ML20214C292
| ML20214C292 | |
| Person / Time | |
|---|---|
| Site: | 07003027 |
| Issue date: | 01/29/1986 |
| From: | George Thomas PUBLIC SERVICE CO. OF NEW HAMPSHIRE |
| To: | Crow W NRC OFFICE OF NUCLEAR MATERIAL SAFETY & SAFEGUARDS (NMSS) |
| References | |
| 26382, SBN-937, NUDOCS 8602210084 | |
| Download: ML20214C292 (17) | |
Text
{{#Wiki_filter:; 70-30al7 RETURN TO 396-55 fo^ George S. Thomas vice Presuhnthect noduction Pub 5c Service of New Hampshire New Hampshire Yankee Division .gg pg _3, gjj j j January 29, 1986 SBN-937 T.F. B4.1.2 B4.1.9 Mr. W. T. Crow, Acting Chief Uranium Fuel Licensing Branch Nuclear Regulatory Commission Washington, D.C. 20555 Indemnity Agreement No. B-106
Dear Mr. Crow:
Enclosed is the executed copy of Indemnity Agreement No. B-106 as requested in your letter dated December 19, 1985. Also enclosed is an opinion letter from our legal counsel, Ropes & Gray, regarding the signature authority of the New Fampshire Yankee Division of Public Service Company of New Hampshire, Agent for the Joint Owners of Seabrook Station. Should you have any questions, please contact me accordingly. Very truly yours, M[v 4 George S. Thomas GST:js1 j f) 4 Enclosures DOCKITED USNRQ cc: Atomic Safety & Licensing Board Service List ( FE8 31988 > ;9 NMss 4' MAIL SECTIO t 00c m cLEng IO 8602210004 860129 " N (, PDR ADOCK 07003027 ., o r%{ M C PDR; ~ , r1 [pa bbW A43142-P.O. Box 300
- Seabrook,NH 03874. Telephone (603)474-9521
,!,s ,. -if ' o,, UNITED STATES NUCLEAR REGULATORY COMMISSION 2' o 3 gE WASHINGTON, D. C. 20555 %,.....f Docket No. 70-3027 Indemnity Agreement No. B-106 This Indemnity Agreement No. B-106 is entered into by and between Public Service Company of New Hampshire Bangor Hydro-Electric Company The United Illuminating Company New Hampshire Electric Cooperative, Inc. Massachusetts Municipal Wholesale Central Vermont Public Service Electric Company Corporation New Englana Power Company Maine Public Service Company Central Maine Power Company Fitchburg Gas and Electric Light Company The Connecticut Light and Power Company Vermont Electric Generation and Canal Electric Company Transmission Cooperative Montaup Electric Company Taunton Municipal Lighting Plant Hudson Light and Power Department (hereinafter referred to as the " licensee") and the United States Nuclear Regulatory Commission (hereinafter referred to as the "Comunission") pursuant to subsection 170c of the Atomic Energy Act of 1954, as amended (hereinafter referred to as "the Act"). ARTICLE I As used in this agreement: 1. " Nuclear reactor," " byproduct material," " person," " source material," and "special nuclear material" shall have the meanings given them in the Atomic Energy Act of 1954, as amended., and the regulations issued by the Consnission. 2. (a) For facilities designed for producing substantial amounts of electricity and having a rated capacity of 100,000 electrical kilowatts or more, and except when otherwiser specifically provided, " amount of financial protection" means the amount specified in Item 2a. and b. of the Attachment annexed hereto, as modified by paragraph 8, Article II, with respect to conanon occurrences, and the amount available as secondary financial protection (in the form of private liability insurance available under an industry retrospective rating plan for deferred retrospective premium charges). (b) For all other facilities, and except where otherwise specifically provided, " amount of financial protection" means the amount specified in Item 2a. and b., of the Attachment annexed hereto, as modified by paragraph 8, Article II, with respect to common occurrences. 3. (a) " Nuclear incident" means any occurrence, including an extra-ordinary nuclear occurrence, or series of occurrences a~t the location or in the course of transpoYtation causing bodily injury, sickness, disease, or death, or loss of or damage to property, or loss of use of property, arising out of or resulting from the radioactive, toxic, explosive, or other hazardous B properties of the radioactive material.
. (b) Any occurrence, including an extraordinary nuclear occurrence, or series of occurrences causing bodily injury, sickness, disease, or death, or loss of or damage to property, or loss of or damage to property or loss of use of property, arising out of or resulting from the radioactive, toxic, explosive or other hazardous properties of 1. The radioactive material discharged or dispersed from the location over a period of days, weeks, months or longer, and also arising out of such properties of other material defined as "the radioactive material" in any other agreement or agreements entered into by the Commission under subsection 170c or k of the Act and so discharged or t dispersed from "the location" as defined in any such other I agreement, or i 11. The radioactive material in the course of transportation and also arising out of such properties of other material defined in any other agreement entered into l by the Commission pursuant to subsection 170c or k of the Act as the " radioactive material" and which is in the course - of transportation.. shall be deemed to be a common occurrence. A common occurrence i shall be deemed to constitute a single nuclear incident. 4. " Extraordinary nuclear occurrence" means an event which the Commission has determined to be an extraordinary nuclear occur-l rence as defined in the Atomic Energy Act of 1954, as amended. 5. "In the course of transportation" means in the course of l transportation within the United States, or in the course of transportation outside the United States and any other nation, l and moving from one person licensed by the Commission to another l person licensed by the Commission, including handling or l temporary storage incidental thereto, of the radioactive material to the location or from the location provided that: (a) With respect to transportation of the radioactive material to the location, such transportation is not by predetermination to be interrupted by the removal of the material from the transporting conveyance for any purpose other than continuation of such transportation to the location or temporary storage l incidental thereto; l (b) The transportation of the radioactive material from the location shall be deemed to end when the radioactive material is removed from the transporting conveyance for any purpose other than the continuance of transportation or temporary storage incidental thereto; i
r . (c) "In the course of transportation" as used in this agreement shall not include transportation of the radioactive material to the location if the material is also "in the course of transportation" from any other " location" as defined in any other agreement entered into by the Commission pursuant to subsection 170c or k of the Act. 6. " Person indemnified means the licensee and any other person who may be liable for public liability. 7. "Public liability" means any legal liability arising out of or resulting from a nuclear incident, except (1) claims under State or Federal Workmen's Compensation Acts of employees of persons indemnified who are employed (a) at the location or, if the nuclear incident occurs in the course of transportation of the radioactive material, on the transporting vehicle, and (b) in connection with the licensee's possession, use or transfer of the radioactive materials (2) claims arising out of an act of war; and (3) claims for loss of, or damage to, or loss of use of (a) property which is located at the location and used in connection with the licensee's possession, use, or transfer of the radioactive material, and (b) if the nuclear incident occurs in the course of transportation of the radioactive material, the transporting vehicle, containers used in such transportation, and the radioactive material. 8. "The location" means the location described in Item 4 of the Attachment hereto. 9. "The radioactive material" means source, special nuclear, and byproduct material which (1) is used or to be used in, or it irradiated or to be irradiated by, the nuclear reactor or reactors subject to the license or licenses designated in the Attachment hereto, or (2) which is produced as the result of operation of said reactor (s). 10. " United States" when used in a geographical sense includes all Territories and possessions of the United States, the Canal Zone and Puerto Rico. ARTICLE II 1. At all times during the term of the license or licenses desig-nated in Item 3 of the Attachment hereto, the licensee will maintain financial protection in the amount specified in Item 2 of the Attach-ment and in the form of the nuclear energy liability insurance policy B
~ If more than one, license is designated : designated in the Attachment. in Item 3 of the Attachment, the licensee agrees to maintala such financial protection until the and of the term of that license which The licensee shall, notwithstandtag._the 4 will be the last to expire. suspension or revo-expiration, termination, modification, amendment, cation of any licanae or licenses. designated in Item 3.of the 'stach-4 dio .. ment, maintain such financial protection in effect until-all the. ra active material has been removed from the location and' transportation-r M of the radioactive material from the location has ended as. defined. in subparagraph 5(b) Article. I, or until the Commission authorizes. she. The termination or the modification.of such financial procaction.. Co= mission wzl1 not unreasonably withhold such authorization. 1 1 In the eveet of any payment by the insurer or insurers under a i policy or policies specified in Item 5 of the Attachment hereto..which 2. reduces the aggregate limit of such policy or policies below the amount of financial proteccion, the licenses will prospely apply to.his. insurers for reinstate =ent of the amount specified-in Ices 2a of.the Attachment. reference to paragraph b. of Icem 2) and will make a1L reasonab-le In the avant that.the licensee.has (without efforts to obtain such reinstatament. not obtained reinstacament.of such amount within ninecy days after.the date of such reduction, and.in the. absence of good cause shown.co sne contrary, the' Commission may issue an ordar requiring ths 1:cenada.te furnish financial protection for such amount in another form. i Any obligations of the licensee under subsection 53a(8) of the 3Act to indemnify the United Stacas and the Commission.frcm public l liability, together with any public liability satisfied by the in-j surers under the policy or policies designated in the t.ttachment hereto, shall not in the aggregate exceed the as:unt of financial' protetston with respect to any nuclear incidenc, including the reason-able costs of investigating and seccling claims and defending suits i for da= age. With respect to any extraordinary nuclear occurrence to which this agreement applies, the Cc==lasion, and the licensee on behalf of itself 4. and other persons indscniftsd, insofar as their interes:s appear, es.h 1 agree to waive f + (a) any issue or defense as to the ceaduct of the clatmant er l tault of persons indemntfled, including, but not i mi:ed to i 1 B 4 I i I I L
~ (1) negligence; (2) contributory negligence; (3) assumption of the risk; (4) unforseeable intervening causes, whether involving ~ ~ the conduct of a third person or an act of God. Aa used herein, " conduct of the claimant" includes conduct of persons j through whom the claimant derives his cause of action; (b) any issue or defense as to charitable or governmental immunity; (c) any issue or defense based on any statute of limitations if suit is instituted within three years from the date on which the claimant first knew, or reasonably could have known, of his injury or damage and the cause thereof, but in no event more than 20 years af ter the date of the nuclear incident. The waiver of any such issue or defense shall be effective regardless of whether such issue or defense may otherwise be deemed jurisdictional or relating to an element in the cause of action. The waivers shall be judicially enforceable in accordance with their terms by the claimant against the person indemnified. 5. The waivers set forth in paragraph 4 of this Articlet (a) shall not preclude a defense based upon a failure to take reasonable steps to mitigate damages; (b) shall not apply to injury or damage to a claimant or to a ' claimant's property which is intentionally sustained by the claimant or which results from a nuclear incident. intentionally and wrong-fully caused by the claimant;. (c) shall not apply to injury to a claimant who is employed at the site of and in. connection with the activity where the extra-ordinary nuclear occurrence takes place if benefits therefor are either payable or required to be provided under any workmen's com-pensation or occupational disease law: Provided, however, That with respect to an extraordinar; nuclear occurrence occurring at the faci,11ty, a claimant who is employed at the facility in connection- .B i +
~ with the construction of a nuclear reactor with respect to which no operating license has been issued. by the Atomic Energy Commission shall not be considered as employed ibt connection with the acciyity. where the extraordinary nuclear occurrence takes place if: I the claimant is employed exclusively in connection (1) with the construction of a nuclear reactor, including all related equipment and installations at the facility, and (2) no operating license has been issued by the NRC with respect to the nuclear reactor, and the c1'aimant is not employed in connection with the (3) possession, storage, use or transf er of nuclear material at the facility. shall not apply to any claim for punitive or exemplary (d) damages, provided, with respect to any. claim for. wrongful death under any State' lav which provides for damages only punitive in nature, this exclusion does not apply to the extent that the claimant has sustained actual datages, measured by the pecuniary injuries resulting from such death but not to exceed the maximum amount otherwise recoverable under such law; shall be ef f ective only with respect to those obligations (a) set forth in this agreement; shall not apply to, or prejudice the prosecution or defense (f) of, any claim or portion of clahn which is not within the pro-tection af f orded under (1) the limit of liability provisions under subsection 170e of the Atomic Energy Act of 1954, as amended, and (2) the terms of this agree =ent and the terms of the nuclear energy liability insurance policy or policies designated in the attachment hereto. The obligations of the licensee under this agreement shall 6.apply only with respect to nuclear incidents occurring during the term of enis agreement. Upon the expiration or revocation of any license designated 7.in Item 3 of the Attachment, the Commission vill enter into an appropriate amendment of this agreement with the licensee reducing the amount of financial protection required under this Article; provided, that the licensee is then entitled to a. reduction in the amount of financial protection under applicable Commission regulations and orders. .B
8. With respect to any common occurrence: (a) If the sum of the limit of liability of any Nuclear Energy Liability Property Insurance Association policy designated in Item 5 of the Attachment and the limits of liability of all other nuclear energy liability insurance policies (facility form) applicable to such common occurrence and issued by Nuclear Energy Liability Property i Insurance Association exceeds $124,000,000, the amount of financial protection specified in Item 2a and b of the Attachment shall be deemed 5 to be reduced by that proportion of the difference between said sum J and $124,000,000 as the limit of liability of the Nuclear Energy Liability Property Insurance Association policy designated in Item 5 of the Attachment bears to the sum of the limits of liability of all l nuclear energy liability insurance policies (facility form) applicable to such co= mon occurrence and issued by Nuclear Energy Liability Property Insurance Association. (b) If the sum of the limit of liability of any Mutual Atomic Energy Liability Underwriters policy designated in Item 5 of the, Attachment and the limits of liability of all other nuclear energy liability insurance policies (facility form) applicable to such common occurrence and issued by Mutual Atomic Energy Liability Underwriters exceeds $36,000,000, the amount of financial protection specified in Item 2a and b of the Attachment shall be deemed to be reduced by that proportion of the difference between said sum and $36,000,000 as the limit of liability of the Mutual Atomic Energy Liability Underwriters policy designated in Item 5 of the Attachment bears to the sum of the limits of liability of all nuclear energy liability insurance policies (facility form) applicable to such common occurrence and issued by Mutual Atomic Energy Liability Underwriters; (c) If any of the other applicable agreements is with a person who han furnished financial protection in a form other than a nuclear energy liability insurance policy (facility form) issued by Nuclear Energy Liability Property Insurance Association or Mutual Atomic Energy Liability Underwriters, and if also the sum of the amount of finan-cial protection established under this agreement and the amounts of financial protection established under all other applicable agreements exceeds an amount equal to the sum of $160,000,000 and the amount available as secondary financial protection, the obligations of the licensee shall not exceed a greater proportion of an amount equal to the sum of $160,000,000 and the amount available as secondary financial protection than the amount of financial protection established under this agreement bears to the sum of such amount and the amounts of financial protection established under all other applicable agreements. B _ ~ -,, -.. -
,).. 2+ .. (d) As used in this paragraph 8, Article'II, and in Article III, "other applicable agreements" means each other agreement entered into by the Commission pursuant to subsection 170c of the Act in which agreement the nuclear incident is defined as a " common occurrence." As'used in this paragraph 8,; Article II, "the obligations of the licensee" means the obligations of the licensee under subsection 53e(8) of the Act to indemnify the United States and the Commission from public liability,. together with any public liability satisfied by the insurers under the policy or policies designated in the Attachment, and the reasonable costs incurred by the insurers in investigating and settling claims and defending suits for damage. 9. The obligations of the licensee under this Article shall not be affected by any failure or default on the part of the Commission or the1 l Government of the United States to fulfill any or all of its obligations under this agreement. Bankruptcy or insolvency of any person i indemnified other than the licensee, or the estate of any person l indemnified other than the licensee, shall not relieve the licensee of any of his obligations hereunder. ARTICLE III i 1. The Commission undertakes and agrees to indemnify and hold harmless the licensee and other persons indemnified, as their interest may appear, from public liability. 2. With respect to damage caused by a nuclear incident to property of any person legally liable for the nuclear incident, the Commission-agrees to pay such person those sums which such person would have been obligated to pay if such property had belonged to another provided, l that the obligation of the Commission under this paragraph 2 does not j apply with respect to: l l (a) Property which is located at the location described in Item 4 of i the Attachment or at the location described in Item 3 of the l declarations attached to any nuclear energy liability insurance policy j designated in Item 5 of the Attachments (b) Property damage due to neglect of the person indemnified to use i all reasonable means to save and preserve the property af ter knowledge of a nuclear incidents (c) If the nuclear incident occurs in the course of transportation of the radioactive material, the transporting vehicles and containers used-in such transportation (d) The radioactive material. l i l B
a,.. 2 \\ 4 4 t L: T c.. k a r f x9-- h ~3. -(a) The obligations of the.Consission under this agreement 'shall'- r [ apply only with respect to such publicjliability and'such damage to L Property of persons legally liable for the nuclear incider.t -(other than - l such property described in the proviso.to paragraph 2 of this Article) L as in the aggregate exceed the amount of financial protection. ~ (b).With respect to a.conmon occurrence, the obligations of thed Commission under this ; agreement shall apply.only with respect to such l p public liability and such damage to property of persons legallyiliable (I for the nuclear incident (other than such property described in the-proviso to paragraph 2 of this Article, as in the aggregate exceed: whichever of the.following is lowers - (1) The sum of.the amounts of. financial protection established 'under this agreement and all other: applicable agreements; or (2) an amount equal to the sum of_ $160,000,000 and the amount available as secondary financial protection. 4. The obligations of the Commission under this agreement shall apply, only with respect to nuclear. incidents occurring during the-term of this agreement. Si The obligations of the Commission under this and all'other agreements and contracts to which the Commission is a party shall not, with respect to any nuclear incident, in the aggregate. exceed whichever of the following is the lowest; - (a) ' $500,000,000s. (b) $500,000,000: less the amount of financial protection required under this agreements or (c) with respect to a conmon occurrence, - $560,000,000 less the sum of the amount of financial protection established under this agreement and all other applicable agreements. 6. The obligations of the Coumission under this agreement, except to the licensee for damage to property of the licensee, shall not be affected by any failure on the part of _the licensee to fulfill its obligations under this agreement. Bankruptcy or insolvency of the licensee or any other person indemnified or of the estate of the licensee or any other person indemnified shall not relieve the l Conurission of any of its obligations hereunder. ARTICLE'IV 1. When the Consission determines that the Unitied States will probably be required to make indemnity payments under the provisions'of this' agreement, the Commission shall have the right'to collaborate with the licensee and other persons indemnified in the settlement and ' defense of - any claim (provided that no government indemnity that would otherwise be available to pay public liability claims is used for.these purposes) and shall have the rights (a) to require the prior' approval-of'the Commission for the settlement or payment of any claim or action asserted against the licensee'or other person indemnified for public liability.or damage to property of persons legally liable for the nuclear incident B l . J
m , which claim or action the licensee or the Commission may be required to indemnify under this agreements and (b) to appear through the Attorney General of the United States on behalf of the licensee or other person indemnified, take charge of such action and settle or defend any such action. If the settlement or defense of any such action or claim is undertaken by the Commission, the licensee shall furnish all reasonable assistance in affecting a settlement or asserting a defense. 2. Neither this agreement nor any interest therein nor claim. thereunder may be assigned or transferred without the approval of the Commission. ARTICLE V The parties agree that they will enter into appropriate amendments of this agreement to the extent that such amendments are required pursuant to the Atomic Energy Act of 1954, as amended, or licenses, regulations or orders of the Commission. ARTICLE VI The licensee agrees to pay to the Commission such fees as are established by the Commission pursuant to regulations or orders of the Commission. ARTICLE VII The term of this agreement shall commence as of the date and time specified in Item 6 of the Attachment and shall terminate at the time of expiration of that license specified in Item 3 of the Attachment, which is the last to expires provided that, except as may otherwise be provided in applicable regulations or orders of the Commission, the term of this agreement shall not terminate until all the radioactive material has been removed from the location and transportation of the radioactive material from the location has ended as defined in subparagraph 5(b), Article I. Termination of the term of this agreement shall not affect any obligation of the licensee or any obligation of the Commission under this agreement with respect to any nuclear incident occurring during the term of this agreement. ARTICLE VIII The following provisions are applicable to each licensee operating a facility designed for producing substantial amounts of electricity and having a rated capacity of 100,000 electrical kilowatts or more; 1. Each licensee is required to have and maintain financial protection in an amount specified in Item 2a and b of the Attachment annexed hereto, and the amount available as secondary financial protection (in the form of private liability insurance available under an industry retrospective rating plan providing for deferred premium charges); Provided, however, that under such a plan for deferred B
. premium charges, such charges for each nuclear reactor which is licensed to operate shall not exceed $5 million with respect to any single nuclear incident nor exceed $10 million within one calendar year. If the licensee fails to pay assessed deferred premiums, the Commission reserves the right to pay those premiums on behalf of the licensee and to recover the amount of such premiums from the licensee. 2. The Commission shall require the immadiate submission of financial statements by those licensees who indicate, after an assessment of the retrospective premium by the insurance pools, that they will not pay the assessment. Such financial statements shall include, as a minimum, exhibits indicating internally generated funds from operations and accumulated retained earnings. Subsequent submission of financial statements by such licensees may be requested by the Commission, as required. 3. If premiums are paid by the Commission as provided in paragraph 1, payment by the Commission shall create a lien in the amount paid in favor of the United States upon all property and rights to property, whether real or personal, belonging to such licensee. The lien shall arise at the time payment is made by the Commission and shall continue until the liability for the amount (or a judgment against the licensee arising out 'of such liability) is i satisfied or becomes unenforceable. The Commission will issue a certificate of release of any such lien if it finds that the liability for the amount has been fully satisfied or has become legally unenforceable. 4. If the Commission determines that the licensee is financially able to reimburse the Commission for a deferred premium payment made in its behalf, and the licensee, after notice of such determination by the Commission fails to make such reimbursement within 120 days, the Commission will take appropriate steps to suspend the license for 30 days. The Commission may take any further action as necessary if reimbursement is not made within the 30-day suspension period including, but not limited to, termination of the operating license. B
p .x ~ l l- .12 - 1: UNITED STATES NUCLEAR REGULATORY COMISSIONL ATTACHMENT Indemnity. Agreement No. B-106' Item 1 - Licensees Public Service Company of New Hampshire The United Illuminating Company Massachusetts Municipal Wholesale Electric Company-New England Power Company Central Maine Power Company; The Connecticut Light and Power. Company-Canal Electric Company Montaup Electric Company Bangor Hydro-Electric Company New Hampshire Electric Cooperative., Inc. Central Vermont Public Service Corporation Maine' Public Service Company Fitchburg Gas and Electric Light Company Vermont Electric Generation and Transmission Cooperative Taunton Municipal Lighting Plant Hudson Light and Power. Department Address P. O. Box 300 Seabrook, New Hampshire 03874 Item 2 - Amount of financial protection a. $1,000,000 b. With respect to any nuclear incident, the amount specified in Item 2a of this Attachment shall be deemed to be (1) reduced to the extent that any payment made by the insurer or insurers under a policy or policies specified in Item 5 of this Attachment reduces the aggregate amount of such insurance-policiesbelowtheamountspecifiedinItem2aand(ii) restored to the extent that, following such reduction, the aggregate amount of such insurance policies is reinstated.= Item 3 - Licensa number or numbers SNH-1963 Item 4 - Location All of the premises including the land and all buildings and structures of Public Service of New Hampshire's Seabrook Station located on a site of approximately 896 acres near the northern boundary of the town of Seabrook, Rockingham County, New Hampshire. [
1/28/8b . Item 5 - Insurance Policy No(s) Nuclear Energy Liability Policy (Facility Form) NF-296 issued by the Nuclear Energy Liability Property Insurance Association. Item 6 - The indemnity agreement designated above, of which th s Attachment is a art, is effective as of 12:01 a.m. on the / day of 1985. FOR THE UNITED STATES NUCLEAR REGULATORY COMMISSION Jerome Saltzman, Assi nt Director State and Licensee ations Office of State Pro rams FOR PUBLIC SERVICE COMPANY OF FOR THE UNITED ILLUMINATING COMPANY NEW HAMPSHIRE BY BY FOR MASSACHUSETTS MUNICIPAL FOR NEW ENGLAND POWER COMPANY WHOLESALE ELECTRIC COMPANY' BY BY FOR CENTRAL MAIllE POWER COMPANY FOR THE CONNECTICUT LIGHT AND POWER COMPANY BY BY FOR CANAL ELECTRIC COMPANY FOR MONTAUP ELECTRIC COMPANY i BY BY __, i FOR BANGOR HYDR 0 ELECTRIC COMPANY FOR NEW HAMPSHIRE ELECTRIC COOPERATIVE, INC. BY BY i l i FOR CENTRAL VERMONT PUBLIC FOR MAINE PUBLIC SERVICE COMPANY SERVICE CORPORATION l BY BY i
1/28/86- - F0~t FITCHBURG GAS AND ELECTRIC FOR VERMONT ELECTRIC GENERATION AND LIGHT COMPANY TRANSMISSION COOPERATIVE BY ~ BY FOR TAUNTON MUNICIPAL LIGHTING FLANT FOR HUDSON LIGHT AND POWER DEPARTMENT BY BY t c 985.
- By New Hampshire Yankee Division of Public Service Company of New Hamsphire, as agent for each of the Joint Owners BY:
=-I Edward A. Brown President
o o J 4 ROPES & GRAY 225 FRANKLIN STREET BOSTON, MASSACHUSETTS O2110 vgLea numeen 94osi9 nosonaton osm tetr4 =umern esi973 norts onAv esu soos twswrv stcono stacct, nw t'.LECOPitas: '617) 423-2377 wasMapeGTON, O C, aoO37 (fif) 423 78 4 (403) 429 6600 186T(nNAtlO8 SAL 16ad) 423-690s TELECOPeta (202) 429-t629 January 28, 1986 United States Nuclear Regulatory Commission Washington, D. C. 20555 Ret Indemnity Agreement No. B-106 Gentlemen: This opinion is being furnished to you in connection with the execution and delivery of the Indemnity Agreement No. B-106 (the " Indemnity Agreement"), dated as of December 18, 1985, between the sixteen Seabrook owners, acting through New Hampshire Yankee Division (the " Division") of Public Service Company of New Hampshire as agent, and the United States Nuclear Regulatory Commission. The Seabrook Owners are all named as permittees in Construction Permits, Nos. CPPR-135 and 136. We have acted as counsel for Pubic Service Company of New Hampshire ("Public Service"), and more recently for the Division, in their respective and successive capacities as agent for the sixteen Seabrook Owners under the Agreement for Joint Ownership, Construction and Operation of New Hampshire Nuclear Units, dated as of May 1, 1973, as amended (the " Joint Ownership Agreement"). We are familiar with the Joint Ownership Agreement. We are alno familiar with the actions taken by Public Service to establish the Division and with the authorizing actions taken by the sixteen Seabrook Owners, including Public Service, with respect to the delegation of authority to the Division. We have reviewed an executed copy of the Indemnity Agreement and such other material as we deemed necessary for purposes of this opinion.
't. o
- ' Rapsa G Gray i
United States Nuclear; Regulatory- -2 ' January 28, 1986 Commission -Based upon the foregoing, we are of the~ opinion that:
- 1.. The Division has been duly established as a distinct operating organization within the corporate structure of Public Service.
The, Joint Ownership Agreement grants Public Service authority to act as agent for:the Seabrook Owners in connection with transactions such as those evidenced by the Indemnity Agreement and that authority has,.in accordance. with the directive of the Joint Owners, been-duly delegated to the Division. 2. Subject to the qualification stated,in"the last paragraph hereof, the Indemnity"Agreident,has been duly authorized, executed._and. delivered...on> behalf of the Seabrook Owners, acting through the Division as their. agent under the Joint Ownership Agreement; and constitutes-a valid and binding obligation of each of the'Seabrook Owners, ~ enforceable in accordance witFits, terms. <v Our opinion as to the enforceability of the Indemnity Agreement is qualified to' the extent that eriforceability may ~ be limited by applicable _ bankruptcy, insolvent:y, reorganization, moratorir, or other similar laws affecting creditors' rights genera..y-and tha't general ' equitable principles may limit the right to obtain the remedy of specific performance of obligations th'ereunder or other equitable remedies. Very truly yours, ........ _,. _ ~.. - ._.,__._....._..g.- }- V..AtU1 / tl, Rop & Gray _--{-- .,_.~_...m..... s E
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