contract or of the rights of the
Contractor under the contract shall be made without the wri.►.r.t-s) approval of
the Administrator of Western; Provided, That if the Contrcv-uor operates--- a
project financed in whole or in part by the Rural L lectrification
Administration, the Contractor may transfer or assign its in.---SEst in the
contract t-- the Rural Electrification Administration or any other department
or agency of the Federal Government without such written approval; p
further, That any successor to or assignee of the rights of the Contractor,
whether by voluntary transfer, judicial sale, foreclosure sale, or
otherwise, shall be subject to all the provisions and conditions of the
contract to the same extent as though such successor or assignee were the
original Contractor under the contract; and, Provided further, That_ the
execution of a mortgage or trust deed, or judicial or foreclosure sales made
i thereunder, shall not be deemed voluntary transfers within the meaning of
this article.
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36. waivers.
f Any waivers at any time by either party to the contract of its
rights with respect to a default or any other matter arising Linder or in
connection with the contract shall not be deemed a waiver with respect to
any subsequent default or matter.
37. Notices.
Any notice, demand, or request required .by the contract or the
provisions of these articles to be in writing shall be considered properly
given when delivered in person, or sent by either registered or certified
mail, postage prepaid, or prepaid telegram addressed to each party's
authorized representative at the principal offices of the party. The
designation of the person to be notified may be changed at any time by
similar notice.
38. Contingent Upon A==r;ations
Where activities provided for in the contract extend beyond the
current fiscal year, continued expenditures by the United States_: are
contingent upon Congress making the necessary appropriations required for
the continued performance of the United States obligations under the
contract. In case such appropriation is not made, the Contractor hereby
j releases the United States from its contractual obligations and from all
liability due to the failure of Congress to make such appropriation.
39. Q�ficials Not to Benefit
j No member of or delegate to Congress or Resident Cammi.ssioner
shall be admitted to any share or part of the contract or to any benefit
that may have arisen from the contract, but this restriction shall not be
construed to extend to the contract if,made with a corporation or company
for its general benefit.
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40. Covenant Against Contingent Fees.
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The Contractor warrants that no person or selling agency has been
employed or retained to solicit or secure the contract upon an agreement or
understanc ng for a commission, percentage, brokerage, or contingent fee,
excepting bona fide employees or bona fide established ccMMrcial or selling
agencies maintained by the Contractor for the purpose of securing business.
For breach or .violation of this warranty, western shall have the right to
annul the contract without liability or in its discretion to deduct fran the
contract price or consideration the full amount of such catmission,
percentage, brokerage, or contingent fee.
* 41. Contract work Hours and Safety Standards.
The contract, to the extent that it is of a character specified
in Section 103 of the Contract Work Hours and Safety Standards Act (Act) ,
40 U.S.C.A. {329 (1986) , is . subject to the provisions of the Act, 40
U.S.C.A. {{327-333 ( 1986) , and to regulations prc lgated by the Secretary
of Labor pursuant to the Act.
* 42. Equal Omortuni,ty loyment Practices f
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Section 202 of Executive Order No. 11246, 43 Fed. Reg. 46501
( 1978) , which provides, among other things, that the Contractor will not
discriminate against any employee or applicant for employment because of
race, color, religion, sex, or national origin, lis incorporated by reference j
in the contract.
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43. Use of Convict Labor. II
The Contractor agrees not to employ any person undergoing j
sentence of imprisonment in performing the contract except as provided by 18
U.S.C. 4082(c) (2) and Executive Order 11755, December 29, 1973.
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* Revised January 3, 1989.
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