ML17277B567

Informs That BPA Obligated to Pay Total Annual Costs of Plant Through Mechanism of Encl Net Billing Agreement as Stated in Encl 830701 Ltr to Doe.Compliance w/10CFR140.21 Satisfied

ML17277B567
Person / Time
Site:	Columbia
Issue date:	12/19/1984
From:	Sorensen G WASHINGTON PUBLIC POWER SUPPLY SYSTEM
To:	Schwencer A Office of Nuclear Reactor Regulation
References
GO2-84-651, NUDOCS 8412270078
Download: ML17277B567 (48)

Text

REGULATOR INFORMATION DISTRIBUTION 5 STEM (RIDS)

ACCESSION NBR:8412270078 . DOC+DATE: 84/12/19 NOTARIZED: NO DOCKET 0 FACIL:50-397 WPPSS Nuclear Projects Unit 2i Washington Public Powe 05000397 AUTH, NAME AUTHOR AFFILIATION SORENSEN<G>C, Washington Public Power Supply System RECIP ~ NAME RECIPIENT AFFILIATION SCHWENCERiA, Licensing Branch 2

SUBJECT:

Informs that BPA obligated to pay total annual costs of plant though mechanism of encl net billing agreement as stated in encl 830701 ltr to DOE ~ Compliance w/10CFR140 ~ 21 satisfied~

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Washington Public Power Supply System 3000 George Washington Way P.O. Box 966 Richland, Washington 99352-0966 (509)372-5000 Docket No. 50-397 December 19, 1984 G02-84-651 Director of Nuclear Reactor Regulation Attn: Mr. A. Schwencer, Chief Licensing Branch No. 2 Division of Licensing U.S. Nuclear Regulatory Commission l<ashington, D.C. 20555

Subject:

SUPPLY SYSTEM NUCLEAR PLANT NO. 2 OPERATING LICENSE NPF-21 GUARANTEE OF PAYMENT OF DEFERRED PREMIUM

Reference:

. Letter, G.C. Sorensen'o I. Dinitz, same subject, dated 7/12/84 This transmittal is in compliance with 10 CFR 140.21 which requires annual filing of a guarantee of payment of deferred premiums in the amount, of $ 10 million for each licensed reactor.

The Supply System gets revenue on Plant No. 2 by selling the capability of the Project. The Bonneville Power Administration, an agency of the Department of Energy, has purchased the entire capability of Plant No. 2 from certain of its statutory preference customers who, in turn, purchased such capability from the Supply System, all under the Net Billing Agreements. Bonneville is obligated to pay the total annual costs of Plant No. 2 to the Supply System.

Attached (Exhibit 1) is the opinion of the BPA's General Counsel in which they state, "it is our opinion that Bonneville is obligated to pay costs of ownership, operation, and maintenance, including costs of insurance, and specifically, that insurance obligation provided

" As through the Price Anderson Act. previously stated (reference letter), the mechanism of this payment is through Net Billing and a copy of the Net Billing Agreement is included as Exhibit 2.

There is no change in the status of the pending decision on the appeal filed in the City of Springfield vs. 1<PPSS et al case cited in Bonneville's letter.

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Mr. A. Schwencer Page Two The opinion of Bonneville regarding their obligation to pay should satisfy the requirements of 10 CFR 140.21. If you require additional documentation, please contact Rich Bresnahan at (509) 372-5131.

Very truly yours, G. C. Sorensen, Manager Regulatory Programs ACM/GCS/kd Attachments: (2) As stated CC: R. Auluck, NRC W.S. Chin, BPA I. Dinitz, NRC J.B. Martin, NRC N.S. Reynolds, Bishop, Liberman, Cook, Purcell & Reynolds A. Toth, NRC (901A)

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Deparrni.ntnf Crrergy OFFICE OF GENEAAi COV<<iSEi Bonneville Pc.<<nr 6 i~ii<olc<rw>inri PO. Br~.. li'."-1 Portlan:l, rnri'u "7:?UB 4~+>>&el>> Al>>l>> ~ 'ly 3., 308~

llr. )Oseph 0. CeLuca llariager - "orpor ate Insurance Hashi.;rgton Public Power Supply System P.Q. Pox 968 Richl hand, HA 99 i'52 Cear t<i .

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tho. request cf the Supply Systerrr w have revier"ed BPA's obligaticns under cer "aiii agreements with the Supply System as such obligations relate to retro: oective premiums under tiie Price Anderson Act (Pub. L.94-197). BPA is blig.'.ed to pay, retrospective premiums to the Supply System pursuant to,the ter ms of the flet-Bilking Agreements associated with HNP No. 2.

r tlie.,section entitled'",l',!yment by the Admin'strator" (either section 7 or" Ui~rl 8 cf ."uch agr em r t ) BPA is obli'gated t.,pay all project annual cos<>d maintenance of the project. If an extraordinary item not budgeteri oc"iir s during the year, the Supply System is obligated to adop<<ari amerided hudgo.t which then i.ncreases BPA's payment obligation tc the Supplv System for tlie remainder of the year. Therefore, it is our opinion that Borineville is obligated to pay costs of ownership, operation, and Fiafntenancc, includirig costs of insurance, and, sp cifically, that insurance ob}.i -ation provide!l through t'e Prie Anderson Act. If the po}.icy which American lhi>>3eai. Ins>>~er s (A.N.I.) issues to the Supply 'Sy..tern r equires retrospective prer iu<<is, tliese premiums would be operating costs just as the ordi>>>> y p; miums req>>ir ed iiiider the Price Anderson Act are.

In City ot Sorinzfield r. MPPSS, et al., No. 82-1387 (D. Or. 1982), the U.S.

Ci tric'c>>rt of Or.zcn i ecently confirmed that the Net-Billing Agr.ements oi va'l.i~3. As information I enclcs the court's opinion, together "i.th a set of doc>>men<<a entitled <<The Statutory Authority for BPA Acquisition cf the CapAbility of <<he Ne<<-Billed 'hermann. Projects."

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5 If ue can furnish further information related to our obligation under the Net-Billing Agreements, please let us knov.

Sincerely, Harvard P. Spigal Acting General Counsel Enclosures

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~ t I) ~ 0 Contract No. 14-03-19206 n

10-5-70 VASHINGTON PUBLIC POVER SUPPLY SYSTEM NUCLEAR PROJECT NO. 2 AGREEMENT executed by the UNITED STATES OF AMERICA DEPARTMENT OF THE INTERIOR acting by and through the BONNEVILLE POVER ADMINISTRATOR VASHINGTON PUBLIC POWER SUPPLY SYSTEM SURPRISE VALLEY ELECTRIFICATION CORPORATION:

1 (Net Billing Agreement),.

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Index"to Sections Section ~Pa e

1. Definition and Explanation of Terms.................

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.3. Term of Agreement..................................

4. Financing, Design, Construction, Operation and Maintenance of the Pro j ect.....................

5. Sale, Purchase, and Assignment of t

P artxcxpant tT s Share................................ 10

6. Payment by the Participant.;.......................

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7. Payment by the Administrator................... ~ ~ ~ ~ ~ 12 8 Schedule ng ~ o ~ ~ ~ ~ o ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ o ~ ~ ~ ~ ~ ~ o ~ ~ ~ ~ ~ ~ ~ o ~ ~ ~ ~ 0 4 ~ 16

9. Participant s Right to Use Project Capability......

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(Index to Sections Cont. )

OO P Section ~Pa e C-

10. Termination Settlements............ D ~ ~ ~ ~ ~ ~' ~ ~ ~ ~ ~ ~ i~ ~ 18 ll. Provisions Relating to Delivery............ --..... ~ 21

12. Obligations in the Event of Default................ 21

13. Sources of Participant's Payments............. ~ - ~ ~ - 22

14. Modification and Uniformity of Agreement........... 23

15. Assignment of Agreement..............,.............. 23

16. Approval by Rural Electrification A dministrator...............;..........----... 24

17. Participants~ Review Board...................-...... 24

18. .Applicability of Other Instruments................. 27 Exhibit A (Table of Participants and s Share)........................

'articipant

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Exhibit B (Project Characteristics)....... ~ ~ ~ .~. ~ -.- ~ ~ ~ ~ 8 Exhibit C (Provisions Required by'tatute or Executive Order) ~...............

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~ .-~ ~ .' - ~ - ~ ~ ~ ~ ~ 8 W M M W This AGREEMENT~ executed Whj>

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if 1974, by the UNXTED STATES OF AMERICA (hereinafter called "the Government" ),

Department of the Interior, acting by and through the BONNEVILLE POWER ADMXNISTRATOR (hereinafter called "the Administrator")~~ and VASHINGTON PUBLXC POWER SUPPLY SYSTEM (hereinafter called "Supply System" ), a municipal corporation of the State of Washington, and SURPRISE VALLEY ELECTRIFICATION CORPORATION, a nonprofit corpora-tion organized and existing under the laws of the State of=

California (hereinafter called "the Participant" ),

WX TNES SETH:

WHEREAS Supply System proposes to design, finance, construct, J

operate and maintain the Project; and

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~ l WHEREAS 0the Participants have. proposed to purchase the Project Capability from Supply System for assignment to the Administrat'or hereunder; and WHEREAS Supply System and the Participant have each determined'hat the sale by'Supply System to the Participant of the Partic-ipant's Share and assignment thereof to the Administrator as herein provided. vill be beneficial to it by reducing the cost of and increasing the amounts of firm pover and energy which vill be avail-able to serve its members or customers in the future; and WHEREAS the Administrator has determined that the acquisition of .the Participant's Share as herein provided vill assist in attain-ing the objectives'f the Bonneville Proje'ct Act and other statutes~

vhich pertain to the disposition of electric power and energy from Government projects "in theacific Northwest by enabling the Govern-r

..ment rto, make optimum;use of, the Federal Columbia R'iver P'over System,

'and"that the integration of 'the capability of the Project with the-

..hydroelectric resources of the,'ederal Columbia River Pover System as, provided herein vill enable the Administrator to make available

-additional firm pover and energy to meet the needs of his customers; WHEREAS the Administrator will pool electric pover and energy acquired hereunder with other pover available to the Administrator from the Federal Columbia River Power System so that any costs or losses associated with acquiring such power and energy will be borne by the Administrator's ratepayers through rate adjustments if neces-sary and q

WHEREAS the Participant proposes to assign, and the Admin-istrator proposes to acquire the Participant's Share; and Recitals

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WHEREAS the Administrator and the Participant are partie's to agreements vhich require payments by the Participant to the Aden>>

castrator which may be used to offset payments by the Administrator to the Participant hereunder under a net billing pxocedure; and WHEREAS Supply System and the Administrator propose to enter into the Project Agreement (designated as Contract No. 14-03-19121) simultaneously mich this agreement which

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vill provide among other

'throngs for relationships betveen Supply System and the Administrator wa.th respect to Project construction, operation, maintenance and budgets; and WHEREAS the Administrator and Supply System propose to ente'r xnto agreements with the other Participants containing terms and conditions substantially identical to those herein t and WHEREAS the Supply System is organized under the laws of the State of Washington (Rev. Code of Washington Ch. 43 52 curn supp )

p ~ ~ p and xs authorized by lav to construct acquire re an d operate works, plants, and facilities for the generation and/ an /or transmission of electric p ower an and energy en and to enter xnto contracts with the Admin-z.strator and public and private organi"ations for the. disposition-and distribution of electric energy produced tthereby. ere y, and WHEREAS the Administrator is authorized pursuant to lav to dispose of electric pover and energy generated at various federal hydroelectric projects in the Pacific Northwest and to enter into related agreements; NOW TH EREFOREf RE the parties hereto mutually agree as follows:

l. Definition and Explanation of Terms.

(a) "Annual Budget" means the budget adopted by Supply System not less than 45 days prior to the beginning of each Contract Year Recitals, Sec. 1

which itemi=es the projected costs of the Project applicable to such Contract Year, or, in the'ase of an amended Annual Budget, appli-cable to the remainder of such Contract Year. The Annual Budget, as amended from time,to time, shall make provision for all of Supply v

System?s costs, including accruals and amortirations, resulting from the ovnership, operation (including cost of fuel), and main-tenance of the Project and repairs, renevals, replacements, and

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addxtzons to the Project, including but no t 1 zmxte to, the amounts

@hach Suyply System is required under the Project Bond Resolution

~ to pay in each Contract Year into the various funds provided for in the Project Bond Resolution for debt service and all other purposes; provided, however, that the Annual Budget for any portion of a Contract Year prior to the Date of Commercial Operation or

'eptember 1, 1977, whichever occurs first, shall include only such amounts as may be agreed upon by Supply System and the Ad istrator.

All taxes imposed and required by lav to be paid, and vhich are, due and yayable in a Contract Year, shall be included in the Annual Budget for that Contract Year as a Project Cost. To the extent Suyyly System is permitted by lav to ne t t for payments negotiate in lieu of taxes or other negotiated payments to state or local taxing entities, the Annual Budget shall also include the amounts of such negotiated payments provided howeve r, th at S upp 1 y System 7

shall not agree to such a negotiated payment if in any Contract Year the sum of such negotiated payments and taxes imposed by lav vould exceed the total amount of ad valorem taxes th a t S uyp 1 y S ystem wouldd have paid in that year to such taxing entities if the Project or portion thereof, vithin the boundaries of each such taxing entity, vere subject to 'ad valorem taxes and its valuation for tax purposes Sec. 1

were added to the valuation of the property subject to ad valorem taxes by such taxing entity, but vith its millage rate reduced so that the amount of ad valorem taxes raised would be unchanged.

(b) "Billing Statement" means the mitten statement prepared by Supply System that shows=the amount to be paid to Supply System by the Participant for the Participant's Share for a Contract Year or, in the case of an amended Billing Statement, for the remainder

'f such Contract Year. Such amount shall be determined as to the Participant by multiplying the amount of the Annual 'Budget or- the amended Annual Budget, as -the case may be, less any other funds vhich shall be specified in the Annual Budget as being payable from sources other than the payments to be made under the Net Billin x xng Agreements, by the Participant's Share. At the end of each Contract Year any amount over or. under billed during such year vill be reflected in the Billing Statement i'or the following Contract Year (c) . <<Contract Year" (1);; means the period commencing on the I

Date of Commercial Operation, or on January 1, 1977, whichever occurs first, and ending at 12 p.m. on the folloving June 30 and

"(2) thereafter means the 12-month period commencing at 12 p.m. on June 30, except that the last Contract Year shall end on the date of termination of this agreement.

(d) "Date of Commercial Operation" means the date fixed pursuant to section 1(d) of the Project Agreement.

(e) "Net Billing Agreements" means this and all other agree-ments for the Project similar to this agreement entered into by Supply System, each of the Participants and the Administrator

{designated as Contracts No. 14-03-19122 through 14-03-18216~

inclusive).

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(f) "Participant's Share" means the decimal fraction share of Project Capability purchased by the Participant hereunder specified in Exhibit A, plus, during any period in which a decimal fraction is assigned to the Participant pursuant to sections 7(f) or 12 hexeof or pursuant to section 7(b) in the other'Net Billing Agreements, the decimal fraction share or shares so assigned, and minus any reduc-tions under section l2 hereof or under an assignment by the Partic-ipant under section 7(b) hereof during any period in which such reductions or assignments are in effect.

(g) "Participants" means those entities which are specified I

in Exhibit A or which become assignees of all or part of the Share of Project Capability of any Participant pursuant to sections 7(b) or lS.

(h) "Project" means the nuclear generating plant and related r

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i property as described in Exhibit B. Said Exhibit B shall be revised 4

from time to time'by-mutual agreement of Supply System and the 4

Administrator, after consulta'tion with the Participant, but in any event shall conform to the description, of the Project in the Project f

Bond Resolution which authorizes the issuance of Project Bonds in an amount sufficient to pay the costs of .acquiring and construct-7 ing the Project.

(i) "Project Agreement" means the agreement for financing construction, ownership and operation of the Project, as the same may be amended, executed by Supply System and the Administrator (designated as Contract No. 14-03-19121).

(j) "Project Bonds" means any bond, bonds or other evidences of indebtedness issued in connection with the Project pursuant to the Project Bond Resolution (1) to finance or refinance Supply Sec. 1

gl System~s costs associated with planning, designing, financing, acquiring and constructing the Project pursuant to the Project Bon~

Resolution and (2) for any other purpose authorized thereby.

(k) "Project Bond Resolution" means the resolution or resolu-tz.ons adopted or supplemented by Supply System, as the same may be amended or supplemented, to authorize the Project Bonds.

(1) "Project Capability" means the actual electrical generat-xng capability, 1 ~

if any, of the Project at any particular time (including times when the Project is not operable or. operating or the operation thereof is suspended, interrupted, interfered with, reduced or. curtailed, in each case in whole or in par p t)), 1 ess Project station use and losses.

(m) "Project Consultant" means an individual or firm of.

national reputation having demonstrated expertise in the field of

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the matter or item referred to it, appointed among other things, for the resolution of a differe'nce regarding a matter or item referred by Supply System. A different Project Consultant may be appointed for each matter or item referred.

(n) "Prudent Utility Practice" at a particular time means any of the practices, methods, and acts engaged in or approved by a significant proportion of the electrical utility industry prior to such, time, or any of the practices, methods, and acts which, in the exercise of reasonable judgment in light of the facts known at the time the decision was made, could have been expected to accom-plish the desired result at the lowest reasonable cost consistent with reliability, safety and expedition. Prudent Utility Practice shall apply not only to functional parts of the Project but also to appropriate structures, landscaping, painting, signs, lighting, Sec. 1

and other f abilities and public relations programs reasonably designed to promote public enjoyment, understanding and acceptance of the Project and to other activities relating to the statutory responsibilities and duties of Supply System. Prudent Utility Practice is not intended to be limited to the optimum practice, method or act, to the exclusion of all others, but rather to be a spectrum of possible practices, methods or acts. In evaluating vhether any act or proposal conforms to Prudent Utility Practice, the parties and any Project Consultant shall take into account the objective to integrate the entire Project Capability vith the hydroelectric resources of the Federal Columbia River Pover System and to achieve optimum utilization of the resources of that system taken as a vhole, and to achieve efficient and economical operation of that system. Any practice, method or act vhich pursuant to the Project Agreement is determined to be Prudent, Utility Practice shall be deemed to be Prudent Utility Practice hereunder.=

2. Exhibits. Exhibits'A through C are by this reference incorporated herein and made a part of this agreement. Supply System and the Participant shall each be the "Contractor" as that term is used in Exhibit C.

3. Term of A reement. This agreement shall be effective upon execution and delivery and, except as provided in section 10(c) and mcept as to accrued obligations and liabilities, shall terminate on the date the Project Agreement terminates.

4. Financin Desi n Construction eration and Maintenance of the Pro ect. Supply System, in good faith and in accordance vith Prudent Utility Practice, shall use its best efforts to arrange for financing, design, construction, operation and maintenance of the Project.

Sec. 2, 3, 4

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e 5.. Sale Purchase and Assi nment of Partici 'ant's Sharc.

(a) Sale of Partici ant's Share. 'upply System hereby selE<P and the Participant hereby purchases, the Participant's Share. Th' purchase price to be paid for each Contract Year by the Participant to Supply System for the Participant's Share shall be the amount specified in the Billing Statement. The Participant shall make the payments to be made to Supply System under sections 5, 6 and 10, whether or not the Project is completed, operable or operating and notwithstanding the suspension, interruption, interference, reduc-tion or curtailment of the Project output, and such payments shall not be subject to any reduction whether.:by offset or otherwise, and shall not be conditioned upon the performance or nonperformance by Supply System or the Administrator or any other Participant under this or any other agreement or instrument.

(b) Assi nment of Participant's Share to the Administrator. [':,.-:

The Participant hereby assigns and the Administrator hereby accepts the assignment. of the Participant 's, Share. '. Xn consideration of such assignment, the Administrator shall provide to the Participant the payments, offsets, and credits specified in section 7 and section 10 in the manner provided therein, whether or not'he Project,'is com-pletcd, operable or operating and notwithstanding the suspension, interruption, interference, reduction or curtailment of the Project output. Such payments, offsets, or credits to be made by .the Admin-istrator under this agreement shall not be reduced by offset. or otherwise, except as specifically provided in section 7, and shall not be condit'ioned upon the performance or nonperformance by Supply

=System, the Participant or any Participant under this or any other agreement or instrument.,

10 Sec. 5

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6. Pa ent'b the Participant..

(a) Hot less than 45 days prior to each Contract Year,- or whenever the Annual Budget for such Contract Year, is amendedamen e Supply System shall prepare and deliver to the Participant and the Administratora.Billing Statement showing the amount to be paid by the Participant for such Contract Year.

Whenever during a Contract Year the Participant's Share changes from that used in preparing the Billing- Statement for that Contract Year an amended Billing Statement shall be prepared for the remainder of that Contract Year reflecting such change and shall be submitted to the Participant and the Administrator.

(b) The Participant shall pay to Supply Sy'tem each Contract "I

Year the amount specified in the Billing Statement submitted under

, subsection (a} above. Such;, payments shall be made as'pecified below.

The Participant shal3. pay to Supply System each month in a

,Contract Year the amount'y which the net billing credits and cash i

payments theret'ofore received'rom the Administrator, by the Partic-ipant for that Contract Year under section 7 exceed the sum of the Participant's previous payments co Supply System for.that, Contract Year until the amount of the Billing Statement has been paid, hcnever, that in any event the participant shall pay byy'rcvided, the end'of the last month in that Contract Year the- amount by which the amount in the Billing Statement exceeds the total.*of the monthl y amounts previously paid to Supply System by the Participant in such Contract Year.

Each such payment'hall be made on or before the thirtieth day after (1) the date on each of the Administrator's bills to the Sec. 6

Participant vhich reflects a credit to the Participant for such Contract Year pursuant to section 7{a} or {2} the dace that payment C's received from the Administrator pursuant to section 7(c). Amounts due and not paid by the Participant on or before the close of business of such thirtieth day shall bear an additional charge of two percent of the unpaid amount. The'reafter, a furthex'harge of one percent of the initial amount remaining unpaid shall be added on the first day of each succeeding calendar month until the amount due is paid in full. Remittances received by mail vill be accepted without assessment of the delayed payment charges referred to above provided the postmark indicates the payment vas mailed on or before the thirtieth day after the date of the bill. If the thirtieth day after the date of the bill is a Sunday or other nonbusiness day of the Participant, the next following business day shall b'e the last day on uhich payment may be mailed uithcut addition of the delayed payment charge.

(c) In the event that Supply. System bears any cost under section 10(e) of the Project Agreement the Participant vill pay to Supply System an amount equal to the amount of such cost multiplied by the Participant's Share, in addition to the payments specified in section 6(b) hereof. Payments under this section 6(c) shall be made vithin 30 days from the date of mailing of the statement stating the amount of the payments.

7. Pa ent b the Administrator.

(a) For each Contract Year, the Administrator shall pay to the Participant an amount equal to that set forth in the Billing Statement fox'hat Contract Year. The Administrator's payments shall be effected by means of credits against the Administrator's Sec. 7

monthly bill,s to the Participant unde he Participant's Bonneville Contracts, as follows:

(1) For Contract Years in which this is the only a~ree-ment re uirinz the Adm'inistrator to make avments to the Participant: In the month preceding each such Contract Year the Administrator shall allo@ a billing credit in the form of an offset to the Participant in the full amount of the Admin-istrator's billings in that month under the Participant's Bonneville Contracts. A billing credit computed in the same manner shall'e allowed in each of the succeeding months (except the last) in that Contract Year u'ntil the full amount owed by the Administrator for that Contract Year has been offset against the Administrator s billings to the Participant.

(2) For Contract Years in which there are tvo or more

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a reements reauirin the Administrator to make payments to

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the Partici ant: In the month prec ding each such'ontract

,Year and in each of the succeeding months (except,the last) in that Contract, Year the Participant's billing credits under I>>

this agreement shall be offset in, the manner specified in I<<>>

{1) above against the payments due from the Administrator under all agreements of the Participant requiring the-,Admin--

istrator to make payments to the Participant, in the proportion that the amount specified in the Billing Statement bears to the sum of the amounts to be paid by the Administratoz under all such agreements, for that Contract Year.

The total offsets allotted to the Participant hereunder for a Contract Year shall not exceed the sum of (1) the amount specified in the Billing Statement for that year and, (2} any amount paid by the

('-:>> Sec. 7

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Participant for a prior Contract Year which remains unpaid by the Administrator to the Participant under this agreement. C:-

"Participant's Bonneville Contracts" as used in this section means all contracts or agreements between the. Participant and the Administrator which require payments by the Participant to the Admin-castrator for sales and exchanges of power, operation and maintenance of facilities, use of transmission facilities, and emergency and standby'ower.

(b) If for any Contract Year, the Administrator detexmines that the dollar obli'gations due the Administrator from the Partic-ipant, rcferrcd to in subsection (a) above, are or are effected to be insufficient to offset the Administrator's dollar obligations to such Participant under subsection (a) above, and, in the opinion of the Administrator and the Participant, are expected to remain insufficient for a significant period, the Administrator shall use his,best efforts to arrange fox'ssignment of all or a portion of the Participant's Share and the associated benefits and obligations (subject to the prior assignment of the Participant's Share to the Administrator hereunder) to another customer or customers of the Administrator for all or a portion of the remaining term of this agreement to the extent required to eliminate the insufficiency and the Participant shall make the assignment so arranged. The other Participants shall have first right to accept such assignment pro rata among those exercising such right, before an assignment is made to a customer who is not one of the Participants. If the

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Administrator is unable to arrange for such assignment, the Partic-ipant shall make such assignment to the other Participants pro rata pursuant to the counterparts of subsection (f) of this section in the other Net Billing Agreements.

14 Sec. 7

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(c) If~ (1) assignments under subsection (b) cannot be made xn amounts sufficient to bring into balance the respective dollar obligations of the Administrator and (2) an accumulated balance iri favor of the Participant from a previous Contract Year is expected by the Administrator to be carried for an additional Contract Year t such balance and any sub>>"equent monthly net balances that cannot be net billed shall be paid in cash to the Participant by the Administrator, subject to the availability of appropriations for such purposes.

(d) The Administrator and the Participant shall not enter into any agreements providing for payments to the Participant which the Administrator estimates will cause the aggregate of his billings to the Participant to be less than 115 percent of the Administrator's net billing obligations to the Participant under all agreements providing for net billing.

(e) If all or a portion of the Participant's Share is assigned under this section 7, the Participant shall nevertheless remain liable to Supply System to pay the purchase price for the Partic-ipant~s Share in accordance with section 5(a) as if such assignment had not been made, and such liability'f the Participant shall be discharged only to the extent that the assignee of the portion of the Participant's Share so assigned shall pay to Supply System the purchase price for the portion of the Participant's Share so assigned in accordance with the provisions of this agreement. Supply System may commence such suits, actions or proceedings~ at law or in equity, including suits for specific performance, as may be necessary or appropriate to enforce the obligations of the Participant, with respect to such liability.

Sec. 7

L (f) If assignments pursuant to section 7(b) of the other Net Balling Agreements cannot be made in amounts sufficient to balance ~t';= Lp a dollar obligations of the Administrator and any other Participant

1. Cg.p QIl the Participant shall accept on a prod rata basis with other Partic-

>pants assignment of a portion of such other Participant~s Share, to the extent required to eliminate such insufficiency; provided, hovever, that the sum of such assignments to the Participant under this subsection shall not without the consent of the Participant

~ exceed an accumulated maximum of 25 percent of the Participant's Share specified in Exhibit A, nor shall any such assignment under this subsection cause the estimate of the payments to be made by the Participant to Supply System under this agreement to exceed the estimate of the Administrator's billings to the Participant for each Contract Year during the period of such assignment, both such I r estimates to be made by the Administrator.

~ ~

~

(g)'he estimates by the Administrator under this agreement

~ ~ ~

of billing credits and of payments to be made by the Participant

'I and the Administrator giving rise to such billing credits shall be conclusive.

d. ~d*' '

.. I Id on the day preceding the Date of Commercial Operation (work day meaning a day'hich the Administrator and Supply System observe as a regular work day) the Administrator shall notify Supply System of 'the amounts of energy from the Project he vill require for each hour of the follcdding day or days; provided, hoddever, the Admin-istrator may during any hour request delivery of other amounts of energy. Supply System's dispatcher, within the capability of the L

Project. and in accordance with Prudent Utility Practice, shall schedule for delivery to the Administrator at the point of delivery ~L.',",.<

16 Sec. 8

e specified in section ll for each hour in the term hereof the amounts of energy so requested by the Administrator.

9. Participant s Ri ht to Use Pro ect Ca abilit (a) If.. the Administrator is unable to'atisfy his obligation to the Participant by net billing,-assignment or cash payment under section 7, and determines, in consultation with the Participant that this inability will continue for a significant period, the Participant may direct that all or a portion of the energy associ-ated with the Participant's Share be delivered by Supply System for the Participant's account at the point of delivery specified in section ll, for either the expected period'of such inability or the remainder of the term hereof,. whichever 'is specified by the Partic-ipant when it elects'.to',have such energy delivered to it. The amount of such delivery shall be limited to the amount of the r

Participant's Share, for which payment cannot be made, at the'ime the Participant elects to have such delivery made to it by net'~

billing with the Participant~,or assignees or by direct payment C

by the Administrator hereunder. The Participant~s obligations to assign its Participant's Share to the Administrator and the Admin-

'istrator s obligations to acquire such share and make-payments to the Participant under this agreement shall then be appropriately modified. The Administrator's prior obligations to the Participant not previously liquidated pursuant to the terms of section 7 shall be preserved until satisfied.

(b) If the Participant elects to withdraw all or a portion of its Participant's Share as provided in this section, the Admin-istrator will transmit such share to any point(s) of delivery on the Administrator's transmission system designated by the Participant I

17 Sec. 9

~ ~

where the Administrator determines such share can be made available, and will provide forced-outage reserves for such share, under the same terms and conditions as provided in contracts for similar service then being offered to other utilities in the Pacific Northwest owning interests in large thermal projects.

(c) Upon withdrawal. of any portion of the Participant f s Share under this section, the Participant shall schedule such portion in the same manner as provided for the Administrator in section 8, and the Administrator's rights under section 8 shall be correspondingly reduced.

Whenever the Participant schedules any portion of its Partic-ipant's Share, the Parti'cipant and the Administrator shall (1) schedule at least their respective proportionate shares of the minimum capability of the Project unless all Participants with similar obligations to schedule and the Administrator agree to a shutdown of the Projeot; Provid'ed, however, that the Administrator may,. at his'lection, require shutdown of the Project if he supplies through exchange arrangements the power and energy the-Participant otherwise would schedule from the Project during such period of sr shutdown, and (2) supply, to the Supply System all necessary forecasts of their generation requirements from the Project for ensuing periods as necessary to enable the Supply System to prepare the fuel manage-ment plan pursuant to section 8 of the Project Agreement.

10. Termination Settlements.

(a) Xf the Project is ended pux suant to section 15 of the

,Project Agreement, Supply System shall give notice of termination of this agreement effective upon the date of termination of the

.Project Agreement. Supply System shall terminate all activities related to construction and. operation of the Project, and shall 18 Sec. 10

undertake the sa3v'age, discontinuance, decommissioning, and dispo-sition or sale of the Project, as provided in the Project Agreement.

After such termination, Supply System shall make monthly accounting statements to the Administrator and the Participant of all costs associated therewith. Such monthly accounting statements shall con-tinue until all Project Bonds have been paid or funds set aside for the payment or retirement thereof'in accordance mth the Project Bond Resolution or the final disposition of the Project, vhichever is later, at vhich time a final accounting statement shall be made by Supply System and such final accounting statement shall be made at the earliest reasonable time. Such costs of salvage, discontinu<<

ance, decommissioning, and disposition or sale shall include, but shall not be limited to, all of Supply System's accrued costs and liabilities resulting from Supply System's omership, construction, operation (including cost of fuel) and maintenance of and renevals and replacements to the Project, all other Supply System costs re-suiting from its ovnership of the Project and the salvage, discon-tinuance, decommissioning, and disposition or sal'e thereof, and all amounts shich Supply System is required under the Project Bond Resolution to pay in each year into the various funds provided in the Project, Bond Resolution for debt service and all other purposes until the date that all of the Project Bonds shall have been paid or funds set aside for the payment or retirement thereof in accordance m.th the Proj ect Bond Resolution.

The monthly accounting statements shall credit against such costs all amounts received by Supply System from the diqposition of Project assets. The final accounting statement shall credit the fair market value of any assets related to the Project then retained by Supply System. Xf the monthly or final accounting statements Sec. 10

~ ~

show that such costs exceed such credi ts, the Participant shall pay Supply System at times reasonably agreed upon the sum determined by multiplying the amounts shown to be'due in the monthly and final accounting statements by the decimal fraction then used in expressing the Participant's Share. In any case such payments shall be made at times and in amounts sufficient to cover on a current basis the l

Participant's Share of the amount which Supply System is required under the Project Bond Resolution to pay in each year into the various funds provided in the Project Bond Resolution for debt service and all other purposes. If the final accounting statement shows that such credits exceed such costs, Supply System shall pay at times reasonably agreed upon an amount determineB by multiplying such excess by the Participant's.Share, such amount to be divided between the Administrator and the Participant as their interests may appear.

4 Such excess credits shall bear interest from the date of such final 4

g4, accounting statement to. the date of payment, at the average of the annual interest rates.f or each"'month during'uch, time for three-to-

'4 44l44'I five year issues, -United States Government securities (taxable),

Money Market Rates, as published by the Board of Governors of the Federal Reserve System in the "Federal Reserve Bulletin" or equiv-alent publication or the maximum rate lawfully payable by Supply

~ System,'hichever is less. 4 (b) To the extent of the Participant's Share then assigned to the Administrator, the Administrator shall pay the Participant the amounts, if any, paid by the Participant to the Supply System pursuant to this section. Such amounts shall be paid in the manner specified in section 7 and at such times as the parties agree upon.

,'4 4 (c) The provisions of this section 10 and the provisions 'of.

'sections 5(a) and 5(b) describing the circumstances under which 20 Sec. 10

P payments are% be "made in this section 1 and the provisions of section 13 shall remain in eff ct notwithstanding termination of this agreement pursuant to section 3.

ll. Provisions Rel atin to Delivery. Deliveries of electric power and energy to the Administrator shall be made at the point of delivery and 'at the approximate voltage described in the exhibit specified be3ow. Such e3ectric power and energy shall be in the form of three-phase current, alternating at a frequency of approx-

'imately 60 Hertz. Amounts so delivered at such point during each month shall be determined from measurements made by Project meters,-

installed to record such deliveries at the place and in the circuit agreed upon by Supply Sy'tem and the Administrator. Such point of delivery shall be, described in a suitable ."exhibit to this agreement when the location, voltage, and metering details of the point of delivery are so- agreed.

12. Obli ations in the Event of Default. The Participant s

'hare purchased by. the Participant from Supply System and assigned Aa by the Participant to the Administrator under this agreement shall

-be automatically increased for the remaining t'erm of this agreement pro rata with that of other nondefaulting Participants if, and to the extent that, one or more of the Participants is unable, or fails or refuses for any reason, to perform its obligations under its Net-.

Billing Agreement, and the Participant s Share of the defaulting participant shall be reduced correspondingly; provided, however, that the sum of such increases for the Participant pursuant to this subsection shall not, without consent of the Participant, exceed an accumulated maximum of 25 percent of the Participant's Share specified in Exhibit A, nor shall any such increase under this subsection cause the estimate of the payments to be made by the Participant to Supply Sec-. 11, 12

System under this agreement to exceed the estimate of the Admin-istrator's billings to the Participant during the period of such increase, which estimates shall be made by the Administrator and shall be conclusive.

If the Participant shall fail or refuse to pay any amounts due to Supply System hereunder, the fact that the other Participants have assumed the obligation to make such payments shall not, relieve the Participant of its liability for such payments, and the Partic-ipants assuming such obligation,- either individually- or as a member "

of a group, shall have a right of reco'very'rom t

the Participant.

Supply System or any Participant as their interests may appear jointly- or severally, may commence such suits, actions or proceed- h ings, at law or in equity, including suits for specific performance as may be necessary or appropriate to enforce the obligations of this agreementgainst the Participant under this subsection.

l

,13. Sources -of Partici ant's Payments.

lh The Participant shall bt not be required,to make the payments to Supply System under this agreement except from the revenues derived by the Participant from h

the ownership and operation of its electric utility properties and from payments by the. Administrator under,'this agreement.

The Participant covenants and agrees. that it will establish, maintain and collect rates'r charges for power and energy and other services, facilities and commodities sold, furnished or supplied by it through any of its electric utility properties which shall be adequate to provide revenues sufficient to enable the Participant H

to make the payments to be made by it to Supply. System under this ag'reement and to pay all other charges and obligations payable from or constituting a charge and lien upon such revenues.

Sec. 13

0

14. Modification and Uniformity of A reement.

(a) This agreement shall not be binding upon any of the parties hereto if it is not binding upon all of the parties hereto, but this agreement shall not be subject to termination by any party under any circ'umstances, whether based upon the default of any other-

~ ~ 4e party under this agreement, or any other,.instrument, or otherwise, except as specifically provided in this agreement.

( ) This agreement shall not be amended,, modified, or other-wise changed by agreement of the parties in any manner that will impair or adversely affect the security afforded by the provisions of this agreement for the payment of the pxincipal, interest, and I

premium, 'if any, on the Project Bond's as they respectively become payable so,.long as'ny of the Project Bonds are outstanding and unpaid or funds are not set aside for the payment or retirement r

-thereof in 'accordance with the Project Bond Resolution.

. (c) If any Net Billing Agreement is amended. or replaced so it

'hat contains terms and conditions different from those contained in this agreement, the Administrator shall notify the -Participant and upon timely request by the Participant .shall amend this agreement to include similar terms'nd conditions.

15. Assi nment of A reement. This agreement shall inure to the benefit of and shall be binding upon the respective successors and assigns of the parties to this agreement; provided, however, that, except as provided in sections 7, 9 and 12 hereof, neither this agreement nor any interest therein shall be transferred or assigned by any one of the parties hereto except with the mutual consent in writing of the other two parties hereto, to any other entity except the United States or an agency thereof. Such consent, Sec. 14, 15

will pot be unreas'onably t

withheld. No assignment or transfer of this agreement shall relieve the parties of any obligation hereunder;,

16. A aroval bv Rural Electrification Administrator. If the Participant is a party to an agreement or other instrument pursuant.

to which approval of this agreement by the Administrator of the Rural Electrification Administration is required as listed in Exhibit A, this'greement shall not be binding upon any of the parties until it shall have been approved by him or his delegate.

))me;)*'.*h hah

17. Participants" Review Board.

execution of this agreement, and thereafter not less than 60 days h ')

prior to the commencement of .,each. Contract,-Xear; the Participants shall electh a Participants'eview Board consisting of nine members.

h Supply System shall give each Participant not less than 15 days~

written notice stating the time and. place at which a meeting of h

h pi representatives of the Participants shall be held'for the purpose ox~"

': holding such. election. Each Participant shall designate the person and an alternate (to serve in the absence or disability of such person), to cast its vote(s) for Board members by written notice

'iled with Supply'System. The vote cast.,in behalf of each"Partici-II e

pant shall be proportional to its Participant's Share. Any vacancy on the Board shall be filled by vote of the remaining Board members pending the next Board election.

(b) Board meanie s; ~venin ) and rules. Meetings of she Participants'eview Board shall be held at least quarterly during the. construction of the Project and at, least semi-annually there-after. Timely written notice of the time and place of such meeting shall be given to the parties. Each member of the Board shall be h

entitled to one vote, to be cast in person and not by proxy.

24 Sec. 16, 17

1 majority of .the Hoard shall constitute a quorum, 'and the majority

~ of those present shall be'necessary and sufficient for the adoption of any motion or'esolution except as otherwise provided in sub-section (e) below., All meetings of the Board shall be open to attendance b'y~ any person authorized by any of the Participants artxcxpants.

Except as herein provided, the calling and holding of meetings of.

the Board, and all of .its other proceedings, shall be governed adopted from time'o time by two-th o- xrd s o f the entire member-by'ules shxp- of the Board which rules may provide that Board shall have the right to appoint persons of technical, legal, auditing or other special qualifications to c'ommittees to carry out reviews and investigations.

(c) Copies of all Construction and Annual Budgets and Fuel Management Plans, including amendments thereto,, and plans for refinancing re x the Project shall be submitt e,.y d b S upp 1 y S ystem to the Participants'eview. Board. Such copies shall be submitted to:the I I Partxcxpant upon

~ ~

its request.'>>

(d) Except xn'he event of an emergency requiring immediate action, all bxds, bid evaluations and proposed contract awards for amounts, in excess of $ 500 t 000 shall be suub no. tt e d to th e=Participants'eview Board at least seven days prior to award.

(e) Supply System will consider the recommendations of the Partxcxpant's Review Board, giving due regard to utilizing. the Project consistent with Prudent Utility Practice and the Supply System's statutory duties. Vritten recommendation may be made to Supply System whenever such recommendation is approved by the mayoralty of the members of the Participants'eview Board. Such

.written recommendations

~ ~

shall, be forwa rd e d t o S upp 1,y, S ystem within Sec. 17

a reasonable time along vith supporting data, which time shall not exceed the comparable time, if any, prescribed in the Project Agreement. Supply System shall Cake action on such recommendations within a reasonable time for adoption', modification or rejection.

Supply System, upon taking action, shall notify the Participants' Review Board promptly of such action, and, if it modifies or rejects a recommendation, shall give the reason therefor.

(f) If Supply System modifies or rejects a written recommen-dation of the Participants'eview Board concerning a matter sub-mitted for review under subsections (c) or (d) above,. the Partic-ipants'Review Board may refer the matter to the Project Consultant in the manner described in section 10 of the Project Agreement for his written decision and his decision shall be binding upon the

,parties. Pending any decision by the Project Consultant under this subsection, Supply System shall proceed in accordance with the Project Agreement. Nothing in'his subsection shall affect the procedure for the settlement of any dispute betveen the Administrator and the Supply System under this agreement or the Project Agreement.

(g) Supply System shall not proceed with any item as proposed, by it in accordance with section 10(e) of the Project Agreement vithout approval of the Participants'eview Board.

(h} Recognizing that at the time of the execution of this agreement the availability of insurance may be limited,'f a second uni't .or generating project is proposed for the site of the Project, Supply System shall not, vithout the consent of the Administrator

~ and the Participants'eview Board, cause the insurance on the Project to be extended to such unit or generating project nor lapse

,to permit the extension of such coverage-26 Sec. 17

18. Amolicabili of Other Instruments. Xt is recognized by the parties hereto that Supply System in the ownership, con-struction and operation of the Project must comply vith the require-ments of the Project Bond Resolution and all licenses, permits, and regulatory approvals necessary for such ownership, construction and operation, and it is, therefore, agreed that this agreement is made, and referrals to the Project Consultant hereunder shall be, subject to the 'terms and provisions of the Project Bond Resolution and all such licenses, permits, and regulatory approvals.

IN VXTNESS %HEREOF, the parties hereto have executed this agreement in several counterparts.

UNITED STATES OF AMERICA D epa t ent of the Interior (SEAL) By o nevxlle Power Administrator VASHINGTON PUBLIC POVE SUPPLY SYSTEM.

(SEAL) By (. ~'t'i',,: . (..

ATTE T~

r'URPRISE VALLEY ELECTRIFICATION

,rior'SEAL)

CORPO TIO

)/- ~z'~

Sec. 38

kl c'g yl I

• 'lk,'4>>

I f

EXHIBIT A TABLE OF PARTICIPANTS AND PARTICIPANT'S SHARE Par ticioant Participant's Share City of Albion, Idaho .00000 City of Bandon, Oregon .00263 Public Utility District No. 1 of Benton County, Washington--- .05350

-Benton Rural Electric Association, Inc. .00666

• Big Bend Electric Cooperative, Inc. .01610

• Blachly-Lane County Cooperative Electric Association--------- .00272 City of Blaine, Washington .00185 City of Bonners Ferry, Idaho .00000 City of Burley, Idaho .00000 City of Canby, Oregon .00090 City of Cascade Locks, Oregon .00054

-Central Electric Coopera tive, Inc. .00586 City of Centralia, Washington .00739 Central Lincoln Peoples'tility District- .04017 City of Cheney, Washington .00539 Public Utility District No. 1 of Clallam County, Washington .01769 Public Utility District No. 1 of Clark County, Washingto'n .06834 Clatskanie Peoples'tility District .01996

-Clearwater Power Company .00775

"-Columbia Basin Electric Cooperative, Inc. .00673

-Columbia Power Cooperative Association, Inc. .00143

• Columbia Rural Electric Association, Inc. .00761

"-Consumers Power, Inc. .00453

"-Coos-Curry Electric Cooperative, Inc. .01634 City of Coulee Dam, Mashington- .00137 Public Utility District No. 1 of Cowlitz County, Washington . 06139 City of Declo Idaho .00000

"-Douglas Electric Cooperative, Inc. .00363 City of Drain Oregon 7 .00218 East End Mutual Electric Co., Ltd. .00033 City of Ellensburg, Washington .01028

-Fall River Rural Electric Cooperative, Inc. .00409 Farmers El'ectric Co., Ltd. .00041 "Public Utility District No. 1 of Ferry County, Washington---- .00171

"-Flathead Electric Cooperative, Inc. .00370 City of Forest Grove, Oregon .00181 Public Utility District No. 1 of Franklin County, Washington- .02370 Public Utility District No. 1 of Grays Harbor, Washington .03417

"-Harney Electric Cooperative, Inc. .00719 C ity of Heyburn l Idaho .00000 Hood River Electric Cooperative of Hood River County, Oregon .00502

"<Idaho County Light 6c Power Cooperative Association, Inc. .00186 City of Idaho Falls, Idaho .00000

-Inland Power & Light Company- .01222

<Public Utility District No. 1 of Kittitas County, Washington- .00220

~ - ~

0 Partici ant's Share

• Public Utility District No. 1 of Klickitat County, Washington- .01009

• Kootenai Electric Cooperative, Inc. .00391

• Lane County Electric Cooperative, Inc. .01452 Public Utility District No. 1 of Lewis County, Washington----- .02274

<<Lincoln Electric Cooperative, Inc. (Montana) .00255

• Lost River Electric Cooperative, Inc. .00202

• Lower Valley Power & Light, Xnc. .00820

• Public Utility District No. 1 of Mason County, Washington .00231 Public Utility District No. 3 of Mason County, Washington ~ 01446 Town of McCleary, Washington .- .00234 City of McMinnville, Oregon- . 01227

'+Midstate Electric Cooperative, Xnc. .00488 City of Milton-Freewater, Oregon .00583 City of Minidoka, Xdaho .00000

+Missoula Electric Cooperative, Inc., .00294 City of Monmouth, Oregon . 00236

-Nespelem Valley Electric Cooperative, Xnc. .00149

":Northern Lights, Inc. .00455 Northern Wasco County People's Utility District .00051

-Okanogan County Electric Cooperative, Inc. .00190 Public Utility District No. 1 of Okanogan County, Washington-- .01042 Wrcas Power and Light Company .00725 Public Utility Distx'ict No. 2 of Pacific County, Washington - .01503 City of Port Angeles, Washington .02416

-Prairie Power Cooperative, Inc. .00019

"<Raf t River Ruxal Electric Cooperative, Inc. .00853

-Ravalli County Electric Cooperative, Xnc. .00301 City of Richland, Washington .02761 Rivexside Electric Company, Ltd. .00020 City of Rupert, Idaho .00000 Rural Electric Company .00262 Salem 'Electric .00453

"-Salmon Rjver Electric Cooperative, Inc. .00170 City of Seattle, Washington .07992 Public Utility District No. 1 of Skamania County, Washington-- .00547 Public Utility District No. 1 of Snohomish County, Washington .17069 South Side Electric Lines, Xnc. .00073 City of Springfield, Oregon .00363 Town of Surnas, Washington .00048

• Suxprise Valley Electrification Corpoxation .00323 City of Tacoma, Washington .00000

-Tarmer

~

Electric ------------------- .00122

<Tillamook Peoples'tility District .01729

<Umatilla Electric. Cooperative Association -- .00036 Unity Light and Power Company .00204

~ ~

s Partici. ant continued. Partici ant's Share

~"

Vera Irrigation District No. 15- .00701 *

+Vigilante Electric Cooperative, Inc. .00294 Public Utility District No. 1 of Wahkiakum County, Washington- .00328 u- tg Masco Electric Cooperative, Inc. .00342

+West Oregon Electric Cooperative, Inc. .00182 1.00000 s q't

+Approval of Agreement by Rural Electrification Administration required. E If, prior to January 1, 1978, the Attorney General of the State of Idaho shall render an opinion, concurred in by Supply System's Bond Counsel, affirming the legal authority of the Participants I listed in Group below, to participate in the Project on the terms and conditions specified in this agreement, a new Exhibit A shall be prepared by Supply System and forthwith shall be substituted for this Exhibit 'A specifying the Participant's Share in the amount shown for each of the Participants listed below in Groups I and II:

Grouo y: Participant's Share City of Albion, Idaho .00016 City of Bonners Perry, Idaho .00182 City of Burley, Idaho .00694 City of Declo, Idaho .00019 City of Heyburn, Idaho .00504 City: of Idaho Falls, Idaho .02376 City:" of Minidoka, Idaho .00005 City of Rupert, Idaho .00348 Grouo'll:

tg Public Utility District No. 1 of Clark County, Washington <<----- . 06151 Public Utility District No. 1 of Cowlitz County, Washington---- .05525 Public Utility District No. 1 of Grays Harbor, Was hing ton .03075 City of Seattle, Washington .07193

'Public Utility District No. 1 of Snohomish County, Washington-- .15363 This Exhibit A may be further amended from time to time'-prior to the adoption of the Project Bond Resolution which authorizes the issuance of Project Bonds in an amount sufficient to finance the cost of construction of the Project. In such event, a new Exhibit A shall be prepared by Supply System and forthwith shall be substituted for this Exhibit A upon mutual agreement of the Participants listed in Group II above or upon mutual agreement of such Participants and one or more of the other Participants so as to reduce the Participant's Share of one or more of the Participants listed in Group II above and increase the Participant's Share{s) of the other agreeing Participant(s) so that the aggregate of the increases is equal to the aggregate of the decreases; grovided, however, that any such amend-ment shall be made only after first complying with the -conditions prescribed in Paragraph C, Section 11, of the Project Bond Resolution authorizing the issuance of Washington Public Power Supply System Nuclear Project No. 2 Revenue Notes.

October 29, 1970

V pl E

I

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4

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EXftIBIT B lYASHINGI'ON PUBLIC P01%R SUPPLY SYSTEM NUCLEAR PRGJECI'O. 2 Descri tion of Pro ect The washington Public Power Supply System's Nuclear Project No. 2 is expected to have a net electrical plant capability of approximately 1100 M4.

The site is located in the Federal reservation known as the Hanford Works of the U. S. Atomic Energy Commission. The site is near the Columbia River approximately 35 miles northwest of the City of Richland, Washington.

The plant and associated facilities will include a nuclear steam supply system, fuel and reactor coolant system with all related containment structures, safety 'features, instrumentation, contro1 and auxiliary systems; turbine-generator, condensers and circulating water cooling systems, facilities and piping; electrical and mechanical systems and other related equipment and X

facilities; electrical facilities required to deliver the output of the project to the BPA transmission system at. a point to be determined by the System and the Administrator; and other structures, shops, warehouses, construction facil-ities, offices, equipment or facilities required in the construction, mainten-ance and operation of the project.

A complete description of the project will be prepared after bids have been received and evaluated and awards have been made for major plant components.

4 4

\1>

R W~'r I

h V!

0 EXHIBIT C (12-3-69)

PROV!SIONS RE V!RED RY STATUTE OR EXECUTIVE ORDFR Contract Work Bours and Safety Standards.

This contract, to the extent that it is of a character specified in the Contr'act Work Hours and Safety Standards Act (Public Law 87-58l, 76 Stat. 357-360, as amended) and is not covered by the Walsh-Healey Public Contracts Act (41 U. S. C.

35-45), is subject to the following provisions and to all other-provisions and exceptions of said Contract Work Hours and Safety Standards Act.

(a) No Contractor or subcontractor contracting for any part of the contract work which may require or involve the employment of labarers or mechanics shall require or permit any laborer or mechanic in any workweek in which he is employed on such work, to work in excess of eight hours in any calendar day ar in excess of forty hours in any workweek unless such laborer or mechanic receives compensation at, a rate not less than one and one-half times his basic rate" of pay for all hours worked in excess of eight hours in any calendar day or in excess of forty'ours in such workweek, whichever is the greater number nf overtime hours.

(b) In the event of any violation of the provisions of subsection'(a), the Contractor and any subcontractor responsible for such violation shall be l'iable to any affected employee for his unpaid wages. In addition, such Contractor or subcontractor shall be liable to the United',States for liquid.ated damages.

Such liquidated damages shall "be computed, with respect to each individual laborer or mechanic employed in violation of the provisions of subsection (a), in the sum of $ 10 for each calendar day on which such employee was required or permitted to work in excess of eight hours or in excess of forty hours in a workweek without payment of the required overtime. wages.

(c) The Administrator may withhold, or cause to be with-held, from any moneys payable on account of work performed b y th e C ontractor or subcontractor, the full amount of wages required by this contract and such sums as may'dministratively be deter-mined to be necessary to satisfy any liabilities af such Contractor or subcontr'actor for liquidated damages as provided in subsect u sec ion (b).

(d) No contractor ar subcontractor contracting for any part of the contract work shall require any laborer or mechanic employed in the. performance of the contract to work in surround-ings or under working conditions which are unsanitary', hazardous, or dangerous to his health or safety, as determined under con-.

struction safety and health standards promulgated by the Secret ecre ary of Labor by regulation based on proceedings pursuant to section 553

.of title 5, United States Code, provided that such proceedings include a hearing of the. nature authorize'd by said section.

0 (e) The Contractor shall 0

require the foregoing subsections (a), (b), (c), (d) and this subsection '(e) to be inserted in all subcontracts.

(f) The Contractor shall keep and maintain for a period of three (3) years from the completion of this contract the in-formation required by 29 CFR 5 516.2(a). Such material shal3 be made available for inspection by authorized representatives of the Government, upon their request, at reasonable times during the normal work day.

2. Convict Labor. The Contractor shall not emplov any person undergoing sentence of imprisonment at hard labor.

3. Equal On ortunit . Unless exempted pursuant to the provisions oi Executive Or er 11246 of September 24, 1965 and the rules, regulations and relevant orders of the Secretary of Labor there-under, during the performance of this contract, the Contractor agrees as follows:

(a) The Contractor vill not discriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin. The Contractor will take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, color, religion, sex, or national origin.

Such action shall include, but not be limited to, the following:

employment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or o her forms of compensation and selection for training, including apprenticeship. The Contractor agrees to post in conspicuous

'places, available to employees and applicants for employment, notices to be provided by the, Administrator setting forth the provisions of this equal opportunity clause.

(b)'he Contractor will, in all solicitations or adver-tisements for employees placed by or on behalf of the Contractor, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, 8sex or national origin. p (c) The Contractor will send to each labor union or repre-sentative of workers with which he has w collective bargaining agreement or other contract or understanding, a notice, to be provided by the Administrator, advising the labor union or worker's representative of the Contractor's commitments under this equal opportunity clause and shall post copies of the notice in conspicuous places available to employees and applicants for employment.

(d) The Contractor will comply with all provisions of.

Executive Order No. 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor.

( e) The Contractor will furnish all information and reports required by Executive Order No. 11246 of September 24, 1965, and F';":

by the rules, regulations, and orders of the Secretary of Labor, 2

s o V

~ g c

or pursuant thereto, and vill permit access to his books, of records, Labor for and accounts by the Administrator and the Secretary purposes of investigations to asc-rtain compliance with such rules, regulations and orders.

(f) Xn the event of the Contractor's noncompliance with the-equal opportunity clause of this contract or with any ofterminated, such rules,.

regulations, or orders, this contract may be cancelled, or suspended in '~hole or in part and the Contractor may be declared ineligible for further Government contractsNo. in11246accordance with procedures authorised in Executive Order of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order No. 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law.

(y) The Contractor will include the provisions of para-graphs g a) through (g) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to Section 204 of Executive 0 d N f September 24, 1965, so that such- provisions will be binding upon each subcontractor or vendor. The Contractor will.

take such action with respect to any subcontr t h orde r as the Adman'.aerator may direct as a means oi'nforcing such provisions including sanctions for noncompliance; rovided, however, that in the event the Contractor"becomes involve in, i or is threatened with, litigation with a subcontractor or vendor

's.a result of such direction by the Administrator, the Contractor may reouest the United States to enter into such litigat'ion to

, protect the interests of-the United States.

4'. interest of Member of Con ress. em er o f or 9 e 1 egate to No hiemb ress or Resident Commissioner shall be admitted ongress, Con e t o any s h are or p art of this coontract or to any benefit that may arise there-from. Nothing, however, herein contained shall b e construe d. to

'extend to s u ch contract xf made with a corporati onn for its gen-eral benefit.

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