ML20098D036
Text
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4 Centract No. 14-03-39293 11-16-72 L
WASHINGTON PU3LIC PCWER SUPPLY SYST9?
NU' c-\\R PROJECT NO.1 AGR._W.EST c
executed by the UNITED STATES OF AMERICA I
DEPARTMENT OF THE !hTERICR
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acting by and through the BONNEVILLE PCWER AININISTRATCR and WASHINGTCN PUBLIC PChER SUPPLY SYSTDi and CITY CF RIC4LAh~0, WASHINGTCN
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(Net 3illing Agreement)
Index to Sectiers Section Page 1.
De finition and Explanation of Terns............................
5 2.
Exh ib i ts.......................................................
11 3.
Te rm o f A gr e eme n t..............................................
11 4
Financing, Design, Construction, Operation and Maintenance o f the Proj ect.................................
11 5.
Sale, Purchase, and Assigment of Participant's Share..........
11 6.
Payment by the Participant.....................................
12 7.
Payment by the Adminis trator...................................
14 8.
Scheduling.....................................................
13 9.
Participant's Right to Use Proj ect Capability..................
18 8409270329 840824 PDR FOIA COHENe4-603 PDR
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(:ndex to Sectiens Cen.
j Sec:Len '
Pne g.
- 3
- 10. T m.tnation Sett.ecen~.3...
- 11. Provis iens Relating to Delivery................................
22 i
- 12. Cbligations in the Event of Default............................
23 i
- 13. Sources of Participant 's Payments..............................
24
- 14. M:;dificaticn and Unifo city of Agreement.......................
24
- 15. Hanford Exchange Agreement.....................................
25
- 16. As s i gr: r.e nt o f Agr e eme nt........................................
26
- 17. Approval of Rural Electrificatien Administrator................
26
- 18. Participants ' Review Board.....................................
27
- 19. Applicability of Cthe r Ins tnsnents.............................
29 Exhibi A (Table of Participants and Participant's Percentage)......
11 Exhibi B (Projec Charsc: eristics).................................
11 Exhibit C (Provisiens Required by Statute or Executive Order).......
11 l97)
,s Bis ACV.DE.T, executed Nabu,
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, 1 Si, by the UNI *ED STATIS n
CP.4ERIG (hereinafter called "the Gcve'rt::.ent"), Department of the Interior, acting by and through the BCNNEVILLE PCWER.OtINISTRATCR (hereinafter called "the Administrator"), and WASHINCCN PUBLIC PCWER SUPPLY SYSTD1 (hereinafter called " Supply System"), a municipal corporation of the State of Washing cn, and the CITY OF RICJ.IAND, WASHINCON, a :xnicipal corpora:icn of the State of Washingten (Participant),
W I T N E S S E T H:
hMEREAS Supply System has constructed the Hanford Projec: which includes Generating Facilities with an electrical capability of 360.egawatts 2
Recitals
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e, 2at are Operated in c:njunction with bvproduct steam from the New Producticn Reac:Or C.7Ej of ee At:mic Energy Cerission (AEC) on the Hanford Rese:.ation; an.
hMEP5G the AEC has no:ified S::;p1.v Sy=:en of its intention to discontinue dual purpcse operatien of the N?Ps and Supply System, the Administrator and the Participants, being all the parties to the Hanford Exchange Agreerents, have agreed that Supply Sy'. em shall construct a nuclear steam supply facility and additional generating facilities which can be used in conjunction ith the Generating Facilities; and hMEEG Supply System, the Administrator and 76 utility participants have executed Hanford Exchange Agreements which provide for the purchase of Project Cutput frem the Hanford Projec: by the Participants and the exchan e of such Projec Output with the A6tnistrator for fim electri:
pcwer and energy; and hMEREAS Supply System pr:peses to design, finance, constmet, cperate
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and nintain de Proje::; and hMEEG de Participant prepcses to purchase &c Participant's Share frem Supply System for assig. ment to de AJministrator hereunder, and ne Adninistra::: prepeses :o acquire such Participant's Share; and hHEPJ.G Supply System and the Participant have :ach deter.ined tha:
the sale by 3cpply System to the Participan of the Participant's Shar: =.:
assigrent thereof to the Administra:ct as herein provided will be benefi-cial to it by reducing the cost of and increasing the arounts of fim pcwer and energy which will be available to serve its.cmbers or custcmers in de future; and hMERE.\\S the Administrator has determined that the acquisition of the Participan:'s Share as herein provided will assist in attaining $c jectives s
3 Recitals
O e
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,g the Bonneville Projec: Act and other statutes which pertain to the h
jijpesitien of electric power and energy from Gove=ent projects in the pacific Northwest by enabling the Gove=ent to make opti=.:s use of the Federal Colu=bia River Power System, and that the integration of the capa-bility of the Project with the generating resources of the Federal Columbia River Power System as provided herein will enable the Administrator to make available additional firm power and energy to meet the needs of his casteners; and hEFEAS de constn:ction of the Project is a part of the Hydro Ther.a1 pcwer Program for the Pacific Nordwest and this agreement is one of a series ef agreements ir:plementing such program; and hEREAS the Administrator will pool electric pcwer and energy acquired hereunder with other electric power and energy available to de Administrator frca the Federal Columbia River Power System so that any costs or losses r
asscciated wid acquiring such electric pcwer and energy will be borne by the Meinistrator's ratepayers through rate adjustments if necessarv; and AEREAS the Administrator and the Participant are parties to agreements which require payments by the Participant to de Administratur whid may be used to offset payments by the Ad=inistrator to the Participan: hereunder under a net billing procedure; and hEREAS Supply System and the Ad=inist stor propose to enter into the Project Agreement siruitaneously with this agreement which will provide among other things for relationships between Supply System and de Administrator 4th respect to Project construction, operation, maintenance and budgets; and hEREAS the Administrator and Supply System propose to enter into agreements with the other Participants containing ter s and cenditiens b
substantially identical to those specified herein; and 4
Recitals l
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hEEPIAS the Administrator, Supply System, The Montana Power Company, Pacific Pcwer 5 Light Crpany, Portland General Electric Co=pany, Puget scund Power 5 Light Ccmpany, and The Washingten Water Power Cxpany expect to enter inte Project Exchange Agreements simultaneously with this agreement, which g.ong other things provide for the purchase of Project Capability from the Project and the exchange of such Project Capability for firm power from the Administrator; and MEREAS Supply System is organi:ed under the laws of the State of Washington (Rev. Code of Washington, Ch. 43.52) and is authori:ed by law to construct, acquire and operate works, plants, and facilities for the generation and/or transmissien of electric power and energy and to enter into centracts with the Administrator and public and private organi:stiens for the dispcsition and distribution of electric power and energy produced thereby; and hMEPIAS the Ad.inistra:cr is authori:ed pursuant to law to dispese of
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electric pcwer and energy generated at various Pederal hydtcelectric picjects in the Pacific Northwest and to enter into related agreements; NCW, THEASPCRE, the parties hereto mu.: ally agree as follows:
1.
Definitien and Exclanation of Ter.s.
(a) " Annual Budge " means the budget ad:pted by Supply System ne: less than 45 days prior to the beginning of each Contrac: Year which itemi:es the projected costs of the Project applic.ble to such Centract Year, or, in the case of an amended Annual Budget, applicable to the remainder of such Centract Year. The Annual Budget, as amended from time to time, shall make provi.< ion far all such Scly System's costs, including (1) all cbligations of Supply l
System incurred with respect to the Hanford Project, including its obli;2tiens under Supply System Resolution No.173 and the Bond Resciutica, and (U ac::.:f.i 5
Sec. 1 Mk 1
B and amorti:stions, resulting from the cunership, cperatien (including cost of fuel) and maintenance of the Project and repairs, renewals, replacements, and addi:icas to the Projec:, including but no: limited to, de amcunts which 3
Supply System is required under the Bend Resolution to pay in each Centrac:
Year into the various funds provided for in the Bend Resolution for debt I
service and all other purposes and shall include the source of funds proposed to be used; provided, hcwever, that the Annual Budget for any portien of a l
Centract Year prior to the Date of Cc==ercial Operation or September 1, 1980, whichever ocars first, shall include only such amounts as =ay be agreed upcn by Supply System and the Administrator.
All taxes i= posed and rec,uired by law to be pcid, and which are due l
and payable in a Centrac: Year, shall be included in the Annual Budget for that Centrac: Year as a Project Cost. To the extent Supply System is per-mitted by law to negotiate for pa>=ents in lieu of taxes or other negotiated pa>=ents to state or local taxing entities, the Annual Budget shall also include de a= cunts of such negotiated payments; provided, hewever, that Supply System shall not agree to such a negotiated pav=ent if in an" Centrac:
Year de sum of such negotiated payments to such taxing entities and taxes
- i. pesed by law by such taxing entities would exceed the total smount of ad valcrem taxes that Supply System would have paid in that year to such taxing entities if the Project or portien thereef, within the beundaries of each such taxing entity, were subject to ad valorem taxes and its valuation for tax purposes were added to the valuation of the property subject to ad valorem taxes by such taxing entity, but with its tillage rate reduced so that the amount of ad valorem taxes raised would be unchanged.
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Sec. 1 I
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(b) " Billing Statement" means the written statement prepared by Supply
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o System that shows the amount to be paid to Supply System by the Participan:
for the Participant's Share for a Contrac: Year or, in the case of an amended Such amount Billing Statement, for the remainder of such Contract Year.
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shall be determined as to the Participant by multiplying the amount of the Annual Budget or the amended Annual Budget, as the case may be, less any other funds (including but not limited to amounts payable under the Projec:
Exchange Agreements) which shall be specified in the Annual Budget as being payable from sources other than the payments to be made under the Net Billing Agreements, by the Participant's Percentage. At the end of each Contract t
Year any a= cunt over or under billed during such year will be reflected in j
the Billing Statement for the following Centract Year.
(c) " Bonds" means any bond, bcnds or other evidences of indebtedness issued in connection with the Project pursuant to the Send Resolution (1)
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to finance or refinance Supply System's costs associated with planning, designing, financing, acquiring and constructing the Project pursuant to de Bend Resolution, and (2) for any other purpose related to the Project authorized thereby.
(d) " Bond Resolution" means the resolution or resolutions adopted or supplemented by Supply System, as the same may be amended or supplemented, to authori:e the Sonds.
i (e) "Contrac: Year" (1) means the period com.encing on the Date of Ca=ercial Operation, or on January 1,1980, whichever occurs first, and i
ending at 12 p.m. on the following June 30, and (2) thereafter means the 12-month period com.encing each year at 12 p.m. on June 30, except that the I
last Centract Year shall end n the date of termination of this agreement.
i 7
Sec. 1 i
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(f) "Date of Cc=ercial Operation" means the date fixed pursuant to i
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section 1(f) of the P:cject Agreement.
f (g) " Generating Facilities" means the Hanford Project powerhcuse wM o turbine generator units with a cc:bined na=eplate rating of 560 megawatts, related auxiliary equipment, transfomation and transmission facilities.
(h) 'Hanford Exchange Agreements" means the Exchange Agreements (Contracts No. 14-03-35345 through 14-03-35363 and 14-03-35569 through 14 35625, inclusively) executed by 76 utility participants, Supply System and the Administrator pInviding for the purchase of Project Output frem the Hanford Project by the Participants and the ' exchange of such Project Output with the Administrator for fim power and energy.
(i) 'Hanford Projec " means the works, plant and facilities constrx e'd by Supply System for the generation and transmission of electric power and energv in conjunction with the Atemic Energy Ccmission's New Production Reactor pursuant to Supply System's Resolutien No.178.
(j) "Ne Billing Agreerents" means this agreement and all other agreerents fer the Project similar to this agreement entered into by Supply System, the Administrator, and each of the Participants (Contracts No. 14-03-39217 through 14-03-39320, inclusive).
(k) " Participants" means those entities wttich are specified in Exhibit A cr which becer:e assignees of all or part of a Participant's Share pursuant to sections 7(b) or 16.
(1) " Participant's Percentage" means the decimal fraction for the Par-ticipant specified in Exhibit A adjusted prcrata for increases or decreases in the Participant's Share under the proviso in subsection (m) belcw.
(m) " Participant's Share" means the decimal fracticn share of Prcject Capability purchased by the Participant hereunder dete:-.ined as follows:
8 Sec. 1 WL
7I (1) During the period beginning on the date of execution of this agreement and ending at 12 p.m. on June 30, 1996, such fraction shall be the Participant's Percentage specified in Exhibit A =ultiplied by 0.67530.
F (2) During the period oeginning at 12 p.m. on June 30,1996, and continuing for the remainder of the tem hereof, the Participant's Share shall be the Parthipant's Percentage specified in Exhibit A; provided, however, that the Ucimal fractions detemined in (1) or (2) above shall (1) during any period in which a decimal fraction share is assigned to the Participant pursuant to sections 7(b), 7(f), or 12 hereof or pursuant to section 7(b) in the other Net Billing Agreements, be increased by the decimal fraction share or shares so assigned, and (2) be decreased by any reductions under section 12 hereof or under an assignment by the Participant under sect'icn 7(b) hereof during any period in which such reductiens or assignments are in effect.
(n) " Project" means the nuclear generating plant and related property as descdbed in Exhibit 3.
Exhibit 3 may be revised frem time to time by mutual agreement of Supply System and the Administrator, after consultation with the Participant, but in any event shall confom to the descriptien of the Project in de Send Resolution which authori:es the issuance of Bends in an amcunt sufficient to pay the costs of acc.uiring and constructing the Project.
(o) " Project Agreement" means the agreement fer the financing, cens::.:cticn, cwnership and operation of the Project, as the same may be amended, executed by Supply System and the Administrator (Contract No. 14 03-39211).
(p) " Project Capability" means the actual electrical generating capa-bility, if any, of the Project at any particular time (including times when the Project is not cperable or operating or the cperation thereof is suspended, 9
Sec. 1
7f intern:pted, interfered with, reduced or curtailed, in each case in whole or in part), less Project staticn use and losses.
(q) " Project Censultant" means an individual or firm, of national repu-tation having demonstrated expertise in the field of the matter or item referred to it, appointed among other things, for the resolution of a difference regarding a matter or item referred by Supply System. A different Project Consultant nr.y be appointed for each matter or item referred.
(r) " Project Exchange Agreements" means the agreements entered into by Supply System, the Administrator and each of The.1cntana Pcwer Company,
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Pacific Pcwer 5 Light Ccmpany, Portland General Electric Ccmpany, Puget Sound Pcwer 5 Light Cc=pany, and The Nashingten Water Pcwer Company (Centracts No.
14-03-39212 thrcugh No. 14-03-39216, inclusive).
(s) "Pmdent Utility Practice" at a particular time means arry of de practices, methods and acts, which, in the exercise of ressenable judgment in light of.he facts (including but no: limited to the practices, metheds e
and acts engaged in or approved by a significant por-icn of the electrical utility industry prior thereto) known at the time the decision was made, would have been expected to accc=plish the desired result at the lowest reasonable c:s c:nsistent with reliability, safet. and expedition. Prudent Utility Practice shall apply not only to functional parts of.he Project but also to apprcpriate stmetures, landscaping, painting, signs, lighting, other facili:ies and public relatiens progra. s reasonably designed to prcmote public enjovnent, understanding and acceptance of the Project. Prudent Utility Practice is i
not intended to be limited to the optira:a practice, method or act, to the i
exclusien of all others, but rather to be a spectrua of possible practices, methods or acts.
In evaluating whether any matter conforms to Pmdent Utili:v 10 Sec. 1 aw
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Practice, the panies and any Project Consultant shall take into account (1) the fact that Supply System is a municipal corporation and operating agency under the laws of the State of Washington with the statutory duties and responsibilities thereof and (2) the objective to integrate the entire Project Capability with the generating resources of the Federal Colunbia River Power System to achieve optinum utili:ation of the resources of that system taken as a whole, and to achieve efficient and economical operation of that system. Any practice, method or act which pursuant to the Project Agreement is detemined to be Prudent Utility Practice shall be deemed to be Prudent Utility Practice hereunder.
2.
Exhibits. Exhibits A through C are by this reference incorporated i
herein and made a part of this agreement. Supply System and the Participant i
shall each be the "C:ntractor" as that tem is used in Exhibit C.
3.
Tem of Acreement. This agreement shall be effective upon execu-tien and delivery and, except as provided in section 10(c) and except as to ac:med ebligatiens and liabilities, shall teminate on the date the Projec:
Agreement te minates.
4 Financing, Design, Const=ction. Oceration and Maintenance of the F-oiec. Supply System, in good faith and in accordance with the P oject Agreement and Prudent Utility Practice, shall use its best efforts to arrange for financing, design, construction, opera:icn and maintenance of the Project.
5.
Sale, Purchase and Assignment of Particioant's Share.
(a) Sale of Participant's Share. Supply System hereby sells, and the t
Participant hereby purchases, the Participant's Share. The purchase price to be paid for each Contract Year by the Participant to Supply System for the Participant's Share shall be the amount specified in the Billing Statement.
l 11 Sec. 2, 3, 4, 5 y
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The Participant shall make the payments to be made to Supply System under sections 5, 6, and 10, whether or no the Project is completed, operable r
or operating and notwithstanding the suspension, interrgtion, interference, reduction or curtailment of the Project output, and such payrents shall not be subject to any reduction whether by offset or otherwise, and shall not be conditioned upon the perfornance or nonperforrance by Supply System or the Admnistrator or any other Participant under this or any other agreement or instre.ent.
The Par-(b) Assignment of Participant's Share to the Administrator.
ticipant hereby assigns, and the Administrator hereby accepts the assig. ment of, the Participant's Share. In consideration of such assignment, the Administrator shall provide to the Participant the payments, offsets and credits specified in section 7 and section 10 in the manner provided therein, whether or not the Project is completed, operable or operating and noreith-standing de suspension, interrgtion, -interference, reduction or curtail-ment of the Project output. Such payments, offsets or credits to be rade by de Administrater under this agreement shall not be reduced by offset or othereise, except as specifically provided in secticn 7, and shall not be ccnditioned uren the perfor=ance or nonperformance by Supply System, de Participant or any Participant under this or any other agreement or instr =ent.
6.
Paveent by the Particicant.
(a) Not less than 45 days prior to each Contract Year, or whenever de Annual Budget for such Contrac Year is amended, Supply System shall prepare and deliver to the Participant and the Administrator a Billing Statement shewing the amount to be paid by the Participant for such Contrac: Year.
12 Sec. 6 1
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hhenever during a Contrac: Year the Participant's Percentage changes from that used in preparing the Billing Statement for that Contract Year, an amended Billing Statement shall be prepared for the remainder of that Contrac:
Year reflecting such change and shall be submitted to the Participant and the Administrator.
(b) The Participant shall pay to Supply System each Contract Year the amount specified in the Billing Statement submitted under subsection (a) above. Such payments shall be made as specified below.
The Participant shall pay to Supply System each month in a Contrac:
Year the amount by which the net billing credits and cash payments thereto-fore received from the Adninistrator by the Participant for that Contrac:
Year under section 7 exceed the sum of the Participant's previous payunts to Supply System for that Contrac: Year until the amount of the Billing Statement has been paid; provided, however, that in any event the Participant shall pay by the end of the last month in that Contrac: Year the amount by which -he amount in the Billing Statement exceeds the total of the monthly amounts previously paid to Supply System by the Participant in such Contrac:
Year.
j Each such payment shall be made on or before the thirtieth day after (1) the date on each of the Administrator's bills to the Participant which reflects a credit to the Participant for such Contrac: Year pursuant to section 7(a) or (2) the date that payment is received from the Administrator pursuant to section 7(c). Amounts due and not paid by the Participant on or before the close of business of such thirtieth day shall bear an addi-tional charge of two percent of the unpaid amount. Thereafter, a further 13 Sec. 6
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r charge of one half percent of the initial amount remaining unpaid shall be added en the last day of each succeeding 3D day period until the amount due is paid in full. Remittances received by mall will be accepted without assessmen:
of the delayed payment charges referred to above provided the post: nark indicates the payment we mailed on or before the thirtieth day after the date of the bill. If the thirtieth day after the date of the bill is a Sunday or other nonbusiness day of the Participant, the-next folkrding business day shall be the last day on which payment may be mailed without b
addition of the delayed payment charge.
(c) In the event that Supply System bears any cost under section 10(e) of the Pmject Agreement the Participant will pay to Supply System an
= cunt equal to the amount of such cost multiplied by the Participant's Percentage, in addition to the pavments specified in section 6(b) hereof.
Pap.ents under this section 6(c) shall be made within 30 days from the date of mailing of the statement stating the amount of the payments.
7.
Pav.ent by the Administrator.
(a) For each Centract Year, the Administrator shall pay to the Par-ticipant an amount equal to that set forth in the Billing Statement for that Contrac: Year. Tne Administrator's payments shall be effected by means of credits against the Administrator's monaly billings to the Par-ticipant under the Participant's Bonneville Contracts, as follcws:
(1) For Centract Years in which this is the oniv ascreement recuiring the Administrator to nake payments to the Particicant:
In the month preceding each such Contract Year the Administrator shall i
allow a billing credit in the form of an offset to the Participan:
1 14 Sec. 7
'% F in the full amount of the Ad:ninistrator's billings in that renth under the Participant's Bonneville Contracts. A billing credit computed in i
the same manner shall be allcwed in each of the succeeding months (except the last) in that Contract Year until the full amount owed by the Administrator for that Contract Year has been offset against the Administrator's billings to the Participant.
(2) For Contract Years in which there are two or more agreements In recuiring the Administrator to make cavments to the Particicant:
the month preceding each such Contract Year and in each of the succeeding months (except the last) in that Contract Year the Participant's billing credits under this agreement shall be offset in the manner specified in (1) above against the payments due from the Administrator under all agreements of the Participant requiring the Administrator to make pay-ments to the Participant, in the proportion that the amcunt specified in the Billing Statement bears to the sm of the amounts to be paid by the Administrator under all such agree:ents for that Contract Year.
The total offsets allowed to the Participant hereunder for a Contract Year shall not exceed the sum of (1) the amount specified in the 3illing Statement for that year and (2) any amount paid by the Participant for a prior Centract Year which remains unpaid by the Administrator to the Participant under this agreement.
" Participant's Bonneville Contracts" as used in this section means all contracts or agreements between the Participant and the Administrator which require payments by the Participant to the Administrator for sale and exchange of electric power and energy, operation and maintenance of facilities, use of transmission facilities, and emergency and standby power.
15 Sec. 7 A
3I (b) If for any Contract Year, the Administrator determines that the dollar o'cligations due the Ad:ninistrator from the Participant, referred to in subsection (a) above, are or are expected to be insufficient to offset the Administrator's dollar obligations to such Participant under subsection (a) above, and, in the opinion of the Administrator and the Participant, are expected to remain insufficient for a significant period, the Adm.inistrator shall use his best efforts to arrange for assignment of all or a portion of the Participant's Share and the associated benefits and obligations (subject to the prior assign:.ent of the Participant's Share to the Administrator hereunder) to another cus:cr::er or custmers of the Administrator for all or.
a portica of the remaining tem of this agreement to the extent required to eliminate the insufficiency, and the Participant shall make :he assign-ment so arranged. The other Participants shall have first right to accept such assignment, pro rata among those exercising such right, before an assignmen; is made to a cus:ciner who is not one of the Participants. If the Ad.inistrator is unable to arrange for such assignment, the Participant shall make such assignment to other Participants pro rata pursuant to the counterparts of subsection (f) of this section in the other Net Billing Agreemen!s.
(c)
If (1) assignments under subsection (b) above cannot be made in amounts sufficient to bring into balance the respective dollar obligations of the Administrator and (2) an accumulated balance in favor of the Participant from a previous Contrac: Year is expected by the Administrator to be carried for an additional Contrac: Year, such balance and any subsequent monthly 16 Sec. 7 L
9 net bairnces that cannot be net billed shall be paid in cash to the Partic-(
ipant by the Administrator, subject to the availability of appropriations 1
for ruch puneses.
(d) The Administrator and the Participant shall not enter into any agreements providing for payments to the Participant which the Administrator estimates will cause the aggregate of his billings to the Participant to be less than 115 percent of the Ad=inistrator's net billing obligations to the Participant under all agreements providing for net billing.
(e)
If all or a portion of the Participant's Share is assigned under this section 7, the Participant shall nevertheless remain liable to Supply System to pay the purchase price for the Participant's Share in accordance
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with section 5(a) as if such assig=ent had not been made, and such liability of the Participant shall be discharged only to the extent that the assignee of the portion of the Participant's Share so assigned shall pay to Supply System the purchase price for the portion of the Participant's Share so assigned in accordance with the provisions of this agr.eement. Supply System
=ay ex=ence such suits, actions or proceedings, at law or in equity, including suits for specific perfomance, as may be necessary or appropria'te to enforce the obligations of the Participant with respect to such liability.
(f) If assigments pursuant to secticn 7(b) of the other Net Billing Agreements cannot be made in amounts sufficient to balance dollar obligations of the Administrator and any other Participant, the Participant shall accept on a pro rata basis with other Participants assigment of a portion of such other Participant's Share, to the extent required to eliminate such insufficiencv; provided, however, that the sta of such assignments to the Participant under k
17 Sec. 7 i
e
this subsection shall not without the consent of the Participant exceed an accu =ul.ted maxi =um of 25 percent of the Participant's Share specified in section 1(m)(2), nor shall any such assignment under this subsection cause the estimate of the payments to be made by the Participant to Supply System under this agreement to exceed the estimate of the Administrator's billings to the Participant for each Contract Year during the period of such assign-ment, both such estimates to be made by the Administrator.
(g) The estimates by the Administrator under this agreement of billing credits and of payments to be made by the Participant and the Administrator giving rise to such billing credits shall be conclusive.
8.
Scheduling. Prior to 4 p.m. on each work day beginning on the day preceding the Date of Ccm:.ercial Operation (work day meaning a day which d'e Administrater and Supply System observe as a regular work day) the Adnin-istrator shall notify Suoply System of the amounts of energy frem the Par-ticipant's Share he will require for each hour of the following day or days; previded, hcwever, that the Administrator may during any hour request delivere of other anounts of such energy. Supply System's dispatcher, within the capabil-ity of the Participant's Share and in accordance with Prudent Utility Practice, shall schedule for delivery to the Administrator at the point of delivere specified in section 11 for each hour in the tem hereof the amounts of enerre so requested by the Administrator.
9.
Particicant's Right to Use Proiect Cacability.
(a)
If the Administrator is unable to satisfy his obligation to the Participant by net billing, assignment or cash pavment under sectien 7, and i
detemines, in consultation with the Participant, that this inability will l
continue for a significant period, the Participant may direct that all or a portion of the energy associated with the Participant's Share te delivered l
13 Sec. 8, 9 e--
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y Supply System for the Participant's account at the point of delivery b
f specified in section 11, for either the expected period of such inability or the remainder of the tem hereof, whichever is specified by the Participant when it elects to have such energy delivered to it.
The amount of such delivery shall be limited to the amcunt of the Participant's Share for which payment cannot be made, at the time the Particicant elects to have such delivery made to it, by net billing with the Participant or assignees or by direct payment by the Administrator hereunder. The Participant's obliga-tions to assign its Participant's Share to the Administrator and the Admin-istrator's obligaticns to acquire such share and make payments to the Par-The ticipant under this agreement shall then be appropriately modified.
Administrator's prior obligatiens to the Participant not previously liquida ed pursuant to the tems of secticn 7 shall be preserved until satisfied.
(b) If the Participant elects to withdraw all or a portion of its Par-ticipant's Share as provided in this section, the Administrator will transmit such share to any point (s) of delivery on the Pederal Colucbia River Power System designated by the Participant where the Administrator detemines such share can be made available, will supply station service and losses related to such share during shutdown of the Project, and will provide fo: red-cutage reserves for such share, under the same tems and conditions as provided in contracts for similar service then being offered to other utilities in the Pacific Northwest owning interests in large themal projects.
(c) Upon withdrawal of any portion of the Participant's Share under this section, the Participant shall schedule such portion in the same manner as provided for the Administrator in section 8', and the Administrator's rights under section 8 shall be correspondingly reduced.
19 Sec. 9
c__.
Whenever the Participant schedules any portion of its Participant's Share, the Participant and the Administrator shall (1) schedule at least their respective prcportionate shares of the minir2r.1 capability of t% Proj-I ect as detemined by Supply System inless all Participants with similar l
I J
cbligaticns to schedule and the Administrator agree to a shutdown of the Project; provided, however, that the Ad=inistrator may, at his election, require shutdown of the Project if he supplies through exchange arrangements the power and energy the Participant othetwise would schedule from the Project during such period of shutdewn, and (2) supply to the Supply System all necessa:7 forecasts of their generation requirements frem the Project for ensuing periods as necessary to enable Supply System to prepare I
de fuel management plan pursuant to secticn 8 of the Project Agreement.
- 10. Temination Settlements.
(a)
If the Project is ended pursuant to section 15 of the Project Agreement, Supply System shall give notice of temination of this agreement t
effective u::en the date of temination of the Project Agreement. Supply l
i System shall teminate all activities related to constmction and operation of the Project, and shall undertake the salvage, discentinuance, decc=is-siening, and disposition or sale of the Project, as provided in the Project Agreement. After such termination,. SL-ply System shall provide monthly ac:cuntin;:
statements to the Administrator and the Participant of all costs associated therewith. Such monthly accounting statements shall continue until all Scnds have been paid or funds set aside for the pament or retirement thereof in accordance with the Bond Resolution or the final disposition of the Project, whichever is later, at which time a final accounting statement 20 Sec. 10
shal-libe p~rbphred by Supply System at the earliest reasonable time. Such costs of salvage,:discentinuance, dec==issioning, and disposition or sale shall include, but'shall not be limited :c, all of Supply System's accrued costs and liabilitiss resulting frem Supply System's ownership, construction, cperation (including' cost of fuel) and =ai.ntenance of and renewals and replacements to the Project, all other Supply System costs resulting from its ownership of the Pmject and the salvage, discontinuance, decomissioning, and disposition
~
or sale thereof, and all amounts which Supply System is required under the Bcnd Resolution to pay in each year into the various funds pmvided in the Bond Resolution for debt service and all other purposes until the date that all of the Bonds have been paid or funds set aside for the payment or retire-ment thereof in accordance with the Bond Resolution.
Tne monthly accounting statements shall credit against such costs all amcunts received by Supply System frcm the disposition of Project assets, including but net limited to accunts payable under the Project Exchange
- peements. The final accounting statement shall credi: the fair market value of any assets related to the Project then retained by Supply System.
If the monthly or final accounting statements shcw that such costs exceed such credits, te Participant shall pay Supply System at times reascnably agreed upon the sua determined by multiplying the amounts shown to be due in the monthly and final accounting statements by the decimal fraction then used in expressing the Participant's Percentage. In any case such payments shall be made at times and in amcunts sufficient to cover on a current basis the Participent's Percentage of the amount which Supply System is required under the Bond Resolution to pay in each year into the various funds provided in
(
21 Sec. 10 i
C t
~
the Send Resolutien for debt service and all other purposes.
If the final l
accounting statement shows that such credits exceed such costs, Supply System shall pay at times reasonably agreed upon an amcunt determined by multiplying such excess by the Participant's Percentage, such amounts to be divided j
between the Administrator and the Participant as their interests may appear.
Such excess credits shall bear interest from the date of such final accounting l
statement to the date of payment, at the average of the annual interest rates i
I I
for each month during such time for three-to-five year issues, United States Government securities (taxable),.%ney Market Rates, as published by the Board of Governors of the Federal Reserve System in the " Federal Reserve Bulletin" cr f
equivalent publication or the maxi.mm rate lawfully payable by Supply System, whichever is less.
(b) To the extent of the Participant's Share then assigned to the Administrator, the Administrator shall pay the Participant the amounts, if any, paid by the Participant to the Supply System pursuant to this sectien.
Such amounts shall be paid in the manner specified in section and at such l
ti.es as the parties agree upon.
l (c) ne provisiens of this sectien 10 and the provisiens of sectiens 5(a) and 5(b) describing the circumstances under which paments ara o be made in this section 10 and the provisiens of section 13 shall remain in effect notwithstanding tem.ination of this agreement pursuant to section 3.
- 11. Provisions Relating to Deliverv Deliveries of electric power and energy to the Administrator shall be made at the point of deliverv and at the approxi. ate voltage described belcw. Such, electric pcwer and energy shall be in the form of three-phase current, alternating at a frecuency of
<4
~
22 Sec. 11
Anounts so blive:ed at sitch point during eac approximately 60 hert:.
month shall be determined from measurements made by the Covemment's mercis, adjusted for lesses as agreed upon by the parties hereto, installed te record such deliveries at the place and in the circuits hereinafter specifica:
FRQIECT POINT OF DELIVERY:
the point in the Vantage substation where the 500 kv Location:
facilities of the Government and the Project are connected; Voltage: 500 kv; in the 500 kv circuits at the Project over hich such Metering:
electric pcwcr and energy will ficw; for losses between the point of metering and point of Adius =ent:
celivery.
- 12. Cbliga:icns in the Event of Default. The Participant's Share purchased by the Participant frem Supply System and assigned by the Partic-ipant to de Adninistrater under this agreement shall be autcmatically in-creased for the remaining term of this agreement pro rata with that of c her
)
nondefaulting Participants if, and to the extent that, one or more cf de its Participants is unable, or fails or refuses for any reason, to perfe: t obligations under its Net 3illing Agreement, and the Participant's Share of de defaulting Participant shall be reduced entrespendingly; nrevi'ed, to however, that the st t of such increases for the Participant pursuan:
this subsection shall not, without ccnsent of the Participant, exceed an acct =tulated maximum of 25 percent of the Participant's Share specified in section 1(m)(2), nor shall any such increase under this subsection cause the estimate of the papents to be made by the Participant to Supply System under this agreement to exceed the cstimate of the Ad.ninistrator's billings i
to the Participant durin; the period of such increase, whi-h estimates shall be made by the Administrator and shall be conclusive.
I u
23 Sec. 12
1 If the Participant shall fail or refuse to pay any amounts due t:> Supply System hereunder, the fact that the other Participants have assumed de obligation to make such papents shall not relieve the Participant of its liability for such payments, and the Participants assuning such obligation, l
either individually or as a member of a group, shall have a right of recovery from the Participant. Supply System or any Participant as their interests may appear, jointly or severally, may cc:Tence such suits, acticns or proceedings, at law or in equity, including suits for specific perform-ance, as may be necessa:7 or appropriate to enforce the obligations of this agreement against the Participant under this subsection.
I
- 13. Sou ces of Particirant's Payments. He Participant shall not be recuired to make the payments to Supply System under this agreement except a'
frem the revenues derived by the Participant from the ownership and opera-tien of its electric utility properties and from payments by the Adminis-trator under this agreement.
The Participant ccvenants and agrees that it will establish, maintain and collect rates or charges for power and energy and other services, facil-ities and ccmcedities said, furnished or supplied by it thrcegh any of its electric utility properties dich shall be adequate to provide revenues sufficient to enable the Participant to make che papents to be made by it to Supply System under this agreement and to pay all other charges and obli-gations payable from or constituting a c.narge and lien upon such revenues.
- 14. Modification and Uniformity of Agreement.
(a) Ris agreement shall not be binding upon any of the parties hereto if it is not binding upcn all of the parties hereto, but this agreement shall L
24 Sec. 13, 14 l
1 not be subject to temination by any party under any circumstances, whether based upon the default of any other party under this agreement, or any other instnnent, or otherwise, except as specifically provided in this agreement.
(b) This agreement shall not be amended, modified, or othenrise changed by agreement of the parties in any manner that will impair or adversely affect the security afforded by the provisions of this agreement for the pay-ment of the principal, interest, and premiun, if any, on the Bonds as they respectively become payable so long as any of the Bonds are outstanding and unpaid or funds are not set aside for the payment or retirement thereof in accordance with the Bond Resolution.
(c) If any Net Billing Agreement is amended or replaced so that it contains te ms and conditions different frem those contained in his agree-ment, de Administrator shall notify the Participant and upcn ti.ely request by the Participant shall a end this agreement to include similar terms and conditions.
- 15. Hanford Exchange Agreement.
(a) If the Participant is a party to a Hanford Exchange Agreement, the parties hereto agree (i) to the use and emplop.ent of the Generating Facilities by Supply System for the purposes and in the manner prescribed in de Send Resolution, (ii) that the electric power and energy to be produced by the Project, including the electric power and energy to be produced by the Generating Facilities, shall be disposed of to the parties, in the quantities, for the periods and under the terms and conditions prescribed in the Net Billing Agreements and the Project Exchange Agreements, and (iii) that the execu: ion and delivery of this agreement does not affect, lir.it, modify, alter, release, or discharge their respective rights and obligations under such Hanford l
25 Sec. 15
Sxchange Agree: ents, or reduce the Participant's obligations to make payments thereunder in the event tha* sufficient moneys to make such payments are not otherwise available in accordance with the Net Billing Agreements and the Project Exchange Agreements.
(b) Supply System shall transfsr to the appropriate funds and i
accounts under Supply System Resolution No.178 from the revenues received from the sale of Project Capability amounts sufficient so that no paynents by the Participants under the Hanford Exchange Agreements are due under section 5(e) of such Agreements.
- 16. Assignment of Acreement. This agreement shall inure to the bene-fit of and shall be binding upon the respective successors and assigns cf the parties to this agreement; provided, however, that except as provided in sections 7, 9 and 12 hereof, neigher this agreement nor any interes:
therein shall be transferred or assigned by any one of the parties hereto except with the =utual consent in wTiting of the other two parties hereto, to any other entity except the United States or an agenc/ thereof. Such consent will not be unreasonably withheld. No assignment or transfer of this agreement shall relieve the parties of any obligation hereunder.
- 17. Accroval by Rural Electrification Administrator.
If the Partic-ipant is a party to an agreement or other instr =ent pursuant to which approval of this agreement by the Administrator of the Rural Electrificatica Administration is required as listed in Exhibit A, this agreement shall not be binding upon any of the parties until it shall have been approved by him or his delegate.
I 26 Sec. 16, 17 l
l
f
- 18. Particicants' Review Board.
(a) Ceccasitien; election. Not more than 30 days after the executien of this agreement, and thereafter not less than 60 days prior to the co=ence-
)
ment of each Contract Year and at such other times prior to June 30, 1980,
)
as the Participants Review Board may detemine, the Participants shall elect a Participant's Review Board censisting of nine meders. Supply System shall give each Participant not less than 15 days' written notice stating the time and place at which a meeting of representatives of the Participants shall be held for the purpose of holding such election. Each Participant shall desir. ate the person and an altemate (to serve in the absence or disability of such persen), to cast its vote (s) for Board members by written notice filed with Supply System. The vote cast in behalf of each Participant shall be prcpertienal to its Participant's Share. Any vacancy on the Board shall be filled by vote of the remaining Board mesers pending the next Board election.
(b) Board netings; voting; and mies. Meetings of the Participants' Review Board shall be held at least quarterly during the construction of the Project and at least semi-annually thereafter. Timely written notice of the time and place of such meeting shall be given to the parties. Each meder of the Beard shall be entitled to one vote, to be cast in persen r.d not by proxv. A majority of the Board shall constitute a quor:.=:, and the majority of these present shall be necessary and sufficient for the adoption of any motien or resolution except as otherwise provided in subsection (e) below. All reetings of the Board shall be cpen to attendance by any person authori:ed by any of the Participants. Except as herein provided, the calling and holding of meetings of the Board, and all of its other proceedings, shall be governed by mies adopted frcm time to time by two-thirds of the entire
)
27 Sec. 13 i
j
N membership of the 3 card which rules may provide that the Board shall have the
[
ri;ht to appoint persons of technical, legal, auditing or other special qual-ifications to camittees to carry out reviews and investigations.
(c) Except in the event of an emergency requiring imediate action, copies of all proposed Construction and Annual Budgets and fuel management plans, including amendments thereto, and plans for refinancing the Project shall be submitted by Sucply System to the Participants' Review Board within a reasonable time, prior to the time such prcposed budgets and plans are to be adopted by Supply System. Such copies shall be submitted to the Participant upon its request.
(d) Except in the event of an emergency requiring imediate action, all bids, bid evaluations and proposed contract awards for amounts in excess of $500,000 shall be submitted to the Participants' Review Board at least 1
seven days prior to award.
i (e) Supply System will censider the reccmendations of the Participants' Review Board, giving due regard to utili:ing the Project consistent with Prudent Utility Practice and the Supply System's statutory duties. Written recc=endatien may be rMe to Supply System whenever such recc=endation is approved by the majority of the members of the Participants' Review Board.
Such written recomendations shall be forsarded to Supply System within a reasonable time along with supporting data, which time shall not exceed the comparable time, if any, prescribed in the Project Agreement. Supply System shall take action on such recemendations within a reasonable tire for adoption, modification or rejection. Supply System, upon taking action, shall notify the Participants' Review Board promptly of such action, and if it modifies or rejects a recc::nendation, shall give the reason therefor.
28 Sec. 18 k
l (f)
If Supply System modifies or rejects a written recommendation of the Participants' Review Board concerning a matter submitted for review under i
subsections (c) or (d) above, the Participants' Review Board may refer the matter to the Project Censultant in the manner described in Section 10 of the Project Agreement for his written decision and his decision shall be binding upon the parties. Pending dny decision by the Project Consultant under this subsection, Supply System shall proceed in accordance with the Project Agreement. Nothing in this subsection shall affect the procedure for the settlement of any dispute between the Administrator and the Supply System under this agreement or the Project Agreement.
(g) Except as specifically pmvided in section 10(e) of the Project Agreement, Supply System shall not proceed with any item as proposed by it and not concurred in by the Administrator without approval of the Participants' Review Board.
(h) Supply System shall not, without the consent of the Administrator and the Participants' Review Board, cause the insurance on the Project to be extended to any additional units or generating projects or to lapse to permit the extension of such coverage.
- 19. Acolicability of Other Instrments. It is recogad:ed by the parties hereto that Supply System in the ownership, construction and operation of the Project must comply with the requirements of the Bond Resolution and for such ownership, all licenses, pemits, and regulatory approvals necessarf consttuction and operation, and it is, therefore, agreed that this agreement is made, and referrals to the Project Consultant hereunder shall be, subject to the tems and provisions of the Bond Resolution and all such licenses, per its, and regulatory approvals.
29 Sec 19
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II IN WIT 5TSS h1ERECF, the parties hereto have executed this agreement in several c=unterparts.
Depart:: tent of the nterior (SEAI.)
By w>l
+ /
Bonneville Power M::u.nistrator WASHINGTON PUBLIC B'WER SUPPLY SYSTDI
%. ). h = '-
(SEAL)
By O L a c c a,4 Title AITEST:
.s n w
)2l AlRM AN Title 4^ E 6 v i a v r.
6vart u CITf 0F RIC-1AND, WEF.ISGTON (SEAL)
By j
h Title C:ty 5 tanager ATTEST:
By Title City Clerk 30 l
EXHIBIT A (WFF55 No. 1)
TABLE OF PARTICIPANTS AND PARTICIPA E 'S PERCIEAGE Particican:
Reference Ci ty o f Alb ien, I daho............................................
Albion C ity o f Banden, 0re gon...........................................
Banden Phlic Utility District No.1 of Benten County, Washington.......
Benten PLT
- Benten Rural Electric Association................................
Benten REA aBig Bend Electric Cooperative, Inc...............................
31g Bend aBlachly-Lane County Cooperative Electric Association.............
Blachly-Lane Tne City o f Blaine, Washingten...................................
Blaine ne City of Benners Ferry, Washington............................
Bonners Feny C ity o f Burley, I daho............................................
Burley h e City of Canby, 0regon........................................
Canby Ci:V of Cascade Locks, 0regon....................................
Cascade Lecks
- Central Electric Cooperative, Inc................................
Central Elec.
The City of Centralia, Washingten................................
Centralia The Central Lincoln Pecples' Utility District....................
Central Linc.
Public Utility District No.1 of Chelan Ccunty, Washington.......
Chelan The Cir/ o f Chenev, Washingten...................................
Cnenev Public Utility District No.1 of Clallam County, Washing cn......
Clallam Pilic Utility Dis trict No. 1 of Clark Ccunty, Washington........
Clark Clatskanie Pecples ' Utility Dis trict.............................
Clatskanie
- Cle arsate r Pcwe r Cc=any.........................................
Clearsater
- Colebia Basin Electric Ceeperative, Inc.........................
Colebia Basin
- Colu-bia Pcwer Cecperative Association, Inc......................
Colt =bia Pcher
- Columbia Rural Electric Asscciation, Inc.........................
Colunbia Rural Consolidated Irrigation District No.
19..........................
Cens. Ir-ig.
- C ens t=e rs Pcwe r, Inc.............................................
Censt=ers
- Cocs-Cur y Electric Cocperative, Inc.............................
Ccos-Curre C i ty o f Coule e Da=, Washingten...................................
Coulee Da=
Public Utility District No.1 of Ccwlit: County, Washing:cn......
Ccwlit:
ne Cirf o f Declo, Idaho.........................................
Decio Public Utility District No.1 of Douglas County, Washing:cn......
Douglas PLO
- Douglas Electric Ccoperative, Inc................................
Douglas Elec.
ne City o f Drain, 0 re gon........................................
Drain l
Eas t End Mutual Electric Co., Ltd................................
East End ne City of Ellensburg, Washingten...............................
Ellensburg ne Ci ty o f Eugene, 0 regen.......................................
Eugene l
- Fall River Rural Electric Cooperative, Inc.......................
Fall River Farmers Electric Co.,
Ltd........................................
Famers l
- Public Utility Dis trict No.1 of Ferry County, Washington........
Ferry
- Flathead Electric Cooperative, Inc...............................
Flathead Forest Grove The City o f Fores: Grove, 0regon.................................
EXHI3IT A (WPP55.No. 1)
Page 2 Particirant (Cent.)
Reference Public Utility District No.1 of Franklin County, Washington.....
Franklin Public Utility District No. 2 of Grant County, Washingten........
Grant Public Utility District No.1 of Grays Harbor County, Washington.
Grays Harber
- Harney Electric Cooperative, Inc.................................
Harney City o f Heyburn, Idaho...........................................
Heyburn Hood River Electric Cooperative of Hood River County, Oregen.....
Hood River
- Idaho County Light 5 Power Cocperative Association, Inc..........
Idaho Co.
City of Idaho Falls, Idaho.......................................
Idaho Falls
- Inland Pcwe r 5 Light Ccapany.....................................
Inland
- Public Utility District No.1 of Kittitas County, Washington.....
Kittita.s
- Public Utility District No.1 of Klickitat County, Washingten....
Klickita:
- Kootenai Electric Cooperative, Inc...............................
Kootenai
- Lane County Electric Cooperative, Inc............................
12ne Public Utility District No.1 of Lewis County, Washing cn........
Lewis
- Lincoln Electric Cooperative, Inc. (htntana).....................
Lincoln (50
- Linccin Electric Cooperative, Inc. (Washingten)..................
Lincoln (W)
- Los t River Electric Cocperative, Inc.............................
Lost River
- Lewer Valley Powe r 6 Ligh t, !nc..................................
Lcwer Valley
- Public Utility District No. 1 of Mascn County, Washingten........
Mascn 1
[
Public Utiliy District No. 3 of Mason County, Washing:cn........
Mason 3 Tcwn of McClea:y, Washingten.....................................
McClean Ci:V o f McMinnville, 0 regen......................................
McMinnville
- Midstate Electric Cooperative, Inc...............................
Midstate City of Milten-Freewater, Oregon.................................
Milten F.
Ci ty o f Mini deka, I daho..........................................
Minidoka
- Missoula Electric Cooperative, Inc...............................
Missoula Ci ty o f Men =cuth, 0re gen.........................................
Men:9cuth
- Nespelem Valley Electric Cooperative, Inc........................
Nespelem
- No rth e m Li gh ts, Inc.............................................
Northem Lts.
Northem Was co County People 's Utility Dis trict..................
Northem Wasco
- 0kanogan County Electric Cooperative, Inc........................
Okanogan Elec.
Public Utility District No.1 of Okanogan County, Washington.....
Okanegan PUD
- 0rcas Pcwer and Light Ccr:pany....................................
Orcas Public Utility District No. 2 of Pacific County, Washingten......
Pacific Public Utility Distric: No.1 of Pend Oreille County, Washington.
Pend Oreille City o f Per-Angeles, Washington.................................
Port Angeles
- Prairie Pcwer Cooperative, Inc...................................
Prairie
- Raf: River Rural Electric Cooperative, Inc.......................
Raft River
- Ravalli Ccunty Electric Cecperative, Inc.........................
Ravalli City o f Richland, Washingten.....................................
Richland l
i 5
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r g
EnfIBIT A (WFF55.No. 1)
Page 3 Particioant (Cent.)
Reference Riverside Electric Company, Ltd..................................
Riverside City of Rupert, Idaho............................................
Rupert Rural Electric Ca::pany...........................................
Rural Salem Electric...................................................
Salem
- Salmen River Electric Cooperative, Inc...........................
Salmon City of Seattle, Washington......................................
Seattle Public Utility District No.1 of Ska.:ania County, Washington.....
Skamania Public Utility District No.1 of Snoha::ish County, Washington....
Snohx.ish South Side Electric Lines, Inc...................................
South Side The City of Springfield, 0 regen..................................
Springfield The Town of Sumas, Wcshington....................................
Sumas
- Surpris e Valley Electrification Corporation......................
Surprise'V.
City of Tacana, Washington.......................................
Taccma
- Tanner Electric..................................................
Tanner
- Tillamook Pecples ' Utility District..............................
Tillamcok
- Lhatilla Electric Cocperative Association........................
Umatilla Unity Light and Pcwer Cx:pany....................................
Unity Vera Irrigation Dis trict No. 15..................................
Vera
- Vigilante Electric Cocperative, Inc..............................
Vigilante Public Utility District No.1 of Wahkiakum County, Washingten....
Wahkiah=
- Was co Electric Cocperative, Inc..................................
Wasco
- Wells Rural Electric Companv.....................................
Wells
- West Oregen Electric Cocperative, Inc............................
West Gregen Public Utility District No.1 of Whatccm Ccunty, Washingten......
hhatccm
- Approval of Agreement by Rural Electrification Administration required.
Upon prior written notice to Supply System, the Administrator and all of the other Participants, this Exhibit A may be amended from time to time upon mutuki agreement of two or more Participants so as to provide revised Participants' Percentages for such Participants so long as the aggregate of the increases in Participants' Percentages is equal to the aggregate of the i
decreases in Participants' Percentages; provided, however, that the sum of any such decreases for any Participant pursuant to tnis paragraph shall not i
exceed an accu::ulated maxir:u:n of 25 percent of the Participant's Percentage specified in this Exhibit en the date of execution of this agreement nor shall l
any such increase under this paragraph cause the estbnate of the payments to be made by a Participant to Supply System under this agreement to exceed 86.95 percent of the estimate of the Ad:ninistrator's billings to such Participant during the period of such increcse, which estimates shall be made by the Ad=in-istrator and shall be conclusive; provided, further, that any such increase or decrease shall not affect or i= pair the tax exe=pt status of the Scnds.
The Administrator shall then prepare a revised Exhibit A which shall be substituted for this Exhibit A and become a part of this agreement.
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l EXHI3IT 3 l
PRC;IC~ GARACTERISTICS WASHINGTCN PUBLIC PCWER SUPPLY SYSTSI NUCI. EAR PRCTECT.T.1 The Washington Public Power Supply System's Nuclear Project No.1 is expected to have a net electrical plant capability of approx:mately 1220 m.
A new pressuri:ed water reactor nuclear steam supply system similar to other reactors now under constn:ction will replace the NFR as a steam source. It will include, but not be li=ited to, a nuclear reactor, fuel, centrol systems, primary coolant loops with steam generators, engineered safeguard syste=s, radwaste system, sertice systems, containment buildi.g and other auxiliary facilties.
Steam will be fed from this new reactor to a new topping turbine and generator with a nameplate rating of approximately 400 W housed in an extension of the existing turbine-generator building of the Generating Facilities. New piping will transmit low pressure exhaust steam from the new topping turbine to the existing low pressure turbine cz: plex which is a part of the Generating Facilities. The existing turbines may be modified, including the addition of extra stages of blades; and such.odifications, additions and alterations to the condensers, cooling system, feedwater heaters, feedwater pumps, instnr.entation, control systms, amtiliary startup power fr.cilities and other components of the Generating Facilities will be made as shall be required to operate the topping tuttine and to utilize exhaust steam from the topping turbine.
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~ - - ~ - - - - ~ - - - - ~ ~ ~ " ' ~ ~ ~ ~ ' ' ' '
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O EXHIBIT C (12-3-69)
PROVISIONS REQUIRED BY STATUTE OR EXECUTIVE ORDER l
1.
Contract Work Hours and Safety Standards.
This contract, to the extent that it is of a character specified in the Contract Work Hours and Safety Standards Act and is not (Public Law 87-581, 76 Stat. 357-360, as amended)(41 U. S. C.
i covered by the Walsh-Healey Public Contracts Act 35-45), is subject to the following provisions and to all other provisions and exceptions of said Contract Work Hours and Safety Standards Act.
(a)
No Contractor or subcontractor contracting for any part of the contract work which may require or involve the employment of laborers or mechanics shall require or permit any laborer or mechanic in any werkweek in which he is employed on such work, to work in excess of eight hours in any calendar day or in excess of forty hours in any workweek unless such laborer or mechanic receives compensation at a rate not less than one and one-half times his basic rate of pay for all hours worked in excess of eight hours in any calendar day or in excess of forty hours in such workveek,.whichever is the greater number of overtime hours.
(b)
In the event of any violation of the provisions of subsection (a), the Contractor and any subcontractor responsible for such violation shall be liable to any affected employee for his unpaid wages.
In addition, such Contractor or subcontractor shall be liable to the United States for liquidated damages.
to each Such liquidated damages shall be computed, with respect individual laborer or mechanic employed in violation of the provisions of subsection (a),'in the sum of $10 for each calendar day on which such employee was required or permitted to work in excess of eight hours or in excess of forty hours in a workveek without payment of the required overtime wages.
(c)
The Administrator may withhold, or cause to be with-i held, from any moneys payable on account of work performed by the Contractor or subcontractor, the full amount of wages reauired by this contract and such sums as may administratively leter-mined to be necessary to satisfy any liabilities of su
,ontractor or subcontractor for liquidated damages as provided in subsection (b).
(d)
No contractor or subcontractor contracting for any part of the contract work shall require any laborer or mechanic employed in the performance of the contract to work in surround-ings or under working conditions which are unsanitary, hazardous, or dangerous to his health or safety, as determined under con-struction safety and health standards promulgated by the Secretary of Labor by regulation based on proceedings pursuant to section 553 of title 5, United States Code, provided that such proceedings include a hearing of the nature authorized by said section.
e
(e)
The Contractor shall require the foregoing subsections (a), (b), (c), (d) and this subsection (e) to be inserted in all suoContraCOs.
(f)
The contractor shall keep and maintain for a period of three (3) years from the completion of this contract the in-fox nation required by 29 CFR E 516.2(a).
Such material shall be made available for inspection by authorized representatives of the Government, upon their request, at reasonable times during the normal work day.
2.
Convict Labor.
The contractor shall not employ any person unoergoing sentence of imprisonment at hard labor.
3.
Eaual Oncertunity.
Unless exempted pursuant to the provisions of Executive Order 11246 of September 24, 1965 and the rules, regulations and relevant orders of the Secretary of Labor there-under, during the performance of this contract, the Contractor agrees as follows:
(a)
The Contractor will not discriminate against any employee or applicant for employment because of race
- color, r
religion, sex, or national origin.
The Contractor will take,
affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, color, religion sex, or national origin.
Such action shall include, but not be, limited to, itment the following:
employment, upgrading, demotion or transfer; recru or recruitment advertising; layoff or termination; rates of pay or other forms of compensation and selection for training, including apprenticeship.
The Contractor agreer to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the Administrator setting forth the provisions of this equal opportunity clause.
(b)
The contractor will, in all solicitations
- adver-tisements for employees placed by or en behalf of th
,ontractor, state that all qualified applicants will receive consideratien for employment without regard to race, color, religion, sex, or national origin.
(c)
The Contractor will send to each labor union or repre-sentative of workers with which he has a collective bargaining agreement or other contract or understanding, a notice, to be provided by the Administrator, advising the labor union or worker's representative of the Contractor's commitments under this equal opportunity clause and shall post copies of the notice in conspicuous places available to employees and applicants for emplcyment.
(d)
The Contractor will comply with all provisions of Executive Order No. 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor.
(e)
The contractor will furnish all information and reports required by Executive Order No. 11246 of September 24, 1965, and by the rules, regulations, and orders of the Secretary of Labor, 2
3 1
i
\\.
l e
or pursuant thereto, and will permit access to his books, records, and accounts by the Administrator and the Secretary of Labor for purposes of investigations to ascertain compliance with such rules,
[
regulations and orders.
(f)
In the event of the Contractor's noncompliance with the equal opportunity clause of this contract or with any of such rules, regulations or orders, this contract may be cancelled, terminated, or suspended in whole or in part and the contractor may be declared ineligible for further Government contracts in accordance with procedures authorized in Executive Order No.11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order No.11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law.
( g)
The Contractor will include the provisions of para-graphs (a) through (g) in even subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to Section 204 of Executive Order No.
11:46 of September 24, 1965, so that such provisions will be binding upon each subcontractor or vendor.
The contractor will take such action with respect to any subcontract or purchase order as the Administrator may direct as a means of enforcing such provisions including sanctions for noncompliance; provided, however, that in the event the Contractor becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction by the Administrator the Contractor mayrequesttheUnitedStatestoenterintosuchlItigationto protect the interests of the United States.
4.
Interest of Member of Congress.
No Member of or Delegate to Congress, or Resident Commissioner shall be admitted to any share or part of this contract or to any benefit that may arise there-from.
Nothing, however, herein contained shall be construed to extend to such contract if made with a corporation for its gen-eral benefit.
l
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