ML20002B495

Eia Supporting Request for Extension of Dates for Completion of Const of Facility

ML20002B495
Person / Time
Site:	Summer
Issue date:	11/26/1980
From:	SOUTH CAROLINA ELECTRIC & GAS CO.
To:
Shared Package
ML20002B483	List: ML20002B482 ML20002B487 ML20002B490 ML20002B493 ML20002B495
References
NUDOCS 8012110686
Download: ML20002B495 (2)

Text

{{#Wiki_filter:, y. ? 40 Op fg~ L y-n.-. g;. L ENVIRONMENTAL"TMPACT APPRAISAL ^ " SUPPORTING THE REQUEST FOR EXTENSION OF THE . DATES.FOR COMPLETION OF CONSTRUCTION OF. V. C. SUMMER NUCLEAR STATION, UNIT NO. 1 (CPPR-94 ) SOUTH CAROLINA ELECTRIC & GAS COMsASY AND .. SOUTH CAROLINA PUBLIC SERVICE AUTHORITY DOCKET NO. 50-395 [ 1. DESCRIPTION - OF IPROPOSED ACTION '.iThe action requested is the issuance of an ORDER per-taining.to the;V. C. S'ummer Nuclear Station,fUnit 1. The

ORDER would extend'for 18 months the latest date for'comple-4 c

tionTof Unit No.El. - The Econstruction permit-for Unit 1 (CPPR-94) would be , extended from a-latest completion-date'of December 31, 1980 - - to June 30,~1982. ~ 2.I

SUMMARY

DESCRIPTION OF THE PROBABLE IMPACTS OF THE ~ PROPOSED ACTION o I The environmental' impacts associated with construction of the V. C.. Summer Nuclear Station have been previously.. addressed in the NRC's staff's Final Environmental Statement, i- = Construction Permit Stage (FES-CP) published in January.1973 and-the Draft Environmental Statement published in~ September 3 1972.. The Final Environmental Statement for the Virgil C. i-lSmmmer Nuclear Station ~ issued in January 1973 includes an' i-assessment of potential environmental, economic,'and com- ~ munity impacts due.to site preparation and plant construc-tion.

The only environmental impacts possibly resulting from the-requested extension would be those due to trans-posing the impact in time or extending the total time the regional community is subjected to temporary construction -

impacts. The environmental impacts associated with construc-tion of.the plant and described in the FES, i.e.,. housing, school facilities, and transportation are not affected-by ~ the proposed extension. The remote location of the construction site results in the commuting of essentially the entire-work force from E

larger towns in the region, such as Columbia and Greenville.

This'will-have little or no economic impact on the local - community or the. larger nearby cities in terms of overall employment and aggregate. tax revenues and expenses. Minor 7. and temporary effects due to direct construction activities 0801212 % Wp e 7 y y y .-.y e-s ,r y-.* ap e 9 r w

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o will be extended over the delayed construction. period on a diminishing basis as the plant approaches construction completion..However, no ill effects would be expected of

' significance with the mandated control procedures set forth in the Final Environmental Statement for the construction stage.. No significant change in socio-economic impact is expected to result.from the requested extension of the term of the construction permit. 3. CONCLUSION AND BASIS FOR FINDING OF NO'SIGNIFICANT IMPACT on the basis of the above, it is concluded that there -will be no significant impacts attributable to the requested action other than those already predicted and described in the FES.. l

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CONFORMED COPY ^l 1 ,I ' SOUTH CAROLINA ELECTRIC & GAS COMPANY AND SOUTH CAROLINA PUBLIC SERVICE AUTHORITY JOINT OWNERSHIP AGREEMENT for

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Virgil C. Summer Nuclaar Station Unit # 1 '{ October 18, 1973 l, 6

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' Definitions 2 I. '2 Ownership,iRights and Obligations 7: 3 LProject Coordination 12 '4 Resolution'of-Disagreements 13 l l .5 . Construction and Licensing 15 Reimbursement for Costs 17 6 [ 7 Construction Budget 18 [- l 8 Construction Payments 19 l. 9 Operation 20-l' LSIE '10 Operating Budgets 20 3.. 11 ' Operating Payments 22' 12 Fuel 23 13 Scheduling of Project Output 27-14 Delivery of Project Output 29 o-15 Accounting 32 16 Insurance 33 17 Uncontrollable Forces 34 18 Damage to Project 34 I 19 Default 36 20 Elective Capital Additions 38 21 AdditionalLFacilities 38 y i i 22 Assignments 40 .[ 23 Training 42 7 d i t' s J

ra i.c I-i P Index j (Continued) Section . Page 24' End'of Project 42 25 Personal' Covenants and Limitation Against Alienation 43- '26 Proprietary Information 27 Miscellaneous-44 28 ' Effective Date of Agreement-45 s Exhibits I Plant.Real Property II . Project D'escription III Licenses, Permits, Approvals, Contracts, Obligations and Commitments IV Initial Construction Budget. U V Directory of Officials of Company l e P i as y,-- >... - -g-y v y.r ,,,.m.,- y y ,w w79y,,,e.gg gy, 3 -,ry,ew-m-y-y,+-

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-This Agreement, entered into this Eighteenth day of October,1973, by zuul between the South Carolina Electric & Gas' Company, _ (hereinafter referred to as " Company"), Euul the South' Carolina Public Service Authority, (hereinafter referred to as " Authority"), (hereinafter referred to collectively as the " Parties") : RECITALS This Agreement is entered into by Authority pursuant to and under the authority of Section 59-17, Code of Laws of South Carolina, 1962, as amended. Company has acquired a site in the vicinity of Parr Shoals, South Carolina for and intends to proceed with all steps, actions and activities (including purchasing and procurement), incident to and required for the design, engineering, construction and subsequent operation by Company of a nuclear steam-electric generating unit having a nameplate rating of approximately 900 MW-and presently expected to be placed in commercial operation during the second quarter of calendar year 1978, to be known as the Virgil C. Summer Nuclear Station Unit #1 (hereinafter defined as the " Project") at said site; and Company has entered into certain contracts for planning, engineering and construction of the Project and has received a construction permit therefor from the. Atomic Energy Commission; and L

r 1 / Authority has determined that one-third of Project Output will be required on or about the expected Date of Commercial Operation of the Project to serve its growing power and energy requirements; and Company has determined than the disposition of one-third of the Project Output to Authority is desirable. Company and Authority have determined that it is in their best interests and in the best interests of the State of South Carolina for them to own the Project as tenants in common and for Company to proceed with Project licensing, design, construc-tion, operation and maintenance for itself and as agent for Authority pursuant to this Agreement. NOW, TIIEREFORE, the Parties mutually agree as follows: 1. DEFINITIONS o 1.01 "AEC" means the United States Atomic Energy Commission or such successor agencies as shall have jurisdiction o for licensing or regulating nuclear power generating plants. 1.02 " Costs of Construction" means all costs allocable to the acquisition, design, engineering, licensing and construc-tion of the Project and making it ready for operation, excluding the cost of Fuel and interest during construction. Credits relating to such costs, including insurance proceeds, shall be applied to Costs of Construction when received. l.03 " Costs of Operation" means all costs allocable to the operation and maintenance of the Project, Fuel and rights relating thereto, elective capital additions made pursuant to M-

r-b Section 20, and, subsequent to the Date of Commercial Operation, repairs and renewals and replacements necessari to assure design capability, betterments, modifications and additions in keeping with Prudent Utility Practice and when in the reasonable judg-ment of Company necessary to obtain the approval of or to comply with the requirements of governmental agencies having jurisdiction. Credits relating to such costs, including insurance proceeds,. shall be applied to Costs of Operation when received. 1.04 " Construction Disbursing Account" means the separate account established by Authority for the purpome of paying Authority's ownership Share of Costs of Construction. 1.05 "Date of Commercial O eration" means the date fixed by Company and agreed to by Autnority as the point in time when the Generating Plant is ready to be operated on a commercial basis at an output authori:ed by any governmental agency having U jurisdiction and as determined by Company to be in accordance with Prudent Utility Practice and pursuant to schedules submitted by the Parties. 1.06 " Fuel" means nuclear fuel and rights relating thereto. 1.07 " Generating Plant" means the nuclear steam supply system, the turbine-generator Unit #1 and related structures and facilities, including the cooling facilities, Project Substation, including facilities for switching and transformation, safeguard transmission line with associated switching facilities and trans- ~ formers required specifically for the 7ackup of the generating m

/ unit, together with additions and betterments thereto and replacements thereof, and appropriate equipment, spare parts and initial operating supplies, but excluding Fuel. 1.08 " Labor Costs" means all payroll, related u.ployee benefit costs and employee expenses of all employees of the Parties chargeable to the Project. 1.09 " Matter" means any subject, or any aspect thereof, arising out of or relating to the interpretation or performance of this Agreement, including any proposal that may be made by either of the Parties. 1.10 " Minimum Capability" means the minimum generation at which the Generating Plant may be operated as determined by Company, but not less than the minimum generation permitted by the manufacturer's recommendations, if any, or by the terms of the AEC operating license, whichever is higher. l.11 " Output" means that net capacity and energy from the Generating Plant which at any time can be made available at the high voltage terminals of the Project Substation after station use and losses. 1.12 " Ownership Share" of a Party means the fractional share specified in Paragraph 2.01 hereof, or as the same may be adjusted pursuant to Sections 18 and 19. 1.13 " Plant Real Property" means the real property acquired or to be acquir.ed by Company as a site for and necessary and useful for the construction, operation and maintenance of o the Project. A description of the Plant Real Property and _4

[ h statement of the estimated cost thereof is attached as Exhibit I and made a part hereof, 3 f 1.14 " Plant Real Property Adjustment" means the amount determined by the Parties as that portion of the costs of Plant Real Property and property acquired by Company for Project 1894, allocable between the Project and Project 1894, taking into consideration the joint use of all such property, or portions of it, for the Project and Project 1894. 1.15 " Project" means the (a) Generating Plant, (b) Plant Real Property, (c) Fuel, (d) all licenses, permits, rights and approvals necessary or convenient for construction, operation, maintenance and decommissioning of the Project, (e) roads, railroad spurs, docks, parking lots, fencing and similar facilities, and (f) all things acquired by the Parties for use in construction, operation, maintenance and repair of the Project. A description of the Project and a statement of the estimated cost thereof is attached as Exhibit II and made a part hereof. 1.16 " Project Consultant" means an individual or firm of national reputation and recognized expertise in the field or subject referred to it, the appointment of which is mutually agreed to by the Parties, retained for the purpose of resolving differences referred to it. A different Project Consultant may be retained for each Matter referred. 1.17 " Project Architect-Engineer" means Gilbert Associates, Inc., of Raading, Pennsylvania, retained __

by Company for the design and engineering of the Project under the direction of Company. 1.18 " Project Substation" means line and switching facilities connecting Unit #1 to the V. C. Summer 230 KV substation, line and switching facilities for connecting the startup and emergency transformer for Unit #1 to the 230 KV substation, 230 KV buses, insulators, structures and foundations, bus tie switching facilities, 230 KV bus potential and current transformers including interconnection metering equipment, relays and meters and control devices for these bus facilities instelled and made operational with Unit #1. Transmission line and switching facilities required for connecting Company's and Authority's respective transmission systems to the V. C. Summer 230 KV substation are excluded. 1.19 " Project 1894" means those works and facilities, including property and property rights, constituting FPC Project 1894 as now licensed by the FPC, together with such proposed pumped storage works and facilities acquired or con-structed by Company pursuant to any amendment or amendments to such license, or pursuant to any new license granted by the FPC. 1.20 " Prudent Utility Practice" at a particular time means any of the practices, methods and acts, which, in the exercise of reasonable judgment in the light of the facts (including but not limited to the practices, methods and acts engaged in or approved by a significant portion of the electrical a utility industry prior thereto) known at the time the decision.

r was made, would have been expected to accomplish the desired result at the lowest reasonable cost consistent with reliability, a safety and expedition. Prudent Utility Practice includes due regard for manufacturer's warranties and shall apply not only to functional parts of the Project, but also to appropriate structures, landscaping, painting, signs, lighting, other facilities and public relations programs reasons.bly designed to promote public enjoyment, understanding and acceptance of the Project. Prudent Utility Practice is not intended to be limited to the optimum practice, n.uthod or act to the exclusion of all others, but rather to be a spectrum of possible practices, methods or acts. In evaluating whether any Matter conforms to Prudent Utility Practice, the Parties and the Project Consultant shall take into account the fact that the Authority is an Agency of the State of South Carolina with prescribed statutory powers, o duties and responsibilities. 1.21 " Uniform System of Accounts" means the Federal Power Commission Uniform System of Accounts prescribed for Class A Public Utilities and Licensees in effect on January 1, 1970, as the same may be amended from time to time. 2. OWNERSHIP, RIGHTS AND OBLIGATIONS 2.01 The Parties shall have title to the Project as tenants in common and shall, as co-tenants with an undivided interest therein and subject to the terms of this Agreement, own the Project, h ive the related rights and obligations, including w payment therefor, and be entitled to the Output as follows:, Oh-

I Party Ownership Share Company 66-2/3% o Authority 33-1/3% 2.02 Subject to Paragraphs 2.07 and 5.01, the Parties shall promptly and with all due diligence, acting jointly or individually as may be appropriate, take all necessary actions and seek all regulatory approvals, licenses and permits neces-sary to carry out their obligations under this Agreement. 2.03 Company shall within a reasonable ~ime and upon receipt of any required regulatory approvals and from time to time, execute and deliver deeds, bills of sale and such other documents as may be necessary in addition to"this Agreement to vest ownership in the Parties as set forth in Paragraph 2.01 above. 2.04 (a) The duties, obligations and liabilities of the Parties are intended to be several and not joint or col-lective, and neither Party shall be jointly or severally liable for the acts, omissions or obligations of the other Party, except that Authority shall be severally liable, in proportion to its Ownership Share of the Project, for the acts, omissions, or obligations performed, omitted or incurred by Company while acting as the agent of Authority under the terms of this Agreement. (b) No provision of this Agreement shall be Y construed to create an association, ; pint venture, partnership, s or impose a partnership duty, obligation or liability, on or e with regard to any of the Parties. Neither Party shall have a / right or power to bind any other Party without its written consent, except as expressly provided in this Agreement. o Each Party shall severally bear its Ownership Share of all obligations, including the supply of energy for station use when not generated by the Project, and shall severally bear its ownership Share of liabilities relating to the Project as they arise. 2.05 Until such time as the Project, or any part thereof, as originally constructed, reconstructed or added +.o, is no longer used or useful for the generation of electric power and energy, or until the end of the period permitted by applicable law, whichever occurs first, the Parties waive the right to partition, whether by partition in kind or sale and division of the proceeds thereof, and agree that during said C time they will not resort to any action at law or equity to d partition and further that for said time they waive the benefit of all laws that may now or hereafter authorize partition of the properties comprising the Project. 2.06 Each Party and its designees shall have the right to go upon and into the Project at any time subject to the rules and regulations of governmental regulatory bodies having jurisdiction thereof, insurance and industrial security requirements and the necessity of efficient and safe construction and operation of the Project. 2.07 In order to provide unified management of the Project, Authority authorizes and designates Company, and _9_ m

P Company agrees to so act, as its agent to design, construct, operate and raintain the Project under the terms of this e Agreement, and the Parties agree that Company shall have sole possession and control of the Project for the Parties subject to the provisions of Paragraph 2.06, a.id shall have sole authority for the licensing, decommissioning, design, construc-tion, operation and maintenance of the Project in accordance with Prudent Utility Practice and in such manner as is required in the reasonable judgment of Company to obtain the approval of or comply with the requirements of regulatory agencies having jurisdiction. The Parties agree that such relationship shall not be changed except by the written consent of both Parties. 2,08 (a) In the licensing, design, construction, operation, maintenance and decommissioning of the Project, each a Party shall act without compensation other than payment or reimbursement of costs and expenses as ptuvided he rein. (b) Each Party releases the other Party, its age its and employees from any claim for loss or damage, includ-ing conseguential loss or damage, arising out of the construction, operation, maintenance, reconstruction, repair or decommissioning of the Project due to negligence, but not any claim for loss or f damage resulting from breach of this Agreement or for willful or wanton misconduct. Comp any, acting for and on behalf of Authority and itself, shall take timely and appropriate legal action to recover losses from damages resulting from breach of any other contract relating to the Project, and shall promptly w y w,. *

/ notify Authority of v such breach and anticipated loss resulting therefor. Not withstanding the foregoing, Company o 3nd Authority acting jointly may initiate and pursue any legal actions or proceedings, and enforce any legal or equitable rights or claims relating to or affecting the Project as and when it may be necessary, appropriate or prudent for them so to do. (c) Any loss, cost, liability, damage and expense to the Parties or either of them, other than damages to either Party resulting from loss of use and occupancy of the Project or any part thereof, arising out of the construction, operation, maintenance, reconstruction, repair or decommission-ing of the Project and cased upon injury to or death of persons i or damage to or loss of Project property and property of others, a to the extent not covered by collectible insurance, shall be charged to Costs of Construction or Costs of Operation, which-i ever may be appropriate. (d) Each Party to the extent obtainable shall cause its insurers to waive any rights of subrogation against the other Party, its agents and employees, for losses, costs, damages or expenses, arising out of the construction, operation, maintenance, reconstruction, repair, or decommissioning of the Project. 2.09 Prior to the Date of Commercial Operation of the Project, the Parties shall determine the Plant Real Property Adjustment. Within a reasonable time afiter such determination Tl i-e ? 1

the Parties shall make settlement of any-amounts due. LIn theLevent the Parties are unable to arrive at mutually agreeable values, the Matter shall be submitted to a Project Consultant for resolution as-provided herein.

3. PROJECT COORDINATION 3.01 At.the time of the execution _of this Agreement the Parties shall ecch appoint by notice in writing to the other Party a representative and an alternate, who shall be employees of the Party making the appointments. Changes in the representative or alternate shall be made by written notice to the other Party. Notice to an appointed representative or alternate shall be deemed to be notice to the Party repre-sented by him. 3.02 Company shall keep Authority informed of all significant Matters with respect to licensing, design, con-

struction, operation, maintenance and decommissioning of the Project (including plans, specifications, engineering studies, environmental reports, budgets and supporting data, fuel plans, staffing and maintenance programs and schedules) and, when practicable, shall furnish such information in time for Authority to submit. comments and recommendatit.s thereon before decisions are made, and shall confer with Authority as and whenever needs arise.

Company shall give due consideration to comments and -recommendations made by Auchority. Company shall furnish or 'make available any and all other information relating to any -aspect of--the Project upon request of Authority. __...

3.03 Nothing-contained in this Section 3 shall in any manner diminish the authority, possession and control of o Company as set forth in Paragraph 2.07. 4. RESOLUTION OF DISAGREEMENTS 4.01 If Company and Authority cannot agree on any Matter which under the terms of this Agreement requires mutual consent of the Parties a Project Consultant will be appointed to settle the disagreement. In the absence of an agreement as to the selection of a Project Consultant, either Party may request the Chief Judge of the United States District Court for the District of South Carolina to appoint a Project Consultant. 4.02 The Project Consultant shall consider all written arguments and factual materials which have been submitted to it by Te Parties within 30 days following its appointuent, and as promptly as possible make a written determination as to whether any Matter referred to it would or would not have been consistent with Prudent Utility Practice. If the Project Consultant determines that the Matter referred to it was not consistent with Prudent Utility Practice, it shall at the same time recommend what would under the same circumstances have met such test. 4.03 Matters found by the Project Consultant to be consistent with Prudent Utility Practice shall become immediately effective and Authority shall be obligated to expend funds for its Ownership Share of the increased cost, if any. Subject to _

4 Ele IParagraph 4.05, Matters found by the Project Consultant to be.i onsistent with. Prudent Utility Practice shall be modified to conform to recommendations of the Project Consultant or as the Parties may otherwise agree, and shall become effective when so modified. 4.04 Company shall have the right, but not the duty, to proceed with Matters which' have been disapproved by i. Authority; provided, however, if Company takes such action on a disapproved Matter and if the determination'made by the Project Consultant is that such Matter was not consistent with Prudent Utility Practice, then Company shall bear the net i -increase in the Costs 'of Construction or Costs of Operation of l such action to the extent it was inconsistent with what the l Project Consultant determined would under such circumstances have met such tests. t* 4.05 Notwithstanding other provisions of this l Section 4 whenever a Matter has been referred to the Project l Consultant and Company determines that the other position or positions would create an immediate danger to the safe operation l L of the Project or when in the reasonable judgment of Company necessary to obtain the approval of or to comply with require-ments of governmental agencies havin' t jurisdiction, Company may proceed in accordance with Company's position with_ respect t'o such Matters. until such Matter ha s been resolved by the Project Consultant. Whenever the Pr) ject Consultant has recom- . mended a course of action which the Company determines would b,, ^

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create a danger to the safety of the ProjectIor would violate ~ regulatory requirements of any governmental agency having o jurisdiction of the Project, Company may nevertheless proceed in accordance with Company's position subject to a suitable financial adjustment. 4.06 HThe cost of employing the Project Consultant shall be shared equally by the Parties. 5. CONSTRUCTION AND LICENSING 5.01 Company, acting for itself and as agent for Authority, shall take whatever action is necessary or appro-priate to seek and obtain all licenses, permits and other

rights and regulatory approvals necessary to construction and operation of the Project.

5.02 Company shall prosecute construction of the Project in accordance with Prudent Utility Practice and plans and specifications for the Project prepared or approved by the Project Architect-Engineer. Company shall use its best efforts to achieve the Date of Commercial Operation during the second quarter of calendar year 1978, but shall not be responsible for delays which are beyond its control, as pro- .vided for in Section 17, or for delays resulting from the regulatory process. 5.03 Company shall. as a matter of normal practice, . award separate contracts for readily separable parts of the a _ _

I work to the extent consistent with the construc: ion of the Project at the least overall cost, high quality and the re-quirements of governmental agencies having jurisdiction. Construction contracts may be lump sum, unit price, and, when-ever deemed prudent by Company, may be negotiated, and may also contain incentive and liquidated damages clauses. As a matter of policy, Company shall request bids from qualified contractors and award contracus after appropriate evaluation and review to the lowest evaluated bidder unless there are substantial reasons for deviating from that policy in a par-ticular case. All bids, contracts and related documents shall be made available to Authority as information; provided, however, that the award of any contract in excess of $600,000.00, and any change order which would increase a contract price by an amount in excess of $200,000.00, shall be subject to the approval of Authority. 5.04 Any and all licennes, permits, approvals, con-tracts, obligations and commitments obtained, made and entered into or incurred by Company prior to the effective date of this Agreement in connection with the acquisition and construc-tion of the Project are hereby ratified and approved by Authority. A list of licenses, permits, approvals, contracts, obligations and commitments and the amounts expended and committed therefor, prior to the effective date of this Agreement is attached hereto as Exhibit III and made a part hereof. 1 6. REIMBURS EMENT FOR COSTS 6.01 Within three (3) days after the date of delivery to the initial purchasers of Authority's revenue bonds sold to finance its Ownership Share, Authority shall make an ini'ial payment to Company on account of its Ownership Share of all Costs of Construction paid by Company to the effective date of this Agreement. Company shall prepare an initial statement reflecting an estimate of all Costs of Construction paid by Compar.y to the date of such statement. Authority shall promptly pay its Ownership Share of the amount set forth on the initial statement. As soon as practical thereafter, Company shall prepare a final statement setting forth a final detailed accounting of all Costs of Construction paid by Company to the date of the initial payment and Authority shall promptly make a final payment, or Company shall reimburse Authority, in an amount equal to the Authority's Ownership Share of the difference between the initial statement and the final statement. The initial and final statements shall include an amount for interest computed at the rate of 8% per annum on a 365-day basis on all payments for Costs of Construction made by Company to che date of the initial payment by Authority. Thereafter each Party shall pay when due its Ownership Share of Costs of Construction and Costs of Operation. 6.02 Each Party shall pay to the other Party its ownership Share of Costs of Construction expended for the benefit of the Project by such other Party after the effective h N date of this Agreement for, among.other things: (a) Labor Cos ts, '(b) Other Costs of Construction including, without limiting the generality of the foregoing, equipment, insurance, licensing fees, materials, supplies, travel, construction power, and' (c) administrative and general costs chargeable to the-Project. 6.03 Each Party shall pay to the other Party its Ownership Share of Costs of Operation expended for the benefit of the Project by such other Party after the effective date of this' Agreement for, among other things: (a) Labor Costs, ~ ^ ther operating costs includ'ing, without limiting the l (b) o I generality of the foregoing, equipment, insurance, licensing feas, materials, supplies, and travel, and (c) administrative . and general costs chargeable to the Project. {, 7. CONSTRUCTION BUDGET 7.01 An initial budget of the amounta expended or expected to be expended for specific items of Costs of Construction in each month during the period July 1973 through -June 1974 and for each 6-month period thereafter to the com-pletion of construction as determined by Company is attached hereto as Exhibit IV and As hereby approved. 7.02 By January 1 and July 1 of each year until com-pletion of construction, Company shall provide Authority an annual construction budget.(subject to approval by the Company's Board of Directors) supported by detail adequate for the purpose.

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• ofl comprehensive review, describing the items of Costs of-

~ Construction and -of the amounts expected to bc expended there-o .for'in each month during the next 12-month period and in month periods thereafter to the completion of construction. ~ Authority shall, within 30 days after receipt of such budget, indicate its approval or disapproval of the budget or any part_thereof and'uay submit to Company any comments or recommendations it deems appropriate. Construction budgets shall be changed by Company from time to time during a calendar year as necessary to reflect substantial changes in construction schedules, plans, specifications or costs, and when so changed shall be submitted similarly to Authority, and action to ap-l . prove or disapprove shall be taken by Authority within 15 days l l of receipt thereof. !~ 8. CONSTRUCTION PAYMENTS ,4 8.01 Not later than the fifth working day of each month Company shall furnish Authority an estimate of Costs of ( Construction expected to be paid during the following cclendar l month together with company's approximhte schedule of priments of such cost, and will from time to time as appropriate advise Authority of any changes in such estimates or schedules. 8.02 Company shall pay all Costs of Construction and prior to the close of business on each working day, shall notify _ Authority of the to' . of such payments made that-day and of~any significant changes in Company's schedule or estimate

i furnishe'd pursuant to Paragraph 8.01. .Not earlier than. 112:00inuen of-the next workday following such payments, Company /shAll[ draft Authority's Construction' Disbursing- ? Account for Authority's ownership Share of such payments sub-ject to: Paragraph 6.02. Company shall~ furnish Authority complete supporting _ data including accounts distribution as soo'n-as practicable. 9. . OPERATION 9.01 Company shall operate and maintain the Project in accordance with Prudent Utility ' Practice and in such manner ass is required in the reasonable judgment of the Cor to e obtain and maintain the approval of or to comply wi .e requirements of governmental agencies having jurisdiction. 9.02 Subject to Paragraph 9.01 and to the provisions of~Section 13, Company shall operate and maintain the Project

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~ so as to produce the amounts of energy scheduled by. the Parties within their respective Ownertu ares of the output of the Generating Plant. 10. OPERATING BUDGETS 10.01 For purposes of* this Section 10, Contract Year shall be the twelve-month period beginning July 1 and ending June 30 except that the first Contract Year shall be the-period:beginning on the Date of Cormercial' Operation and 3.. ending the next succeeding June 30 10.02 At least two (2) months prior to the expected q.

Date of Commercial Operation, Company shall provide Authority a budget of the Costs of Operation, except Fuel costs, but including administrative and general expenses relating to operation and Fuel, for each month from the expected Date of Codmercial Operation to the end of the first Contract Year. Thereafter, on or befor9 June 1 of each year, Company shall provide Authority a similar operating budget for the next suc-ceeding Contract Year. Each operating budget shall be supported by detail adequate to allow Authority's detailed review and shall show, among other things, staffing allocations and company services. Authority shall indicate its approval or disapproval of the proposed operating budget or any part thereof within 30 days after receipt. 10.03 The effective operating budget shall be revised semi-annually and also shall be changed from time to time: (a) to include costs occasioned by an emergency, (b) to pro-b vide for repairs, renewals, replacements or additions necessary to achieve and maintain design capacity and energy capability and (c) to provide for expenditures which in the reasonable judgment of Company are necessary to obtain the approval of or to comply with the requirements of governmental agencies having jurisdiction or an expenditure required by Section 18. Promptly after the semi-annual revision or the occurrence of any of the above events and promptly after the occurrence of other cir- ~ cumstances requiring the expenditure of funds not contemplated in the effective operating budget, Company shall provide a revised operating budget to Authority. Costs incurred by Company in the exercise of Prudent Utility Practice prior a to the time a revised operating budget becomes effective shall be added as incurred to the amounts due under the operating budget. Authority shall indicate its approval or disapproval of the revised operating budget or any part thereof within fifteen days after receipt. 11. OPERATING PAYMENTS 11.01 Company agrees to make payment of all Costs of Operation and Authority upon notice shall promptly reim-burse Company for Authority's Ownership Share of such costs subject to the provisions of Paragraph 6.03. 11.02 Not later than the next to the last working o day of each month and at such other times as is practicable Company shall notify Anthority of any significant changes in v Costs of Operation expected to be paid in the following month. 11.03 Company will notify Authority one (1) working day prior to anticipated payment of Costs of Operation and of the amount of money required to make such payment. Authority will transfer to Company's account in a bank mutually agreed upon sufficient moneys to cover Authority's Ownership Share of such Costs of Operation. Company shall furnish Authority complete supporting data, including accounts distribution, as soon as practicable. a ) ~

F 1 12. FUEL 12.01 Unless otherwise agreed by the Parties, all costs, obligations, liabilities, credits and recoveries in-curred or realized with respect to Fuel including without limitation,_ cost of nuclear Fuel materials (including costs 1 associated therewith while in the process of refinement, conversion, enrichment and fabrication into nuclear Fuel assemblies), insurance when outside the Project, shipping, service charges from any supplier, nuclear assemblies in stock and the estimated costs associated with shipping, re-processing, reconversion of spent Fuel, disposal and the estimated net value of recovered fissionable material and Fuel by-products, but excluding any amounts for interest, deprecia-tion or amortization (Cost of Fuel), shall be shared in proportion to the respective Ownership Shares and adjusted as appropriate and equitable in proportion to the respective usages of such Fuel. 12.02 Company and Authority shall each pay or cause I to be paid when due its Ownership Share of the Cost of Fuel as determined by Company in accordance with the Fuel Plan (hereinafter defined). 12.03 Each Party shall have the right to make what-ever arrangements it may desire, whether by lease, security transaction or otherwise, for the discharge of its Fuel payment obligations so long as such arrangements do not impair the rights of the other Party. Such arrangements shall be subject to' change as desired by company or Authority unt.'t the end g. ~ f the Project. o o 12.04 Company, in consultation with Authority, 'shall conduct'a cr:ntinuing Fuel management program, appropriate to the Project, uidlizing necessary consulting services and scientific and core design informction. As part of the Fuel program, detailed Fuel Plans will be developed. Each fuel Plan shall be submitted to Authority for its concurrence. 12.05 At'least 90 days in advance of the initial .s payment for Fuel and thereafter annually on or before June 1 ~ of each year, Company shall submit to Authority a Fuel Plan which shall describe all contemplated actions, payments and l dates thereof, core usage, core design burnup, estimated l fueling dates, cash flow analysis of forecasted expenditures l o l and credits for each Party for each major component of the Fuel cycle by months for the period of the Fuel Plan (Fuel e, Plan). Company shall amend the Fuel Plan as reasonably re-l quired.to reflect changes in conditions and shall submit such I amended Fuel Plan to Authority for its concurrence. i 12.06 Authority shall furnish to company, as reques.ed, forecasts of its generation requirements from the Project. Company shall use such forecasts together with forecasts of its generation requirements from the Project in preparing each Fuel Plan. 12.07 -Company shall arrange for Fuel in amounts so i that each Party may utilize its Ownership Share of the capacity .. a

.%l 9- 'and energy from the Project as provided for'in Paragraph 12.06. 12.08 Company shall, unless otherwise agreed, pre- . o- - pare monthly operating records, based, as appropriate, upon measured or estimated' quantities'which shall contain, with other details to be agreed upon: (a) thermal energy consumed and net kilowatt-hours delivered (hourly and daily) ~ to each l-Party during the preceding month,- (b) cumulative thermal l-energy consumed and net kilowatt-hours delivered to each Party from the last fueling date, (c) thermal energy and kilowatt-hours available to.each Party until the next scheduled fueling,'and (d) cost per kilowatt-hours delivered to each Party during the preceding month and estimated cost per kilowatt-hours until next scheduled fueling, which will be determined from estimates of' plant factor, thermal energy usage, and the o - appropriate Cost of Fuel. Company shall consult with Authority regarding such records and make revisions as appropriate. 12.09 At the time of each fueling, Company and Authority shall mutually determine: (a) the next forecasted fueling date; (b) the kilowatt-hours of net electrical energy and units of thermal energy available to each Party to the next forecasted fueling date; and (c) the estimated costs per kilowatt-hour and unit of thermal energy until the next fueling date, and shall periodically review such determinations and agree-upon revisions as are deemed necessary. s. 12.10 Each Party's forecasted energy requirements C shall equal as nearly as practicable such Party's Ownership duc

Share. o 12.11 After reprocessing of Fuel removed from the o core, and settlement therefor, the company shall make a final accounting of all costs, payments and energy allocable to each Party including any provisional settlements made. Such final accounting shall stipulace any credits or deficits with regard to either Party, and shall be subject to approval by Authority. 12.12 Test or experimental Fuel may be incorporated in the Project only with the mutual consent of the Parties. 12.13 The Company shall keep an hourly record charging to each Party the kilowatt-hours of electric energy delivered to each such Party during the month and cumulative from the time of the most recent fueling, and the thermal

1. ~

energy to which such Party is entitled. When either Party 's electrical energy or thermal energy usage equals that Party's ownership Share estimated to be available as determined pur-suant to Paragraph 12.09, such Party shall become the deficient Party. Unless such deficient Party has made arrangements with the other Party pursuant to Paragraph 13.08 it shall (1) make arrangements for delivering of alternative capacity and energy to the other Party in amounts which would make available to such other Party capacity and energy at least equal to the amount of Output which such other Party woulo otherwise have been entitled to receive but for the deficient P0rty or (2) make such other arrangements acceptable to the other Party

g as would under the circumstances result in an equitable adjustment between the Parties. 0 13. S,CHEDULING OF PROJECT OUTPUT 13.01 Each Party shall be entitled to receive as scheduled all or any part of its Ownership Share of the Output of the Generating Plant. 13.02 Company shall be responsible for the schedul-ing and dispatching of capacity and energy available from the Generating Plant to give effect to the provisions of this Agreement. 13.03 Each Party will schedule capacity and energy to adhere as closely as practicable to the energy to which it is entitled pursuant to Section 12. o 13.04 Company and Authority mutually agree to change schedules of the delivery of capacity and energy from the Project as appropriate to insure to the extent practicable that each Paruy receives its Ownership Share of the Minimum Capability of the Generating Plant to the next scheduled fueling date. 13.05 Authority shall report its hourly schedule for the following day to Company by 4 o' clock p.m. each day, except that the schedule for holidays, Saturdays and Sundays, and for the day following such days shall be submitted by 4 o' clock p.m. of the preceding workday; provided, however, that Authority shall have the right to change its schedule on shorter notice o to reflect changes in its requirements. 1 c ~ >) - 13.06.Should theLchanges in the-level of operation of bhe' Generating ' Plant reg'ested by the Parties require a rate.of change in excess of that determined by Company, recommended by the manufacturers or prescri' ed in the AEC

Operating License, whichever is lower, the Party whose scheduled rate of' change is-in excess of its Ownership ~ Share of such prescribed or recommended change shall be limited 7

proportionately so that the total rate of change is maintained within allowable limits. ^ 13.07 Company shall notify Authority if fulfilling ~ -the requested schedules would require operation of the Generating Plant.below Minimum Capability. The Parties shall 3 schedule,thuir respective Ownership Shares of such Minimum 4 - Capability, unless other arrangements are agreed to by the

O Parties.

i 13.08-If.a Party schedules less than its Ownership Share cf Output the other Party may schedule the remaining Output or riy portion thereof until called for by the Party and appropriate adjustments or payments will be made as agr'eed to by the Parties. This provision does not in any waf alter the provisions of Section 12. 13.09 Company, with the concurren'ce of Authority, shall schedule Generating-Plant outages, other than emergency - outages,.and notify Authority as.to the time and duration v E . thereof as far in advance as practicable. Notwithstanding 4 the foregoing, Company may shu. the Generating Plant down, I - 1 ~ L; ~ N 1_ l

( E reduce' power or take.other appropriate 1 action which in the-reasonable: judgment-of the Company is'necessary.to obtain 'o the approval of or comply with the requirements of govern-mental agencies having jurisdiction, or to insure safety to persons or property. 13.10 When testing of plant facilities require ~s generation, each. Party shall make provisions for acceptance of its Ownership Share of such generation unless other arrangements are agreed to by Parties. Company shall notify Authority of_ test schedules as far in advance as practicable. '13.11 During any hour in which the Project generates less'L than its station use and losses to the high-voltage teEminals of the Project Substation, Company shall notify Authority and Authority shall deliver its ownership Share of needed energy to the Project unless other arr'angements are j agreed to.by Parties. 14. DELIVERY OF PROJEC'T OUTPUT 14.01 Each Party shall ' bear all costs

• cf acquiring and installing its 230 KV transmission lines and switching facilities for connecting its transmission system to the Project Substation or other mutually agreed to interconnection points to provide for delivery of Project Output.

14.02 Electric capacity and energy scheduled by ' Authority from the Project shall be delivered and measured -over interconnections now or hereafter existing between the .y

a ww= . Parties' systems as mutually agreed to, or over interconnections with others. b: 14.03 The Parties shall equitably compensate each c Lother:for= losses' incurred in effecting the delivery of Project LOutput..Suchilosses shall be determined by appropriate joint studies. zl4.04 ' Company shall not deliver an unreasonable-amountLofLkilovars from the Project when to do so might intro- -duce. objectionable operating conditions on Authority's or l Company's system. 14.05 Each Party shall operate its system in such a manner as to make the actual net deliveries of capacity and energy astnearly equal as practicable to the net' scheduled deliveries. Any difference between net scheduled and actual 4 net deliveries shall be accounted for and settled according to established procedures for interconnected system operation 4 as approved by the Parties. l 14.06 Each Party at its own expense shall maintain in~ good condition its' interconnection facilities located at the' Project or arrange for compensating payment for such maintenance as may'be performed ~by the other Party pursuant .to. arrangements mutually agreed to. 14.07 The Parties shall coordinate their transmis-sion line maintenance schedules so as not to jeopardize the reliability of the Project Output and so as not to place an

V undue burden on.the system of either Party.

. og ^ - -. - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - " - - - - - - - - - - - - ^ ^ - - - - - - - - - ' - - ' " - - ^ ^ ~ ~ - ^ ' ' ~ - ^ - - ~ ^ ' ^ ~ ^ ~ ^ ~ ^ ^ ^ - ~ ~ ^ ~ ^ ~ ^ ^ ~ ^ ^ ' ' ' ^ ^ ~ ~ ~ ~ ~ ^

r ~ 14.08 Metering:of electric. capacity and' energy delivered ~to' Authority-from. Project shall be measured at all 'ihterconnections-between Company and Authority by metering ~. equipment'as may be necessary to measure accurately the s electric. capacity and_ energy to be furnished hereunder. -Said , interconnection metering equipment shall.be_kept accurate ~ within onej (1%) percent.. All metering instruments pertaining _to billing _shall be sealed and shall be opened onlyLin_the presence of an authorized representative of each Party hereto and all such instruments shall be tested by such representatives at--intervals agreed uoon or _upon request of either Party. If, as a result of.such test, any instrument shall be found to be inaccurate by more than one_(1%) percent, it shall be restored i L to'a condition of accuracy satisfactory to such representatives or replaced by a new instrument or instruments satisfactory to ~ such_ representatives. If the_ inaccuracy of any instrument l. ' exceeds one (1%) ' percent,- then the readings of such instrument I

previously taken, and all charges based thereon, shall be cer-rected'on the basis of said test, but not for more than th'irty l

_(30) days prior to the date of test nor prior to the date within such_ thirty (30) days upon which such meters have been proven or agreed to be accurate. Representatives of Authority and Company shall at all times have access to premises of Company and Authority for the purpose of inspection or main-tenance of such interconnection metering equipment of Company and Authority.- Authority or' Company shall have the right to - = x

' N 'gr s ~ e testsuch Linstruments for, ai ' racy at reasonable intervals.. - If ~ either Party shall at any, a discover that any instrument . registers inaccurately, or fails,o register, then such Party ~ - shall notify the other Party. In the event of failure or

inaccuracy of an instrument, the. amount of electric capacity

- and energy furnished during the period of such failure or inaccuracy shall be determined as agreed to by the Parties. 15. ACCOUNTING l-15.01 Ccmpany shall keep separate, complete and accurate account of' all receipts and expenditures of Costs of Construction and Costs of Operation. Each of the Parties shall keep complete and accurate accounts of all costs in-l curred by it for which it is to be reimbursed as a Costs of . Construction or Costs of Operation as appropriate. 15.02All accounts-shall be kept in accordance with or so as to permit conversion to the Uniform System of Accounts. The allocation of costs by Company between Costs of Construction-t- and Costs of Operation pursuant to this Agreement shall be binding on the Parties ' for purposes of this Agreement, but the manner in which accounts are kept pursuant to this Agreement - is not intended to be determinative of the manner in which they - are' treated-in the separate books.of account of the Parties. 15.03 Authority shall have the right at any reasonable time to' examine the separate books of account relating to'the Project kept by Company pursuant to this Section Fifteen and boexamine ~32-i

and copy all plans, specifications, bids and contracts relating to the Project. Each Party shall have the right to examine the c books of account and all supporting data and documents relating to amounts for which the other Party is to be reimbursed. The measure of the acceptability of the amounts for which a Party is to be reimbursed shall be Prudent Utility Practice. Either Party shall have the right to challenge any of the amounts for which the other Party has made payment, and if the Parties cannot agree on the amounts so challenged, the Matter shall be referred to a Project Consultant. 15.04 Company shall cause all accounts to be audited by a firm of independent Certified Public Accountants of national reputation acceptable to both Parties and regulatory agencies at approxima tely annual intervals and when such ac-counts are closed. Cepies of such audits shall be supplied to 4 Authority. 16. INSURANCE Company shall maintain in force, for the benefit of the Parties as their interest sl.all appear, as Costs of Construction or Costs of Operation as appropriate, such in-surance as Company and Authority may agree upon, but not less than will satisfy the requirements of the Atomic Energy Act of 1954, as amended, and AEC Regulations thereunder, and con- ~ form to Prudent Utility Practice. Company shall keep Autnority e informed as to the status of insurance in force and if it does so, Company shall not be liable for any failure to insure or inadequacy of coverage. The Authority may request additional a insurance to the extent available, and Company shall purchase O such requested insurance at the expense of Authority. The proceeds from such requested insurance shall be disbursed as directed by Authority. If an additional unit or generating project is proposed for the site of the Project, Company may cause the insurance on the Project to be extended to such unit or generating project, and in such case shall make ap-propriate premium adjustments as agreed to by the Parties. 17. UNCONTROLLABLE FORCES Neither Party hereto shall be in default in perfor-mance of any obligation hereunder, except the payment of monies, if such failure of performance is due to causes which such Party could not have reasonably been expected to avoid. w 18. DAMAGE TO PROJECT 18.01 If the Project suffers damage resulting from causes other than ordinary wear, tear or deterioration to the extent that Company's estimate of the cost of repair, as agreed to by Authority, is twenty-five (25%) percent or less of the depreciate-1 value of the Project prior to the damage, and does not exceed available insurance proceeds by $5,000,000.00 or more, and if the Parties do not agree that the Project shall be ended pursuant to Section 24, Company shall promptly sub-P mit to Authority a revised construction or operating budget, as appropriate. Company shall then proceed to repair the e._ - Project a7d each Party shall pay as budgeted its' Ownership Share of the cost of such repair. 18.02 If Company's estimate of the cost of repair exceeds twenty-five (25%) percent of the depreciated value of the Project, or if the estimated cost of repair exceeds the available proceeds of insurance by $5,000,000.00 or more, the Parties shall determine the estimated fair market value of the Project if it is then terminated without repair. If, within ninety (90) days thereafter, the Parties do not mutually agree that the Project shall be repaired as provided in Paragraph 18.01, each Party shall become entitled to its Ownership Share of available insurance proceeds and the Party desiring such repair shall have the option to either (a) pur-chase the other Party's Ownership Share of the Project by paying to the other P--*v its Ownership Share of the estimated value of the Project without repair, or (b) paying the full amount of the cost of repair, in which latter case the ownership Share of the Party not desiring repair shall be reduced at the end of each month to the e;;1ent determined by the following formula: b ( V ) S r o (V + C) where: 9 V = Estimated fair market value of the Project if it is terminated without repair. C = Actual expenditures for repair. S = Ownership Share prior to loss. o -.

4 S = Reduced Ownership Share.

-o' r

18.03 Any~ change in the Parties' Ownership Shares resulting.from Paragraph 18.02 shall be subject to necessary regulatory approvals. .19. ' DEFAULT: ~19.01.Upon failure of either Party hereto to make any payment when_due or perform any obligation of-any. owner. herein, the_other Party may make written demand upon said Party, and if said failure is not cured within 60 days from ~ the date of such demand it shall at the expiration of such period constitute a default. A Party in default shall have 4 no-right to the Output of the Project or to exercise any other right of a Party. In such event the defaulting Party's 'L* Ownership Share of capacity and energy may be sold during the period of the default for the benefit of the defaulting Party - o. and the proceeds applied to the amounts owed by such defaulting Party. If a Party in good faith disputes the existence or extent of such. failure, it shall within said 60-day period make such payment or perform such obligation under written . protest directed to the other Party. Such dispute shall be submitted to a Project Consultant who shall determine the extent ) l of the obligation of tdua Party disputing such failure and any i i payments shall be adjusted accordingly. Payments not made when L due may be advanced by the other Party and, if so advanced, shall bear interest, until paid, at the rate of eight (8%) percent per annum or the highest lawful rate, whichever is t r L t-

=. P 4 .x x.- i flower. -Notwithstanding any'of,the provisions of this Section ~ '.19,_'if company.'is.theLParty in; default, Company shall' continue- ,3 ~ . toi operate.the Project in accordance lwith Prudent LUtility J b-Practice. 19.02-If the. default results from-non paymentLof 'capitall costs,1 as defined 11n the Uniform System of Accounts, and continues - for-a : period of. four months, the defaulting T. Party shall afford.the other Party'the right (but such other 2 L Party 1shall"not have ^ the obligation) - for an additional period.

of two' months by notice in writing, to undertake the payment of such capital costs in ' full and the ownership Share of the Parties shall be-adjusted as determined by the following formula

Sr" S I V ) o (V.+ A)

• c i

where: o V:= Estimated fair value of Project without the L capital addition assignable to non-payment. A = Capital addition assignable to non payment plus interest thereon. 1 ~ S =_ Ownership Share prior to default. o 1i S = Reduced Ownership Share. r 1-1 19.03 Any change in the Parties' Ownership Shares resulting from Paragraph 19.02 shall be subject to necessary i regulatory approval. =i 19.04. In addition to the rights granted in this Section:19, any non-defaulting Party may take any action, in

1. 1 k

i ~37- _l

s law or equity, to enforce this Agreement atM to recover for any loss or damage, including attorney's fees and collection costs, incurred by reason of such default. 20. ELECTIVE CAPITAL ADDITIONS Renewals and replacements not necessary to assure design capattlity, and betterments and additions to the Project which in the reasonable judgment of Company are not required 'to obtain the approval of or comply with requirements of governmen,tal agencies, shall be made after the Date of Commercial Operation only upon agreement between the Parties; provided, however, that Company may make such additions at its own expense. 21. ADDITIONAL FACILITIES 21.01 If Company determines to construct additional nuclear generating facilities on Plant Real Property, Authority shall have the right to become a joint owner thereof with Company in the same proportion as its Owner.ahip Share set forth in Paragraph 2.01 horcof. The terms and conditions of such joint ownership shall be in accordance with the provisions of this Agreement as the same may be appropriately modified, amended or supplomonted with the mutual consent of the Parties to reflect such joint ownership. 21.02 Company shall furnish Authority copies of pertinent studies relating to the construction of such ad-ditional facilities as soon as such studies become available, and as soon as practicable shall notify Authority in writing of its determination to construct such additional facilities. O The notice shall specify a period of time, but not less than ninety (90) days, within which Authority shall indicate whether it desires to become such a joint owner. 21.03 If Authority elects not to become a joint owner of such additional nuclear generating facilities, in consideration of Authority's right to participate in such facilities granted in Paragraphs 21.01 and 21.02 and to the extent that it lawfully may do so, it shall grant to Company all easements, licenses, permits and other rights and interests rc7uired by Company to enable it to construct, operate and maintain such additional facilities and Company shall bear all costs of such construction, operation and maintenance, includ-O ing any increased Costs of Construction or Costs of Operation i resulting therefrom, and shall pay or agree to pay any costs incurred by F;thority by reason of the relocation or modifi-cation of Project facilities. In addition to the foregoing, Company shall, to the extent that it uses Project personnel or Project facilities, except easement rights, in connection with the construction, operation or maintenance of such additional facilities, allocate such joint use and costs associated therewith fairly between the Project and such additional facilities so that Costs of Construction or Costs of Operation, as appropriate, s may be reduced accordingly. J 21.04 If Company determines to construct non-nuclear ~ o 1 -electrical-facilities on Plant Real Property, in consideration 1 3~ of. Authority's right to ' participate in additional nuclear

r..

generating' facilities granted'in Pa$agraphs 21.01 and 21.02 and '7Ithe extent that-it may lawfully do so,-Authority shall ~ grant to Company all easements, flicenses, permits and other Lrights and interests required by Company to enable it to construct, operate ~and maintain such facilities and Company shall bear all costs,. including any increased - Costs of Construction or Costs v -of-Operation resulting therefrom, and shall pay or agree to. pay i-any. costs incurred by Authority by reason of the. relocation or -modification of Project facilities. In addition to the fore-L . going, Company shall, to the extent that it uses Project personnel or Project facilities, except easement rights, in connection with. -the construction, operation or maintenance of such non-nuclear i electrical. facilities, allocate such joint use and costs as-sociated therewith fairly between the Project and the non-nuclear 3 electrical facilities so that Costs of Construction or Costs of Operation, as appropriate, may be reduced accordingly. l 22. ASSIGNMENTS 22.01-This Agreement shall be binding upon and shall inure to the benefit of successors and assigns of the Parties; provided, however, that no transfer or assignment of other than all of a Party's interest in the Project and under this Agreement to a single entity shall operate te give the assignee g. or transferee the' status or rights of a " Party" hereunder.

ExceptJas pro.rided in Sections 18 and'19 of this Agreement, the,

r-Lundivided interest! (or ~ a portion the'reof) of either Party in the Project under this Agreement may be transferred-and assigned as. set out.below but not otherwise;

(a). To'any mortgagee,-trustee, or secured

. party, as security for bonds or-otherL indebtedness aof such Party, present or' future; and such. mortgagee, trustee or i secured party may realize upon such security in foreclosure

or.other suitable proceedings, tuui succeed to :all right, title and interests of such Party; (b)

To any corporation'or-other entity acquir-ing.all or substantially all the property lof the Party making the transfer; (c) To any corporation or entity into which or with which the Party making the transfer may be merged or consolidated; p (d) To any corporation or entity, the stock or ownership of which is wholly owned by the Party making the transfer; (e) To any corporation or entity in a single transaction constituting a sale and lease back to the trans-feror or assignor. 22.02 Transfer or assigr. ment shall not relieve a Party of any obligation hereunder except to the extent agreed to in writing by the Parties and shall be subject to the ap-provals of governmental agencies having jurisdiction. y, -

23. TRAINING 1 (a) Company F>iall carry out a familiarization C and-training program to meintain adequate staffing, engineering and operation of the Project and the expenses thereof shall be part of the Costs of Construction or Costs of Operation as appropriate. (b) Each Party shall be entitled within the limits of operating efficiency and safety requirements to use of the facilities of the Project for the training of its own employees for staffing of other nuclear facilities or the engineering and operation thereof. Any increase in the Costs of Corstruction or the Costs of Operation resulting from such training shall be borne by the Party employing such trainees, 24. END OF PROJECT a When the Generating Plant can no longer be made capable, consistent with Prudent Utility Practice, of pro-ducing electricity, or is not licensable by the AEC, or when the Project is ended pursuant to Section 18, Company shall sell for removal all saleable parts of the Project to the highest bidders; provided, however, that the Plant Real Property shall revert to Company upon payment by Company to Authority of Authority's ownership Share of such Plant Real Property. After deducting all costs of ending the Project including, without limiting the generality of the foregoing, the cost of decommissioning to meet all rean:rements of Federal, State or local law relating to the safe deactivation g. of the plant, Company shall distribute to each Party its Ownership Share of any net proceeds, including the value of a the Plant Real Property as determined by agreement of Company and Authority, or in the absence of such agreement, by the Project Consultant. In the event such costs of ending the Project exceed available funds, each Party shall pay its Ownership Share of such excess as incurred. 25. PERSONAL COVENANTS AND LIMITATION AGAINST ALIENATION 25.01 Except for the Parties' mutual waiver of the right to partition set forth in Section 2, all of the covenants and conditions herein shall be personal to the respective Parties and not covenants running with the land and sha: ae binding upon any person or entity acquiring any right, title O or interest of any Party in or to the Project or under this Agreement, oy assignment or in any other way. o 25.02 If the duration of any term or condition of this Agreement shall be subject to the rule against restrictions on alienation or to a similar or related rule, then the ef-fectiveness of such term or condition shall not extend beyond: (a) the maximum period of time permitted under such rule, or (b) the specific applicable period of time expressed in this Agreement, whichever is shorter. For purposes of applying the rule against restrictions on alienation, or any similar or related rule, the measuring lives in being shall be those of the officers and members of the Board of Directors of Company g; ~ E JA ~ listed _by:name~in-Exhibit V, entitled." Directory of Officials of' Company,":together-with all such litted persons' children 4.- who are living on the date of execution of this Agreement. ~ As used in-this paragraph,.the word " children" shall have its ~ - generally accepted meaning of descendants 13f the firsh degree.- 26. PROPRIETARY INFORMATION All'information made available to Authority by Company thereunder ~shall'be~ subject to any applicable restrictions on disclosure of proprietary information. 27. MISCELLANEOUS' 27.01 ' Counterparts. This Agreement may be simul-- taneously executed in several counterparts and all such counterparts executed and delivered, each as an original, shall s. constitute but one and the same instrument. Upon proof of any of original counterpart, ic shall'not be necessary to prove _any other counterpart. 27.02 Further Assurances. A Party will promptly and duly execute and deliver to the other Party such documents and assurances ' and take such other further action as - a Party may I from time to time reasonably request of the other Party in 4-order: (a) to carry out more effectively-the intent and purpose-of this Agreement, or (b) to establish _and protect the rights and L. (' ' remedies created or intended to be created in favor of either _44-t_______

7 Party hereunder, or (c) as may be reasonably necessary and con-venient in the conduct of a Party's business affairs. 27.03 captions. The captions of th various sections and paragraphs herein are interied for convenience or reference only and shall not define or limit any of the terms or pro-visions hereof. H27.04 Governing Laws. This Agreement shall in all respects be governed by and construed in accordance with the laws of the State of South Carolina including all matters of construction, validity and performance. 27.05 Amendment. Neither this Agreement Kn: any . terms hereof may be terminated, amended, supplemented, waived or modified except by an instrument in writing signed by the Party against which the enforcement of the termination, amendment, 4 supplement, waiver or modification is sought. 27.06 Succession. All covenants and agreements con-tained in this Agreement shall be binding upon, and inure to the benefit of, the Parties and their respective successors and assigns, subject however to the requirements of Section 22. -28. EFFECTIVE DATE OF AGREEMENT This Agreement shall become effective upon delivery by Authority of the initial payment set forth in Paragraph 6.01 and shall continue in effect until the Project is ended pursuant to the terms of this Agreement. fJ: + e cf: l-IN WITNESS WHEREOF,.the'. Parties-hereto'have caused this' Agreement to-be executed inttheir corporatefnames:and- -their corporate seals affixed,'all by.the" proper officer duly ~ { . authorized thereunto, ' as of -the day and year' first hereinabove written.- SOUTH CAROLINA ELECTRIC & GAS C'OMPP3Y ~ [ SEAL] ' /s/cV. C. Summer V. C. Summer, Senior Vice Presiden I . Attest: ~ By /s/ 'H. M. Bryant H. M. Bryant, Secretary SOUTH CAROLINA PUBLIC SERVICE AUTHORITY [ SEAL} /s/ Robert S. Davis it Robert S. Davis, Chairman Attest: By /s/ L. - P. Dorman L. P. Dorman, Secretary 4 I d ne

EXHIBIT I PLANT REAL PROPERTY Plant Peal Property as defined in Paragraph 1.13 of the Agreement means the real property acquired or to be acquired as a site for and necessary and useful for the construction, operation and maintenance of the Project as defined ira the Agreement. The Plant Real Property and the estimated cost thereof is described as follows: (A) Land inside the Nuclear Exclusion Zone and lying above the highwater mark of the upper pond of FPC Project 1894, as pro-posed to be constructed, being known as Lake Monticello, said highwater nirk being a contour of 425 feet above mean sea level ("425 contour") less (1) easements and rights of way for transmis-sion lines leading from the Project and (2) the Fairfield Power House and Fairfield-Summer 230 KV right of way and easements which are inside the Project Boundary Line ("PBL") for FPC Project 1894 as the same is proposed to be constructed. (B) An easement for a Nuclear Exclusion Zone for all pur-poses required by the laws of the United States of America and the Rules and Regulations of the Atomic Energy Commission ("AEC") or any successor agency having jurisdiction of nuclear energy, as the same may be amended from time to time, and being within the PBL for Lake Monticello of FPC Project 1894 and including lands described in subsections (1) and (2) of Paragraph A of this Exhibit. I-1

n-l.4 I E' (C) 'Non-exclusive. water rights in Lake'Monticello, being the: upper pond.of: Project 1894fas' proposed =to be constructed, including"the right toftake water and to discharge heated water. ' in Lake Monticello, together with.the non-exclusive.righteto back - water over-lands in Lake.Monticello up to the 425 contour,together with L h - the non-exclusive right to_take water-and discharge heated' water ~ 'from the lower 1 pond ~of Project.as:may be necessary and convenient for the exercise of.suchLrights in Lake Monticello. l The-herein' described Plant Real' Property is generally depicted on the attached drawings entitled as follows: - (l) . General. map of Project Area, Exhibit K,: Sheet 8 of 8-, Parr Hydroelectric Project No. 1894, July 17, 1972. l (2)~ Detail map of Project Area, Exhibit K, Sheet 2 of 9, l~e-Parr' Hydroelectric Project-No. 1894, July 17, 1972, L g Revised March 3, 1973. The aforesaid' items of Plant Real Property shall be adjusted as described _in Paragraph l.14 (Plant.Real Property Adjustment). The Total-Estimated Cost of. land purchases is $ 1~,023,000.00 .and does not include the values of and adjustments for-water rights - which shall be made pursuant to Paragraph 1.14 of this Agreement . (Plant Real Property Adjustment). i * 's. Q I - 2' w e t

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EXHIBIT II ' PROJECT DESCRIPTION The Project consists-of the Virgil C. Summer Nuclear Station, ~ ' Unit 191, together with its associated facilities and property as described-in the Preliminary Safety Analysis Report ("PSAR"), as amended,-and all items' acquired for construction, operation and l . maintenance of the Project.- See Amendment No. 18, to PSAR, dated December 4, 1972, Figure 1.4-2, entitled " Yard Plan, Including General Grading, Catch _ Basin, and Drainage System"' attached hereto. The Project is located upon Plant Real Property described in Exhibit I. The Generating Plant will use a 2775 Megawatt thermal _(MWt) Westinghouse Pressurized Water Reactor with a 900 Megawatt electrical I (MWe) net. Output General Electric Turbine Generator. complete with various safety, control and auxiliary systems. Gilbert Associates, Inc. is the Architect-Engineer for the Project. Daniel Construction . Company is the construction contractor. 5 The Fuel is slightly enriched Uranium Dioxide contained in Ziryonium alloy tubes which are formed into fuel assemblies. The initial Fuel loading and-the first eight reload regions are being purchased from L _ Westinghouse. In the future, it is anticipated that Plutonium in com- ~bination with Uranium will be utilized as a fuel. Licenses and permits required for construction and operation of the Project are shown in ' Table II of Exhibit III. A railroad spur line approximately 2 miles in length will connect L the Project-site with the main line of the Southern Railroad Company, which. parallels the east side of the Broad River. Permanent and temporary l k-on-site tracks will be built in order to provide access to laydown areas, .a concrete batch plant and the Generating Plant. I II - 1

Main access to the Summer Station is provided by Fairfield y-County Road 311 which runs approximately 1 1/4 miles from South Carolina Highway 215 to the Project site. State legislation has provided for o South Carolina Electric & Gas Company to upgrade and maintain this road for the Project. Access to the Projuct site for construction purposes has been provided by upgrading the existing rural road from Parr. Adequate parking facilities with necessary improvements will be provided on-site for all construction forces, and paved parking areas will be providad where required for plant operations. South Carolina Electric & Gas Company will acquire control of access to the Nuclear Exclusion Zone which consists of an area within approximately one mile of the reactor building. The portion of Monticello Reservoir lying within the one mile Nuclear Exclusion Zone will be marked with war...ag buoys to keep unauthorized persons away. Other methods of access control and warning may be implemented from 0 time to time as required by regulatory agencies having jurisdiction thereof and by Prudent Utility Practice. Other items acquired for construction, operation and maintenance include a meteorological monitoring system with a 200 foot tower on the site, a 10 meter meteorological tower on the east side of Monticello Ref.trvoir, a concrete batch plant for construction, a construction substation, a construction water line from Parr Shoals Reservoir and a 115 KV safeguard line from Parr Shoals Generating Station which will also provide construction power for warehouses and other construction facilities. The estimated cost of the Project is $341,792,000.00, subject to \\ adjustments to reflect participation in the Project by Authority. II - 2 ~~_

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f f EXHIBIT III Company has retained Gilbert Associates, Inc. of Reading, Pennsylvania to provide for the Project: (a) engineering ser" ices and (b) a Quality Assurance Program to meet the " Quality Assurance Criteria for Nuclear Power Plants" of Appendix B to 10 CFR Part 50. Gilbert Associates, Inc. will be reimbursed on a cost basis. The estimated cost to the Project for engineering services is $15,005,000.00 and for the Quality Assurar.ee Program $3,530,000.00. Company has awarded a cost type construction contract for the Project to Daniel Construction Company of Greenville, South Carolina. This contract provides for a constructor's fee with a fixef. ceiling. The estimated cost of construction under the Daniel Construction Company contract, including the constructor's fee, is o $24,375,000.00. A list of Purchase Orders issued by Company is shown in o Table I to this Exhibit III. A list of licenses, permits, and certifications obtained by Company is shown , Table II to this Exhibit III. This Exhibit III and the Tables thereto are correct as of October 1, 1973 and will be amended and revised as of the effective date of this Agreement as provided in Section 28. ?> III - 1

f, s .O TABLE I O PURCHASE ORDER EQUIPMENT SUPPLIER BASIS OF AWARD COMMITMENT EST. SN-10001-SR Nuclear Steam Supply System Westinghouse Corp. C.B. $40,600,000.00

• SN-10002 Turbine General Electric N

26,542,111.82 SN-10003 Auxiliary Turbine General Electric N SN-10004 Condensers South Western Eng. C.B. 1,156,475.00 SN-10005 Feedwater and Booster Pumps Ingersoll-Rand C.B. 445,996.00 SN-10006 Condensate Pumps Ingersoll-Rand C.B. 298,100.00 SN-10007 L.P. Feedwater Heaters Struthers Nuclear C.B. 678,170.00 SN-10008 H.P. Feedwater Heaters Westinghouse Corp. C.B. 684,495.00 SN-10009-SR Control Valves Fisher Controls Co. N 100,000.00

• SN-10010 Control Valves Fisher Controls Co.

N 100,000.00

• SN-10011-SR Laboratory Testing Services Pittsburgh Tes ting Lab. C.B.

50,000.00

• SN-10012-SR Excavation Contract Clement Brothers Co.

C.B. 3,650,731.00 SN-10013 Clearing & Grubbing Contract Phillips & Jordan C.B. 81,737.50 SN-10014-SR Cement Giant Portland Cement C.B. 1,149,808.00

• SN-10015-SR Sand Becker Sand & Gravel Co.C.B.

109,296.00

• SN-10016-SR Stone Lone Star Indus tries C.B.

552,074.00

• SN-10017 Field Erected Water Tank Chicago Bridge & Iron C.B.

78,500.00 SN-10018 Condenser Tubes Carpenter Technology ' C. :B. 676,612.61 SN-10019 Fhin Power Transformer Westinghouse Corp. C.B. 800,000.00

• SN-10020 Instrument Air Dryer Lectrodryer, Inc.

C.B. 9,630.00 SN-10021 Deaerator Chicago Heater Company C.B. 145,320.00 SN-10022 Condenser Cleaning System Amertap Corporation N 382,359.00

• SN-10023 Spent Fuel Demineralizers L. A. Water Treatment C.B.

14,960.00 SN-10024 Air Compressors Ingersoll-Rand Co. C.B. 96,330.37 III - 2

SN-10025 Spent Fuel Pit Filters Paul Trinity Micro Corp. C.B. 5,798.32 o SN-10026-SR Reinforcing Steel Florida Steel Corp. C.B. 2,819,800.00

• O SN-10027 Hydrogen Storage System National Welders Supply C.B.

36,468.00

• SN-10028-SR Concrete Manufacturers Southern Mobile Concrete C.B.

1,267,500.00 SN-10029-SR Nuclear Fuel Westinghouse Corp. C.B. 59,883,570.00 *** SN-10030 Ibrbine Room Crane Harnischfeger Corp. C.B. 295,000.00 SN-10031 Unit Auxiliary Transformer Westinghouse Corp. C.B. 207,518.00

• SN-10032-SR Post Tensioning System Inland Ryerson C.B.

2,437,320.00 SN-10033-SR Engineering Safeguards - Westinghouse Corp. C.B. 157,369.00

• Transformers SN-10034-SR Emergency Auxiliary -

Westinghouse Corp. C.B. 389,771.00

• Transformers SN-10035-SR Nondestructive Testing Conan Inspection, Inc.

C.B. 568,000.00

• SN-10036 Auxiliary Boiler Riley Stoker Corp.

C.B. 170,250.00 SN-10037-SR Reactor Building Liner Pittsburgh-DesMoines C.B. 3,285,000.00

• SN-10038-SR Concrete Admixtures Sika Chemical Corp.

C.B. 650,000.00 o SN-10039-SR Electric Motors, 30 to - Louis Allis Co. C.B. 19,779.18

• 350 H.P.

.O SN-10040 Turbine Room Roof - Moffitt Co. C.B. 71,254.00 Ventilators SN-10041 Extraction Non-Return Valves Schutte & Koerting Co. C.B. 40,255.00 SN-10042 Water Treating Plant Craver Water Con-C.B. 754,153.00 f ditioning Co. SN-10043-SR Fabricate and Deliver - Pittsburgh-DesMoines C.B. 759,340.00 Stainless Steel Liners SN-10044-SR Installation of Stainless - Pittsburgh-DesMoines C.B. 430,660.00 Steel Liners SN-10045 Concrete Waterproofing Rubber and Plastics - C.B. 18,460.00 Nbterial Compound Co., Inc. S N-1004 6-SR Miscellaneous Steel Northern S teel Corp. C.B. 500,000.00

• 4
• Subject to Escalation
  • Shop Space and Price Basis Committed at Time of Main Turbine Commitment
• This Does Not Include the Enrichment Cos ts III - 3

(-- TABLE II The following is a list of the permits and certifications v from the local, state, and federal agencies which Company has obtained or expects to obtain as being regatred for the Project: Local. (A) Fairfield County Auditor's Office:

• (l)

Building pe;mit for construction of major structures. (April 2, 1973) State (A) Department of Health and Environmental Control:

• (l)

Letter of Water Quality certification (January 11, 1973) (2) Effluent bischarge Permit (3) Sewage Disposal System Permit (4) Industrial Waste Permit (5) Permit for auxiliary boiler and diesel-generator

• (6)

Permit to refurbish and construct water system (February 27, 1973) 0 (7) Sanitary License - Construction Facilities (B) South Carolina Highway Department: O (1) Permits for oversize, overweight, and overlength loads. (C) South Carolina Public Service Commission: (1) Order authorizing transfer of title to Authority Federal f (A) Atomic Energy Commission:

• (l)

Nuclear Station Construction Permit (March 21, 1973, as amended May 29, 1973) ) (2) Nuclear Station Operating License l (3) Nuclear Station Operating Personnel Licenses (4) Nuclear Station Source Material License. (B) Environmental Protection Agency: (1) National Pollutant Discharge Elimination System Permit. Company has filed or will file applications on a schedule con-sistent with Project requirements.

• Permit has 'aen obtained.

III - 4

EXHIBIT IV y V. C. SUMMER NUCLEAR STATION Unit #1 Budget Estimate Direct Plant Cost 320 Land and Land Rights 1,023,000 321 Structures and Improvements 53,619,500 322 Reactor Plant Equipment 80,172,300 323 Turbine Generator Equipment 36,654,100 324 Accessory Electrical Equipment 14,926,300 325 Miscellaneous Power Plant Equipment 2,161,100 353 Main Power Transformer 1,598,700 Total Direct Cost $190,155,000 ]ndirect Cost 383 Spare Parts 2,360,000 384 S. C. Sales Tax 2,000,000 390 D aniel Construction Co. 24,375,000 391 Gilbert Associates 18,545,000 392 S. C. Electric & Gas Co. 23,146,000 400 Allowance for Funds During Construc-tion (A FC )

• 66,211,000*

500 Contingency 15,000,000 PROJECT TOTAL $341,792,000*

• Subject to adjustments to exclude AFC on Authority's Owner-ship Share after Authority has reimbursed company for initial advance of Costs of Construction.

O w IV - 1 m

a B o e s .,a i EXHIBIT IV INITIAL BUDGET - COST OF CONSTRUCTION Expended Prior Acct. # Description July 1, 1973 July 73* Aug 73* Sept 73* Oct 73 Nov 7j[ Dec 73 320 Land & Land Rights 777,509 15,795 256,687 2,705 35,250 35,250 35,682 321 Structures & Improvements 189,140 240,178 239,272 443,337 415,155 337,992 586,062 322 Reactor Plant Equipment 3,468,896 321,940 260,553 325,714 341,250 486,250 394,450 323 Turbo-Generator Equip. 324 Accessory Elect. Equip. 1,156 3,527 3,526 3,022 325 Misc. Power Plant Equip. 9,355 84,849 1,047 7,558 7,557 7,557 w 383 Unallocated & Clearing Items 5,324 827 1,053 384 Control Accounts 1,389 4,302 315 20,000 20,000 20,000 390 Daniel Construction Co. 1,984,360 271,908 221,764 258,631 257,260 300,000 780,000 391 Gilbert Associates, Inc. 4,792,905 314,698 316,283 360,577 325,000 325,000 325,000 392 SCE&G Company 3,829,442 186,128 217,312 185,792 275,000 285,000 295,000 TOTAL 15,048,732 1,362,218 1,602,075 1,578,118 1,680,000 1,800,575 2,446,773

• Actual Expenditures J

O C ~ o o l l 4 I EXHIBIT IV INITIAL BUDGET - COST OF CONSTRUCTION Acct. # Description Jan 74 Feb 74 March 74 April 74 May 74 June 74 320 .:.and & Land Rights 321 Structures & Improvements 728,593 971,816 1,214,320 1,457,184 2,046,706 2,428,809 322 Reactor Plant Equipment 468,681 525,057 642,107 723,001 642,107 909,315 'y 323 Turbo-Generator Equip. i' 324 Accessory Elect. Equip. 10,934 43,738 54,674 65,608 76,542 98,412 .j" 325 Misc. Power Plant Equip. 4,053 5,404 6,756 8,106 9,457 12,159 l 384 Control Accounts 30,000 30,000 30,000 30,000 30,000 30,000 390 Daniel Construction Co. 500,000 450,000 450,000 500,000 550,000 550,000 l 391 Gilbert Associates, Inc. 295,000 295,000 295,000 295,000 295,000 300,000 t 392 SCE&G Company 295,000 295,000 295,000 295,000 295,000 300,000 TOTAL 2,332,261 2,616,015 2,987,857 3,373,899 3,944,812 4,623,695 i l

o EXHIBIT IV INITIAL BUDGET - COST OF CONSTRUCTION 6-Months Periods 1974 1975 1976 1977 1978 January - June 46,512,000 37.999,000 10,886,000 7,343,000-July --December 32,023,970 46,513,000 37,999,000 10,886,000 32,023,970 93,025,000 75,998,000 21,772,000 7,343,000 .c 0 9 l I i I IV - 4 w.

9 EXHIBIT V o o DIRECTORY OF OFFICIALS OF COMPANY S. C. McMeekin Chairman Anne McMeekin Boyle S. C. McMeekin, Jr. A. M. Williams President and Chief Executive Officer Katherine W. Mahon Patricia W. Boykin Elizabeth MiddJaton Williams A. C. Mustard Senior Vice President-Commercial Rev. Allan C. Mustard, Jr. Charles S. Mustard William B. Mustard o V. C. Summer Senior Vice President-Operations Brenda S. Nunamaker Michael C. Summer Kenneth V. Summer O. S. Wooten Senior Vice President-Finance Oscar S. Wooten, Jr. Catherine Wooten Charles Wooten Richard Wooten V-1

-~ f-g 4 O DIRECTORS 4 R. C. Barkley,'Jr. W. H. Taylor Rufus C. Barkley, III-Dr. John P. Taylor Joseph Miles Barkley Robert M. Taylor Nella Elizabeth Barkley John M. Trask W..B. Bookhart W. B. Bookhart, Jr. John M. Trask, Jr. Sara B. Pepper Frederick G. Trask Charles H. Trask C. M.Etherro4ge George G. Trask None J B. Guess, III James B. Guess,.IV Mary Elizabet'; Guess Edward.Kronsberg Avram Kronsberg Jonathan S. Kronsberg fp George Lott, Jr. p George Lott, III ' Martha J. Lott .ff Frank B. Lott J. H. Lumpkin John H. Lumpkin, Jr. Caroline Lumpkin Cooper J. B. Rhodes Cathy Smith Peggy Ann Rhodes John Marshall Rhodes J. E.'Schachte, Jr. J. E. Schachte, III ~ Stephen T. Schachte . l ~, - . John C. B. Smith John.C.- B. Smith, Jr. V-2 I 'l ] L}}