ML20065K166
| ML20065K166 | |
| Person / Time | |
|---|---|
| Site: | Seabrook  |
| Issue date: | 11/13/1990 |
| From: | Feigenbaum T PUBLIC SERVICE CO. OF NEW HAMPSHIRE |
| To: | |
| Shared Package | |
| ML20065K165 | List: |
| References | |
| NUDOCS 9011160058 | |
| Download: ML20065K166 (77) | |
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c Dr; FORE THE UNITED STATES NUCLEAR REGULATORY COMMISSION LICENSE NO. NPF-86 DOCKET NO. 50-443 IN THE MATTER OF PUBLIC SERVICE COMPANY OF NEW HAMPSHIRE SEABROOK STATION, UNIT NO. 1 APPLICATION TO AMEND FACILITY OPERATING LICENSE NO. NPF-86 TO AUTHORIZE NORTH ATLANTIC ENERGY SERVICE COMPANY TO ACT AS MANAGING AGENT FOR SEABROOK STATION, UNIT NO. 1 November 13, 1990 i
I 901116005G 901113 PDR ADOCK 0D000443 P PDC
TABLE OF CONTENTS Pace I. INTRODUCTION . . . . . . . . . . . . . . . . . . 2 II. MANAGING AGENT . . . . . . . . . . . . . . . . . . 5 III. REQUESTED APPROVALS AND CONSENTS . . . . . . . . 7 IV. GENERAL INFORMATION CONCERNING THE AMENDMENT REQUESTED HEREIN . . . . . . . . . . . . . . . . 8 A. Proposed Additional Licensee . . . . . . . . 8 B. Address . . . . . . . . . . . . . . . . . . 9 C. Description of the Business of NAESCO Under the Joint Plan . . . . . . . . . . . . . . . 9 D. Organization and Management of NAESCO . . . . 10 E. Technical Qualifications . . . . . . . . . . 11
- 1. The Management, Operation and Maintenance of Seabrook Until the Time of Effectiveness . . . . . . . . . . . . . 11
- 2. The Management, Operation and Maintenance of.Seabrook by NAESCO As of the Time of Effectiveness . . . . . . . . . . . . . 11
- 3. Benefits . . . . . . . . . . . . . . . 15 F. Financial Qualifications . . . . . . . . . . 16 G. Antitrust Considerations . . . . . . . . . . 17 j H. Restricted Data . . . . . . . . . . . . . . 17 I. Public Health, Safety and Welfare ,
Considerations . . . . . . . . . . . . . . . 18 l J. Exclusion Area . . . . . . . . . . . . . . . 18 K.. Offsite. Power . . . . . . . . . . . . . . . . 19 ]
V. NO SIGNIFICANT HAZARDS CONSIDERATION EVALUATION i PURSUANT TO 10 C.F.R. S 50.92 .-. . . . . . . . . 19 A. Proposed Change . . . . . . . . . . . . . . 19 B. No Significant Hazards Consideration ,
t Analysis . . . . . . . . . . . . . . . . . . 19 !
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(continued) ;
l'A511 C. Conclusion . . . . . . . . . . . . . . . . 21 -
VI. ENVIRONMENTAL CONSIDERATIONS . . . . . . . . . . 22 !
L VII. OTHER MATTERS . . . . . . . . . . . . . . . . . . 22 [
EXHIBIT 1 - July 19, 1990 Agreement of Seabrook Joint Owners l appointing NAESCO Managing Agent and Operator of Seabrook '
EXHIBIT 2 - Proposed Form of Amendment to the Seabrook Operating [
License ,
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UNITED STATES OF AMERICA NUCLEAR REGULATORY COMMISSION In the Matter of ) '
l Public Service Company of ) Docket No. 50-443 New Hampshire )
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j (Seabrook Station, Unit No. 1) )
APPLICATION TO AMEND FACILITY OPERATING LICENSE NO. NPF-86 ,
l l Public Service Company of New Hampshire ("PSNH"), acting for itself and as agent for Canal Electric Company, The Connecticut Light and Power Company ("CL&P"), EUA Power Corporation, Hudson l
L Light & Power Department, Massachusetts Municipal Wholesale Electric Company, Montaup Electric Company, New England Power Company, New Hampshire Electric Cooperative, Inc., Taunton !
Municipal Lighting Plant, The United Illuminating Company, and Vermont Electric Generation and Transmission Cooperative, Inc.
(collectively the " Licensees"), and on behalf of North Atlantic Energy Service Company ("NAESCO", collectively with the Licensees, the " Applicants"), hereby files this application ("the l Application") to Amend Facility Operating License No. NPF-86.
Operating License No. NPF-86 ("the Operating License") presently
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authorizes the Licensees to possess Seabrook Station, Unit No. 1
("Seabrook") as Joint Owners, and authorizes PSNH as agent and representative of the Licensees to possess, use and operate Seabrook in accordance with the-terms and conditions of the Operating License. This Application requests the amenduent of the Operating License to include as a Licensee thereunder, a newly
2 created entity, NAESCO, and to authorize NAESCO, as agent for the other Licensees, to manage, operate and maintain Seabrook.
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As explained in more detail below, NAESCO will be organized as a wholly-owned service company subsidiary of Northeast Utilities
("NU"), after receipt of necessary regulatory approvals. In the interim, NAESCO's interests are being represented by Northeast Utilities Service Company ("NUSCO*), another subsidiary of NU.
PSNH has been authorized by NUSCO to make this filing in the name ,
of NAESCO, and a confirmatory Power of Attorney from NAESCO will be obtained and filed as soon as possible.
I.- INTRODUCTION ,.
Seabrook is a nuclear powered electric generating facility which has been constructed and is being operated on behalf of the (
Licensees, a group of investor-owned and municipal utilities, I pursuant to an Agreement for Joint Ownership, Construction and ;
Operation of New Hampshire Nuclear Units, dated May 1, 1973, as amended (the_" Joint Ownership Agreement")2 and certain permits and licenses heretofore issued by the Nuclear Regulatory Commission (NRC). In accordance with the Joint Ownership Agreement, PSNH, an electric utility organized and operating under the laws of New Hampshire, has acted as lead participant and Managing Agent for all 8
The Joint Ownership Agreement has previously been filed in this Docket. Another copy will be provided if the Staff so requests.
3 the Licensees, with responsibility for management, operation and ;
maintenance of Seabrook, which position has been recognized in the Operating License as noted above. Since 1984, PSNH has exercised this authority through its New Hampshire Yankee Division ("NHY").
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On January 28, 1988, PSNH filed a voluntary petition with the United States Bankruptcy Court, District of New Hampshire (the ,
" Bankruptcy Court") for protection under Chapter 11 of the Bankruptcy Code. After prolonged proceedings, the Bankruptcy ,
Court, on December 28, 1989, approved the Third Amended Plan of Reorganization (the " Joint Plan") proposed by NUSCO and other parties. On April 20, 1990, the Bankruptcy Court confirmed the Joint Plan and ordered its implementation.
The Joint Plan involves a two step process by which NU subsidiaries ultimately acquire PSNH's business, after receipt of all necessary regulatory approvals (including NRC approval): the generation and distribution business going to one subsidiary; PSNH's ownership interest in the Seabrook facility going to a new wholesale generation company; and the Seabrook operational responsibility, currently exercised by NHY, being transferred to NAESCO. Each aspect of the Joint Plan is subject to a variety of regulatory hurdles, some of which will be more protracted than others. As a result of the prolonged bankruptcy proceedings which preceded confirmation of the Joint Plan and the on-going regulatory proceedings necessary to implement the Joint Plan, there has
4 naturally been some uncertainty on the part of Seabrook personnel as to their futur(t role. Therefore, in the interest of maintaining the stability of the operating atmosphere at Seabrook and removing any distractions which may be created by the pending regulatory proceedings, the Licensees agree that a prompt transfer of operational control of Seabrook to NAESCO, with minimal impact on current operations, would be in the best interest of the Seabrook project. Not only would such transfer provide the benefits described below, but it would also constitute a tangible step toward the resolution of the financial and business uncertainties throughout New Hampshire which have been created by the bankruptcy filing of PSNH.
Therefore, the Joint Plan provides that promptly after NRC approval of this Application and issuance of the requested Operating License Amendment and receipt of all other necessary regulhtory approvals, NAESCO will succeed PSNH as managing agent and become responsible for the management, operation and maintenance of Seabrook. These necessary approvals include New Hampshire Public Utilities Commission (PUC) approval of the issuance of common stock by NAESCO as a New Hampshire corporation 2
and utility , approval by the Securities and Exchange Comsnission (SEC), under the Public Utility Holding Company Act of 1!<35, of 2
In its decision dated July 20, 1990, the New Hampshira PUC approved the creation of NAESCO as a public utility for the purpose of managing, operating and maintaining Seabrook.
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8 NU's acquisition of NAESCO stock and NRC approval of this Application by issuance of an Operating License Amendment.
On July 19, 1990, the Joint Owners entered into an agreement which appoints, subject to NRC approval, NAESCO to be the managing agent and operator of Seabrook as of the " Time of Effectiveness"',
sets forth their basic understandings on this subject and outlines the provisions to be contained in a subsequent management contract between the Joint Owners and NAESCO, as well as possible changes in the Joint Ownership Agreement. A copy of the July 19, 1990 Agreement is attached as Exhibit 1.
Until the Time of Effectiveness, PSNH acting through NHY, will continue to be responsible for the management, operation and maintenance of Seabrook.
II. MANAGING AGENT The July 19, 1990 Agreement provides that NAESCO will become Managing Agent in accordance with Paragraph 36.2 of the Joint
'These proceedings will be promptly initiated by NU and copies of the approvals will be provided to the NRC as soon as they are available.
'The " Time of Effectiveness" is defined in the July 19, 1990 Agreement as 11:59 P.M. on the last day of the calendar month in which the NRC amendment to the Operating License designating NAESCO as the entity qualified to operate Seabrook becomes effective, and all other necessary federal, state and local regulatory, judicial and other approvals have become effective with respect to such designation.
6 Ownership Agreement. It specifically grants to NAESCO, subject to prior receipt of favorable action by the NRC on this Application, all of the responsibility for day-to-day management, operation and maintenance of Seabrook which the Joint Ownership Agreement and Operating License currently assign to PSNH.in its role as agent and representative of the Joint Owners (Licensees). Thus, on and after the Time of Effectiveness, NAESCO, as agent for the Licensees, will be responsible for managing, operating and maintaining Seabrook; selecting, employing, training and maintaining sufficient personnel to staff Seabrook in accordance with NRC license and regulatory requirements, and providing or causing to be provided any support services for such operations;
- planning for nuclear fuel utilization at Seabrook and procuring on behalf of the Joint Owners the requisite nuclear fuel,_ including arranging for all stages of uranium processing, fuel design and fabrication and eventual storage, transportation, disposition and/or reprocessing of irradiated nuclear fuel and the dispositior of or use of reprocessed material; purchasing and maintaining on behalf of the Joint Owners, appropriate levels of inventories of materials, supplies l and spare parts required for the operation and l maintenance of Seabrook; i
l after consultation with the Seabrook Executive Committee )
L to the extent required by the July- 19, 1990' Agreement, ,
selecting and retaining consultants and contractors to )
assist in the performance of NA8SCO's responsibilities; j reporting to the Seabrook Executive Committee and Joint I Owners on Seabrook operations and finances (including )
insurance); and l l
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taking all other actions necessary in order to keep the J Operating License and other necessary regulatory permits 1
in full force and effect.
i The Licensees contemplate that this transition will be l initially accomplished by transferring to NAESCO as of the Time of Effectiveness the existing staff of NHY and all existing authority to administer contracts with respect te Sa:Lrook. This will l P
achieve continuity in the management of Seabrook by allowing NAESCO to initially assume the role of operator of Seabrook with the same staff and contractor support resources that the NRC has previously evaluated and approved in connection with the technical -
. qualifications of PSNH, including the engineering and technical resources supplied under contract by Yankee Atomic Electric Company
("YAEC"). Thus, Seabrook will be assured of the continuing availability of technical expertise for its operation. NAESCO, in e
the exercise of its management responsibility and discretion, will thereafter have the flexibility of determining how those existing resources can best be integrated with the other renources evailable to NAESCO, including those from the NU system, in order to carry out its responsibilities with respect to the Operating License.
F III. REQUESTED APPROVALS AND CONSENTS The Applicants request that the NRC amend the Operating License so that at the Time of Effectiveness as defined herein, i
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8 NAESCO be included as a Licensee and be given the authority to manage. operate and maintain Seabrook.3 I Specif3cally, pursuant to 10 C.F.R. S 50.90, the Applicants I
hereby requesi that the NRC emend the Operating License in the manner indicated in Exhibit 2.6 Set forth below is the information :
1 submitted in support of this Application.
IV. GENERAL INFORMATION CCNCERNING THE AMENDMENT REQUESTED HEREIN A. ProDosed Additional' Licensee l North Atlantic Energy Service Company l
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0n this-date, a separate application has been filed with i the Nuclear Regulatory Commission requesting approval of an amendment to the Operating License to reflect.a change in the ;
' ownership of Seabrook- . Under the terms of the Joint Plan, Gil of PSNH's ownership in Seabrook ("Seabrook Interests") will ultimately be transferred to another newly created, wholly-owned subsidiary of NU called North Atlantic Energy Corporation (NAEC).
However,.provided that the NRC approves-this Application and issues the Operating-License Amendment requested herein, the 1
-Joint Owners intend to' transfer the management, operation and-maintenance of Seabrook to NAESCO at the Time of Effectiveness i regardless of the status of the transfer of the Seabrook Interest l pursuant to the Joint Plan. Thus the Applicants are requesting in this Application that approval by the NRC of the amendment requested herein and the authority to effect them not be l contingent upon other aspects of the Joint Plan. l l
'Conform ing chang es in the indemnity and insurance agreements will be made in due course by separate corrs dence.
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B. Address North Atlantic Energy Service Company !
Seabrook Station
. Route 1, Lafayette Road j P.O. Box 300 '
Seabrook, New Hampshire 03874 i Attentions. Ted C. Feigenbaum ;
Copies of all official correspondence should also be sent to: .
I North Atlantic Energy Service Company ,
c/o Northeast Utilisies Service Company j P.O. Box 270 D Hartford, Connecticut 06141 I Attention: John F. Opeka i Executive Vice President j l
C. Descriotion of the Business of NAESCO_Under the Joint Elan l
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j Prior to the. issuance of an amendment to the Operating License reflecting the changes requested herein, NAESCO will be organized as a- wholly-owned subsidiary of NU, and will take all necessary corporate and other action. to authorize NAESCO to manage, operate and maintain Seabrook as of the Time of Effectiveness.
After approval'of the amendments requested in this .,
. Application, NAESCO will, as of the Time of Effectiveness, be responsible for the management, operation and maintenance of Seabrook in accordance with the terms and conditions of the-Operating License, the NRC's rules and regulations and the Joint Ownership' Agreement.
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i 10 D. Oraanization and Manacement of NAESCO i
NAESCO will be a corporation and public utility organized under the-laws of the State of New Hampshire. It will be a wholly- ;
I owned service company subsidiary of NU. The principal office of i NAESCO will be located in Seabrook, New Hampshire. NAESCO will be j neither owned, controlled nor dominated by an alien, foreign j corporation, or a foreign governr. ant. :
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'l' All of the prosp3ctive directors and principal officers of NAESCO will be citizens of the-United States. Their names and ,
- addresses are as follows:
Directors
~ Bernard'M. Fox Lawrence H. Shay Ted C. Feigenbaum j Robert E. Busch~ Frank-R. Locke Walter F. Torrance, Jr.
c John P. Cagnetta Edward J. Mroczka William B. Ellis P John F.'Opeka 3 i
- The =ddress for Ted C. Feigenbaum will he as indicated in Section IV.B abovs. For all of!the-other directors the address will be
" North Atlantic Energy Service Company, c/o Northeast Utilities
. Service Company, P.O. Box 27J,. Hartford, Connecticut 06141-0270. ,
i Officers i
U' > William B.' Ellis Bernard M. Fox John F. Opeka LRobert-E.'Busch John P. Cagnetta Edward J. Mroczka Lawrence H.' Shay C..Thayer Browne Walter F. Torrance, Jr.
- Tod O. Dixon Albert J. Hajek Barry Ilberman Francis L. Kinney Keith R. Marvin Wayne D. Romberg George D. Uhl- Eric A. DeBarba C. Frederick Sears ;
~Theresa A. - Allsop- ' Karen G. Valenti Robert C. Aronson
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-Arthur.H. Hierl' Ted C. Feigenbaum Eugene G. Vertefeuille
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'? l 11 The address for all of the above officers except Ted C. Feigenbaum, will be North Atlantic Energy Service Company, P.O. Box 270, Hartford, Connecticut 06141-0270.
E. Technical Oualifications
- 1. The Manacement, Operation and Maintenance of Seabrook Until the Time of Effectiveness.
Until the-Time of Effectiveness, the management, operation and maintenance of Seabrook will continue to be the responsibility of
( PSNH. The NRC has, in issuing the Operating License to the 1
L Licensees, approved the technical qualifications of PSNH, acting throughLNHY, to manage, operate and maintain Seabrook.7 .
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p 2. The Menacement, Operation and Maintenance of L
Seabrook by NAESCO As of the Time of Effectiveness As of the Time of Effectiveness, NAESCO will be responsible f 1
i for the management, operation and maintenance of Seabrook. NHY employees will become NAESCO employees as of that date. The overriding philosophy that will govern NAESCO nanagement will be one of assuring.that NAESCO will manage, Otarate and maintain Seabrook 30 accordance with the uenditions and requirements
'Seabrook Station, Unit No. 1 Facility Operating License No.
NPF-86, Paragraph 1.E.
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- established by the NRC with respect to'Seabrook and with the same
, regard for public and personnel safety as heretofore exemplified by NHY.
I Ted C. Feigenbaum, who served as Senior Vice President and [
-t Chief Operating Officer of NHY until October 1, 1990, is now the President and Chief _ Executive Officer of NHY. After the Time of !
Effectiveness, Mr.-Feigenbaum will become a NAESCO employee, !
officer and director and will continue to act as the Seabrook
! Senior Nuclear Officer. Mr. Feigenbaum will have final site ,
'authoritp, and will be responsible for the'overall safe operation and maintenance of Seabrook. .
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- The NHY' operating;and onsite technical support organizations, y, as described in_ Chapter 13.1.2.of the Final Safety Analysis Report ,
.(FSAR), will become part of NAESCO-and.will continue to report to i Mr. Feigenbaum. Specifically, these organizations are: Station Management, Operations, Training, Chemistry and Health Physics,
- : Technical Support, Maintenance, Security and Fire Protection. This s
willt ensure that the functions,' responsibilities and report 3.ag-relationships of these organizations, especially as they relate _to-1 l activities important to the safe operation of Seabrook, will ,
- continuento be' clear and unambiguous. .The NHY corporate management ahd: technical support organizations including Quality Assurance, ,
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- Engineering, Licensing, and Emergency Preparedness will also become part;of NAESCO and will continue to report to Mr. Feigenbaum.
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r 13 After the Time of Effectiveness, Mr. Feigenbaum will report to John F. Opeka, the Executive Vice-President of NAESCO, who will have corporate. responsibility for overall plant nuclear safety, s
NHY's organization and its technical qualifications have been described in the FSAR for Seabrook. The NRC has reviewed and concluded in its Safety Evaluation Report, and documented in the
] Operating License, that NHY's organization is technically qualified to manage, operate and maintain Seabrook.
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L .The NAESCO. operating organization will'not only succeed to the 1
resources of NHY but will also be able to-draw on the-resources of ,
i two other proven organizations YAEC and NU. The NRC has revieNed YAEC's' technical qualifications with respect to its design, li engineering and operational support of Seabrook and has documented i
its findings of adequacy in Chapter 13 of the Seabrook SER. In addition,-the NRC has previously approved the technical u qualifications of'YAEC.in its reviews'of.the Yankee Rowe, Maine ,
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Yankee'and Vermont Yankee licenses (License Nos. DPR-3, DPR-6 and DPR-28, respectively).
NU which, through its operating companies, is currently the largest nuclear plant operator in New England, has a proven record-of safe and efficient nuclear plant operation and a demonstrated
. regard for public and personnel safety. Specifically, NU i
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14 affiliates operate, and have ownership interests in, four nuclear units in Connecticut: (1) the Haddam Neck plant, operated by Connecticut Yankee Atomic Power Company ("CY"),8 (2) Millstone Nuclear Power Station, Unit No. 1, operated by Northeast Nuclear Energy Company ("NNECO"), 100% of such plant being owned by NU subsidiaries,' (3) Millstone Nuclear Power Station, Unit No. 2, operated by NNECO, 100% of such plant being owned by NU subsidiaries,3 and (4) Millstone Nuclear Power Station, Unit No.
3, also opel.ited by NNECO and 65.1715% of such plant being owned by NU subsidiaries." The technical qualifications of these NU System I companies, which have over 50 reactor years of operating
, experience, have also previously been reviewed and approved by the
~NRC.
NAESCO will be wall-qualified to assume responsibility for the i operation, management and maintenance of Seabrook. Following implementation of the proposed license amendments, the technical
. qualifications of the Seabrook operating organization will be at 41 east equivalent.to.those of the present Seabrook operating
' Docket No. 50-213, License No. DPR-61 (issued June 30,.
1967). CL&P owns 34.5% of the common stock of CY, and 9.5% is gowned by Western Massachusetts Electric Company.
' Docket No. 50-245, License No. DPR-21 (issued on October 7, 1970).
8 Docket No. 50-336, License No. DPR-65 (issued on August 1, 1975)'.
83 Docket No. 50-423, License No. NPF-49 (issued on November 25, 1985).
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~ organization, and very.likely will be enhanced, because of NAESCO's increased ability to draw upon the experience and expertise of NU h
as well as YAEC. This will result in greater depth of technical support and greater efficiencies in operation.
- 3. Benefits l
I The transfer of operational responsibility from NHY to NAESCO' I will provide substantial benefits that are inherent to an operating organization that is supported by a system-wide management company l l with broad nuclear experience. Some of the expected benefits are:
I (1). NAESCO will have access-to the wealth of. nuclear operating experience and expertise currently _ existing in-L NU's nuclear operating subsidiaries. This will enhance l
E public safety and cost effective operation.
(2) Organization of NAESCO under NU will allow the development of specialization in certain areas that might l
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l (3) By operating as part of NU,.NAESCO will engage in more- '
! effective communication with other NU nuclear plants and as:such be aware of relevant nuclear operating experience and " lessons learned" promptly and consistently.
y 16 (4) Certain non-nuclear support functions may be transferred from NAESCO to NU's specialty groups enabling NAESCO to focus more. effectively on the requirements of nuclear operations.
(5). Inclusion of present NHY employees in NAESCO as part of j i
NU's nuclear operating organisation will provide greater opportunity for career enrichment and advancement
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enhancing.the ability to attract and retain highly qualified employees.
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F. Financial Oualifications I
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TheLissue of the financial qualifications of the Licensees, j
.eachiof.which is an. electric utility, has been previously reviewed ;
.and~ formally: resolved 11n this Docket. This. Application does not in q
! any way. . alter the status saga with respect to the Licensees' ability .
4 to obtain the, funds necessary to; cover all costsifor the operation, ;
construction, maintenance, repair, decontamination and i
decommissioning of.Seabrook, each-Licensee remaining severally liableufor such costs under the Joint Ownership Agreement.
.NAESCO, as managing agent for the. Licensees,,will perform '
i certain functions on behalf of the. Licensees, the costs of which I will. continue to be borne by the Joint Owners. NAESCO itself will ,
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17 be compensated at cost by the Licensees for any expenses incurred iniperforming its duties, i
O Therefore, this Application raises no issue with respect to financial' qualifications.
1 G. Antitrust Considerations W.
NAESCO, as managing agent for the Licensees, will manage, operate and maintain Seabrook on behalf of all the Licensees.
NAESCO will not acquire any ownership interest in Seabrook itself cn l'niany electric enet f_ produced by Seabrook and will.not have
- any role in the' marketing of such energy. Therefore, this s
c - Application has.no impact whatsoever on the market for electric power and-raises no. issue with respect to antitrust considerations affecting that' market.
- l H. Restricted Data' This application does not contain any Restricted Data or other c idefense)information, and it'is not expected that any such
, 'information will become involved in the licensed activities. 3 y '
However, in the event that such information does become involved,
- NAESCO agrees that'it will appropriately safeguard such information U, . .
j1 ' and_will not permit any individual to have access to Restricted
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1 Data until the Office of Personnel Management shall have made an A
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18 investigation and reported to the NRC on the character, associations and loyalty c.f such individual, and the NRC shall have determined that permitting such person to have access to Restricted Data will not endanger the common defense and security of the United States.
I. Public Health, Safety and Welfare Considerations ,
The proposed license amendment would include NAESCO as a Licensee and authorize NAESCO, as agent for the other Licensees, to manage, operate and maintain Seabrook. It.does not affect the physical configuration of the facility or adversely affect the technical. specifications under which Seabrook operates. Moreover, as described in this Application, the technical qualifications of NAESCO to operate Seabrook will be at least equivalent to those of NHY. The proposed license amendment will therefore not have any adverse-impact on the public health, safety and welfare.
J. Exclusion Area Upon approval of the license amendment providing for assumption of operating responsibility by NAESCO, NAESCO will have authority to determine all activities within the Seabrook exclusion
. area, to the extent required by 10 C.F.R. Part 100.
i 19 l K. Offsite Power Offsite power is' currently assured to Seabrook over transmission facilities owned by PSNH and New England Power Company, two of the Licensees. These arrangements will not change j as a result of the change in. operational control requested by this Application.
V. NO SIGNIFICANT HAZARDS CONSIDERATION EVALUATION PURSUANT TO 10 C.F.R. S 50.92 A. Proposed Chance The proposed amendment to the Operating License would' revise 'I
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i the Operating License-to authorize NAESCO to manage, operate and maintain Seabrook as of the Time of Effectiveness. Until the Time '
of Effectiveness, PSNH, through NHY, will continue to have the exclusive' responsibility for the management, operation and maintenance of Seabrook.
B. No Sionificant' Hazards Consideration Analysis Applying-the three standards set forth in 10 C.F.R. S 50.92, the' proposed changos to the Operating License involve no significant hazards cov-sideration:
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- 1. The proposed changes will not increase the probability or consequences of any accident previously evaluated. The technical qualifications of NHY, the NU System companies and YAEC have already been approved by the NRC. There will be no changes that would adversely affec+ the NRC's conclusions on the technical qualifications of the Seabrook management, operating or maintenance organizations as documented in the Seabrook Safety Evaluation Report as supplemented.
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1 Further, as a result of the proposed license amendment, there will be no physical changes to the Seabrook facility and all l Limiting Conditions for Operation, Limiting Safety System Settings, and Safety-Limits'specified in the Technical Specifications will remain unchanged. Additionally, with the exception of administrative changes to reflect the role of NAESCO,'the t
commitments in the Seabrook Quality Assurance Program, and the L
Seabrook Emergency Plan, Socurity Plan, and Training Program will be unaffected.- Moreover, the license amendment will not result in any changes to NHY's regulatory commitments to the NRC.
l .2. The proposed amendment will not. create the possibility of' g a new or different kind of accident from any accident previously evaluated.- The'Seabrook design and design bases will remain the same. The current plant safety analyses will therefore remain complete and accurate in addressing the licensing basis events and 1
in analyzing plant response and consequences.
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The Limiting Conditions for Operation, Limiting Safety System e
Settings and Safety Limits for Seabrook are not affected by the proposed license amendment. With the exception of administrative i changes.to reflect the role of NAESCO, plant procedures will be unaffected. As such, the plant conditions for which the design t
basis accident analyses have been performed will remain valid.
Therefore, the proposed license amendment cannot create the l possibility of a new or different kind of accident than previously evaluated, i
- 3. The proposed amendment will not involve a reduction in a margin of safety. ' Plant safety margins are established through Limiting Conditions for Operation, Limiting Safety System Settings i
and Safety Limits specified in the Technical Specifications. Since there will be no change to the physical design or operation of the i t
plant, there will-be no change to any of.these margins. Thus, the !
proposed license amendment will not involve a reduction in a margin of safety.
C. Conclusion .
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i Based upon the analyses and description of the transaction 1 provided herein, the proposed license amendment will'not increase the probability or consequences of any accident previously evaluated, create the possibility of a new or different kind of i >
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accident from any accident previously evaluated, or involve a i
p reduction in a margin of safety. As a result, the proposed L
pN changes meet the requirements of 10 C.F.R. S 50.92(c) and do not involve a significant hazards consideration.
ll L VI. ENVIRONMENTAL CONSIDERATIONS f The proposed amendment will not result in any change in the L
types, or any increase in the amounts, of any effluents that may be released of f site, and there will be no increase in t:idividual or cumulative occupational radiation oxposure. Accordingly, pursuant i-to 10 C.F.R. Section 51.22(c)(9), the proposed Operating License j amendment is categorically excluded from the need for an environmental ~ assessment or an environmental impact statement, and speciall circumstances do not exist to otherwise require such an L assessment or statement. Alternatively, the applicants herein l
l request that the Commission issue and publisF'a finding of no significant impact pursuant to'10'C.F.R. Sections 51.32 and 51.35.
-VII. OTHER MATTERS l l-The Seabrook Station Operation Review Committee and the l L Seabrook Nuclear Safety Audit Review Committee have reviewed the proposed-amendment as required by Section 6 of the Seabrook Technical Specifications and have recommended approval to NHY i
L
1 l
e 23 executive management. A copy of the Application is also being
_provided to the State of New Hampshire.
A copy of the NUSCO authorization with respect to this-Application isffiled herewith and a confirmatory Power of Attorney
.from NAESCO will b9 obtained and filed as soon as possible.
The Applicants request that the amendment described herein be issued by the first quarter of 1991, with the Operating License ;
changes-to become effective as of the Time of Effectiveness (see footnote 4). ,
s Respectfully submitted, NEW HAMPSHIRE YANKEE DIVISION OF PUBLIC. SERVICE-COMrANY OF l NEW HAMPSHIRE, on-behalf of l the Licensees and NAESCO l By [M /hM4 /* -
y ;
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1 bc-S i _ _ _
U AFFIRMATION I, Ted C. Feigenbaum, being duly sworn, state that I am President and Chief Executive Officer of the New Hampshire Yankee Division of Public Service Company of New Hampshire; that on behalf of the Applicants in this proceeding I am authorized to sign and file with the Nuclear Regulatory Commission this " Application to Amend Facility Operating License No. NPF-86"; that I signed this Application as President and Chief Executive Officer of the New Hampshire Yankee Division of Public Service Company of New Hampshire; and that the statements made and the matters set forth therein are true and correct to the best of my knowledge, information and belief.
$ SY4d Ted C. FeJ4enbaum P#
STATE OF NEW HAMPSHIRE COUNTY OF Rockinaham Subscribed and sworn to me, a Notary Public, in and for the County and State above named, this 13"' day of November, 1990.
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A. G_REEMENT l This Agreement is made as of July 19, 1990, between and among North Atlantic Energy Service Company, a corporation to be organized as a wholly l - owned: subsidiary'of Northeast Utilities ("NU") and a public utility organized under the laws of-the State of New Hampshire (" Operator"), and certain s' '-
signatories to the Joint-Ownership Agreement referred to in Apoendix 1.(the Signatories"). The Signatories which are signatories of'the Joint Ownership-y Agreement collectively with the other parties which are from time to time
. signatories of the-Joint Ownership Agreement are hereinafter referred to as ~
othE Participants".
LNow, therefore,11n consideration of the premises and the mutual covenants
. contained ~herein', the parties hereby agree as'follows:
- 1. Definitions'.
1 Terms =used in:this Agreement'are defined in Appendix 1.-
-2. Basic Understandings-
- m. e The Joint Jwnership Agreement sets forth rights and- obligations of the '
Participants 41th respect to Seabrook. Station. ~ Paragraph 36.2 of- the : Joint -
Ownership Ar reement , permits ' the appointment of a managing . agent. by Participan'.s owning 51% or more of the Ownership Shares. The Signatories have-
- negotiated and agreed upon terms and conditions in Appendix 1 hereto to be
. included-'in one or more of the Joint Ownership Agreement, Managing Agent Operating Agreement, and Disbursing Agent Agreement.
o
2-
- i I
- 3. Commitments (a) The Signatories shall draft on an expedited basis a Managing Agent e Operating Agreement, Disbursing Agent Agreement, and an amendment to the Joint
'0wnership Agreement that include all of the terms and conditions set forth in I Appendix- 1 and shall execute and deliver such agreements promptly thereafter.
(b) ~Since the proposed amendment of the Joint Ownership Agreement will !
require the execution and delivery thereof by Participants owning 80% of more of the Ownership Shares to be -in full force and effect, and until all such agreements referred to in Paragraph 3(a) above are effective, the Signatories j accept each of the' terms and conditions set forth in 4pendix 1 and agree to i
be bound.thereby, unless they are. precluded from doing so by those
~ Participants which are not signatories hereto.
.(c) The Signatories agree to cooperate in good faith-and use all reasonable efforts to obtain, and not oppose directly or indirectly, the issuance of the NRC Amondment and other Regulatory Approvals on an appropriate schedule recognizing.the overriding interest of the Participants in: 1 maintaining-the safe, efficient and reliable operation of the Plant and in a
~
-assuring a smooth transition to the new operator. Nothing in-this Agreement
~
.or in Appendix 1 shall be Aemed to limit or affect the rights of any !
Signatory'to take any position in'any proceeding on issues not related to f
L Seabrook or, except as otherwise provided in the Settlement Agreement between .
New England Power Company and Northeast Utilities Service Company dated as of'
~
,the i date hereof, to abrogate or affect the right to prosecute any position l:y already taken by a Signatory in FERC Docket No. EC90-10-000.
,g -(d) Each Signatory agrees that it will vote its Ownership Shares in support of the terms and conditions set forth in Appendix 1.
J L l 1
- p }
5 '
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(e) The' Signatories agree'that, at such time as the Managing Agent t Operating Agreement, Disbursing Agent Agreement and amendment to the Joint Ownership Agreement referred to above have been executed and delivered and are all in full force and effect, the resolution of any inconsistency among said agreements shall be governed by the Joint Ownership Agreement as amended by E
, the provisions set forth in Appendix 1.
+
'l 4. Effectiveness 4
The Signatories agree that although bound to the terms and conditions as set'forth in Appendix 1,.the Operator shall not become managing agent and '
operator of the Plant until 11:59 P.M. on the last day of tnc calendar month in which the NRC Amendment and the Regulatory Approvals shall all have become
. effective.
- 5. : Miscellaneous
.(a)~.Nothing in this Agreement is intended or shall be deemed to preclude i a or discourage:those Participants which are not signatories-hereto from carrying on;further negotiations with the Operator and its affiliates. The 0perator and-its affiliates will keep each Signatory fully informed of such i
negotiations. ,
'(b) This Agreement shall remain in effect.until such time as the Managing Agent Operating Agreement, Disbursing Agent Agreement and amendment to'the '
Joint 0wnership Agreement referred to above have'been executed and delivered
'and are all in full force and effect. The Signatories do not intend that this i
Agreement be an amendment to-the Joint Ownership. Agreement, e
(c) Any number of counterparts of this Agreement may be executed and each
. shall have the same force .and effect as an original and as'if all of the u Signatories to all of the counterparts had signed the same instrument.
L
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.' 'IN' WITNESS WHEREOF, each of the undersigned has caused this agreement-to be-signed'on its' behalf.by a duly authorized officer on the date indicated but as of the date first written. l North Atlantic Energy Service Company I By: . Northeast Utilities Service Company, its Agent I 1
E /s/ John F. Opeka By:
]
-Title: Executive Vice President l l
Date: July 18. 1990
)
i l
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The Connecticut Power and Light Company ;
l 1
By: /s/ John F. Opeka j
Title:
Executive Vice President l
Date: July 18. 1990 ,
o I
Public Service of' Hew Hampshire
'By:- /s/ Leon E. Maalathlin. Jr.
Title:
President and CEO .
l Date: July 19. 1990 ;
.I l
- The United Illuminating Company )
l By: /s/ Richard J. Grossi
Title:
President and C00 l Date: July 19.1990 l l
c.
l
- )
,o-g 4 New England Power Company By: /s/ Jeffrev D. Tranen j
Title:
Vice President ;
i-ci Date:- July 19.1990 Canal Electric Company i
By:- /s/ Russell D. Wriaht
.' ?l ;
Title:
Financial Vice President .)
I Date: July 19. 1990 j d
' I
. Montaup Electric Company ;
i 1
By: i
Title:
, l .
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. Date: ]
j EUA Power Corporation i
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4 By: {
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, -Title:- .I
.1 Date: j
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Massachusetts Municipal Wholesale Electric Company d I
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Title:
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Date: j i
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y Vermont Electric Generation and Transmission Cooperative, Inc.
- 1 l- l H By
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Title:
. 0ates pb I.I*
Ll' Taunton Municipal Lighting Plant v
l 4 lBy: l
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- l. '
Title:
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p- Date: i Hudson Light and Power Department .
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, By:-
Title:
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4 Date: .;
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.N. H'. Electric Cooperative, Inc. ,
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-i By:. l F Title l
., Date:
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. E.
1 I
1 Provisions to be included in one or more of the Appendix 1 l SEABROOK JOINT-OWNERSHIP AGREEMENT (JOA),
- MANAGEMENT AGENT OPERATING AGREEMENT (MA0A),
- and DISBURSING AGENT AGREEMENT (OAA)
INDEX Eage
- 1. Definitions 3 H
, 2. Basic Understandings 4 !
- 3. -Managi_ng Agent'- . 6 ! -
4.-- Disbursing Agent 7 l
- 5. Services -9
. 6.- Contracting Aathority 11 ,
- 7 '. Executive Committee- 13 8.~- -
Oversight Committee =15
- 9. Audit Committee 16
- 10. Periodic Reporting 17 !
i
- 11. Acce'stto s Information 21
,12. Payments- 23-
. 13. Insurancet -
28 o
14l,Decommissionin9- 29
-15.sLimitation'of Liability 29
- 16. Term-and' Effectiveness -30
-Q- 517. No' Setoff 31'
-y
- 18. Assignment.-
]l
'l 4
32 i
'19. No Third Party Beneficiaries 32
,? n 20. Several Obligations'of Participants 32 21.- Applicable Law 32 J
T22.' Arbitration' 33
[* 23. Notices 34
,24 Counterparts- 34 x
- 25. Amendment 34 i
)
- - - - -- ------------ =
- Appendix 1 i
This' Managing-Agent Operating Agreement (" Agreement") is made as
- of _.,-1990, between North Atlantic Energy Service Company, a corporation to be organized as a wholly-owned subsidiary of Northeast Utilities ("NU") and a public utility organized under the laws of the State of New Hampshire (" Operator"), and (names of signing joint owners of seabrook)
(the " Signatories" and collectively with the other parties which are from time to' time-signatories of the Joint Ownership Agreement referred to below, the
" Participants"), [ Provision for MA0A]
Whereas, the Participants are currently the parties to the Agreement for J6 int Ownership, Construction and Operation of New Hampshire Nuclear Units,
, dated May 1, 1973, as heretofore amended through the Twenty-Second Amendment, (which agreement as from time to time amended is hereafter referred to-as the
" Joint 0wnership Agreement" or "J0A"), which sets forth their respective
~
rights _and obligations with respect to the nuclear electric generating plant
-("Seabrook Station" or the " Unit" or the " Plant") which the Participants have
. constructed-in Seabrook, New Hampshire, consisting of unit one and all common facilities'("Seabrook 1") which is completed and unit two ("Seabrook 2") which ha's been cancelled; [ Provision for MA0A] and Whereas,-pursuant to the J0A.and actions taken by the Participants, management. responsibility for Seabrook Station, subject to the limited overs.ight and direction functions of the Executive Committee described in
' Paragraph 37 of the J0A, currently resides in Public Service Company of New Hampshire ("PSNH"), acting through its New Hampshire.. Yankee Division (the
. Division"); [ Provision for MA0A] and Wh'ereas, pursuant'to'a' plan of reorganization filed by Northeast Utilities Service: Company in bankruptcy case No. 88 0043 pending in the United States Bankruptcy Court for the Olstrict of New Hampshire with respect to PSNH, it is -
contemplated that PSNH will become a wholly-owned subsidiary of NU, and that PSNH's Ownership Share of Seabrook Station (the "Seabrook Interest") will be transferred to a subsidiary of NU to be known as North Atlantic Energy Corporation ("NAEC") (Provision for MA0A] and 1
2 -
Appendix 1 i
- Whereas, Paragraph 36.2 of the JOA permits the appointment by Participants owning 51%'or.more of the Ownership Shares of Seabrook Station of a managing agent to act on behalf of all the Participants in the management of the -
operations of the Seabrook. Station; and it is intended that this Agreement implement. Paragraph 36.2 of the JOA; [ Provision for MA0A] and Whereas, Paragraph 35.1 of the JOA permits the appointment by. Participants '
owning. 51% or more of the Ownership Shares of Seabrook Station of a disbursing !
agent-to receive, hold and disburse payments due from_ Participants; [ Provision i
for DAA) and y Whereas' it is recognized that under the J0A the Participants are each
, l severally' responsible for their respective Ownership Shares of the costs of H +
operating and maintaining Seabrook 1 and of the ultimate disposition of Seabrook 2 and are entitled to their Ownership Shares of the capacity and L electric energy produced by Seabrook 1; (Provision for MA0A) and Whereas, Operator desires to assume the responsibilities of Managing Agent for. Seabrook Station on behalf of the Participants- and agrees to perform its responsibilities and duties all in accordance with Prudent Utility Practice- .
l (as defined in Paragraph 8.1 of the JOA); (Provision for MA0A) and ,
- Whereas, it is the intent of the Operator and the Signatories to promote theLsafe, efficient and reliable operation of Seabrook~ Station (Seabrook) and -
, ;the' Signatories desire that'the Operator shall have responsibility for the '
iday-to-day; operation and. maintenance of Seabrook consistent with this goal; I'
3 (Provision for MA0A] and "
~
Whereas, the' Signatories and'the Operator desire that all Participants ,
- [ shall have the unrestricted access to project information, with the limited
-restrictions set forth-herein, and the Operator desires to. keep the
' Participants. regularly and fully advised of significant activities and ,
? developments; [ Provision for MA0A]' and 7
S i
)
- < $ e s . ,- -, - . , , - - . - . ~-.e. -- - - .% .-
6
-:3 -
Ahpendix1. .)
]
l Now, therefore. -in' consideration of the_ premises and the mutual covenants j contained herein, the parties hereby agree as follows:
]
f
- 1. Definitions (Provision for MADA]
I (a): Terms defined in the JOA are used in this Agreement with the same r ' meanings as there provided.
l l
(b) The term "NRC" shall mean the United States Nuclear Regulatory l Commission or any governmental agency or agencies which succeed to.the j powers thereof, i
'(c)(The term "NRC Licenses" shall mean all licenses relating to Seabrook
. Station',:each'as from-time to time in effect, issued by the NRC, !
includingiwithout limitation-the.zero-power Operating Licenses, No..
E
, NPF 56, the.Llow-power Operating Licenses, No. NPF 67, the full-power ,
- operating license, No NPF-86, and the Construction Permit, No.- ?
7 CPPR 135, with respect to'Seabrook 1, the and Construction Permit No.
'CPPR_136,1with-respect to Seabrook.2. ,
.i m , --(d)'Theltermi"NRC Amendment" shall'meen the amendments to NRC Licenses, ;
which,. inter' alia, designate Operator as the entity _ technically i
- qualified to operate Seabrook- 12nd supervise disposal of Seabrook 2.
o (e)..The-term "T_ime of Effectiveness" shall mean 11:59 P.M. on the last dayL a Lof .the calendar month in which the NRC Amendment, and any other a federal, state or-local' regulatory, judicial or other approval necessary for' the~ performance' of this Agreement:-(collectively
" Regulatory Approvals"), shall all have become effective, j j
(f):The' term " Unaffiliated Participants" shall mean those Participants. ;
o which are;notLunder common control. [ Provision for MA0A and J0A]~ !
I .' -
l: .i r1
, r
4 -
Appendix 12
.x ,
- 2. Basic' Understandings !
(a) (i) This Agreement relates to the transfer and delegation to Operator by. the Participants of authority under the NRC Licenses with respect to the operation of Seabrook 1 and tue supervision of the disposition of Seabrook 2, which has been canc'elled and abandoned by,the Participants, by appointing Operator as Managing ;
Agent pursuant to Paragraph 36.2 of the JOA. (Provision for MA0A] c 5
(.i i ) - The parties recognize that such transfer and delegation can 1 h ' <
only be accomplished after the NRC Amendment is issued and becomes effective. The: parties agree to cooperate in good faith and use
, all . reasonable efforts to obtain, and not toppose directly or-indirectly, the issuance of the NRC Amendment and other Regulatory e , Approvals on an appropriate schedule recognizing the ' overriding
- interest;of the Participants in maintaining the safe, efficient l A 4
- and_ reliable'operhtion of the Plant and in assuring a smooth A j ' '
transition to a new operator. The. provisions of this Agreement '
j '
relating to the. transfer and delegation of such operating f7 authority and the exercise thereof shall become operative at the Time of Effectiveness. (Provision for MADA) 1 (iii) LThe Operator shall 'use all reasonable efforts to cause the
^
Unit to be operated in a- safe,: efficient and reliable manner in'. R compliance with all applicable-safety requirements,- including but -
q - not -1imited to the technical specifications and the other terms and conditions:of.the NRC Licenses, the rules and regulations of- a f', the NRC, and any applicable orders issued by it. (Provision for_
r j MA0A)
'(iv)
~
e >
The Operator shall use all reasonable efforts to operate and
- maintain'the Unit in a manner that will-(a) promote the safety of i ,
workers 'at the Unit and the safety of the general 'public; (b) promote reliable Unit performance, high Unit availability, a low forced outage rate and short outage durations; (c) conform to all regulatory requirements and binding industry standards; and (d)
' I, !
~+ x , , . , .
r yJ, ,
5 .
-Appendix 1
, _ consistent with the goals described in the foregoing clauses (a),
(b) and (c), produce busbar costs as low as reasonably possible, through. control of operating and maintenance expenses and restraint in the commitment' of capital funds. [ Provision for MA0A]
p (b) On or as soon as practicable after the Time of Effectiveness the parties will take the following actions in order to implement the l transfer- of authority contemplated herein: I 1
(i)- PSNH shall effect the assignment to Operator of the '
responsibilities of- the Division (as agent for Participants) under all outstanding contracts and agreements relating to Seabrook 1
, m Station. which have heretofore been entered into by PSNH or the j t
Division.either expressly or implicitly on behalf of all 1
Participants and will cooperate with Operator in negotiating appropriate modifications reflecting the ' shift of authority being 1 implemented hereby to-any contracts relating to Seabrook: Station
..(such as 'the NEll insurance policy) which are_ subject to
{
W- -!
. requirements which preclude execution by, or assignment to, Operator as Managing Agent; [ Provision for MA0A) s (ii_)- The Participants will ' terminate the Disbursing- Agent > Agreement l dated May 1,1984 as amended and direct -Yankee Atomic Electric !
Company '(" Yankee Atomic"); in_ its capacity as. Disbursing- Agent j
-thereunder to transfer all funds and records held thereunder to :
(
- Operator, acting as Disbursing Agenti such funds to be deposited ]
in one or more of the accounts established pursuant to Section 4 l of this Agreement. The Participants wi l- direct Yankee Atomic to I
a render a t. al accounting and reconciliation report with respect 1 y*s,y to its activities as Disbursing- Agenti -[ Provision for DAA) .
7
- (iii) Operator, acting as Disbursing Agent, Will open appropriate bank j J
?
accounts on. behalf of the Participants. Such accounts shall be 1 4
M ,
treated in all~ respects as escrow accounts established for the
- sole benefit of Seabrook Station and shall be used solely for the ' !
, h '.[
.-. 4 I
6 -
Appendix 1 costs of Seabrook Station. The Operator shall not commingle any j funds paid by the Participants with respect to Seabrook Station with other funds. Except as the Executive Committee otherwise directs, Operator will pay an obligation with respect to the Plant only if Operator has on hand funds to pay each Participant's Ownership Share of such obligation; [ Provision i'or DAA) and (iv) Subject to the reasonable direction of the Executive Committee.
Operator shall assume responsibility on behalf of the Participants for all property tax negotiations with local communities relating to Seabrook Station facilities as to matters arising sfter the Time of Effectiveness. [ Provision for MA0A)
- 3. Managing Agent (a) Commencing at the Time of Effectiveness and until the expiration or termination of this Agreement, (i) the Signatories, owning collectively bl% or more of the Ownership Shares as required by Paragraph 36.2 of the JOA, hereby designate Operator as Managing Agent of Seabrook Station under the JOA on behalf of the Participants, and (ii) the Participants employ Operator, and Operator hereby agrees, to perform the engineering, operational and othe: professional services and responsibilities of such Managing Agent on behalf of the Participants, in accordance with this Agreement and the JOA. Subject to the provisions of this Agreement which assign certain authority to the Participants =and/or.the Executive Committee, the parties agree that, as Managing Agent, Operator shall have complete and ultimate responsibility for day to day management of the operation of Seabrook
'1, including those duties, functions, responsibilities, prerogatives, discretionary' rights and authorizations to act on behalf of the Participants which are described in the JOA. Such responsibilities inter alia include authority on all optrational issues respecting Seabrook 1 to the extent necessary to comply with the NRC Licenses, responsibility for all licensing actions with respect to Seabrook 1, and ultimte responsibility for the effective implementation of the quality assurance program at Seabrook 1. (Provision for MA0A)
7 -
Appendix 1 I
(b) The Operator shall promptly advise the Participants of its significant actions in discharging its responsibilities, consistent with Section 10 of this Agreement. [ Provision for MA0A and JOA)
(c) The Part%ipants shall approve or disapprova in advance, by a vote I of 52 m more of the Ownership Shares, the Operator's selection of I the P4,c's senior on site manager. TPr., vision for MA0A and JOA) ;
(d) The Participants shall approve or disapprove in advance, by a vote of 51% or more of the Ownership Shares, significant government affairs and public relations policies pertaining to the Plant. (Provision >
MA0A and JOA)
(e) The Participants shall approve or disapprove in advance, by a vote of Sl% or more of the Ownership Shares, the incentive compensation programs and aggregate payments associated therewith for Operator personnel assigned to the Plant. (Provision for MA0A and JOA)
- 4. Disbursing Aoent (a) Commencing at the Time of Effectiveness, Participants, owning collectively 51% or more of the Ownership Shares as required by [
Paragraph 35.1 of the JOA, hereby designate Operator as Disbursing Agent M teabrook Station on behalf of the Participants. The Operator hereby agrees to perform the disbursing activities as set forth herein and in the JOA. (Provision for DAA)
(b) The Executive Committee shall approve the significant policies and actions governing the control of funds managed by the Disbursing Agent. This shall incluce, but not be limited to: i (i) the selection of bank (s) in which funds are deposited.
(11) the selection of any investment manager (s) utilized in administering the funds.
1 t
i
8 -
Appendix 1 (iii) determination of the investment guidelines governing the i administration of funds other than those covered under Section i 4(c)below.
(iv) agreements establishing and/or governing trust funds, including I but not limited to, decommissioning trusts. (Provision for DAA andJOA)
J (c) The Disbursing Agent shall establish and maintain a special bank account, or accounts, with funds supplied by the Participants as i required to fund their respective shares of project costs on a l day to day basis. The Disbursing Agent shall endeavor to avoid i carrying in the accounts funds in excess of a reasonable minimum
{
balance for periods of time longer than necessary to provide for the orderly payment of invoices and payroll and other charges. Any income resulting from the investment of excess funds will accrue to the account of each Participant in respect to its Ownership Share. All invoices or charges in connection with the performance of this Agreement shall be paid by the Disbursing Agent from the aforementioned-accountoraccounts.[ProvisionforDAA)
(d) After receipt of billing information from the Operator, the Olsbursing Agent shall prepare and submit bills to the Participants in reasonable detail for costs incurred hereunder. (Pro <ision for DAA)
(e) The Disbursing Agent shall provide a written report monthly to I the Executive Committee, with copies provided to each Participant, reflecting'all activities which occurred in the particular month. 1 Such report shall include, but not be limited to, the beginning and ending balances of funds under the control of the Olsbursing Agent.
(ProvisionforDAA)
(f) The Disbursing Agent shall establish such accounts for the segregation of Participants' funds as shall be deemed necessary or !
appropriate by the Executive Committee. (Provision for DAA)
s 9 -
Appendix 1 1
(g) The Executive Committee shall at all times act reasonably in the l
exercise of its responsibilities and authority with respect to the l 3 activities of the Disbursing Agent. The limitation of liability and
{
indemnification provisions in Paragraph 4.2 of the Disbursing Agent Agreement dated May 1,1984 as amended shall remain in full force and i effect. '
- 5. Services (ProvisionsinMA0A) i 1
Operator agrees to perform or cause to be performed all the services '
and responsibilities assigned to it hereunder in conformance with ;
professional standards of care and practice appropriate to the nature of l the technical and professional services involved and in accordance with Prudent Utility Practice (as defined in Paragraph 8.1 of the JOA), f including, but not limited to,:
i (a) selecting, employing, training and maintaining sufficient personnel to l staff Seabrook Station in accordance with license and regulatory requirements applicable to the operation of Seabrook Station and to $
provide or cause to be provided any support services for such ;
operationst
[
(b) planning for nuclear fuel utilization at Seabrook 1 and procuring on behalf of the Participants the requisite nuclear fuel therefor,
' including arranging for all stages of uranium processing, fuel design' and fabrication and eventual storage, transportation, disposition
.and/or reprocessing of irraoiated nuclear fuel and the disposition of- .-.
or use of reprocessed material; ,
(c) purchasing and maintaining on behalf of the Participants, at appropriate levels, inventories of materials, supplies and spare parts "
required for operation and maintenance of Seabrook Station;
1 10
- Appendix 1 l
(d) after consultation with the Executive Committee to the extent i reasonably required by that Committee pursuant to Section 7 of this Agreement, selecting and retaining consultants and contractors to l
j assist in the performance of Operator's responsibilities with respect
{
to Seabrook Station; '
1 (e) subject to paragraphs 24.2 and 37.4(d) of the JOA and the resolution regarding the disposition of Seabrook 2 adopted by the Participants on
]
November 6, 1986, recommending to the Participants specific actions concerning the disposal d Seabrook 2; i (f) reporting to the Executive Committee and Participants on the operations and finances of, and the insurance for Seabrook Station in accordance with Section 10 of this Agreement; and 4 (g) taking all other actions necessary in order to keep the Operating Licenses and other necessary regulatory permits in full force and effect.
Other than its responsibilities with respect to the operation of ,
Seabrook Station, in carrying out its obligations as Managing Agent hereunder and under the J0A, Operator inay retain or appoint a service
- company or agent (which service company or agent shall be affiliated with Operator) to act on its behalf and perform the responsibilities of Operator hereunder and under the JOA, so long as such appointment is consistent with the terms of the Operating License and the rules and 3
regulations of the NRC. No such retention _or appointment shall-become effective unless the agreement (s) between the Operator and such service -
company or agent (s) has been approved by at least three or more Unaffiliated Participants, owning collectively 60% or more of the Ownership Shares. Participants shall not withhold their approval of any >
such agreement if it is fair and equitable to all affected parties.
.ws -- -v-.- . - - ,-_<v-,,
i
+ 11 - Appendix 1
)
I
- 6. Contracting Authority (ProvisionsforMA0A]
i In conformity with the paragraphs 9 and 10 of the JOA and subject to Section 3 of this Agreement and this Section 6, the Participants hereby authorize Operator as Managing Agent to enter into, and to execute and ,
deliver, such contracts with third parties for design, engineering, construction and technical support services or for insurance for Seabrook Station or for the purchase of materials, equipment and nuclear fuel for Seabrook Station, and for the acquisition of interests (other than title) l in real estate essential to Seabrook 1, as Operator deems necessary and prudent, provided that such contracts shall expressly provide that the l Participants are severally liable in proportion to their respective Ownership Shares, and neither jointly nor jointly and severally liable .
thereont and provided, further, that such contracts sha'l provide for title to any such property which becomes a fixture or integral part of J Seabrook Station to pass to the respective Participants in similar ,
proportions. Without limiting the generality of the foregoing, the Participants intend that this authorization includes authority to enter into' operating leases for automobiles, equipment and other facilities necessary, in Operator's opinion, to the operation of Seabrook Station or to the proper performance of Operator's responsibilities hereunder. The l
Operator will use its best efforts to negotiate contracts that minimize indemnification and/or payment of special and consequential damages to third parties. In the event that the Operator finds it necessary to provide indemnification and/or payment of special and consequential
' damages to third parties, it shall, to the extent practicable, advise the Participants of such condition in advance of the execution of such agreement. In any event the Operator shall promptly advise the Participants of such action after the execution of such agreement (s).
Neither the Operator, nor its affiliate companies, without the prior approval of the Executive Committee, shall enter into an agreement related to the project with a vendor, contractor or consultant that would require the Operator or its affiliate companies to refuse to furnish any 9
I 4
r 12 Appendix 1 information that could be requested by a Participant under this Agreement on the basis that a vendor, contractor or consultant claims such information to be proprietary to any such vendor, contractor or consultant, provided that an agreement may provide that any Participant which wishes to obtain any information treated as confidential or proprietary by a vendor, contractor or consultant shall sign an appropriate nondisclosure agreement requested by such vendor, contractor or consultant.
Major contracts and material modifications to such contracts for a) nuclear fuel and fuel services (excluding short-term spot market purchases); b) employment contracts with project personnel (excluding union labor contracts); c) contracts having a dollar value exceeding $10 ,
million and either presenting significant liability issues or presenting
- long term (at.least two years) political, regulatory or public relations policy issues; and d) the acquisition of interests (other than title) in real estate essential to Seabrook 1 shall not be executed unless approved i in advance by Participants, owning collectively 51% or more of the Ownership Shares. The criteria governing the types of major contracts requiring pilor approval b/ the Participants, in addition to those i specifically identified herein, may be reasonably expanded from time to '
time-by the Executive Committee. Such additional major contracts shall be of the same magnitude and importance to the project as those described i above. !
The Participants and Operator agree that, whether or not Operator fulfills its obligation to provide that the several liability of the Participants is referred to therein, the Partjcipants shall be severally ,
liable, and neither jointly nor jointly and severally liable, for their respective Ownership Shares of all obligations' performable, and all payments due, under or with respect to any contracts entered into concerning Seabrook Station executed on their behalf as contemplated by Paragraphs 9 and 10.1 of the J0A and this Section 6. ;
4
l 13 - Appendix 1
- 7. Executive Committee (Provisions for J0A]
(a) The Executive Committee shall have ger.eral oversight responsibility for the policymaking, planning, 6 incial, legal, political, material litigation and significant operatbnal decisions of the Operator related to Seabrook which do not involve the day-to day operation of the Plant. The Executive Committee shall at all times act reasonably in the exercise of such responsibilities.
"he limitation of liability and indemnification provisions in Paragraph 37.6 of the JOA shall remain in full force and effect.
(b) The Executive Committee shall also specifically and reasonably direct and approve the actions of the Operator on such items as: a)
- the resolation of disputes related to the payment of costs associated with providing information to a Participant (s) under Section 11 of this Agreement; b) periodic reporting criteria for information provided to.the Participants under Section 10 of this Agreement; c)-
the method of cost allocation to the project by affiliate companies of
'the Operator as described in Section 12 of this Agreement; d) method
~o f reimbursement of the Participants for the future joint use of J
common facilities constructed and utilized by Seabrook 1; e) policies for the sharing of Seabrook 1 equipment by units at other locations; 1 f) criteria for determining which contracts will require Participant review or approval as described in Section 6 of _this Agreement; g) activitiesoftheOperatoractingasDisbursing~ Agent;h) redistribution of expenditures among budget categories as described in Section-12 of this Agreement; and i) negotiations with municipalities e
pertaining to property taxes. Actions of the Executive Committee in
_the exercise of any and all of these specific responsibilities may be modified by a vote of at least three or more Unaffiliated Participants, owning collectively 60% or more of the Ownership Shares. Changes in the Executivo Committee's authority to create !
committees and task forces may also be modified by a vote of at least ,
three or more Unaffiliated Participants, owning collectively 60% or 1
Appendix 1 more of the Ownership Shares. All c ntr actions of the Executive Comittee may be modified by a vote of Participants owning 51% or more of the Ownership Shares. All actior.s of the Executive Committee or c modifications thereof by vote of Participants are subject to any Participant's rights to seek arbitration.
(c) The by-laws of the Executive Committee may be modified from time to time by a vote of Participants owning collectively 80% of more of the Ownership Shares.
(d) Any Participant may request that the Chairman of the Executive Committee or any two members of the Executive Committee call a meeting of the Participants upon reasonable notice (which shall not be less than three business days) to discuss any matter regarding the project. Such meetings may be held by telephone conference call. All actions requiring Participant review or approval shall take place at, ,
or following, meetings of the Participants at which the particular matter was discussed. Any effort to override a vote of the Executive Committee shall be deemed a separate action which shall require a meeting of the Participants.
E (e)- The Executive Committee shall be comprised of five members determined as follows: two members shall represent investor owned
. Participants incorporated under the laws of New Hampshire; one member each shall represent investor owned Participants incorporated under the laws of Massachusetts and Connecticut; and one member shall represent all municipal and cooperatively-owned Participants, wherever incorporated. An investor owned. Participant shall be entitled to vote <
only with respect to the selection of the representative of its state '
of incorporation. Each cooperatively-owned Participant and each I municipal Participan+, wherever incorporated, shall be entitled to i vote to select its representative. In no event shall a Participant and its affiliates be entitled to select more than one member of the Executive Committee. The members of such Executive Committee-shall be appointed from among the chief executive officers of Participants in
?
I
15 - Appendix 1 the Units. Any member of the Executive Committee may designate an alternate to attend and vote at any meeting of the Executive Committee in his plact and stead.
! 8. Oversight Committee [ Provisions for JOA)
The Executive Committee shall select or remove the members of an Oversight Committee, comprised of no more than five members at any time, which shall periodically review the activities of the Operator. Selection and removal by the Executive Committee may be modified by a vote of at least three or more Unaffiliated Partlcipants owning collectively 607. or more of the Ownership Shares. A majority of the members of the Oversight Committee shall be comprised of individuals .'ith substantial experience in the operation or oversight of commercial nuclear power facilities. The ,
Oversignt Committee shall report to the Participants not affiliated with theOperator("NonoperatingParticipants"). The Oversight Committee shall provide to the Operator a copy of any report which it provides to the Nonoperating Participants. All costs of the Oversight Committee shall be borne by the Nonoperating Participants based upon Ownership Shares.
Subject to Section ll(a) of thi greement, the Operator shall cooperate fully with the Oversight Committee in performing its duties. ,
The_ Operator shall provide a response to any recommendations which are made by the Oversight Committee. The Oversight Committee shall have the right to have reasonable access to the Plant and to observe Plant activities, provided that these activities will not interfere with the operation of the Plant, Plant safety or security. The Oversight Committee shall comply with all applicable rules and regulations in effect at the ;
', Plant whether imposed by governmental authority or by the Operator.
it is the intent of the Participants that at all times the Oversight Committee act consistently with the regulations of the NRC and that there i L be no delegation to, nor assumption by, the Committee of any duties or !
authority given to the Operator or the Participants. The creation of the Oversight Committee shall not be deemed to supersede the Operator's responsibilities under this Agreement.
l
i 16 - Appendix 1 l
l
- 9. $ditCommittee [ Provisions for JOA) i The Audit Committee shall consist of one representative from each Participant who so elects to participate. The Chair of the Audit
{
Committee shall be appointed by the Executive Committee. However, the !
Chair of the Audit Committee may not be a representative of any Participant which is affiliated with the Operator. The Audit Committee {
shall: !
1 (a) report to the Executive Committee; (b) supervise the activities of any special independent auditor which may be selected from time to time by the Executive Committee on behalf of all Participants to review the activities and records of the Operator. The Audit Committee shall make a recommendation to i the Executive Committee as to the selection of the d 'r.ident ,
auditor.
[
(c)determinespecificareasforauditasrequiret / develop the scope and objectives for each audit, such scop, votentially involving managerial or financial topics, or both; (d) review the results of any Operator (or its affiliate) internal or independent audit reports of Seabrook Station activities; '
(e) at least aanually review the performance of the decommissioning trustee (s)andinvestmentmanager(s). '
The scope of the audits subject to the review of the Audit Committee shall include all costs relating to the project. -
Subject'to Section ll(a) of this Agreement, the Operator shall
. cooperate fully with the Audit Committee and any independent auditors it
[ may retain. [ Provision for MA0A and J0A] '
L 1
l ,
17 Appendix 1
- 10. Periodic Reporting (Provisions for MA0A and JOA) i The Operator shall meet with the Participants no less frequently than quarterly to report on the status of the project and disec s other matters regarding the project. Each Participant shall endeavor, in m',ance of the meeting, to notify the Operator of the matters of interest to that Participant for discussion.
I (a) For each quarterly Participants' meeting, the Operator shall ]
distribute, at least seven days in advance, a written operational report which shall include, but not be limited to, the following:
(i) A brief summary of the Plant's operation since the last meeting of the Participants. ;
(ii) A summary of Plant shutdowns and unusual load reductions since the '
last meeting of the Participants.
(iii) The status of major capital projects. The criteria governing the projects to be reviewed shall be reasonably established from time
- to time by the Executive Committee.. :
(iv) A summary of any NRC, U.S. Environmental Protection Agency, New Hampshire Department of Environmental Protection, or OSHA
', violations, and the Operator's response thereto, since the last 1 meeting of the Participants.
(v) A list of the NRC elevated enforcement actions including confirmatory action letters, enforcement. conferences and NRC requested management' conferences.
(vi) A summary of new significant industry concerns that have a high ,
potential impact on the Plant that yould result in significant increased costs or a Plant shutdown. ,
l hii)- A summary of major exposure items for the upcoming refueling outage. '
(viii) A list of other issues that the Operator believes should be brought to the Participants' attention, e.g., related ; tate or local specific issues.
l I-,
+
l 28 - Appendix 1 (ix).. A summary of any event at the Plant declared by the NRC to have ;
been~an Abnormal Occurrence. !
(x) A report on industrial safety, including status of the lost time accident incidence rate since the last meeting and the beginning !
of the year.
(xi) Other items which the Executive Committee shall, from time to '
time, reasonably request.
j At the Participcnt meeting, the officer of the Operator with operational responsibility for the Plant shall give a presentation on i the significant items contained in the written report, as well as the l current status of the Plant. The officer will also brief the Participants or. the results of evaluations and assessments of the I Plant by the Institute of Nuclear Power Operations ("INP0"), since the last meeting of the Participants. j
. (b) for each quarterly Participants neeting, the Operator shall l distribute, at least seven days in advance, a written financial report which shall include, but not be limited to, the following: ,
(i), Actual. operating expenses for the prior quarter and year-to date q comparing same to the approved budget. The Operator shall explain, in detail, all line item expenses which are budgeted to be greater than 1% of the Operating Budget (as defined in Section r 12 of this Agreement) and which are at variance from the approved .;
budgets by greater than 10%. Each report shall-identify actual 7, expenditures not within the approved budget and actual withholding of expenditures which have been approved.
(ii)' A projection as to any significant year end variances from the approved budget. The Operator shall explain, in detail', all line item expenditures which are budgeted to be greater than 1% of the Operating Budget (as defined in Section 12 of this Agreement) and projected to be at variance from the approved budgets by greater than 10%. De Operator shall also explain whether the total level of Operating o. Capital Expenditures is expected to exceed the respective appro<ed budget by 5%. Each report shall identify proposed expenditt.res not within the approved budget or proposed withholding of expeiditures which have been approved.
--y,. - - - , - - - - . . .
Appendix 1 o ,
l (iii) Other items which the Executive Committee shall, from time to time, reasonably request, i J
(c) Between the quarterly Participants meetings, the Operator shall distribute, on a timely basis, operational information which shall l
include, but not be limited to, the following:
(i) A copy of the NRC Systematic Assessment of License'e Performance P
("SALP") report, or equivalent, and the Operator's response l thereto. Copies of SALP reports are to be provided as soon as i reasonably possible after they are released to the public by the NRC.
(ii) A copy of the year end INPO performance indicator report, or '
- equivalent, for the Plant. !
(iii) A copy of the Plant's post refuel outage report.
(iv) A description of any event which results in a Plant shutdown or could extend a refueling shutdown by greater than two weeks. l (v) A copy of the NRC report for any NRC violations in Severity Levels #
1, II, or !!!, and the Operator's response thereto.
(vi) A copy of any NRC report containing a proposed civil penalty enforcement action.
(vii) Other items which the Executive Committee shall, from time to time, reasonably request. '
j (d) Between the quarterly Participants meetings, the Operator shall distribute, on a timely basis, financial:information which shall include, but not be limited to, the following:
(i) Monthly reports which will enable each Participant to meet its e accounting, statistical,> and financial disclosure requirements, y including the requirements of any regulatory bodies having jurisdiction over such Participant. The Operator shall provide '
such accounting information in electronic format (i.e., magnetic
[1 tape or diskette) for those Participants which specifically A
request such. Subject to Section 11(a), covering the cost cf
- providing additional information, if any Participant shall o
e s
[ 5 l'
, , . - - , , , , . - - en - ,- --- + '~' '"*~ '~~ ' ' ' "
20 - Appendix 1 reasonably request accounting or other information required by this Section'10'in a special or different format, such request
.shall be granted to the extent practicable.
(ii) Other items which the Executive Committee shall, from time to time, reasonably request.
(e) Notices of an Unusual Event, Alert, Site Area Emergency, or General Emergency (as such terms are defined in the Emergency Plans for the Plant) shall be distributed by the Operator immediately according to the Emergency Notification Procedures adopted by NEPEX, or equivalent.
,. (f) The Operator.shall report, no less than quarterly, on the status of all decommissioning trust funds and all activity associated therewith. At least annually, consistent with the timing of the activities of the New Hampshire Decommissioning Finance Committee, or u its' equivalent, the Operator shall issue-a written report on the
- performance of the investment manager / trustee, as well as the specific investments comprising each trust fund.
- (g) By the end of the- first quarter of each year, the Operator shall furnish each Participant'with a detailed list of insurance policies in effect for'the Plant. Such list shall _ identify coverage amounts, 4
deductibles, premiums and'other relevant information. To the extent y that premiums on policies providing coverage for facilities other than the Plant are allocated to the Plant, the Operator shall so identify and ful.ly document the basis for such allocation. The Operator shall-proinptly notify each Participant of any material adverse change to any policy.
(h)
Upon the execution of an appropriate confidentiality agreement
-between the Operator and an individual Participant, the Operator will provide such Participant with copies of all evaluations and assessments of Seabrook Station and the Operator by INPO.
1
21 - Appendix 1 (i) The Operator shall report, r.o less than quarterly, on the status of any material litigation involving possible liability of all of the Participants in the project before any Federal or state court or administrative agency.
(j) Semiannually, the Operator will furnish data showing actual performance for the plant compared to estimates and goals contained in the approved Annual Seabrook Plan as described in Section 12 of this Agreement,
- 11. Access to information (Provisions for MA0A and JOA)
(a) .Each Participant shall have the unrestricted right to all information relating to the Seabrook project including, but not limited to, records and correspondence within the control of the Operator, and its af filiates, wherever located except for information !.
which is a) protectr.d by law, b) restricted by contract with third parties, or c) desmed commercially sensitive by an affiliate or L affiliates of the Operator. If requested informatlun is restricted by contract with third parties,- the Operator, and its' affiliates, will use its best. efforts to obtain the consent of third parties to disclose confidential information to Participants, with the understanding that Participants may be required to sign a
'non-disclosure agreement. For information which is considered commercially sensitive to an affiliate (s) of the Operator upon the request of one or more Participants, such affiliate shall allow for its' review by an independent third party, selected by the parties
- involved (other than the Operator and its affiliates) and acceptable to the Operator (provided that Operator may not unreasonably withhold k
its acceptance) to determine, using an informal, simplified procedure, whether the information in question is commercially sensitive. In any event', if reasonable under the circumstances, the Operator may require a Participant to sign a nondisclosure agreement covering information that it considers commercially sensitive, i
l l
~
22 - Appendix 1
)
Review of information at the offices of the Operator, or its affiliate companies, shall occur at reasonable times during normal business hours, and shall be arranged in advance among the involved i parties. The Participants shall use reasonable efforts to avoid disrupting the business operations of the Operator or its affiliates.
4 The Operator shall coordinate and facilitate the dissemination of I e information between the project and the Executive Committee and/or the
, Participants.
Upon request, the Operator shall assist the Participants in i regulatory proceedings and other contested matters relative to the Plant, including the provision of witnesses and of current and accurate data on a timely basis.
Information, including witness support, that will require a i
substantial commitment of time or a substantial effort to assemole or develop, and is neither a) required by a substantial number of Participants, nor b) requested by the Executive Committee, shall be paid for by the Participant (s) requesting such information. The '
L ,
' Operator, in consultation with the Executive Committee, shall develop l a reasonable standard by which it will determine how and when a :
Participant is to be charged for information requested. !
E Subject to the limitations set forth elsewhere in this Section 11 any information relating to the project shall be provided to any p Participant requesting it, with the understanding that the Participant may. be required to pay for the cost of providing it in the circumstances described in the preceding paragraph. l
- (b) Without limiting the generality of this Section 11, any 'I Participant may request an audit of the accounts and records of the Operator, at its offices, at reasonable times, by an independent "
certified accountant or other representative of the Participant 1
l!'
i
- m 1- .
V
, - - + ,, , ------w,
23 Appendix 1 requesting the audit; provided, that, absent extraordinary circumstances, subject to the rights of the Participants under Section 22 (Arbitration) of this Agreement, a full scope audit shall not be L r performed by the Participants not affiliated with the Operator more !
frequently than once each year, regardless of who makes the re- t or who performs the audit, if any audit is requested by the Lu ..tve Committee, the costs thereof shall be borne by all Participants in proportion to their Ownership Shares, if an audit is requested by one or more, but less than all, of the Participants, the costs thereof i
shall be borne by the Participant (s) making such request. If an audit is performed in connection with an arbitration, tha costs of the audit shall be allocated among the Participants in accordance with the decision of the arbitrator.
3 (c) Each Participant shall be notified by the Operator, sufficiently in advance, of exit interview meetings with INPO, on its evaluation t report, and the NRC, on its SALP report and enforcement conferences.
Representatives of any Participant may attend such meetings as observers.
(d) Each Participant shall have the right to have its representatives visit the Plant, tour facilities, inspect project records (subject to Section-ll(a) hereof) and observe Plant activities, provided that these activities will not interfere with the operation of the Plant, Plant: safety or security. Such representatives shall comply with all g' appilcable rules and regulations in effect at the Plant whether
~ imposed by governmental authority or by the Operator.
- 12. Payments
(
(a). All services rendered by the Operator, or its affiliates, under this Agreement will be at actual cost thereof, fairly and equitably allocated and calculated, all consistent with the requirements of the Public Utility Holding Company Act a,' 1935 ("PVHCA") and the rules and '
regulations and orders thereunder. Direct charges will be made for services where a direct allocation of cost is possible. Charges not
)
l 24
- Appendix 1 !1 directly assignable shall be determineJ and allocated on a reasonable I and equitable basis in accordance with PUHCA requirements and as l
approved by the Executive Committee, which approval shall not be I unreasonably withheld. The Operator shall obtain Executive Committee approval, which approval shall not be unreasonably withheld, of the methodology utilized, as well as changes thereto, for allocating costs to the project, prior to the implementation of such me'thodology. Such allocation methods will be appropriately documented and available for review by the Participants upon request. Without limiting the l generality of the foregoing, allocable costs include executive i salaries and fringe benefits paid by Operator, the employee wages and I benefits paid by Operator, the insurance expenses incurred pursuant to l
Section 13 of this Agreement, and other general overhead expenses l incurred by Operator. The Operator shall keep complete and accurate accounts of all receipts and expenditures hereunder in accordance with
.the Uniform System of Accounts prescribed for Class A and B Public Utilities and Licensees by the Federal Energy Regulatory Commission, 3
as amended from time to time (or such similar accounts as may 7
hereafter become appropriate) (hereinafter the " Uniform System of Accounts").(ProvisionforMA0AJ (b) .The Participants shall pay the Operator for all project costs and expenses incurred by the Operator in accordance with the JOA.
(c) In each calendar year during the term hereof, commencing with the '
first such year after the Time of Effectiveness, Operator shall prepare and present to the Executive Committee (with copies to each Participant) the following budget information: [ Provision for MA0A and ,
JOA)
(i) by June.1, a five year forecast of operating and maintenance i expenses and costs of nuclear fuel, including a preliminary detailed estimated budget for the succeeding calendar year using a reasonable format selected by the Executive Committee and a five year plan for the management of radioactive waste, including projected volumes, spent fuel inventory, processing and disposal plans and estimated costs; and
. i
25 - Appendix 1, !
i (ii) By November.1, (a) a detailed estimated budget for operating '
and maintenance expenses and costs of nuclear fuel, in a 3 -
,7 reasonable format selected by the Executive Committee, for the !
succeeding calendar year (the " Operating Budget"), and (b) a I six year forecast of capital expenses, including a detailed ,
estimated budget for capital costs for the succeeding calendar '
year (such capital budget for the succeeding ca'lendar year ,
being herein called the " Capital Budget", and the Operating Budget and the Capital Budget being herein called the " Annual Seabrook Budgets"); and c) a proposed annual plan which shall -
comprehensively address all operating goals and objectives for the Plant and its staff (" Annual Seabrook Plan") and the b*. sis thereof and shall include any planned changes in the authorized staffing level for the Plant. All expenditu.es that the Participants are expected to fund over the succeeding calendar year are to be contained in the Annual Seabrook Budgets. '
'In advance of the -eeting of the Participants at which the Annual i Seabrook Budgets and Annual Seabrook Plan will be considered, the Executive Committee shall review such Annual Seabrook Budgets and Annual Seabrook Plan and, after consulting with the other Participants, shall confer with Operator regarding_the Annual Seabrook Budgets and Annual Seabrook Plan- for such calendar year. The final Annual Seabrook Budgets and Annual Seabrook Plan shall require approval by Participants owning at least'an. aggregate of 51% of the Ownership Shares for such year before the prior December 31, provided that if Participants owning more that 49% of the Owner: hip Shares do '
not disapprove of the the final Annual Seabrook Budgets and Annual Seabrook Plan in writing by the tenth day after the meeting called and '
J, held to consider it, then the Participants shall have deemed to have '
approved the final Annual Seabrook Budgets and Annual Seabrook Plan. '
9
- , , ,, ,.--.--r-- ,- --- - . - - - - , - - - - - .- - - - ~ - - . -w. - . - -- . = . - - - - - . - - -[-w.-- ,
26 - Appendix 1 The Participants may review the planning and budget process and l' request changes. The Operator shall make every reasonable effort to implemnt the changes reasonably requested by the Participants. !
(d) Subsequent to approval of the final Annual Seabrook Budgets, the ;
Executive Committee may, in the reasonable exercise of its discretion, approve the redistribution of expenditures among budget a categories or budget items to which the Operator shall conform, unless the Executive Committee action is overriden by a vote of at least three or more Unaffiliated Participants, owning collectively 60% or more of the Ownership Shares. The Participants shall approve or disapprove in advance, by a vote of 51% or more of the Ownership ,
Shares, increases in Operating or Capital Expenditures if such
[
increases are expected to result in expenditures which exceed the respective approved annual budget by 5% unless there is an immediate need to proceed in order to maintain or restore the unit to safe reliable operation, in which case similar Participant approval is required if such increases are expected to result in expenditures
- which exceed the-budget by 1 % , provided, nowever, that in no event shall the Operator fail to comply with applicable law, the NRC's ,
rules, regulations or orders, or the terms of the unit's Operating Licenses or Technical Specifications due to the need to obtain such approval. The Operator will make reasonable efforts to mitigate ,
expenditures and avoid' increases in approved budget amounts. 5 Expenditures made. for the purposes of regulatory compliance which were not' anticipated in the approved bedget and which result in exceeding the approved budget shall.be reported by the Operator promptly to the Executive Committee. (P*ovision for MA0A and JOA) j i !
I
.(e) The Operator shall submit to the Participants for their approval, by 51% vote of the Ownership Shares, a detailed plan and
^
budget pertaining to all its activities covering the period from the L . ,
. j
27 o Appendix 1 Time of Effectiveness to the end of that calendar year. Such plan l shall be submitted at least 60 days prior to the Time of Effectiveness, and shall include, but not be limited to, staffing changes, significant contracts which the Operator proposes to ;
terminate and/or assets which it proposes to abandon and the costs associated therewith. (Provision for MA0A) l (f) On the fifteenth day of each month, or the first business day ,
thereafter, commencing with the first such date after the Time of Effectiveness, Operator, acting as Disbursing Agent, shall bill each i Participant for its Ownership Share of the estimated costs under the l
applicable budget for the subsequent month. Each statement shall be l due and payable on the first day of such subsequent month and any amount not paid on such date shall bear interest from said due date ;
until the date of payment at an annual rate equal to the lower of (i)
- 77. over the interest rate then being charged by Bank of Boston on 90 day commercial loans or (ii) the highest rate permitted by law. -
Succeeding statements shall set forth a reconciliation for previous months between the estimated costs previously billed and the actual ,
costs incurred and shall set forth a credit or debit to the then '
currently billed amount to reflect such reconciliation and interest due for late payment or other adjustments. Unless otherwise directed by the Executive Committee, any net interest paid by any Participant .;
with respect to an overdue payment for any month's bill shall be credited by Operator pro rata to those Participants which made timely payment of their bills for such month. (Provision for DAA and JOA)
(g) In the event that Operator has obta,ined services from an ;
affiliated company, as contemplated in Section 5 of this Agreement, such affiliated company shall, unless the' Executive Committee ,
otherwise directs, submit bills for such services to Operator, and '
Operator shall in turn bill the Participants for such services, in accordance with this Section 12. (Provision for MA0A and DAA) ,
e e n- - - - - - . n , - , - - , .- - - - - - + , , - - - -
28 Apoendix 1 a
(h) All monies paid to Operator, as Disbursing Agent, under this g Agreement and any other, including without limitation credits received from contractors and gains from investments or interest, shall be deemed not to be property of the Participants or of the Operator, but shall be held in escrow for the benefit of creditors of Participants in their capacity as owners of Seabrook Station on a several basis, not joint or joint and several basis, or applied to reduce future bills hereunder. Operator will disburse monies <
received from and credited to each Participant only to pay that '
Participa1t's Ownership Share of the capital and operating costs of the Plant. [ Provision for DAA)
(i) In the event of a dispute as to the amount of sny payment to be made to the Operator hereunder, the Participant or Carticipants disputing such payment shall notify the Operator a the amount in i dispute and shall pay to the Operator the total payment including the I m
disputed amounts. The Operator shall ptvmptly refund, with interest from the date of payment until the date of refund at an annual rate j equal to the interest rate in effect from time to time at tne Bank of Boston on 90 day commercial loans, any disputed amount ultimately '
found to be not payable. [ Provision for MA0A and DAA)-
- 13. Insurance [ Provisions for MA0A) i
, i The Participants hereby direct Operator to implement Paragraph 10 of the JOA. ,
Th'e' Participants further direct Operato to obtain and maintain for the benefit of its officers, directors and trustees while acting in such c capacities, Directors and Officers Liability Insurance in such amount as
.g Operator may from time to time determine, after consultation with the P.rticipants.
e Q
, - 29 Appendix 1
- 14. Decommissioning (ProvisionsforMA0A]
In furtherance of the provisions of Paragraph 13A of the JOA, the Participants hereby designate Operator as " lead company" (as that term is defined in Chapter 162-F of the New Hampshire Revised Statutes Annotated) and delegate to Operator authority to serve as spokesman for the Participants, under the reasonable direction of the Executive Committee, in dealings with the State of New Hameshire with respect to the Seabrook Decommissioning Financing Fund as contemplated by that statute. Operator shall also perform all of the obligations of the Operator under the Pre Operational Decommissioning Funding Agreement and the Seabrook Pre Operational Decommissimir.9 irust Agreement, both dated as of February 11, 1989, as the same may be amended from time to time.
- 15. Limitation of Liability (Provisions for MA0A, DAA and JOA)
L For and in consideration of the fact that Operator is undertaking responsibility for design, engineering, construction, operation and maintenance of Seabroon Station for and on behalf of the Participants without any compensation or charge other than recovery of its costs for such service, no Participant shall be entitled to recover from Operator or L
the directors, trustees, officers, employees, agents or affiliates of the Operator (orthedirectors, trustees, officers,employeesoragentsof such affiliates) (collectively " Protected Parties") any damages resulting from error, ' omission or delay in the performance of its respective i
, responsibilities hereunder or under the JOA, or for any damage to Seabrook Station, any curtailment of power, or any otner damages of any kind, including consequential, special, indirect or punitive damages occurring during the course of the design, engineering, procurement, installment, construction, operation, maintenance, refueling or decommissioning of Seabrook Station or otherwile arising out of the performance or l non-performance of this Agreement, unless such damages shall have resulted directly from the wilful misconduct of the Operator, or, to the extent l
30
- Appendix 1 legally attributable to the Operator, directly from the wilful misconduct of a-Protected Party. Notwithstanding the above, no Participant shall be entitled to recover any such damages if such damages result from the Operator's or Protected Party's actions or omissions that have been expressly approved in advance by the Executive Committee or by the Participants.
(All goods and services provided to the project by a Protected Party shall b; uhder written contract having the same limitation of liability as above; provided, however, that the same limitation of liability shall also apply even if goods and services are provided without a written contract.)
The provisions of this Section 15 shall apply notwithstanding any provision of this Agreement to the contrary and shall survive the expiration or termination of this Agreement, n ,
- 16. Term and Effectiveness (Provisions for MA0A)
(a) The term of this (Managing Agent) Agreement shall commence at [
.the Time of Effectiveness, provided that it has been executed by Operator and Participants owning at least 51% of the Ownership Shares ,
of Seabrook Station, and shall continue until the date, after the cessation of commercial operation of Seabrook 1, on which the Participants and Operator are ultimately relieved by the NRC of any further obligations with respect to the decommissioning of Seabrook 1, unless sooner terminated as hereinafter-provided.
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P (b) This Agreement may be terminated:
(i) By the Participants, at any time, with or without cause, by '
1 the' affirmative vote of 51% of all Ownership Shares.
(ii) By Operator, with or without cause, upon twelve months prior notice to the Participants;_provided that Operator may not give such notice of termination during the first twelve months ,
following the Time of Effectiveness.
, 31 - Appendix 1 !
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(c) Any party terminating this Agreement shall give written notice of such termination to the other parties hereto, stating the date on whichterminationistooccur(the"TerminationDate'). i Notwithstanding such notice, the Termination Date shall not occur until any requisite amendment to the Operating License has been !
issued and is in effect. Operator agrees to cooperate with the Participants to accomplish the orderly transfer of its !
responsibilities hereunder to any successor designated by the !
Participants. On the Termination Date, as a precondition to any '
termination hereof, the Participants shall pay to Operator all amounts due to it hereunder and shall execute and deliver to Operator t such instruments as it may reasonably request which evidence the '
continuing obligations of the Participants in accordance with Section 15 of this Agreement.
-t (d); if the Participants terminate the Operator or the Operator
- terminates this Agreement, the Participants shall reimburse the 1 Operator for direct costs actually incurred resulting from such- t termination. The Operator shall fully substantiate all direct costs actually and reasonably incurred and supply supporting documentation of.such costs in reasonable detail. The Operator shall use its best :
a- efforts to mitigate the costs of termination.
17.NoSetoff-(ProvisionsforMA0AandDAA) ,
i,
=The Participants' obligation to make payments to Operator hereunder I is absolute-and unconditional and a Participant shall not be entitled to J set off against the payments required to be made hereunder ary amounts 'l owed to it by Operator or any affiliate of the Operator or by any other !
Participant or the amount of any claim by it against Operator or any I
' affiliate of the Operator or any other Participant.
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- 18. Assignment (Provisions for MA0A]
This Agreement shall be binding upon and inure to the benefit of Operator and the Participants and the Participants' successors and assigns, subject to the limitations herein set forth. Operator may not assign its rights and obligations hereunder. A Participant may not assign part or all of its interests hereunder except as an integral part of a ,
transaction involving an assignment of its Ownership Share which complies with the JOA.
- 19. No Third Party Beneficiaries (Provisions for MA0A and DAA)
The provisions of this Agreement are solely for the benefit of the parties hereto and are not intended to benefit or create rights in any
- I' third parties.
- 20. Several- Oblications of Participants (Provisions for MA0A and DAA) ,
The obligations of the Participants under this Agreement and any contract entered into pursuant to this Agreement shall be several, and neither joint nor joint and several, in proportion to the respective Ownership Shares of the Participants. Every document delivered to any
. third party by Operator which may bear on the nature of the Participants' obligations shall specify.such several (and not joint or joint and several)natureoftheParticipants' obligations.
- 21. Applicable Law (ProvisionsforMA0AandDAA)
.This Agreement is made under and shall be governed by and interpreted in accordance with the law of the State of New Hampshire, i
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- 22. Arbitration- [ Provisions for MA0A and DAA)
Any dispute among a) any of the Participants and Ooerator or b) any L
Participant and other Participant (s) with respect to this Agreement
("Otsputing Parties") shall be submitted to arbitration on the request of any Disputing Party. Copies of any such request shall be served on all Participants and Operator. Such request shall specify the issue or issues i
in dispute and summarize the submitter's claim with respect thereto.
Within ten business days after receipt of such a request authorized representatives of the Participants and Operator shall confer and attemot to agree upon a'ppointment of a single arbitrator. If such agreement is not accomplished, any Disputing Party may request the American Arbitration Association to appoint an arbitrator in accordance with its Commercial Arbitration Rules, which rules shall govern the conduct of the arbitration in the absence of contrary agreement by the Disputing Parties. The l
arbitrator sha11' conduct a hearing in Manchester, New Hampshire, or at any I other location mutually agreed to among the Disputing Parties, and within thirty days thereafter, unless such time is extended by agreement by the j Disputing Parties, shall notify the Participants and Operator in writing
[
of his decision, stating his reasons for such decision and listing his L
, findings of fact and conclusions of law. The arbitrator shall not have power to' amend or add to this, or any other, Agreement, including the Joint Ownership Agreement. Subject to such limitation, the decision of the arbitrator shall be final and binding on the Disputing Parties except that any Disputing Party may petition a court of competent jurisdiction-for review of errors of law. The decision of the. arbitrator shall determine and specify how the expenses of the. arbitration shall be allocated among the Disputing Parties.-
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Appendix 1
- 23. Notices (Provisions for MA0A and DAA]
Any notice, demand, or request to any Participant or Operator pursuant to any provision of this Agreement shall be made in writing and shall be delivered either in person, by prepaid telegram, by registered or certified mail, or by telecopier, telefax, or othe;' electronic means with verification of receipt thereof to the officer, official, or agent of such Participant or Operator at the address indicated on Schedule A hereto or at such address as may hereafter be designated from time to time by such I Participant or Operator by written notice to the other Participants and Operator.
- 24. Counterparts [ Provision for MA0A and DAA)
Any number of counterparts of this Agreement may be executed and each sh.ll have the same force and affect as an original and as if all of the
(
Signatories to all of the counterparts had signed the same instrument, f
- 25. Amendment [ Provision for MA0A and DAA)
This Agreement may be amended from time to time by agreement in
, writing executed by Participants owning 51% or more of the Ownership Shares, except that voting requirements greater than 51%, contained herein, may not be amended except in writing by Participants owning such greater percent of the Ownership Shares. I l
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- EXHIBIT 2 1
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a; o (PROPOSED FORM OF LICENSE AMENDMENT) -
PUBLIC SERVICE COMPANY OF NEW HAMPSHIRE, ET AL t 7 DOCKET NO. 50-443 w
SEABROOK STATION, UNIT NO. 1
, AMENDMENT TO FACILITY OPERATING LTCENSE Amendment No. i License No. NPF-86 i
- 1. The Nuclear Regu'atory Commission (the Commission or the 4
NRC) has found that:
4 A. The application for amendment filed by the Public Service Company of New Hampshire (the licensee),
acting for itself and as agent and representative of the 11 other utilities listed belo6: and for-North Atlantic Energy Service Company, hereafter referred i to as licensees, dated __ , 1990 and supplemented by letters dated- , and
, 1990,. complies with the standards and ,
requirements of the Atomic Energy Act of 1954, as amended (the Act), and the Commission't rules and regulations set forth-in 10 CFR. Chapter I; i B. The facility will operate in conformity with the application, the provisions of the Act, and the rules and regulations of the Commission; C. There is reasonable assurances (1) that the
_ activities authorized by this amendment can be conducted ~without endangering.the health and safety of the public, and-(11) that such activities will-be-conducted in compliance with the Commission's regulations set forth in 10 CFR Chapter I; 3 1
'3 '
Except as hereinafter modified by this amendment, Public Service Company of New Hampshire is authorized to act as agent 1 for thes Canal-Electric Company, The Connecticut Lighe and Power Company,.EUA Power Corporation, Hudson Light & Power Department, Massachusetts' Municipal Wholesale Electric Company,.Montaup Electric Company, New England Power Company, New Hampshire Electric Cooperative, Inc., Taunton Municipal Light Plant, The l United Illuminating Company, and Vermont Electric Generation and l Transmission. Cooperative, Inc., and has exclusive responsibility and: control over the physical construction, operation and ,
maintenance of the facility. l 1
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u-D. The issuance of this amendment will not be inimical to the common defense and security or to the health and. safety'of the public; and E. The issuance of this amendment is in accordance with 10 CFR Part 51 of the Commission's regulations and all applicable requirements have been satisfied.
l
- 2. Accordingly, effective as of 11:59 P.M. on the last day !
of ,, 199_, the license is amended by modifying paragraphs as follows:
a) Paragraph 1.E. of the license shall read: ,
" North Atlantic Energy Service Company is technically qualified to engage in the activities authorized by this license in accordance with the Commission's. regulations set forth in 10 CFR Chapter.
I";
b) The footnote on page 1 of the license shall read: ,
" North Atlantic Energy Service Company (NAESCO)-
is authorized to:act as agent for the: Public
' Service Company of New Hampshire (North Atlantic Energy Corporation], Canal Electric Company, The Connecticut Light and Power Company, EUA Power Corporation, Hudson Light & Power Department, Massachusetts Municipal Wholesale Electric Company, Montaup Electric Company, New England Power Company,
'New Hampshire Cooperative, Inc., Taunton Municipal Light Plant, The United Illuminating Company, and-Vermont Electric Generation and Transmission '
Cooperative, Inc.,..and has exclusive responsibility and control over the physical construction, operation and maintenance of the facility.
c) Paragraph 2 shall read as follows:.
" Based'on the foregoing. findings and the Commissions Memorandum and Order, CLI-90-03, (dated March 1, 1990), Facility Oper0 ting License NPF-86,
, issued to NAESCO et al., (the M censees), is hereby amended to read as follows "
d) Paragraph 2.B.(1) shall be modified by substituting l
" North Atlantic Energy Service Company ("NAESCO")
for "Public Service Company of New Hampshire
("PSNH"). :
1 l
3-1 e) Paragraphs 2.B.(3), 2.B.(4), 2.B.(6), 2.C.(1),
2.C.(2) and 2.C.(3) shall each be modified by substituting "NAESCO" for "PSNH". !
1 f) Paragraph 2.D., 2.E., 2.F. and 2.G. shall each be !
modified by substituting "NAESCO" for "PSNH" I wherever the latter appears. l l
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- 3. This license amendment is effective as of its date of issuance. l l
FOR THE NUCLEAR REGT,LATORY COMMISSION y
= Date of Issuance: ,
199_
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" New IIampshire Yankee :
November 13, 1990 I
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i ENCLQ!iURE 2 TO NYN - 90194 i
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- APPOINTMENT OF AGENT AND SIGNATURE OF APPLICANT l
lWHEREAS) in connection with Northeast Utilities' proposed a- '
acquisition lof'Public Service Company'of New Hampshire (PSNH),
~
f North Atlantic. Energy Service Company (NAESCO) will be organized
.under the laws of New Hampshire and will'be a public utility-t 1
iregulated under New Hampshire law, and b1 . WHEREAS,?NAESCO will be a wholly-owned subsidiary of 1
- Northeast Utilities, and.
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D WHEREAS, as part~of~such proposed acquisition of PSNH, r
3 1 . NAESCO will, after obtainingLthe. approval of the U.S. Nuclear ,,
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In O Th$gulatory Commission-(NRC) and certain other-agencies, assume- c!
tresponsibility:forEth4 mana'gement,-operation and" maintenance.Of ]
~ Seabrook1 Station, and- .i m
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WHEREAS,; Northeast Utilities: Servi'ce Companyl (NUSCO) has
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> 1 beentrepresentingsthetinterests of NAESCOiin regulatory' J e .
f Lproceedings before the Securities and Exchange Commission,'the:
JFederaliEnergy Regulatory. Commission, and various state agencies 'l
'n'
' j/l Lthst.have asserted regulatory jurisdiction 1over certain-aspects 1 )
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of?the: acquisition,-and l 1
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. . WHEREAS, NUSCO is authorized to act on behalf of NAESCO as its-agent. i NOW,' THEREFORE, NAESCO, acting by and through its agent, j NUSCO, hereby joins in the filing of this Application to Amend !
Facility Operating License No. NPF-86 and'in connection therewith i
'hereby appoints Public Service Company of New Hampshire, acting through itsLNew Hampshire Yankee Division (the " Agent"), as its agent -for' the parpose of:
(a) signing, executing, acknowledging and filing with-the
{
NRC any'and all applications, documents and-information (including mmendments~thereto) which are now cr :sy become necessary which said: Agent deems necessary or desirable in-1
-connection'with Seabrook Station (including but not-limited to,
'the. operating 111censesEand other license's required'for the i
Station by'thel Atomic Energy Act of 1954. as amended)-and in
? . connection with NAESCO's assumption of responsibility for the
. management,.' operation and maintenance of Seabrook Station; and -
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-(b). acting'for and on.its behalf in any hearing, appeal or-
]
~other' proceeding with respect to said operating license-and other licenses, or the taking of action necessary or incidental thereto
3_
or any action deemed necessary or desirable by said Agent in connection with the foregoing.
NORTH ATLANTIC ENERGY SERVICE COMPANY By: Norbhcabt Utilities / hervice Company, Its Agent By: John F. Opeka
Title:
Executive Vice President i
VERIFICATION i
State of Connecticut:
- as: d44.6.1, Anw>it 811_ f , 1990
- County --of h[f)d. :
Then personall'y appeared .before me Add A I OALIl'- ~
who, being duly sworn, did state-that Vhe is Emi>Au lhrikALolb of,. Northeast Utilities Service Company _(NUSCO), acting as agent.
- for' North Atlantic' Energy _ Service Company (NAESCO) , one of the Applicants herein, that he has read the foregoing information relating to such Applicant contained in the
- Application, and that the statements contained therein relating to such Applicant are true'to the best of his knowledge and belief,-and furthsr that.
NUSCO'is duly. authorized to act on behalf of NAESCO:ar its agent.
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Notary Fublic
>My Commission expires: } }
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