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HomeMy WebLinkAbout02207 - MESA WIND WECS HODEL Mesa Wind Developers (WECS) Settlement Agr Re City V. Hodel AGREEMENT #2207 Signed by Council , Closed Sess RP_nnrt Pr1 r_1__-RI; - -- - --- -- - — ORIGINAL 3 OF 3 SETTLEMENT AGREEMENT PARTIES: The parties to this Agreement dated as of April 19 , 1985, are (a) the CITY OF PALM SPRINGS, FRANK M. BOGERT, RICHARD SMITH, WILLIAM FOSTER, ELI BIRER, and LLOYD MARYANOV (collectively "CITY" ) , who are plaintiffs in The City of Palm Springs etc et al . v. Donald Paul Hodel, etc . , et al . , United States District Court, Central District of California, Civil Action No . 85-2114-WMB(Tx) , ( "the Action" ) ; and (b) MESA WIND DEVELOPERS (named as "Mesa Wind Corp. " as a defendant in the Action) ; ZOND SYSTEMS, INC. ; ZOND CONSTRUCTION CORPORATION; ZOND CONSTRUCTION CORPORATION II; PANAERO CORPORATION; PANAERO ALPHA CORPORATION; PANAERO OMEGA CORPORATION; PANAERO CALIFORNIA, LTD. ; PANAERO ALPHA, LTD. ; PANAERO OMEGA, LTD. ; MESA CONSTRUCTION COMPANY; MESA CONSTRUCTION COMPANY II ; ZOND-PANAERO WINDSYSTEM PARTNERS I ; ZOND-PANAERO WINDSYSTEM PARTNERS II ; ZOND WINDSYSTEMS MANAGEMENT CORPORATION; ZOND WINDSYSTEMS MANAGEMENT CORPORATION II ; PANAERO MANAGEMENT CORPORATION; and PANAERO MANAGEMENT CORPORATION II (collectively "PROJECT PARTIES" ) . PURPOSE: The purpose of this Agreement is to achieve a full and complete settlement of the CITY ' S claims against the PROJECT PARTIES and its claims with respect to the Right-of- Way Grant described below, and a full and complete settlement of all claims of the PROJECT PARTIES against the CITY arising out of or resulting from the filing of the Action by the CITY. RIGHT-OF-WAY GRANT: This Agreement concerns Right-of-Way Grant, Serial No. CA-11688-A, issued on January 26, 1983 by the United States Department of the Interior, Bureau of Land Management (collectively "BLM" ) for a wind energy development to PANAERO CORPORATION and assigned by PANAERO CORPORATION to MESA WIND DEVELOPERS on April 13, 1984, as amended (a copy of which is attached hereto as EXHIBIT A) , and all appurtenant access rights ( the "Right-of-Way Grant" ) . The current Plan of Operation for a wind energy development project ( the "Project" ) under the Right-of-Way Grant is attached as EXHIBIT B hereto. (1"', Ei'- s • THE PARTIES AGREE AS FOLLOWS: 1 . Relocation of Generators . (a) MESA WIND DEVELOPERS shall relocate as many as 24 generators of those generators indicated on the site plan attached as EXHIBIT C hereto as is feasible as determined in the manner set forth hereinbelow. Before commencement of the feasibility study CITY shall designate certain generators from those indicated on Exhibit C and shall provide MESA WIND DEVELOPERS with a priority list of the order in which generators shall be selected for relocation if feasible. (b) MESA WIND DEVELOPERS shall cause a study to be conducted by Atmospheric Research & Technology, Inc . (wind study) and Dames & Moore (balance of study) , or any other entity or entities approved by MESA WIND DEVELOPERS and CITY, of the feasibility of relocating any or all of the generators identified by the City pursuant to paragraph l (a) to other areas located on the Right-of-Way Grant or said Right of Way Grant as modified by BLM. Said study shall be commenced no later than thirty days after the Action is dismissed with prejudice. MESA WIND DEVELOPERS shall use its reasonable best efforts to have the study completed within 180 days after commencement thereof. (c) In analyzing whether relocation of any of said generators identified by CITY pursuant to -3- f paragraph l (a) is feasible, said study or studies may consider factors including cost , energy production, space for relocated generators, wind energy distribution, turbine productivity, power transfer system design and power loss, foundational engineering (soil conditions, earthquake standards and the like) , and topographical problems (access for construction and maintenance, visual and other environmental factors) . Such analysis may include the effect of installing of a greater number of generators in less visible areas, if necessary to offset loss of energy production. The studies shall conclude which, if any, generators are feasible to relocate. MESA WIND DEVELOPERS shall furnish copies of said studies to CITY. (d) The CITY and/or MESA WIND DEVELOPERS may submit specific comments on the feasibility study or studies referred to in subparagraph (b) and (c) within 15 days of receipt of said copies . Failure to comment within 15 days shall be deemed to be a binding admission by CITY and/or MESA WIND DEVELOPERS that said study or studies is accurate and correct in all respects, including its conclusion. In the event that CITY or MESA WIND DEVELOPERS chooses to submit comments, the parties shall meet and confer within 15 days after receipt of such comments for the purpose of attempting to settle any disputes . Should a dispute remain after the parties meet and confer , the parties shall submit the dispute to arbitration panel in Los Angeles, California -4- ,ley IJr.n, , f; 0 • for binding aribitration pursuant to the Commercial Arbitration Rules of the American Arbitration Association ( "AAA" ) . The CITY and PROJECT PARTIES shall each appoint one arbitrator from the AAA Panel . The two arbitrators appointed by the parties shall appoint a third neutral arbitrator who shall act as chairman. ( e) Notwithstanding subparagraphs (a) , (b) , (c) and (d) in no event shall any generator be relocated if any of the following exists : ( 1) The generator would be relocated into an area visible from the Whitewater River viewshed, or from Interstate 10 or Highway 111 easterly of the White- water River , or onto any natural slope greater than twenty- five percent ( 25% ) slope, unless CITY shall waive such restriction as to any specific site or sites; or ( 2) The relocated generator would have a height greater than 155 feet, unless CITY shall waive such restriction as to any specific site or sites; or ( 3 ) The generator would be relocated to an area other than included in the Right-of-Way Grant, unless BLM approves by modifying the Right-of-Way Grant; or ( 4) The costs to MESA WIND DEVELOPERS of and associated with relocating the generators would exceed a total of $250 , 000 . 00 for all relocated or added generators , in which case CITY may eliminate selected generators from the priority list to bring the total cost to $250 , 000 or less; or -5- ( 5 ) If relocation would reduce the total energy production of the project as provided in the memoranda identified in subparagraph ( 6 ) below; or ( 6) Any such relocation would not be in conformance with the confidential Private Placement Memoranda for Zond PanAero Windsystem Partners I dated September 7 , 1984 or Zond PanAero Windsystem Partners II dated February 25 , 1985 ; or ( 7 ) The BLM does not approve the proposed relocation. ( f) In any event, any relocation of a generator to another area on the Right-of-Way Grant may only be made with the prior express written approval of BLM. The parties agree to use their reasonable best efforts to secure a decision from BLM within 90 days of the date of request . (g) In any event , no generator shall be relocated if such relocation would cause a default by PROJECT PARTIES , or any of them, of their various agreements with their bank or banks . If the feasibility study or studies concludes that any relocation is feasible, MESA WIND DEVELOPERS will request in writing that the bank or banks inform the parties that such relocation would not work a default . If, however , such a relocation would constitute a default, such generators shall not be relocated. -6- y J1r • i 2 . Mitigation Measures : MESA WIND DEVELOPERS shall proceed expeditiously to implement the following mitigation measures : (a) It shall maintain all exposed metal surfaces of generators ( tower ) with a dull finish ( the nacelles and turbine blades are fiberglass and not metal ) . (b) It shall ensure that the nacelles of those generators designated on EXHIBIT D visible from the Whitewater River viewshed, Interstate 10 or Highway 111, not to exceed 200 generators which shall be designated by the CITY in writing within 30 days of the date of this Agreement, are completely colored in a dull ( i . e. , non- glossy) finish with a color selected for compatibility with the surrounding environment provided, however , that the present finish and color grey of some nacelles shall be acceptable if BLM has approved and continues to approve the use of said color ; any coloring to be performed pursuant to this provision shall be performed in the course of MESA WIND DEVELOPERS ' normal maintenance schedule in a period of time not to exceed 12 months . (c) It shall reseed graded areas as necessary with seeds selected by BLM and continue to maintain such reseeded areas . -7- (J • ! (d) Nothing herein is intended to restrict, in any way, the ability of BLM to require different or additional mitigation measures . 3 . Notice to CITY of Changes in the Project . MESA WIND DEVELOPERS shall provide the CITY with copies of any proposed amendments to the Right-of-Way Grant or proposed changes in the Plan of Operations, or any proposal for substantial changes in the Project submitted to BLM by MESA WIND DEVELOPERS or on its behalf. The copies shall be provided to the CITY at the time they are submitted to BLM. 4 . Further Environmental Assessment . MESA WIND DEVELOPERS agrees that, in the event it proposes to make any substantial change to the Plan of Operations, (attached as EXHIBIT B) which requires BLM approval , including, but not limited to, enlargement of acres disturbed; increase in numbers of generators; or changes in type, size, or capacity of generators, MESA WIND DEVELOPERS will agree to request in writing that BLM prepare an environmental assessment and such further environmental review as may be required under the National Environmental Policy Act ( "NEPA" ) . MESA WIND DEVELOPERS will offer to pay for the reasonable cost of preparing said environmental review. MESA WIND DEVELOPERS shall provide the CITY with copies of all such requests and all environmental documents -8- created as part of any such environmental review and provided to BLM. 5 . Monitoring Program. MESA WIND DEVELOPERS agrees to participate in the BLM monitoring program pursuant to the Right-of-Way Grant and to cooperate with the Riverside County Wind Implementation Monitoring Program ( "WIMP' ) to the extent of contributing an amount not to exceed $34 , 500 and providing site access and unprivileged information it deems to be non- proprietary to authorized representative of WIMP upon reasonable notice. 6 . Dismissal from Action and Waiver of Claim. (a) The Parties hereto agree that, promptly after execution of this Agreement by all parties, they will file a stipulation and proposed order to dismiss MESA WIND DEVELOPERS from the Action with prejudice in the form of EXHIBIT E hereto. (b) For and in consideration of this agreement and said dismissal with prejudice: ( 1) PROJECT PARTIES agree to forever discharge CITY its officers, agents and employees from any and all claims , actions , causes of action, demands, rights , damages, costs , expenses, requests for attorneys ' fees , and compensation whatsoever, known or unknown arising prior to the date of this Agreement , on account of or in any way growing out of any and all known and unknown, foreseen and -9- 0 unforeseen damage and the consequences thereof resulting from the commencement of this Action. ( 2 ) CITY agrees to forever discharge PROJECT PARTIES and their respective officers, directors , partners, employees, and agents from any and all claims, actions, causes of action, demands, rights , damages, costs, expenses , requests for attorneys ' fees and compensation whatsoever , known or unknown, arising prior to the date of this Agreement related to matters set forth in the Action. ( 3) It is further understood and agreed that all rights under Section 1542 of the Civil Code of California and any similar law of any state or territory of the United States are expressly waived by all parties hereto. Said Section reads as follows : "A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor . " ( c) Nothing contained in subparagraphs (b) ( 1) ( 2 ) ( 3 ) shall operate as a release of obligations expressly set forth in this Agreement. -10- �! ` 4- 7 . Valid Right-of-Way. The CITY hereby acknowledges that the Right-of-Way Grant is valid. The CITY will not challenge the validity of said Right-of-Way Grant or NEPA Compliance with respect to the Right- of-Way Grant as to any activities occurring before the effective date of this Agreement. Nothing in this paragraph shall be construed as preventing or estopping CITY from urging BLM other than by means of a lawsuit to exercise any right or authority which BLM may have to cause changes to be made in the Project or by the PROJECT PARTIES. The intent of CITY in entering into this Agreement, and specifically in this Paragraph 7 , is to accommodate PROJECT PARTIES in connection with the confidential Placement Memorandum for Zond PanAero Windsystem Partners II, financing, or sale of interest in the Project , or a portion thereof, which might be adversely affected by a challenge to the validity of the Right-Of-Way Grant or a finding or determination of invalidity of the Right-of-Way Grant . As a result of this Agreement CITY acknowledges that it no longer seeks relief in the Action that affects PROJECT PARTIES as to the Project, as described in EXHIBIT B. 8. Remedy. If any party hereto believes that another party hereto has breached this Agreement, the sole and exclusive remedy shall be an action for breach of this Agreement . The dismissal with prejudice and mutual releases provided herein shall remain in effect notwithstanding any breach of this Agreement . -11- Fi �� 0 0 9 . Miscellaneous . (a) Successors - This Agreement is binding upon and shall inure to the benefit of the parties hereto and each party ' s respective successors, grantees, sublessees, assigns, heirs, and personal representatives . (b) Knowledge and Consent of Parties - The parties to this Agreement have read and understand this Agreement . The parties to this Agreement mutually warrant and represent that this Agreement is executed voluntarily and without duress and undue influence on the part or in behalf of any party hereto. (c) Entire Agreement - This Agreement contains the sole and entire agreement and understanding of the parties with respect to the subject matter hereof . No representations oral or otherwise, express or implied, other than those contained herein, have been made by any party hereto. (d) Waiver , Modification Termination and Amendment - No provision hereof may be waived unless in writing and signed by each party hereto. Waiver of any one provision herein shall not be deemed to be a waiver of any other provision herein. This Agreement may be modified, terminated, or amended at any time by mutual consent , but only by a written agreement executed by each of the parties hereto. (e) Attorneys ' Fees - In any action to interpret or enforce any provision of this Agreement, the prevailing party shall be entitled to its reasonable attorneys ' fees . -12- rr. ( f) Titles and Captions - Titles and captions contained in this Agreement are inserted only as a matter of convenience and for reference and in no way define, limit, extend, or describe the scope of this Agreement or the intent of any provision herein. (g) Governing Law - This Agreement shall be construed in accordance with the laws of the State of California. (h) Execution - This Agreement may be executed in one or more counterparts, each of which shall be an original but all of which together shall be deemed to constitute a single document . ( i ) Notices - Notices required to be given by the terms of this Agreement shall be given by personal service, or by deposit of the same in the custody of the United States Postal Service, postage prepaid, addressed to the party to be served as follows (1 ) CITY: Douglas Evans City Hall City of Palm Springs 3200 Tahquitz-McCallum Way Palm Springs, CA 92262 ( 2) PROJECT PARTIES: Mesa Wind Developers 112 S. Curry St . Tehachapi , CA 93561 Attn: Kenneth C. Karas PanAero Corp. 12600 W. Colfax B420 Lakewood, CO 80215 Attn: Marilyn J. Hardy -13- 0 The parties hereto may designate replacements to receive notice on their behalf as necessary. Notices herein shall be deemed given as of the date of personal service, or two ( 2) consecutive calendar days after deposit of the same in the custody of said Postal Service . ( j ) Exhibits - All exhibits to this Agreement (with the exception of EXHIBIT E hereto) have been provided by PROJECT PARTIES, who warrant that they are true and correct copies of said documents and that there are no modifications, additions, or deletions to said documents except as expressly noted therein. IN WITNESS WHEREOF, the parties have caused this Agreement to be executed and their attorneys have indicated their approval as to form by their respective signatures in the appropriate spaces indicated below. CITY: THE CITY OF PALM SPRINGS By Frank M. Bogert, Mayor Its Authorized Representative ATTEST: (City Seal) By City Clerk of the City of Palm Springs -14- The parties hereto may designate replacements to receive notice on their behalf as necessary. Notices herein shall be deemed given as of the date of personal service, or two ( 2 ) consecutive calendar days after deposit of the same in the custody of said Postal Service. ( j ) Exhibits - All exhibits to this Agreement (with the exception of EXHIBIT E hereto) have been provided by PROJECT PARTIES, who warrant that they are true and correct copies of said documents and that there are no modifications, additions , or deletions to said documents except as expressly noted therein. IN WITNESS WHEREOF, the parties have caused this Agreement to be executed and their attorneys have indicated their approval as to form by their respective signatures in the appropriate spaces indicated below. CITY: THE CITY OF PALM SPRING.Sj By Frank M. Bogeret`; Mayor'—" Its Authorized' Representative ATTEST: (City Seal)' ,..: City Clerk of the City of Palm Springs -14- THE INDIVIDUAL PLAINTIFFS: Frank M. Bogert Richard Smith William Foster Eli Birer Lloyd Maryanov THE PROJECT PARTIES: MESA WIND DEVELOPERS, a California Joint Venture By its Joint Venturers : Zond Systems, Inc. , a Ca By V ornia C ration Karas Executive Vice nt and Chief Operating and Chief Financial Officer -15- r ri ' THE INDIVIDUAL PLAINTIFFS: yFrank M. Bogert,,, R' c rd Safi Fh G 1 w William Foster jEli Birer 'Lloyd Maryahov THE PROJECT PARTIES: MESA WIND DEVELOPERS, a California Joint Venture By its Joint Venturers : Zond Systems, Inc . , a California Corporation By Kenneth C. Karas Executive Vice President and Chief Operating and Chief Financial Officer -15- PanAero California, Ltd. , a California limited partnership By its authorized General Partner : PanAero Corporation, a Colorado Corporation By Marilyn ,7J. Har'dy, Vice President " ZOND SYSTEMS, 1NC. , a Ca ifornia Corporation Kenneth C. Executive Vice President - Chief Operating and Chief Financial Officer ZOND CONSTRUCTION CORPORATION, a Ca' ' forn a�Cc oration By Kenneth C. Karas, Senior Vice President - Chief Financial Officer ZOND ONSTRUCTION CORPORATION II , a Cal fornia Corporation By Jwq Kenneth C. Karas, Senior Vice President - Chief Financial Officer -16- I �4J\ PANAERO CORPORATION, a Colorado Corporation By Marilyn q;., Hatfly, Vice President l� PANAERO ALPHA CORPORATION, a California Corporation By @ e Marilyn J: Harc'y, Vice President" PANAERO OMEGA CORPORATION, a California Corporation Marilyn J/:/ Hat5y, 1 Vice President PANAERO CALIFORNIA, LTD. , a California Limited Partnership By its General Partner, PanAero Corporation By Marilyn J(4' Ha,rd/y, Vice Presidenlltf PANAERO ALPHA, LTD. , a California Limited Partnership By its General Partner PanAero Alpha Corporation Jd �} BY Marilyn J,"� Ha,rdy, V Vice PresidenY !' -17- PANAERO OMEGA, LTD. , a California Limited Partnership By its General Partner PanAero Omega Corporation, a California Corporation By Marilyn J% Hardy, / Vice Presidentt/ MESA CONSTRUCTION COMPANY, a California Joint Venture By its Joint Venturers : Zond Construction Corporation, a Ca iforn' a corporation By \ Kenneth C. Karas Senior Vice President- Chief Financial Officer PanAero Omega, Ltd. , a California Limited Partnership By its General Partner PanAero Omega Corporation, a California corporation y � 9 " Marilyn JA1 Hardy, ` �^ Vice President MESA CONSTRUCTION COMPANY II , a California Joint Venture By its Joint Venturers : -18- Zon Construction Corporation II , a C iforn ' a -r� oration B� Kenneth C. Senior Vice President - Chief Financial Officer PanAero Alpha, Ltd. , a California Limited Partner By its General Partner PanAero Alpha Corporation, a California Corporation By Mariiyn ,J. Ha' dy, � Vice President ZOND-PANAERO WINDSYSTEM PARTNERS I , a California Limited Partnership By its authorized General Partners : Zond Windsystems Management Cor oration, a California Cor ratio By \ \ Kent Karas, Senior Vice P ent - Chief Financial Officer PanAero Management Corporation, a California Corporation ff Marilyn J�. Ha"rdy; / Vice President !. -19- ZOND-PANAERO WINDSYSTEM PARTNERS II , a California Limited Partnership By its General Partners : Zond Windsystems Management oiporati II, a Cal fornia Corp ation By enneth C. Karas, Senior Vice President - Chief Financial Officer PanAero Management Corporation II , a California Corporation By f� Marilyn Tj. Ha/rd/y, Vice President ZOND WINDSYSTEMS MANAGEMENT CORP ATION, a fornia Corporation By Senior Vice President - Chief Financial Officer ZOND WINDSYSTEMS MANAGEMENT CORPOR TION II a California Corpo tion By K nneth C. Karas, Senior Vice President - Chief Financial Officer -20- PANAERO MANAGEMENT CORPORATION, a California Corporation B Marilyn J# Hardy;, Vice President 's PANAERO MANAGEMENT CORPORATION II , a California Corporation By e J� Ir, ;4x / , Marilyn J / Hari"y/, Vice President APPROVED AS TO FORM: WILLIAM J. ADAMS, CITY ATTORNEY BURKE, WILLIAMS & SORENSEN By Attorneys for the City of Palm Springs and for Frank M. Bogert, Richard Smith, William Foster, Eli Birer and Lloyd Maryanov MORRISON & FOERSTER By Richard D. Fybel Attorneys for PROJECT PARTIES -21- PANAERO MANAGEMENT CORPORATION, a California Corporation By Marilyn J. Hardy, Vice President PANAERO MANAGEMENT CORPORATION II , a California Corporation By Marilyn J. Hardy, Vice President APPROVED AS TO FORM: WILLIAM J. ADAMS, CITY ATTORNEY BURKE, WILLIAMS & SORENSEN By Attorneys forl the City of Palm Springs, and for Frank M. Bogert, Richard Smith, William Foster , Eli Birer and Lloyd Maryanov MORRISON & FOERSTER By Richard D. Fybel Attorneys for PROJECT PARTIES -21- 1 RICHARD D. FYBEL k ALAN COPE JOHNSTON — i,.- - � 2 MORRISON & FOERESTER - ! i 333 South Grand Avenue Li 3 Los Angeles, California 90071 Telephone: (213) 626-3800 4 MR 2 (.' 19�5 Attorneys for Defendant 5 Mesa Wind Developers �! iS h 6 i ev , 8 UNITED STATES DISTRICT COURT cx,u�� 9 CENTRAL DISTRICT OF CALIFORNIA 10 11 THE CITY OF PALM SPRINGS, a Municipal ) CIVIL ACTION Corporation of the State of ) NO. 85-2114 WMB (Tx) 12 California; FRANK M. BOGERT, RICHARD ) SMITH, WILLIAM FOSTER, ELI BIRER ) STIPULATION AND 13 LLOYD MARYANOV, Members of the City ) [PROPOSED] ORDER Council of the City of Palm Springs , ) RE DISMISSAL WITH 14 ) PREJUDICE OF Plaintiffs , ) DEFENDANT MESA 15 ) WIND DEVELOPERS V. ) (NAMED AS MESA 16 ) WIND CORP. ) DONALD PAUL HODEL, Secretary of the ) 17 Interior; THE UNITED STATES DEPARTMENT ) OF THE INTERIOR; ROBERT F. BURFORD, ) 18 Director of the United States Bureau ) of Land Management; ED HASTY, ) 19 California State Director, United ) States Bureau of Land Management; ) 20 TRANS WORLD WIND CORPORATION, a ) California corporation; CAP. CO ) 21 FINANCIAL SERVICES, INC. , a ) California corporation; RENEWABLE ) 22 ENERGY VENTURES, INC. , a California ) corporation; SAN GORGONIO FARMS, INC. , ) 23 a California corporation; SANDBERG ) WIND CORP. , a California corporation; ) 24 CALIFORNIA WIND ENERGY SYSTEMS, INC. , ) a California corporation; and MESA ) 25 WIND CORP. , a Colorado corporation ) 26 Defendants. ) 27 28 1 Plaintiffs City of Palm Springs , Frank M. Bogert, Richard 2 Smith, William Foster, Eli Birer and Lloyd Maryanov are a municipal 3 corporation, the mayor and members of the city council, respective- 4 ly. Plaintiffs filed the above-captioned action on March 28 , 1985 5 against defendant Mesa Wind Developers (erroneously named as "Mesa 6 Wind Corp. ") , among others . Plaintiffs have challenged, among 7 other things, the validity of Right-Of-Way Grant, Serial No. 8 CA-11688-A issued by the United States Department of the Interior, 9 Bureau of Land Management to PanAero Corporation on January 26 , 10 1983 and assigned to Mesa Wind Developers on April 13 , 1984 (the 11 "Right-Of-Way Grant".) . They have also challenged Mesa Wind 12 Developers ' compliance with certain mitigation measures allegedly 13 imposed on Mesa Wind Developers ' wind energy project located on 14 the Right-Of-Way Grant. 15 Plaintiffs , defendant Mesa Wind Developers and affiliates 16 of said defendant have entered into a Settlement Agreement, dated 17 as of April 19, 1985 , settling all of plaintiffs ' claims against 18 defendant. 19 NOW, THEREFORE, IT IS HEREBY STIPULATED BY THE PARTIES 20 HERETO, BY AND THROUGH THEIR RESPECTIVE COUNSEL: 21 The above-captioned suit be dismissed with prejudice as 22 against Mesa Wind Developers (erroneously named in the action as 23 Mesa Wind Corp. ) . 24 Dated: April 22 , 1985 WILLIAM J. ADAMS, CITY ATTORNEY CITY OF PALM SPRINGS; and 25 BURKE, WILLIAMS & SORENSEN 26 27 By A ine ~K—a'-t`he��inel�E.�one� � 28 Attorneys for Plaintiffs -2- 1 Dated: April 22 , 1985 MORRISON & FOERSTER 2 3 /� / �J / 4 By .NY?/V_Ur1_V;�'G ! // z Richard D. Fyhel 5 Attorneys for Defendant Mesa Wind Developers 6 7 8 9 10 11 ORDER 12 IT IS HEREBY ORDERED that the above-captioned suit is dismissed 13 with prejudice as against defendant Mesa Wind Developers (named 14 in the action as Mesa Wind Corp. ) . 15 Dated: APR 2 ` 19g5 16 17 18 ?�+��r, C�r�,y,r��,n� ;° r, 3r William M. Byrne, Jr. 19 United States District Judge 20 21 22 23 24 25 26 27 28 RELEASE OF ALL CLAIMS KNOW ALL MEN BY THESE PRESENTS: That DEAN WITTER REYNOLDS INC. ( "DWRI" ) , for the sole consideration of the execution by plaintiffs in The City of Palm Springs, etc . , et al . v. Donald Paul Hodel, et al_ , United States District Court, Central District of California, Civil Action No. 85-2114-WMB(Tx) ( "the Action" ) , of a Settle- ment Agreement dated as of April 19, 1985, by the plaintiffs CITY OF PALM SPRINGS, FRANK M. BOGERT, RICHARD SMITH, WILLIAM FOSTER, ELI BIRER and LLOYD MARYANOW (collectively "CITY" ) with defendant MESA WIND DEVELOPERS and other parties in- volved in the purchase and operation of wind turbine genera- tors by the Zond-PanAero Windsystem Partners I and Zond-PanAero Windsystem Partners II, which are both California limited partnerships, in which DWRI has a financial interest, does hereby and for itself, and its affiliates, subsidiaries, successors and assigns, acquit and forever discharge CITY, its agents, officers, employees and successors in interest from any and all claims, actions, causes of action, demands, rights, damages, costs, expenses and compensation whatsoever, which DWRI now has or which may hereafter accrue on account of or in any way growing out of any and all known and unknown, foreseen or unforeseen damage and the consequences thereof resulting or to result from the institution and maintenance of the Action. 1 • • It is understood and agreed that this settlement is in compromise of disputed claims, and that the execution of said Settlement Agreement is not to be construed as an admission of liability on the part of CITY and that CITY denies liability therefor and intends merely to avoid litiga- tion and buy its peace. It is further understood and agreed that all rights under Section 1542 of the Civil Code of California and any similar law of any State or territory of the United States are hereby expressly waived. Said Section reads as follows: 1542 . Certain claims not affected by general release. A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor. The undersigned hereby declares and represents that in making this Release it is understood and agreed, that the undersigned has relied wholly upon independent legal advice and the undersigned' s judgment, belief and knowledge of all of the circumstances and is made without reliance upon any statement or representation of CITY or its representatives, or by any other person acting for CITY. The undersigned further declares and represents that no promise, inducement or agreement not herein expressed has been made to the undersigned, and that this Release contains the entire agreement between the parties hereto, and 2 0 0 that the terms of this Release are contractual and not a mere recital . THE UNDERSIGNED HAS READ THE FOREGOING RELEASE AND FULLY UNDERSTANDS IT. Executed this 61- dayA o£ weaAjf 1955 . p DEAN WITTER REYNOLDS INC. BY Anders J. Maxwell Managing Director, Investment Banking APPROVED AS TO FORM: CRAVATH, SWAINE & MOORE By L C 4,4 J&.7 Paul C. Saunders Attorneys for Dean Witter Reynolds Inc. 3 v , r UNITED STATES DEPARTMENT OF THE INTERIOR BUREAU OF LAND MANAGEMENT California Desert District 1695 Spruce Street Riverside, California 92507 RIGHT-OF-WAY GRANT Serial No. CA 11688-A Pursuant to Title V of the Federal Land Policy and Management Act of 1976 (43 U .S.C. 1761) , and the authority vested in the undersigned by Bureau Order No. 701 , as amended , January 21 , 1977 (42 F.R. 3901) , and the regulations in Part 2800, Title 43, Code of Federal Regulations the UNITED STATES OF P&IERICA (hereinafter referred to as Grantor) , acting through the Bureau of Land Manage- ment of the Department of the Interior, hereby grants, subject to valid existing rights, to PANAERO CORPORATION, Union Plaza Building, Suite 411 , 200 Union Boulevard, Denver, Colorado 80228 (hereinafter referred to as Grantee) , a right-of-way across and on those certain Federal lands depicted on the map attached hereto and identified as Exhibit B, for the construction, operation and maintenance of a wind energy generation electrical system, transmission lines, associated structures and access roads within the area of this grant. In consideration of the mutual covenants hereinafter set forth, the Grantee and Grantor agree as follows: Nature of Grant By this instrument , the Grantee receives a possessory, nonexclusive right to use certain Federal lands as depicted on the map attached as Exhibit B for the purpose of construction, operation, maintenance, of those facilities specified in this grant. The Grantee shall have the exclusive right to develop, produce, utilize and sell wind energy resources on -these subject lands. Reservation of Certain Rights to the United States A. The United States reserves and shall have a continuing right of access to any part of the lands (including the subsurface of, and the air space above, such lands) that are subject to the right-of-way, and a continuing right of physical entry to any part of the right-of-way, for inspection or monitoring purposes and for any other purpose or reason that is reasonably consistent with any right or obligation of the United States under any law, regulation, grant, or other authorization relating in whole or in part to_ all or any part of t�_e system. Any action by the United States shall not compromise or interfere with the construction, operation or maintenance of the wind energy system. J EXHIBIT, A ! r B. There is reserved to the United States the right to issue or grant addi- tional use authorizations to third parties for compatible uses on, or adjacent to, the land subject to the right-of-way. C. The Grantee has the right to employ those measures that it dean necessary to protect the security of the system as approved by the Authorized Officer , including related facilities, and may request that any individual wbo purports to act on behalf of the United States, pursuant to subsections A and B of this section, furnish it with written authorization from the Authorized Officer. Location and Limits of Right-of-Way The location of the right-of-way hereby granted is depicted on the map as set forth in Exhibit B for the following described lands situated in the County of Riverside, State of California. Alta Mesa: Approximately 68 acres in Section 4, T. 3 S. , R. 3 E. , SB&M; North Whitewater : Approximately 409 acres in Sections 27 , 33, and 34, T. 2 S. , R. 3 E. , SBBM. Prior to construction, the Grantee shall furnish BLM a map showing the surveyed location and size (acres) of the right-of-way issued in conjunction with this grant. Any rental payment due to the Grantor based on the size (acreage) of the right-of-way grant shall be adjusted to conform with the surveyed findings upon approval of the Authorized Officer. Duration of the Grant A. The right-of-way grant shall be for a primary term of twenty (20) years from the effective date of this grant and so long thereafter as wind energy is produced or utilized in ccumercial quantities, but shall in no event continue for more than ten (10) years after the. end of the primary term unless prior thereto it is relinquished, abandoned, or otherwise terminated pursuant to the provisions of this grant or any applicable Federal law or regulation. If at the end of that ten-year period wind energy is being produced or utilized in caner-- cial quantities, and the granted lards are not needed for other purposes, the Grantee shall have a preferential right to a renewal of this right-of-way for a thirty-year term in accordance with such terms and conditions as the Grantor deers appropriate. B. Notwithstanding the expiration or any renewal of this grant or its earlier relinquishment, abandonment, or other termination, the provisions of this grant, to the extent applicable, shall continue in effect and shall be binding on the Grantee, its successors or assignees, wltil they have fully perforTu-d their respective obligations and liabilities occurriny before or on account of the expiration or prior termination, of the grant. Ter�nination In the case of non-compliance, by the Grantee, with the terms and conditions of this ,right-of-way grant, the Grantee will be required to comply within thirty (30) days from the notice of non-compliance. The Grantor will have the option, at the end of thirty days, to terminate this right-of-way grant if Grantee has not complied. Stipulations The stipulations set forth in Exhibit A,. attached hereto, are incorporated into and made a part of this Grant as is the Notice to Proceed, the Construction, Operations, and Maintenance Plan, the stipulations placed upon the Construction, Operations, and Maintenance Plan, and the parcel map specified in Exhibit B, as fully and effectively as if they were set forth herein in their entirety. Reimbursement of Costs As a condition to the grant of this right-of-way grant and related facilities, the Grantee shall pay in advance to the Grantor such surrrs as the Secretary shall determine to be required to reirrfuurse the DepartJrent for all reasonable adminis- trative and other costs hereafter incurred directly or indirectly by the Depart- ment of the Interior for: (1) processing applications filed by the Grantee in connection with the right-of-way granted by this document, including the prep- aration of special studies; and (2) in inspection and monitoring the construc- tion, operation, maintenance, and termination of all or any part of the right-of- way and related facilities. Rental A. The Grantee shall pay to the United States an annual rental payable in advance. One-fifth of the first year's rental is to be paid prior to the execu- tion of this grant. The remaining amount of the annual rental shall be due and payable no later than eleven (11) months from the date of this grant. The Grantee shall make each subsequent annual rental payment on or before the next preceding anniversary of the effective date of this grant. The annual rental payment shall be in the amount of $345, 950.00, except as otherwise provided following the ad- 3ustrrent in acreage as a result of the required survey and also as provided in subsection D of this section. The respective annual rental payment collected from each parcel will be: Alta Mesa: $137,360.00 based on $2,020 per acre. North Whitewater: $208,590.00 (Rental fee will be temporarily reduced to $145,350.00 as explained in sub- section D of this section) based on $510 per acre. 3 B. In addition, the Grantee shall pay the Grantor a royalty of two (2) percent of the gross revenue received from the sale of energy produced from the wind resource under such right-of-way if the annual rental payment is less than the royalty. If the royalty provision becomes applicable within the year, the rental payment for that year shall be applied toward the royalty payment. The royalty shall be due and payable monthly on the last day of the month next following the month in which electrical energy is sold , unless the Grantor designates a later time. C. Rentals and royalties hereunder may be readjusted in accordance with the Act and regulations to rates not in excess of the rates provided therein, and not less than five (5) years from the effective date of this grant. D. Rental payments for the North Whitewater parcel shall not be assessed for that portion of the parcel , approximately 124 acres, which is located within the Wnitewater Wilderness Study Area (WSA) until such time as Congress decides upon the WSA's wilderness suitability. Diligent Development A. Grantee shall diligently proceed with development of the wind energy re- source. Diligent development means development on or related to the granted right-of-way, including, but not limited to the execution of a contract of sale within two (2) years of the effective date of this grant for the energy produced with a utility. Development shall proceed in accordance with the schedule contained as part of the Construction, Operations, and Maintenance plan approved by the Grantor. B. If the Grantee fails to develop the wind resource within the prescribed time or to prosecute diligently construction of the number of turbines as provided in the plan above, the Grantor may cancel this grant and require the Grantee to forfeit in full its bond (43 CFR 2803. 1-3, 2803.1-4) . C. The Construction, Operations and Maintenance Plan shall be submitted to the Grantor for approval no later than twelve (12) months from the effective date of the grant and 30 days prior to construction, unless otherwise provided by the Authorized Officer. Release of Right-of-Way A. In connection with the relinquishment, abandonment, or other termination before the expiration of this grant, of any right or interest in the right-of- way, and/or in the use of all or any part of the lands subject to the right-of- way, the Grantee shall execute promptly and deliver to the BLM a valid instru- ment of release in recordable form, acceptable to the Authorized Officer, wfiich shall be executed and acknowledged with the same formalities as a deed. B. Each release shall be accompanied by such resolutions and certifications as the Authorized Officer my require in connection with the power or the authority of the Grantee, or of any officer or agent acting on its behalf, to execute, acknowledge, or deliver such release. 4 C. Relinquishment of this grant or any portion of the granted area shall not relieve the Grantee or its surety from any liability for breach of any obliga- tion under this grant, including the obligation to make payment of all accrued rentals and royalties accrued up to the date of relinquishment and to place all facilities on the granted lands to be relinquished in condition for suspension or abandonment, and to protect or restore the land so far as it is reasonably possible to do so, to its original condition to the satisfaction of the Grantor. Removal of Property on Termination or Expiration of Lease A. Upon the termination or expiration of this grant in whole or in part , or the relinquishment of the grant in whole or in part, as herein provided, the Grantee shall within a period of six (6) months thereafter remove from the granted lands, no longer subject to the grant all structures , machinery, equipment, and materials in accordance with applicable regulations and orders of the Grantor. B. Any structures, machinery, equipment, tools , appliances, and materials, subject to removal by the Grantee, as provided above, which are allowed to remain on the granted lands shall become the property of the Grantor on expira- tion of the six-month period or any extension of that period which may be granted by the Grantor. If the Grantor directs the Grantee to remove such property, the Grantee shall do so at its own expense, or if it fails to do so within a reasonable period , the Grantor may do so at the Grantee's expense. Liability A. The Grantee shall be liable for damage or injury to the United States and third parties to the extent by Section 504(h) of the Federal Land Policy arm Management Act of 1976 (43 U.S.C. 1764) . Within the limitation specifies herein, the Grantee shall be held to a standard of strict liability for da;age or injury to the United States or third parties resulting from construction, operation, maintenance, and termination of activities within the right-of-way area; provided; the Grantee shall file with the Grantor and maintain at all times a bond or insurance policy in the amount of one million dollars ($1 ,000,000) as a condition to the issuance of this grant. The bond or security shall be furnished to the Authorized Officer no later than 30 days prior to construction. B. The Grantee shall abate any condition existing with respect to the construc- tion, operat.ion, maintenance, or termination of the system that causes or threatens to cause serious and irreparable harm or damage to any person, struc- ture, property, land , fish and wildlife and their habitats, or other resource. Any structure, property, land, fish and wildlife habitats, or other resource harmed or damaged by the Grantee in connection with the construction, operation, maintenance or termination of the system shall be reconstructed, repaired , and rehabilitated by the Grantee to the satisfaction of the Authorized Officer. The Grantee shall be liable to third parties in accordance with applicable laws for loss or dam ge to property of others or for bodily injuries' to or the death of any person arising from or connected with the construction, operation, main- tenance, or termination of the system. 5 G. The Grantee shall be liable to the United States for any damage suffered by the United States resulting from the construction, operation, maintenance, or termination of the system, except where such damage is caused by employees of the United States acting within the scope of their authority. lnmediately upon written notice by the Authorized Officer of the nature and amount of such damage to the United States, the Grantee shall reimburse the United States therefore. D. The Grantee further shall indemnify and hold harmless the United States, it agents, and employees against and from any and all demands , claims , or liabil- ities of every nature whatsoever arising directly or indirectly from or in any way connected with any or all of the following: (1) the construction, operation, maintenance, or termination of the system; (2) the approval by the United States or any agent thereof of any design, plan, construction mode, or research per- taining to the system or any part thereof; and (3) the use or occupancy whether authorized or not, by any person of any Public land which is the subject of any grant or right granted to the Grantee in connection with the system. Bond A. Grantee shall file with the Grantor and maintain at all times a security acceptable to the Authorized Officer to ensure the obligations imposed by this grant. The amount of the security shall be established in accordance with the Grantee's plan of operation as approved by the Authorized Officer. The security shall be maintained by means of a reserve escrow account, bond , insurance policy, or any combination of the aforementioned. This security shall be furnished as a condition to the issuance of this grant no later than thirty (30) days prior to construction. B. Notwithstanding the provisions of subsection A above, the security .miount may be reduced in accordance with the Act and regulations not less than five (5) years from the effective date of this grant, so long as wind energy is produced and utilized in commercial quantities. Rights of Third Parties Nothing in this grant shall be construed to affect any right or cause of action that otherwise would be available to the Grantee against any person. The United States and the Grantee do not intend to create any rights under this grant that may be enforced by third parties for their own benefit or for the benefit of others. Right of United States to Perform If, after thirty (30) days, or in an emergency such shorter period as shall not be unreasonable following the making of a demand therefore by the Authorized Officer, the Grantee (or its agents, employees, contractors, or subcontractors) shall fails or refuse to perform any of the actions required by the provisions listed in this grant and the stipulations, the United States shall have the right, but not the obligation, to perform any or all of such actions and the - Grantee agrees to indemnify the United States for any and all costs or obliga- tions incurred by the United States in performing any such obligations of the Grantee under this right-of-way grant. 6 Insolvency If any time there shall be filed by or against the Grantee or any guarantor furnishing a guaranty; in any court of competent jurisdiction, a petition in bankruptcy or insolvency or for reorganization or for the appointment of a receiver or trustee of all or a portion of the Grantee's or such guarantor's property, or if the Grantee, or any such guarantor , makes an assignment for the benefit of creditors or takes advantage of any insolvency act, and in the case of an involuntary proceeding, within sixty (60) days after the initiation of the proceeding the Grantee or such guarantor fails to secure a discontinuance of the proceeding, the Authorized Officer may, if he so elects, at any time thereafter, declare such to be a breach of this grant or , in cases involving a guarantor, the Grantee for which the guaranty was furnished. Liens The Grantee shall not cause or allow any liens to be placed on the Public lard covered by the right-of-way in connection with the construction, operation, maintenance, or termination of all or part of the system. Assignment The Grantee may after obtaining written consent of the Authorized Officer, assign in whole or in part any right, title, or interest in the right-of-way or in this right-of-way grant. All terms and conditions of this right-of-way grant shall be binding upon the successor of the assignment. Inspection The Grantee shall keep open at all reasonable times for the inspection of any authorized representative of the Grantor the granted lards and all wind turbine generators, improvements, machinery and fixtures therein and all production reports, maps, records, books, and accounts relative to operations under the grant, and surveys or investigations of the granted lands. Reports and Other Information At such times and in such form as the grantor may prescribe, the Grantee shall submit reports containing the data which it has collected through the monitoring of air, lard, and water quality and all other data pertaining to the effect an the environment by operations under the lease. The Lessee shall also comply with such other . reporting requirements as may be imposed by the Authorized Officer. The Grantor may release to the general public any reports, maps, or other information submitted by -the Grantee unless the Grantee shall designate that information as proprietary and the Authorized Officer shall approve that designation. Certification of Nonsegregated Facilities By accepting this grant, Grantee certifies that Grantee does not and shall not maintain or provide for Grantee's employees any segregated facilities at any of Grantee 's establishments , and that Grantee does not and shall not permit Grantee's Employees to perform their services at any location, under Grantee's control , where segregated facilities are maintained . Grantee agrees that a breach of this certification is a violation of the equal opportunity clause of this grant. As used in this certification, the term "s gregated facilities" means, but is not limited to, any waiting rooms, u,urk areas, rest rams and wash rooms, eating areas, time clocks, locker rooms and other storage or dressing areas, parking lots, drinking fountains, recreation or entertainment areas, transportation, and other facilities provided for Employees which are segregated by explicit directive or are in fact segregated on the basis of race, color, religion, or national origin, because of habit, local custom, or otherwise. Grantee further agrees that (except where Grantee has obtained identical certi- fications from proposed contractors and subcontractors for specific time periods) Grantee shall obtain identical certifications from proposed contractors and subcontractors prior to the award of contracts or subcontracts exceeding $10,000 which are not exempt from the provisions of the equal opportunity clause; that Grantee shall retain such certifications in Grantee's files; and the Grantee shall forward the following notice to such proposed contractors and subcontractors (except where the proposed contractors or subcontractors have submitted identical certification for specific time periods) . "NOTICE TO PROSPECTIVE CONTRACTORS AND SUBCONTRACTORS OF REQUIREMENT .FOR CERIIFICATION OF . _ NONSEGREGATED FACILITES." A Certification of Nonsegregated Facilities, as required by the order (32 F.R. 7439 , May 19 , 1976) on Elimination of Segregated Facilities, by the Secretary of Labor , must be submitted prior to the award of a contract or subcontract exceeding $10 ,000 which is not exempt fr® the provi- sions of the equal opportunity clause. The certification may be submitted either for each contract and subcontract or for all contracts and subcontracts during a period (i.e. , quarterly, semiannually, or annually) . Nondiscrimination and Equal Employment opportunity Grantee shall comply with the provisions of Executive Order 11246 of Sept Ember 24, 1965, as amended. Covenants Independent Each and every covenant contained in this grant is, and shall be deemed to be, separate and. independent of, and not dependent on, any other covenant contained in this grant. Partial Invalidity If any part of this grant is held invalid or unenforceable, the remainder of this grant shall not be affected and shall be valid and enforceable to the fullest extent permitted by law. Waiver Not Continuing The waiver by any party hereto of any breach of any provision of this grant by any other party hereto, whether such waiver be expressed or implied, shall not be construed to be a continuing waiver or a waiver of, or consent to, any subsequent or prior breach on the part of such other party, of the sane of any other provision of this grant. Unforeseen Conditions Unforeseen conditions arising during construction, operation, maintenance, or termination of the wind energy system may make it necessary to revise or a-,ard this grant, including the Exhibits hereto, to prevent damage to the envirornniient, impairment of the physical integrity of the project, or hazards to public health and safety. In that event, the Grantee and the Authorized Officer shall agree as to what revisions or amendments shall be made. Section Headings The section headings in this grant are for convenience only, and do not purport to, and shall not be deemed to, define, limit, or extend the scope or intent of the section to which they pertain. Authority to Receive Grant The Grantee represents and warrants to the United States that : (1) it is duly authorized ard empo�red under the applicable laws of the State of its incor- poration and by its charter and by-laws to perform pursuant to this grant in accordance with the provisions hereof; (2) its board of directors, or duly authorized executive couittee, has duly approved, and has duly authorized, the execution, deliver, and performance by it of this grant; (3) all corporate and shareholder action that may be necessary or incidental to the approval of this grant and the due execution, delivery, and performance hereof by the Grantee has been taken; and (4) that all of the foregoing approvals, authorizations, and actions are in full force and effect at the time of the execution and delivery of this grant. Compliance Failure of the Grantee to ccmply with any provisions of this grant or any applicable provision of Title V of the Federal Land Policy and Management Act of 1976, 43 U.S.C. 1761, shall constitute grounds for supension or termination of this grant. Effective Date This grant shall be effective on date herein stated . In Witness Whereof, the parties hereto have duly executed this agreement. UNITED STATES OF �A-ERICA Date a d E. Hiil2er District Manager California Desert District Bureau of Lard Managament PANAERO CORPORATION Title: President 10 I E GIIBIT A TERMS AND OaNDITIONS OF GRANT A. Definitions: As used in these Stipulafions and elsewhere in this Grant: "D_,partamst" means the United States Departsnent of the Interior. "Secretary" means the Secretary of the Department of the Interior. "Bureau of Land Manage:mnt" means the agency of the Departrrunt to whom the Secretary has delegated the authority to act on his behalf. "Authorized Officer" (AO) means the State Director of California, Bureau of Land Management, or a person delegated to exercise his authority with respect to this Grant for the land under their jurisdiction. "Grantee" means: PANAERD CORPORATION!, pursuant to section 8 f herein. "Public lands" means any lands or interest in land owned by the United States and administered by the Secretary through the Bureau of Land Manage- ment, without regard to how the United States acquired ownership, except: (1) lands located on the Outer Continental Shelf; and (2) lands held for the benefit of Indians, Aleuts and Eskimos. "San Gorgonio Pass Wind Energy Project" means the site and related facil- ities used for the wind energy generated electrical system and for which this right-of-way is granted which crosses or is located on Public lands. "Related Facilities" means those structures, devices, improver,r-nts, and sites, the substantially continuous use of which is necessary for the operation or maintenance of the system which is located on Public lands and which is authorized under Title V of the Federal Land Policy and Managem nt Act of October 21, 1976 (90 Stat. 2776;. 43 U.S.C. 1761) . "Right-of-Way" means the Public lands authorized to be used or occupied pursuant to this Right-of-Way Grant. "Right-of-Way Grant" means an instrlu,ant issued pursuant to Title V of the act authorizing the use of a right-of-way over, upon, under or through Public lands for construction, operation, maintenance and termination of this project, including terms and conditions in Exhibits A and B, in the "Notice to Proceed," and in the Construction, Operations and Maintenance Plan. 77 "Access Roads" means the roads constructed or used by the Grantee for ingress and egress to the right-of-way. "Notice to Proceed" means a written authorization to initiate construction of the facilities approved under this grant and may include site-specific stipulations which shall become a part of the Right-of-Way Grant. "Construction, Operations and Maintenance Plan" comprises the complete design documents for the wind energy generated electrical system and access roads. It shall include contract plans and specifications , proposed construction methods, schedules, and restoration procedures, and other considerations pertinent to design and project life expectancy. "System" means the Wind Energy Generated Electrical System authorized under this Grant. "WIG" means Wind Turbine Generator and is defined as a machine that con- verts the kinetic energy in the wind into a useable form of electrical or mechanical enrgy. The total height of the WTG includes the height of the tour and th furthest vertical extension of the blade assemblage. Under this grant a small WTG is defined as a machine standing 155 feet or less in total height, a medium WTG is defined as a machine standing between 155 and 250 feet in total height and a large WIG is defined as a machine standing 250 feet or more in total height. "Temporary use permit" means a revocable nonposs.essory , nonexclusive privilege, authorizing temporary use of Public lams in connection with construction, operation, maintenance, or termination of this project. "Facilities" means improvements constructed or to be constructed or used within a right-of-way pursuant to this Right-of-Way Grant. "Stipulations" means the conditions under which this Grant is issued in addition to the regulations in 43 CFR and other laws that apply. They include the stipulations contained in Exhibits A and b of this Grant and the site-specific stipulations to be added as a part of the Notice to Proceed, and the Construction, Operations, and Maintenance Plan. B. General Stipulations: 1. Liaison a. Grantee shall designate a representative for field operations who shall be the sole field representative of Grantee and Grantee' s contractors in dealings with the Authorized Officer; said representa- tive shall be empowered on behalf of Grantee and Grantee 's contrac- tors, subcontractors, and agents to cou=icate with the Authorized Officer and to receive and comply with all communications and deci- sions of the Authorized Officer. 19 b. Grantee shall keep the Authorized Officer informed of any change in the named Grantee and/or responsible representative, contractors, subcontractors, or agents, for field operations during construction of the Line and related facilities. c. Grantee shall keep the Authorized Officer informed of its prin- cipal place of business aid of the names and addresses of the prin- cipal officers at all times during the term of this grant; including these of contractor , subcontractor(s) and agents. 2. Authorized Officer Responsibilities: a. The Authorized Officer may, at any time, inspect the on-site _ construction and maintenance activities of Grantee in connection with the system. Official representatives of State and other Federal agencies may also inspect such activites if necessary to the perfor- mance of official duties which relate to the system to ensure ccmpli- ance with laws and regulations under their jurisdictions. If the Authorized Officer finds that the terms and conditions of the grant are not being complied with, construction may be halted until the Grantee complies. b. For purposes of information and review, the Authorized Officer may call upon Grantee at any time to furnish any or all data related to preconstruction, construction, and maintenance activiites undertaken in connection with the line. c. Except where the approval of the Authorized Officer is required before Grantee may commence a particular operation, neither the United States nor any of its agents or employees agrees, or is in any way obligated , to examine or review any plan, design, specification, or other document which may be filed with the Authorized Officer by Grantee pursuant to these terms and conditions (Exhibits A and B, Notice to Proceed, and the Construction, Operations and Maintenance Plan) . d. The absence of any comm✓nt by the Authorized Officer or any other employee of the United States with respect to any plan, design, specification, or other document which may be filed by Grantee with the Authorized Officer shall not be deemed to represent in any way whatever any assent to, approval of, or concurrence in such plan, design, specification, or ,other document, or of any action proposed therein. 3. Orders of the Authorized Officer a. The Authorized Officer may require the Grantee at any time to furnish any or all data relative to preconstruction, construction, operation, maintenance, and termination activities undertaken in connection with the Wind Energy System. b. Any decisions or approvals of the Authorized Officer which are required by these stipulations (Exhibits A and B, Notices to Proceed , and the Construction, Operations , and Maintenance Plan) to be in writing may in emergencies be issued orally, with subsequent confirma- tion in writing as soon thereafter as possible. C. Decisions of the Authorized Officer shall be effective upon issuance and receipt of the decision by the Grantee unless they specifically provide otherwise. 4. Preconstruction Conference a. Before construction begins, the Grantee's representative shall establish a suitable date with the Authorized Officer for a precon- struction conference. At the conference, the Grantee shall present the Construction, Operations, and Maintenance Plan, including but not limited to: Construction sequences, methods and equipment to be used in all phases. Location and extent of surface disturbing activities connected with each construction phase and restoration plans therefore. b. The Authorized Officer shall point out modifications, needs, and actions required to protect resource values and to facilitate con- struction activities consistent with the right-of-way grant, terns of the grant or subsequent amendments thereto. C. All construction personnel shall be given a preconstruction briefing by the Grantee's authorized field representative on the stipulations and conditions, as set forth in the right-of-way grant. 5. Plans and Programs a. Grantee shall submit to the Authorized Officer a comprehensive Construction, Operations, and Maintenance Plan for study and approval no later than twelve (12) months from the effective date and thirty (30) days prior to construction. The plan shall include but not be limited to the following: (1) air quality (2) blasting (3) , clearing (4) cultural, archaeological and paleontological resource protection. (5) environmental briefings (6) - erosion and sedimentation control (7) fire control (8) oil , waste, and hazardous substances control, cleanup and disposal. (9) excess material disposal (10) pesticides, herbicides, chemicals (11) solid waste management (12) quality assurance/control (13) restoration and removal (14) floodplain construction (15) surveillance and maintenance (16) visual resources (17) wildlife (18) road design and wind turbine construction, including engineering specifications (i.e. , WTG site surveys, substation and distribu- tion line system designs and locations) , borrow sites, stock- piling and storage areas, specific drainage devices and protec- tion methods, equipment needs, and rehabilitation measures . (19) proof of Federal, State and local permits (20) contingency plan. b. These plans and programs may be combined as appropriate. They shall be approved in writing by the Authorized Officer and shall be complied with by the Grantee. Any aspects of these plans and programs that have a significant impact upon other facilities shall be coordinated with the owners or permittees of such facilities during plan development. Coordina- tion means providing the facility owner, local interest, or permittee an opportunity to review and comment upon relevant parts of the plans and programs. The Grantee shall reasonably take these comments into consider- ation. Coordination does not necessarily mean concurrence unless otherwise provided herein. Upon completion of construction and transmission of power to the utility grid, the Authorized Officer may request that the maintenance plan be updated to meet changing conditions. Pmendments and revisions of the maintenance plan shall be approved by the Authorized Officer. 6. Notice to Proceed a. Grantee shall not initiate any construction activity on public lands without prior specific permission. Such permission shall be either by Notice to Proceed issued pursuant to this Grant, a Temporary Use Permit or other appropriate written authorization. b. Any Notice to Proceed shall permit construction activities only as therein expressly stated, and may contain such site-specific terms and conditions as the Authorized Officer deems- necessary to implement these stipulations. However, to the extent that the plans and programs submitted in accordance with Stipulation 5.a. contain adequate site-specific detail as determined by the Authorized Officer, no additional site-specific terns and conditions shall be imposed. c. The Authorized Officer shall not issue a Notice to Proceed until he has approved the on-the-ground locations of all WTG sites, related facilities, and temporary use areas. 15 I d. A Notice to Proceed shall be supported by: (1) the final Construction, Operations , and Maintenance Plan approved by the Authorized Officer; (2) all applicable reports and results of envirormental studies; (3) a detailed network analysis diagran (schedule) for the construc- tion segment or segments, including: all engineering and con- struction related activities and contingencies which reasonably may be anticipated in connection with the project (i.e. , data collection activities , submittal, review and approval activities, construction and postconstruction activities, schedule control techniques, and applicable permits required by State, County, and Federal agencies) . The analysis diagram shall be updated as required to reflect current status of the project. (4) a map or maps, prepared in such manner as shall be acceptable to the Authorized Officer , depicting the proposed location of: (a) the boundaries of all associated temporary use areas ; (b) all improvements, buried or above ground, that are to be constructed; (5) justification statements for all proposed design features or activities which may not be in conformance with these Stipu- lations. e. The Authorized Officer shall issue a Notice to Proceed only wren, in his judgement, applicable final designs and other submissions required by Stipulations 5.a. and 6.d. conform to these Stipulations. f. Prior to beginning construction, the Grantee shall furnish all con- tractors copies of these stipulations (Exhibits A and B, any add-on stipu- lations in the Notice to Proceed and the Construction, Operations , and Maintenance Plan) and explain the limitations imposed. 6. Modifications and Suspension a. During the preconstruction and construction periods, the Authorized Officer may require Grantee to make such modification of the system as he deems necessary to protect or maintain stability of geologic materials, fish and wildlife habitats, cultural resources, the environment, and the public interest, without liability or expense to the United States. In that event, Grantee and the Authorized Officer shall agree as to what revisions or amendments shall be made. If they are unable to agree, the Secretary of the Interior shall have final authority to determine the matter. 1 fi b. The Authorized Officer at any time may issue a written decision sus- pending any construction or maintenance activity of Grantee in connection with the line which, in the judgement of the Authorized Officer, imme- diately threatens serious or irreparable harm to life (including wildlife and aquatic life) , property, or the environment. In the event the Author- ized Officer determines that Grantee has failed or refused to comply with any provisions of this grant or any permit issued by the Department of the Interior in connection with the line, and after due notice including a reasonable time to rectify the problem, he may issue a written decision suspending any or all of Grantee's construction activities under said grant and permits. Grantee shall not resume such suspended activities until given written authorization to do so by the Authorized Officer . Any dispute arising under this grant shall be decided by the Authorized Officer. C. Any decision or approvals of the Authorized Officer whirls are required herein to be in writing may, in emergencies, be issued orally with subse- quent confirmation in writing as soon thereafter as possible, not to exceed 72 hours. 7. Appeals Decisions of the Authorized Officer shall be effective upon receipt thereof by the Grantee unless specifically otherwise provided in any decision. The regulations of the Department of the Interior relating to hearings and appeals, 43 M Part 4, and subpart 2804 are applicable to all appeals. 8. General Requirements a. All valid rights existing on the date of this grant shall be honored. b. The right-of-way herein granted shall be subject to the express covenant that it will be modified, adapted, or discontinued in accordance with the Act if found by the Secretary to be necessary, without liability or expense to the United States, so as not to conflict with the use and occupancy of the land for any authorized works which may be hereafter constructed thereon under the authority of the United States. C. Grantee shall survey and temporarily mark the exterior limits of the rights-of-way during construction in a manner that shall not result . in additional environmental damage. All activities directly or indirectly associated with the construction or maintenance of rights-of-way must be conducted within these_ limits unless prior notice has been given to BUM or the appropriate land-holding agency or individual and permission has been granted to extend activity beyond the limits of the right-of-way given by that agency or' individual. Each case must be approved individually. d. All surveying access along the proposed line shall use existing roads as much as possible with no roads bladed or cut without proper permits allowing for such construction. e. If, at any time, the Grantee wishes to reconstruct, significantly remodel, or modify any portion of the right-of-way hereby granted , or any of the improvement thereon, prior written approval of the Authorized Officer must be obtained. No such approval shall be given unless the request is fully justified by Grantee and is authorized by law. kh ere necessary, Grantee shall make application under appropriate regulations. f. With regard to the location, construction, operations and maintenance of the wire energy system: (1) Grantee shall ensure full compliance with the terms and conditions of this grant by its agents, employees and con- tractors (including subcontractors) , and the employees of each of then; (2) unless clearly inapplicable, the requirements and prohibitions imposed upon Grantee by these terms and conditions are also imposed upon Grantee's agents, employees, contractors, and subcontractors, and the employees of each of then; (3) failure or refusal of Grantee' s agents , employees , contractors, and subcontractors, or their employees to comply with these terms and conditions shall be deemed to be the failure or refusal of Grantee; (4) Grantee shall require its agents, contractors, or subcontrac- tors to include these terms and conditions in all contracts and subcon- tracts which are entered into by any of them together with its agents, employees, contractors, and subcontractors, and the employees of each of them shall likewise be bound to comply with these terms and conditions. g. Grantee shall comply with applicable Federal, State, and local laws and all regulations issued thereunder, existing or hereafter enacted or promulgated , affecting in any manner construction, operation, maintenance, or termination of the system. h. Grantee acknowledges and agrees that the grant of this right-of-way shall be subject to the express condition that the exercise thereof will not unduly interfere with the management, administration, or disposal by the United States of the lands affected thereby, and that he agrees and consents to the occupancy and use by the United States, its grantees , permittees, or lessees of my part of the right-of-way not actually occu- pied or required by the project, or the full and safe utilization thereof, for necessary operations incident to such management, administration, or disposal. i. Grantee shall make separate application, under applicable statutes and regulations, for additional authorizations to use or occupy public lam's or natural resources thereon (including, but not limited to sand and gravel) , in connection with the system. 9. Construction Requirements a. The Grantee shall assume all liabilities including, but not limited to, road location, soil and geologic stability, design, operations thereto, and maintenance thereafter. The Grantee shall be responsible and liable for identifying, prior to construction, all activities that may jeopardize human welfare or equi;ment that can be rectified through coordination with the Authorized Officer for approval. b. Tn e Authorized Officer reserves the right to approve, disapprove, limit, or specify given types of motorized equipment to be used within the right-of-way per se, or access road, for the purpose of construction, restoration, or maintenance. Grantee's needs to utilize specific equipment in specific areas within any given segment, as identified in the Construc- tion, Operations , and Maintenance Plan, must be identified and justified in writing to the Authorized Officer for approval. C. Grantee shall do everything reasonably within its power, both indepen- dently and on request of any duly authorized representative of the United States, to prevent and suppress fires on or near the lands to be occupied under the right-of-way, including making available such construction and maintenance forces as may be reasonably obtainable for the suppression of such fires. The applicant will comply with any fire plan submitted by the land management agency with jurisdiction over lands crossed by the project. During construction in areas where fire hazards exist, all vehicles and gas-pred equipment shall be equipped with spark arrestors. A fire o patrolman with a pumper-equipped pickup truck shall be on site where necessary. If required , fire-fighting equipment shall be located in cache boxes along the right-of-way at strategic locations. All welding, grinding operations and smoking privileges shall be controlled in fire danger areas. G.her wRather conditions create an extreme fire danger, construction opera- tions shall be limited or suspended in specific areas as required by the applicable authorizing agency. The grantee shall prepare a fire prevention and suppression plan and submit that plan for approval of the Authorized Officer no later than 30 days prior to construction. All project personnel shall be instructed as to individual responsibility in implementation of the plan. Federal, private, and State interests shall be compensated by the grantee for suppression and rehabilitation expenses as per existing statutes. d. Grantee shall repair such roads, fences, and trails as may be des- troyed or damaged by construction wark and shall build and maintain neces- sary and suitable crossings for all roads, trails, and fences that inter- sect the works constructed, maintained, or operated under this grant. e. Grantee shall consult with the Authorized Officer 72 hours in advance on any need to modify or deviate from the approved construction, operations and maintenance plan concerning any project elements; no precenstruction, construction, postconstruction, or maintenance activities shall ca-mence on public lards or lards that may have archaeological, cultural, or paleon- tological values, without prior approval of the Authorized Officer. f. The Grantee shall perform all system construction and operations in a safe and workmanlike manner so as to ensure the safety and integrity o the system, and shall at all times employ and maintain personnel and equipment sufficient for that purpose. The following measures shall help ensure compliance with Occupational Safety and Health Administration (OSHA) and provide for public and worker safety: io (1) Grantee shall take all measures to protect the health and safety of all persons affected by its activities performed in connection with the construction, operation, maintenance, and termination of the system, and shall immediately abate any health or safety hazards. (2) Grantee shall have a communications system that ensures the transmission of information required for the safe operation and maintenance of the system. (3) Grantee shall comply with speed limits established by the Author- ized Officer on all roads for purposes of dust-control and public safety. (4) Grantee shall perform dust-control measures on all roads, staging areas, borrow areas, heliports, etc. , when low visibility due to dust causes a safety hazard. (5) Grantee shall provide appropriate signing of roads and helicopter staging areas to provide for public safety, where considered necessary by the Authorized Officer. (6) Grantee shall place signs on substations to warn the public of high voltage. (7) Grantee shall provide warnings, flagmen, barricades, and any other safety measures that may be required by the Authorized Officer. (8) Blasting shall be used only men necessary. Where blasting is necessary, only certified employees shall use explosives or explosive materials. The transportation and use of explosives shall be in compliance with local, State and Federal regulations. Storage places for explosives and flammable material shall be marked "dangerous." All cork with explosives shall be performed in such a manner as to create no endangerment to life or property: blasting shall be blanketed in areas of human use, landowners in close proximity to the blasting shall be notified in advance so that livestock and other property can be adequately protected, a clearance shall be necessary prior to blasting to ensure that construction personnel and local residences are out of danger, and blasting shall be controlled or limited where damage to rock masses may create slope instability. (9) Perimeter fencing shall be required around wind turbine gener- ators where access is provided to the WM support structure creating a safety problem. (10) All underground transmission lines shall be designed to withstand rupture or be rapidly repairable. (11) Grantee shall design all WTGs, switch yard facilities , and service buildings to meet the Riverside County Uniform Building Code. A review of those facilities shall be conducted by Riverside County at the expense of the Grantee. In (12) The grantee and grantor will make every effort to discourage the discharging of long range firearms on Public lards within one (1) mile of the wind energy systems. (13) The Construction, Operations , and Maintenance Plan shall be accompanied by the following certifications: (a) The foundation, tower, and compatibility of the tower with the rotor and rotor-related equipment, shall be certified in writing by an engineer registered in the State of California that they conform with good ergineering practices and comply with the appropriate provisions of the Uniform Building Code that have been adopted by Riverside County. (b) The electrical system shall be certified in writing by a registered electrical engineer that it conforms with good engineering practices and complies with the appropriate provi- •-sions of the National Electrical Code that have been adopted by Riverside County. (c) Each WPG shall be equipped with both manual and automatic controls to limit the rotational speed of the blade below the design limits of the rotor. 10. Roads and Access Requirements a. Grantee shall permit free and unrestricted access to and upon the right-of-way for all lawful and proper purposes, except areas designated as restricted by Grantee with the consent of the Authorized Officer in order to protect public safety, wildlife, livestock or facilities constructed within the right-of-way. Specific sites (e.g. , archaeological sites, areas with threatened and endangered species, fragile watershed, etc.) , where construction equipment and vehicles shall not be allowed shall be clearly marked on the site by the Grantee before any equipment is brought in. The Grantee shall be responsible to assure that construction personnel are well versed in recognizing these markers and that they understand the restric- tions of equipment movement that are involved. b. Grantee shall restrict travel to the right-of-way and existing public roads. Cross-country motor vehicle travel is prohibited . C. k'ater-bars shall be constructed in roadways where determined necessary by the Authorized Officer. Roadside drainage ditches shall be constructed on access roads to reduce water flow and velocity. Drainage ditches shall be dug at intervals determined by the AO. Roads shall be 'but-sloped" as much as possible. Berms shall be reznved. d. Public land areas used for temporary access roads, equipment storage, and other construction activities shall be restored by Grantee to . the satisfaction of the Authorized Officer. 21 e, Design standards for the permanent access road shall be as stated in the San Gorgonio Pass Wind Energy Project Final Environmental Impact Statement unless otherwise approved by the Authorized Officer. f. Grantee shall not blade existing roads unless approved by the Author- ized Officer. 11. Air Quality and Noise a. Dust control measures, such as daily watering, shall be implemented on road-disturbed areas within one (1) mile of populated areas , during periods of heavy vehicular traffic, and in areas identified as powdery soil condi- tions. b. Equipment repair areas and construction yards to be located on Public lands will be at least one-half mile from the nearest residence or business to reduce impact on local residents. C. Grantee shall limit construction to daylight hours. d. No WTG, or combination of WTGs shall be operated so that the noise created exceeds the noise element standard in the Riverside County General Plan. 12. Use of Pesticides and Disposal of Waste Material a. Grantee shall comply with the applicable Federal and State laws and regulations concerning the use of pesticides (i.e. , insecticides, herbi- cides, fungicides, rodenticides, and other similar substances) in all activities/operations under this Grant. The plan must provide the type and quantity of material to be used; the pest, insect, fungus, etc. , to be controlled; the methods of application; the location of or storage and disposal of containers; and other information that the Authorized Officer may require. The plan should be submitted as part of the Construction, Operations and Maintenance Plan as provided herein. If the need for emergency use of pesticides is identified , the use must be approved by the Authorized Officer. The use of substances on or near the right-of-way shall be in accordance with the approved plan. A pesticide shall not be used if the Secretary of the Interior has prohibited its use. A pesticide shall be used only in accordance with its registered uses and with other limitations if the Secretary has imposed limitations. Pesticides shall not be permanently stored on public lands authorized for use under this Grant. b. No dumping of oil waste, toxic materials, solid or liquid wastes shall be allowed except in authorized waste disposal sites. No burying of debris or waste materials shall be allowed except as specifically authorized by the Authorized Officer. The term "waste" as used here means all discarded matter , including but not limited to human waste, trash, garbage, refuse, oil drums, petroleum products, ashes, and equipment. Construction sites shall be maintained in a sanitary condition at all times, and garbage and refuse at those sites shall be disposed of promptly. A litter-policing schedule shall be followed on all roads associated with the project . 13. Geology, Soils and Mineral Resources a. Grantee shall avoid areas subject to mudflows, landslides, mudslides, avalanches, rock falls, and other types of mass movements when locating wind turbine generators and powerlines unless approved by the Authorized Officer. b. Grantee shall not locate any facility or structure within 50 feet from the trace of an active fault. C. The wind energy system shall be located to avoid impacting any active mining operations. d . No WTG shall be located on Public lands in excess of 25 percent slopes. e. Scalping of topsoil shall not be allowed except as approved by the Authorized Officer. When scalping is allowed, suitable topsoil and subsoil shall be scraped and stockpiled for reclamation use. f. Access roads shall be properly built in flood prone and flash flood areas to avoid erosion and gullying. g. Excess soil material created during pad construction shall be used as fill for roads or removed to a suitable dump site. :; Under no condition shall this material be disposed of at locations which could interfere with natural drainage channels. h. The design of the wind energy system shall provide for the control of erosion and sediment production, transport, and deposit. Erosion control measures, including the use of erosion control structures if necessary, shall be implemented on Public lands in accordance with the plans approved under Stipulation 5.a. Such plans shall be based on the runoff produced by the maximum rainfall rate and s=melt combination reasonably character- istic of the region and shall specify me as urea to avoid induced and accel- erated erosion; reduced sediment production and transport; and lessen the possibility of forming new drainage channels resulting from wind energy system activities. Permanent erosion control structures shall be designed to accommodate the occurrence of a standard project flood. 14. Vegetation a. At least thirty (30) days prior to construction, Grantee shall have conducted and submitted for approval by the Authorized Officer an intensive survey and inventory of rare plants within areas to be occupied by WTGs, access roads, and related facilities. The boundaries of rare plant popula- tions shall be staked and access roads and WTG sites rerouted to avoid these populations. Institutions and/or individuals conducting the inven- tory work shall be qualified and approved by the Authorized Officer . b. Vb ere vegetation needs to be cleared for construction but not for actual operations, it shall be clipped at ground level to allow resprouting. C. Vegetation moved during construction shall be shredded and disposed of at an approved dump site or stockpiled to be used as mulch for erosion protection, when required by the Authorized Officer. 15. Wildlife a. Grantee shall take all necessary precautions to protect wildlife species. b . Grantee shall be responsible for conducting any and all studies associated with bird migration or rare and endangered species (Coachella Valley fringe-toed lizard) as described in the Final EIS for the San Gorgonio Pass Wind Energy Project. C. The Grantee shall report any raptor electrocutions, discovered or reported on br near project facilities to the Authorized Officer. To minimize the potential of collisions and electrocution of raptors , the design of transmission and distribution lines shall conform to the guide- lines for raptor protection described in the Raptor Research Report No. 4, Raptor Research Foundation, Inc. , 1981. These guidelines provide design and modification of poles , cross arms, and wire placements to effect adequate separation of energized hardware; insulation of wires and other hardware where sufficient separation cannot be attained ; and management of eagle perching. In addition, all transmission and/or distribution lines should avoid crossing ridge tops and avoid bird and tower line collisions. 16. Land Use and Ownership a. No WIG shall be located such that the center of the tower is within a distance of one and one-half (1-1/2) times the rotor diameter from an east-west property line and three (3) rotor diameters fry a north-south property line. b. Notwithstanding the provisions of 16.1. above, the wind access set- back(s) shall not apply if an application is submitted with a legally enforceable agreement for the life of the right-of-way that the adjacent landowner agrees to the elimination of the wind access setback(s) and will not develop his land in such a way to decrease wind velocities or increase wind turbulence at the location of the proposed WTG siting. C. No WTG shall be located within 1.25 times the total wind turbine height from public highways, railroads, buildings, transmission lines (66 KV and above) , other structures, and developed springs. d. No WTG shall be located such that a transmitted microwave signal is directly impeded by a WIG or is within twice the bean width of the trans- mittir-C, antenna. e. Grantee shall take all necessary precautions to prevent television interference when siting WIGs. In those cases where a WIG is sited in the direct path between the receiver and television station and normal mitiga- tion is ineffective, the Grantee shall (1) pay initial hook-up fees for resident cable TV or, (2) install a TV translator, as approved by the Authorized Officer. f. Grantee shall take all necessary precautions to prevent interference to radio coanunnications . In those cases where WIG siting results in the interference of radio communication in critical areas, the Grantee shall move the WIG from the path of the transniting station and/or require the use of nonmetallic blades, as approved by the Authorized Officer. g. Grantee shall develop a contingency plan to resolve any complaints within the areas of audible or radio noise, television interference, and electrical (including electrc=rlet'ic and electrostatic) influence or, any equipment, instruments, and appliances caused by the siting of WTGs. The contingency plan shall also include a procedure to resolve complaints involving health and safety. The plan shall include an assigned complaint officer and telephone number published where interested persons can locate than readily. The plan shall accompany and be made part of the Construc- tion, Operations, and Maintenance Plan as provided for herein. h. Grantee shall develop a plan acceptable to the Federal Aviation Administration (FAA) for locating WIGS near aircraft traffic areas. Permit approval shall accompany and be made part of the Construction, Operations, and Maintenance Plan as provided for herein. i. Permittees and other regular users of public lands affected by the construction and operation of the wind energy system shall be notified in advance of any construction activity that may affect their use of the public lands. j . If necessary, induced voltage on conductive objects (such as fences, gates, cattleguards, and other metal objects or structures) shall be kept at safe levels through grounding or other appropriate corrective measures. k. The Grantee shall protect existing telephone, telegraph, and trans- mission lines, roads, trails, fences, ditches, and like improvements duri construction, operation, maintenance, and termination of the system. The Grantee shall not obstruct any road or trail without the prior approval of the Authorized Officer. Damage caused by the Grantee to public utilities and improvEments shall be promptly repaired by the Grantee to a condition which is satisfactory to the Authorized Officer. 1. Where access roads cross an existing gas pipeline, the Grantee shall provide additional surface material to maintain at least five (5) feet of cover or requirements as specified by the owner. M. For overhead distribution lines 34.5 KV and below, the right-of-way width shall not exceed 30 feet for one free-standing double-circuit wood pole. Any variations from these specifications shall require approval by the Grantor. n. The Grantee shall mark and protect against destruction, obliteration, or damage all cadastral survey markers, geodetic survey monuments, minipg claim markers which sere recorded under Section 314 of FLPMA, and mineral survey markers encountered during the construction, operation, mainte- nance and termination of the system. These unnuments are not to be dis- turbed; however, if any monuments, corners, or accessories are destroyed, obliterated, or damaged by such operations, the Grantee shall hire the appropriate County Surveyor or a registered lard surveyor to reestablish or restore at the same location the armaments, corners, or accessories using surveying procedures in accordance with the Manual of Instructions for the Survey of the Public Lands of the United States, and shall record such survey in appropriate County records. The Authorized Officer may prescribe in writing additional requirements for the protection of monuments, cor- ners, and bearing trees. o. The Grantee shall not use water from springs, wells, seeps, creeks, or streams which have been appropriated to Federal agencies or other users without the written authorization from the Authorized Officer or water rights owner. Any water used with the approval of the Authorized Officer or water rights owner shall be only for the specific purpose and duration described in writing by the subject parties. p. Grantee shall coordinate with the Desert Water Agency regarding water supply and sewage disposal plans. 17. Visual a. Metal surfaces of substations shall be dull. If paint or concrete is used it shall be of a dull surface and of colors complimentary to the surrounding landscape. b. Grantee shall paint all exposed facilities with colors selected for compatibility with the surrounding environment except where human safety considerations dictate otherwise. C. Grantee shall ensure that no paint or permanent discoloring agents are applied to rocks or vegetation for indicating survey or construction activity limits, points, etc. d. . All conductors shall be of nonspecular material unless otherwise approved by the Authorized Officer. e. Cut and fill slopes shall be shaped to existing land contours. All natural drainages shall be preserved. All clearings of construction areas 2f; - shall be free from and shall respond to the existing forms and shapes in the area ( i .e . , use of curvilinear shapes rather than rectilinear) . Temporary sites shall be kept as small as possible and shall be located in areas of minimum vegetation and slope. 18. Cultural Resources a. At least thirty (30) days prior to construction, the Grantee shall have conducted and submitted for approval by the Authorized Officer an intensive survey and inventory (BLM Class III) of paleontological, archaeo- logical, historical, and cultural sites within areas to be occupied by the wind turbine generators, access roads, and related facilities. Institu- tions and individuals conducting the inventory work shall be qualified and approved by the Authorized Officer to complete the archaeological inven- tory. All works undertaken shall be by an archaeologist with a valid Antiquities Act permit. b. Upon such approval of the inventory report by the Authorized Officer, the Grantee shall prepare and submit for approval a mitigation plan derived fr® the findings of the inventory which may include avoidance of cultural or paleontological sites, mitigative data collection, site-specific control of access and construction, monitoring recommendations, and salvage excava- tion. The mitigation plan shall be developed through consultation and coordination with affected Native American ccemunities. C. All sites shall be evaluated for possible inclusion on National Register of Historic Places and the applicant (with BLM concurrence s—nall complete the necessary documentation for nomination and submission to the State Historic Preservation Officer (SHPO) . Sites/districts that qualify for the National Register of Historic Places should be avoided by construction activity. avoidance is not teasin e, the applicant shall indicate this to BLM. Such notification shall be made prior to construction and shall include proposed mitigation measures . In such cases , a statement of effect in compliance with the Natural Historic Preservation Act, Section 106, shall be completed prior to the commencement of surface disturbance. d. The Grantee's project archaeologist shall flag the perimeters of those archaeological sites that are to be avoided. Flagging shall be done just prior to construction and removed as soon as construction activity has moved on. e. The Grantee shall determine, through the project archaeologist and in consultation with the BLM and SHPO, what protection measures shall be afforded individual archaeological sites during construction. f. Should evidence of previously undiscovered archaeological, historical, or paleontological materials be exposed by ground disturbance during construction, the Grantee shall suspend construction activities in the iunk-diate area, leave the materials intact, and notify the Authorized Officer immediately. The Authorized Officer shall engage a qualified professional to inspect and evalute the discovery within ten (10) working days. Avoidance measures , monitoring by a qualified professional, or salvage operation, if judged necessary by the Authorized Officer, shall be implemented by the Grantee and shall be completed and approved by the Authorized Officer prior to resuming construction in the area. The responsibility for, and the cost of, such avoidance, monitoring, or salvage operation shall be that of the Grantee. g. The Authorized Officer may require the relocation of WrGs, temporary or permanent access rods, or temporary facilities or work areas, if any, where relocation would avoid or decrease damage or destruction to archaeo- logical, historical, and/or paleontological values. h. 4kien necessary to relocate individual WTGs, access roads, or temporary facilities or work areas, as a result of survey, on-site avoidance deci- sions, or Grantee's approved request for relocation, Grantee shall resurvey the proposed new locations for archaeological, historical, and paleonto- logical remains and the results shall be provided the Authorized Officer prior to construction. i. Driving and other activities shall not be allowed in or near areas flagged as archaeological sites. In areas where the access roads are not in the right-of-way, travel and work shall be confined to the access roads. j . Paleontological resources shall be removed from the limits of the right-of-way to a location as directed by the Authorized Officer or his delegate. k. Avoidance of identified cultural resources is the preferred archaeo- logical mitigation. Archaeological salvage excavation, whether it be conducted during preconstruction mitigation or as an emergency operation during construction, shall be the chosen mitigation measure only when the Authorized Officer and an archaeologist on his staff can fully justify salvage excavation as a last resort, and when the Grantee can demonstrate that no other possible measure can be employed to preserve the site data in their original condition and context as found. 1. Collection or disturbance of artifacts and other archaeological, historical, and paleontological materials on or off the right-of-way by the Grantee, his representatives or employees shall not be allowed. Offenders shall be subject to prosecution under the appropriate State and Federal laws. C. Specific Stipulations 1 . Construction of wind turbine generators shall be limited to small-, medium-, or large-size machines as shown on map 2-6, in the San Gorgonio Pass Wind Energy Project Final Environmental Impact Statement unless otherwise provided by the Authorized Officer. 2. Prior to issuance of a Notice to Proceed, the Grantee shall test all large downwind WPGs for impulsive noise and submit the results of these tests to the Authorized Officer. No WTGs shall be sited that result in the generation of a "thimping" noise adversely affecting the habitation or use of any dwelling unit, hospital, school, library, or nursing home. 3. No large downwind WrGs shall be located closer than one-quarter (1/4) mile of a residence. 4. Develop Yucca Ridge with only large machines in designed arrays. 5. Use uniform machine types in Alta Mesa (Section 4, T. 3 S. , R. 3 E. , SBBM) . ri.J L Y W4 1A " T�W r. I " LwtT 7713 -1�:j �I J 24 -N �e L M EXHIBIT A ii�4� 3 -x 0� �.X % A- 11 688-A < 7� fD, tf:, y, I I'd, - .Gi 2 7- .1 �T— .liak, r I A ,21 Alta Mesa parcel ...... j :. FBI N. Whitawater parcel A -4 j L7 .4 Development DatE �Rj'Z1 Ifl, I .;,— Fz Within WSA- irred 0 14 J LI, ----------- --,I TN I I IT) 0 ...................... ........�\ .T T go 0011, 1F United States Department of the Interior ' D BUREAU OF LAND MANAGEMENT I. California Desert District 1N REPLY 1695 Spruce Street REFER To: Riverside, California •92507 2800 CA-11688A (C-066.21 ) AUG 15 1983 CERTIFIED MAIL # P12 6216987 RETURN RECEIPT REQUESTED Mr. Don Hardy, President Pan Aero Corporation Union Plaza Building, Suite 411 200 Union Boulevard Denver, Colorado 80228 Dear Mr. Hardy: We are pleased to issue your Notice to Proceed for Areas A, C and E of your plan of operations for right-of-way grant CA-11688-A. As stated in the enclosed Notice to Proceed, Pan Aero is allowed to fully develop Areas A and E as described in your plan of operations. The notice as it pertains to Area C authorized construction for the substation, control and maintenance buildings and yards. No construction of turbines or their access roads is authorized at this time for Area C. Also enclosed is the executed decision to amend your right-of-way grant. The details of amendment are now incorporated and made part of the grant. We share your enthusiasm for wind energy development in the San Gorgonio Pass and we hope that the remaining projects in the area will proceed as smoothly as yours. Sincerely, Gerald E. Hillier District Manager Enclosure Form 1S10-7 UNITED STATES lssuin office (December 19d4) DEPARTMENT OF THE INTERIOR California Desert District BUREAU OF LAND MANAGEMENT Date Contract or Right-of-Way number NOTICE TO PROCEED 8/16/83 CA-11688-A Contract or Rlaht-of-Nay name Certified/Registered Moil; Return Receipt Requested Alta-Mesa & N. Whitewater Wind Energy • Mr. Don Hardy, President • Pan Aero Corporation Union Plaza Building, Suite 411 NOTICE 300 Union Boulevard Denver, Colorado 80228 Uaa Certified or Registered malt, or hand deliver. Send or glve orirmal to Contractor or Right-of-Way Grantee. Distribute other copies as indicated after receipt date. You are hereby notified to proceed with work covered by the above-referecced contract. Performance time allowed in the contract will begin on the day following the date you receive this notice, as shown on the postal mail return receipt or by your signature below, if delivered in person. Leslie M. Cone is designated as Project Inspector for the Contract or Compliance Officer for Right-of-Way Grant. This Notice to Proceed authorizes Construction for Areas A, C, and E of the plan of operations. Areas A and E are to be fully developed as stated in the plan of operations. Construction of the substation, control and maintenance buildings and maintenance yards is authorized for Area C. Construction of wind turbine generators and their access roads is not authorized for Area C at this time. (Contracting Officer's Authorised Representative) BLM REPRESENTATIVE COMPLETES WHEN NOTICE IS DELIVERED BY MAIL Notice to Proceed received on the day of 19 CONTRACTOR'S OR RIGHT-OF-WAY GRANTEE'S ACKNOWLEDGMENT WHEN NOTICE IS DELIVERED IN PERSON (Date) (Signature of Recipient) (Name and Title) (Firm Name) L:ON'iiik(:` OR kILltt DI WAY (AOUJ:LL fi 4F o United States Department of the Interior ' BUREAU OF LAND MANAGEMENT California Desert District 1695 Spruce Street IN REPLY Riverside, California 92507 REFF.P.TO. 2800 CA-11688-A AUG 16 E83 (C-066.21) RIGHT-OF-WAY AMENDMENT GRANTED Details of Amendment Right-of-Way Grant CA-11688-A was issued to Pan Aero Corporation on January 26 , 1983. This decision anends the following terms and conditions of the grant. 1. In Exhibit A of the grant under definitions,the definition titled "Construction, Operations and Maintenance Plan" shall be changed to Plan of Operations. Plan of Operations will replace "Construction, Operations and Maintenance Plan' wherever it is stated in the grant. 2. In Exhibit A of the grant under definition, the definition titled "Grantee" shall be changed to read "Holder". Henceforth, c%Terever Grantee is stated in the grant will be replaced with Holder. 3. Under Location and Limits of Ri ht-of-Wa on Page 2 of the grant, the stipulation s a ane to rea : Location and Limits of Right-of-Way The location of the tight-of-way hereby granted is depicted on the map as set forth in Exhibit B of the Plan of !k)erations for the following described lands situated in the County of Liverside, State of California. Alta Mesa: Approximately 58 acres in Section 4, T. 3S. , R. 3E. , SBBM; North Whitewater: Approximately 382 acres in Sections 27 , 33, and 34, T. 2S. 9 R. 3E. , SBBM. Prior to construction, the Holder shall furnish BLM a map, included in the Plan of Operations, showing the location and size (acres) of the right-of-way issued in conjunction with this grant. Any rental payment due to the Grantor based on the size (acreage) of the right-of-way grant shall be adjusted to conform with the findings upon approval of the Authorized Officer. 2 4. Under Rental on Page 3 of the grant, the stipulation shall be amended to read: Rental A. The Holder shall pay to the United States an annual rental payable in advance. One-fifth of the first year 's rental is to be paid prior to the execution of this grant. The remaining amount of the annual rental shall be due and payable no later than eleven (11) months from the date of this grant. The Holder shall make each subsequent annual rental payment on or before the next preceding anniversary of the effective date of this grant. The annual rental payment shall be in the amount of $311 ,980.00, except as `otherwise provided following the adjustment in acreage as a result of the required survey and also as provided in subsection D of this section. 5. Under Bond on Page 6 of the grant, the stipulation shall be removed in its entirety. 6. Under Removal of��Pro Property on Termination or Ex iration of Lease, the word Lease sE=bechanged to rant. i�l•e stip ation s�1Toe amended as follows: Upon the termination or expiration of this grant in whole or in part, or the relinquishment of the grant in whole or in part, as herein provided, the Holder shall within a period of 30 days submit a plan for site recla- mation to the Authorized Officer. After the Holder receives approval for site reclamation, the Holder has six months thereafter to remove from the granted lards, no longer subject to the grant, all structures, machinery, equipment, and materials, in accordance with applicable regu- lations and orders of the Authorized Officer. No removal of structures, machinery, equipment and materials may be initiated without receiving written approval for site reclamation from the Authorized Officer. Any structures, machinery, equipment, and materials, subject to rival by the Holder, as a provided above, which are allowed to remain on the granted lands shall become the property of the United States on expira- tion of the six-month period or any extension of that period which may be granted by the Authorized Officer. If the Authorized Officer directs the Holder to move such property; the Holder shall do so at its own expense, or if it fails to do so within a reasonable period, the Authorized Officer may do so at the Holder's expense. If no site reclamation plan is submitted to the Authorized Officer within 30 days, or any extension of that period which may be granted by the Authorized Officer, from the date of termination or expiration of the grant, all structures, machinery, equipment, tools, applicances or materials located on the right-of-way shall bec:ane the property of the United States. 3 7. Under general stipulation B. 15. c. , amend the first sentence to read : The Holder shall report any raptor electrocutions, and raptor deaths asso- ciated to collision with WTG's, discovered or reported on or near project facilities, to the Authorized Officer. District Manager I certify that I am an Authorized Officer of Pan Aero Corporation and that I have reviewed and accept the details of the amendment for Right-of-Way Grant CA-11688-A. /'/w Signature Re S� Title-- Date e United States Department of the interior BUREAU OF LAND MANAGEMENT •" Indio Resource Area 1695 Spruce Street P f.Fi:P T0. IN REPLY Riverside, California 32507 2800 CA-11688 (C-066.21) ANR 0 9 1884 Mr. Ron Karabensh Pan Aero Corporation Union Plaza Building, Suite 411 200 Union Boulevard Denver, Colorado 80228 Dear Mr. Karabensh: I have enclosed a copy of the original decision and an amended payment schedule we originally sent to you in January. The corrections that we made pertain to the portion of your right-of-way within the wilderness study area (WSA) . Therefore, since development is deferred in the WSA and no rent is required, the amended schedule does not affect any payments you have previously submitted. Thank you for bringing this matter to our attention. Sincerely, Leslie ACTING FOR Leslie M. Cone Area Manager Enclosure cc: Mr. Donald E. Burns, Principal Appraiser Commercial & Industrial Division, 6th Floor 4080 Lemon Street Riverside, California 92501 aiifurni3 ,1s-rlct 14,96 S,,,rLce Str^�t kiversidf !, Czlifornia '.+ �v7 G+--I 1 J 7 Cur;or,,t ice _ni,.n Pid23 Suite ""A Z+� union eoulevartt AmAnced Ceiver, Colcraao 302ZS It nas bete oaterained that the Sareau of Lana kanagement (ELK) halos cniy a seell interest in the surface rights on 93.5 acres of night-cf-I.ay .,rant. CA-116,�S. Therefore, the `KA California State Office Appraisal staff nas c(=pwted that the manoeo rental for the 93.5 acres is $153.W per acre. This is a reaaction of 7= froa the original S514." per acre. The rental portion of, the right-of-ray grant is manced to read: Rental A. The Grantee shall pay to the United States an anneal rental payable in advance. One-fifth of the first years rental is to be paid prior to the executiae of this grant, The remaining aeeoeent of the aeenea) rental shall be due and payable no later than eleven (11) meths Eros the date of this grant. The Lrantee shall sake each subsegneeet anneal rental payment oa or before the next preceding araeiversary of the effective data of this grant. ,The F"al rental pammnt shall be in the aeowi; of $278,600.50, except as otherwise provided following the adjustment in acreage as a result of the required survey and also as provided in sub�ectian 0 of this section. The respective annual rental payment collected frog aseb parcel will be: Alta Mesa: S117,160.00 based as $2,020 per acre. Borth Yhitewater: $161,440.50 (Rental fee rill temporarily be reduced to S120,a41.50 as explained fee subsection 0 of "is section). The rental fat for the area oetside of the YSA is based on 227.5 acres at $510.00 per acre and 30.6 acres at $153.00 per acre. ;The rental fee for the area inside the 6U is ►aser en 319 acres at $610.00 per acre and 63 acres at $113.00 per acre., JAN 2 3 1984 GERAI n F. w1111ER eta str et ►eanager Watchel/l/16/94.mc.A.28.D.1 1 CA-11688 Payment Calculations Alta Mesa 1983 Payments 20% down payment = $27,472.00 Annual rental before August 16, 1983 = $137,360.00 (68 acres @ $2,020.00/acre) Jan. 26, 1983 to Aug. 16, 1983 = 203 days @ $376.33/day = $76,394.99 Annual rental after August 16, 1983 = $117,160.00 (58 acres @ $2,020.00/acre) Aug. 17, 1983 to Jan. 25, 1984 = 162 days @ $320.99/day = $52,000.38 Total 1983 rent = $128,395.37 Minus down payment = $100,923.37 due Dec. 25, 1983 North Whitewater 1983 Payments 20% down payment = $29,110.00 Annual rental before August 16, 1983 = (30.5 acres X $153.00) + (254.5 acres X $510.00) = ($134,461.50 deferred (93.5 acres X $153.00 + (315.5 acres X $510.00) = (for outside WSA) for entire grant) $134,361.50 = $368.39/day @ 203 days = $74,783.17 Annual rental after August 16, 1983 = (30.5 X $153.00) + (227.5 X 510.00) = ($120,691 .50 - outside WSA) deferred (93.5 X $153.00) + (288.5 X 510.00) = ($161,440.50 - entire grant) $120,691.50 = $330.66/day @ 162 days = $53,566.92 Total 1983 rent = $128,350.09 Minus down payment = $ 99,240.09 due Dec. 25, 1983 S y h( United States Department of the Interior I o BUREAU OF LAND MANAGEMENT California Desert District IN REPLY 1695 Spruce Street REFER TO. Riverside, California 92507 2800 CA-11688-A (C-066.21) APR 1 i W4 Mr. Don Hardy, President Pan Aero Corporation Union Plaza Building, Suite 411 200 Union Building Denver, Colorado 80228 Dear Mr. Hardy: Enclosed is our decision amending Right-of-Way Grant CA-11688-A to include your revised plan of operation. I have also enclosed the revised notice-to-proceed to coincide with the revised plan. We look forward to working with you during the construction and operation phases of your project . Sincerely, 'v I/V 4� Gerald E. Hillier District Manager ACTING Enclosures (2) 1. Decision 2. Form 1510-7 o United States Department of the Interior BUREAU OF LAND MANAGEMENT •'' California Desert District IN REPLY 1695 Spruce Street Hf:l ER Riverside, California 92507 2800 CA-11688-A APR 11 W4 DECISION Pan Aero Corporation Union Plaza Building, Suite 411 Right-of-Way 200 Union Boulevard Denver, Colorado 80228 Plan of 0 ;ration Ap roved rant Amended On March 20, 1984, the Holder submitted a revised plan of operation. The major change from the original plan of operation is the number of wind turbines, which will increase from 88 to 318. There will also be an increase of 11 acres disturbed, including an increase of 4 miles of roads to be constructed or upgraded. The overall acreage in the right-of-way grant (CA-11688-A) remains the same as does all other terms and conditions of the grant. The right-of-way grant is hereby amended to include the revised plan of operation as submitted. v V / Gerald Hillier District Manager ACTING Form 1510-7 UNITED STAI eS issuing Offic, Deceoiber 1981,) DEPARTMENT OF THE INTERIOR California Desert District BUREAU OF LAND MANAGEMENT Date Contract or Right-af-way number NOTICE TO PROCEED 4/6/84 1 CA-11688-A Contract or Right-of-iq name Alta Mesa, North Whitewater Cem find/Regis tared Mail; Return Receipt Requested • • Pan Aero Corporation Union Plaza Building, Suite 411 NOTICE 200 Union Blvd. Denver, CO 80228 Use Certified or Registered sseil, or head deuver. Send or give anginal to Contractor or Risht-of-tar Crsatee. Distribute other copies as indicated after veceipt date. You are hereby notified to proceed with work covered by the above-referenced contract. Performance time allowed in the contract will begin on the day following the date you receive this notice, as shown on the postal mail return receipt or by your signature below, if delivered in person. Leslie M. Cone • ia designated as Project Inspector for the Contract or Compliance Officer for Right-of--Nay Grant. This notice to proceed allows development of Alta Mesa Section 4, T. 3 S. , R. 3 E. , S.B.B.M. , and the North Whitewater Section 34, T. 3 S. , R. 3 E. , S.B.B.M. The development shall proceed as discribed in the revised plan of operations. No other Construction is authorized at this time. . Autharlsad Rapreseatativs) BLM REPRESENTATIVE COMPLETES WHEN NOTICE IS DELIVERED BY MAIL Notice to Proceed received on the day of 19 CONTRACTOR'S OR RIGHT-OF-WAY GRANTEE'S ACKNOWLEDGMENT WHEN NOTICE IS DELIVERED IN PERSON (Date) (signatu r e of Recipient) (Name and Title) (Firm Name) - WtS TRACTZ[ZZ C,. 1 i s?:?- : ',t' Y t=3f•.I;:t= et Anunxn roxM.yg lu_..) 111N lJJ6W 'A Wy APPLICATION FOR TRANSPORTATION AND FORM APPNOVED r r., c.x,•L. UTILITY SYSTEMS AND FACILITIES I'MD NO. IDLu_udtA nary ON FEDERAL 1 ANDS FOR ALENCY 115E ONLY ' NOTE Bcfare filing the.pplm.tim.,the applicant should completely mYlaw this package Application Numbcv And schedule .peappl¢atlon meeting with mlim cnt.l:ves of the agency respon- sible for pmeessing the application. Each agency may have specific and unique requirements to be met in preparing,and processmp the Application Manv limes, with I"e help of the agency mpmr,ritative, the Application can be completed At Data filed the preapphc.hon meeting. 1. Nikko,and addrus of aPpllranl(mrlude zip 2. Namr ullq and add,.—of IM1aneN a•In d TELPPIION ty��n_r_/,_ ,ad",, if d,fle.en,f-ro hem 1 forded. zip-- Applium PanAero Corporation PanAero Corporation (303) 200 Union Blvd. Suite 411 200 Union Blvd. Suite 411 985-8756 Denver, Colorado 8022B Denver, Colorado 80228 Authorized Agent R.S. Karabensh It. A.applir.nt Are tour frbi...J 5. Specify what application is for. (rbrrk onrJ is Ljlndrv,du.l ❑New authonvllon b. �Caepaatlo b. Renew e❑ orking Authorization No. lSf,Part....hip/A..pu.tion• . ❑Amend e.mOAAruthorizn,on No. it. [Sang G.—ner en,/sole Acme, d. 0 Assign existing authorization No.CA-116fl fl-A e. Lmad Commerce, e. ❑E"a,1„g use for which no amhoely,ion h..been,ecewed I. [_IFederal Agency 1. ❑Other• •1/rl er Ard,,orph re supp4mrmol page •1/rhrt knl, paned,drigds end'.Ivor) 6. If an individual,or partnership am you a cltmen(.)of the United Sales' ❑Yea ❑No T. Project description(describe In dngiU: (A) Type of .Y.lem or facility, (e.g, canal. pipeline, road).(b)related etmetoren and facd- rneu,le)Physical specifications flrnpih,mrdh,d,.dmf. Fln6(d)term of Years ..tied,(a)time of ye.r of o on,upevuon,(f)_hkor at aroaakin of Product to be ranaporled,(a)duration dm liing of canflruclioT uad Pit IemPork., worn .,a.. needed I., conxlruclrooe (nu.ch addnm...l.bens, i/-ddumnuf spore it needed.) PanAero Corporation wishes to assign all of the Right-of-Way Grant CA 11688-A to Mesa Wind Developers, a California Joint Venture, composed of Zond Systems, Inc., a California Corporation and PanAero California, Ltd., a California limited paIttnership. PanAero Corporation is the general partner and AV Wind Energy II, a California Corporation, is the limited partner of PanAero California, Ltd. The: address of Zond Systems, Inc. is: 112 So. Curry Street Tehachapi, California 93561 The address of AV Wind Energy II is: c/o AeroVironment, Inc. 145 Vista Avenue Pasadena, California 91107 E. Allach e•ap covering area and show lovalron of.......pen,oaal 9 $late orjoul g emoryonl approval: ❑Atacbetl r❑Applied for �Not mymretl ILL Noartrurnable AppLemm�lee' [:]Attached 'iNolmpur.ed Il. Dina AmJ-cl vo a. m,meo ronal bountlary o alfea mamul mnal waarwryxr Dyer E<IN. fl/'v mdn,n,on map, 14. Give acme f your lechn¢d anti linancul uPabpip io conga Non jar Lemr ru9ues¢d. ucl,opernt,mun,um, anti iermmaie sY.am for wb,ab aul6onu p... • l _v nn .Si1Ln1 aJ..n] b. Why .'ere the..ellemety—net eelenledp c. Give e.pl...I,....to why It n necea..,to cross Federal lands. le. Li.I smhollzations and pendent apPlicatl...Ned far ha l-pra,ec,.which mey provide Informs"..to the.uth.—ch, agency. (S"",..sober,dare,rod., or name) 15. Pmvitlr statement of need far project,including the economic feasibility and Items such as. (.)coat of Pr.Po+.I(tunar-cii .,up- emnm,and maintenance):(b)estimated cost of nest best alternative,and(c)expected public benefits. 16. Dearnbe Prab.ble off-1.on the Populnron In the at, ,Including the social and economic aspects, and the rural Lfetvles. 17, Des clot,likely a n m os ome .l effe.t.that the proped pralen will have o ty W•1 au.h , (b)vt almcc u ipl, (c)surf¢ and ground water pu.Lty and puan"ly,(d)the eonlrol o structural change o any strea ar other wily of water. (e)existing noises levels.and If)the ..mace or the land, including v.[auv 1 stream Or peocafro.t...,I,and soil nabilu Y. 19. De. nb min ct v:r the Prob.bl. a .the,the prop ..d Praje ."have on (w)yoaulm ion.at,fish,plant,aeAdlu e,and mar;m a life.Includ n mrrNa.rd and endangered aP«le., and(b)marine mnnm.lk,IncmmnY bunting•capturing,collecting.or killing these .ntm.l.. IL. name.11 the OeParlmenl(q/A[encYieeal There this application is bale,filed. 1 HEPEIIy CEFTIFy,Thal 1 am of 1e1a1.ge antl."It.resed to do buS In the St.-.and Ih.l I have per anal ll ....ned thNm . etor .. land in the.ppliutlon and behave th.l the Information.ubmetrtl� ecl to the b-1 of my know led,.. Signals-of Gppnl Dale Lu I/n State III S makes it•crime for any person lioewinpy antl willfully is make 1. any department o agency a( the Drilled - lales any[blue,fictitious,or fraudulent al.lemenl.or representations a.to any matter within its Jurisdiction. United States Department of the Interior z BUREAU OF LAND MANAGEMENT California Desert District IlLy 1695 Spruce Street ""Kh W Riverside California 92507 2800 CA-11688-A (C-066.26) JUN 2 G 1984 DECISION Assignor: Pan Aero Corporation 200 Union Blvd. , Suite 411 Denver, Colorado 80228 Right-of-Way Assignee: Mesa Wind Developers 200 Union Blvd. , Suite 411 Denver, Colorado 80228 Right-of-Way Assignment Approved On May 11, 1984, Pan Aero Corporation filed an application requesting the - assignment of Right-of-Way Grant CA-11688-A to Mesa Wind Developers. Mesa Wind Developers is a California joint venture comprised of Zond Systems, Inc. , AV Wind Energy II, and Pan Aero California, Ltd. All of Grant CA-11688-A located in Section 34, T. 2 S. , R. 3 E. , and Section 4, T. 3 S. , R. 3 E. will be assigned. The above application is hereby approved. Mesa Wind Developers are bound by the same terms and conditions of the above mentioned grant. c � Dat4t Gerald,,t. Hillier District Manager ACTING United States Department of the Interior DUAFAU OF LAND MANAGEMENT California Desert District 1695 Spruce Street REFEMTO. Riverside, California 92507 2800 CA-11688-A RECEIVED JUL 2 3 58g (C-066.21) DECISION JUL 2 0 W4 Mesa Wind Developers 200 Union Blvd, , Suite 411 Right-of-Way Denver, Colorado 80228 Decision Modified Legal escr p on orrected On June 26, 1984 a decision was issued approving the assignment of right-of-way grant CA-11688-A to Mesa Wind Developers. The right-of-way location stated in the original decision was described as T. 2 S. , R. 3 E. , Section 34 and T. 3 5. 9 R. 3 E. , Section 4. The above described decision is hereby amended to include the following changes. The location of the right-of-way is depicted on the enclosed map as set forth in Exhibit B and described as portions of Sections 27, 33, 34, T. 2 S. , R. 3 E, , S,B.B.M; and a portion of Section 4, T. 3 S. , R. 3 E. , S.B.B.M. The decision also stated that Mesa Wind Developers is a California joint venture comprised of Zond Systems, Inc. , AV Wind Energy II, and Pan Aero Corporation, Ltd. The decision is amended to exclude AV Wind Energy II. g/ ' a e ! ACTIN sir .a .alter Enclosure -RAIG A. ANDERSON THE ZOND GROUP ce P^es,oent—General Counsel Zond Systems.Inc A UR Zond W,ndsystems Operating Corpera_,on AIJRIE H NATHANSON, alive Assistant Zond W,ndsystem Partners I Zond W,ndsyetem Partners ll °EGGY J.McKINNEY September 13 , 1984 Zond W,ndsystem Partners lit egal Assistant Zond W,ndsystem Energy Associates I Zond W,ndsystem Energy Associates II Zond Windsystem Energy Associates III BY BAND DELIVERY United States Department of the Interior Bureau of Land Management Indio Resource Area 1695 Spruce Street Riverside, California 92507 Attention: Ms . Leslie Cone Re: Right-of-Way Grant No. CA-11688-A Insolvency Provision Dear Leslie: This letter will serve as written confirmation of the agreement by the United States that the Right-of-Way Grant as assigned to Mesa Wind Developers , a California Joint Venture, will not be termi- nated upon the bankruptcy or insolvency of PanAero Corporation, Mesa Wind Developers ( including Zond Systems, Inc. or PanAero California, Ltd. , the Joint Venturers of Mesa) or any grantee or guarantor under the Right-of-Way Grant so long as the windsystem is producing commercial quantities of electricity, the rentals called for under the Right-of-Way Grant are timely paid and there exist no other breaches of the Right-of-Way Grant. Sincerely yours , MESA WIND DEVELOPERS, a California Joint Venture By Zond Systems , Inc. , Joint Ve,,, /r//e Partner By Craig A. An erson, Vice President-General Counsel CAA/lhn Ref . #84LTR3/A-143 . 1 [Acceptance appears on the following page] 1693 Mission Drive Suite 297 Solvang,CA S3463 [BO5] BBB-63B5 TWX 99 03271 022 ZONO THCR j • United States Department of the Interior Bureau of Land Management September 13 , 1984 Page Two ACCEPTANCE The undersigned hereby accepts and agrees to the above provi- sions . UNITED STATES OF AMERICA By for District Date Manager Authorized Officer, Bureau of Land Management I OFFICIAL SEAL i R. JEAN ROYER r.•G- ��' NC' PUBLIC �'•'�� "!"�" RIVERSIDE CO., CALIF. I� � �. • y .� �•_�' My commission exojres 10 8-84 CRAIG A. ANDERSON THE ZONO GROUP vice President—General Counsel Zond Systems, Inc. LA LIRIE H NATHANSON Zond Windsystems Cparating Corpora:on Administrative Assistant Zond Wmdsystem Partners I Zond Wmdsystem Partners ll PEGGY J.McKINNEY September 13 , 1984 Zond Wmdsystem Partners III Legal Assistant Zond Wmdsystem Energy Associates Zond Wmdsystem Energy Associates I! Zond Wmdsystem Energy Associates III BY HAND DELIVERY United States Department of the Interior Bureau of Land Management Indio Resource Area 1695 Spruce Street Riverside, California 92507 Attention: Ms . Leslie Cone Re: Right-of-Way Grant No. CA-11688-A Plan of Operations Dear Leslie: This letter will serve as written confirmation of the agreement by the United States that the Plan of Operations, as submitted, is a working document which is adjusted in the field regularly by representatives of the BIM, Mesa Wind Developers and Mesa Construction Company, both California Joint Ventures, to meet existing conditions. The installation of three hundred ( 300) turbines during 1984 is acceptable and approved within the Right-of-Way Grant and the applicable Notice to Proceed. Sincerely yours , MESA WIND DEVELOPERS, a California Joint Venture By Zond Systems , Inc. , Joint Ve ure Partne ry��__ By Craig Vice President-General Counsel CAA/lhn Ref . $84LTR3/A-142 .1 (Acceptance appears on the following page] 1 693 Mission Drive Suite 2S7 Solvang.CA S3463 [605]SBS-63S5 TWX S1 03271 022 ZONO THCP United States Department of the Interior Bureau of Land Management September 13 , 1984 Page Two ACCEPTANCE The undersigned hereby accepts and agrees to the above provi- sions . UNITED STATES OF AMERICA SEF 2 5 iS&; By �-1_ ' A i no for Di stri cl Date Manager Authorized Officer, Bureau of Land Management R. J_AN R'JYtR C Lr� NDTA'Y PUBLIC RIVERSIDE CO., CALIF. • My commission exmres 10 3.34 �� :RAIG A. ANOERSON THE ZONED GROUP ce President—General Counsel Zond Systems,Inc AURIE H NATHANSON Zond Windsyscems coeraung Cgrgo-soon +tl ministratve Assis ca nt Zond Windsystem Pa^tner=_ Zond Wintlsystem Pz^tnersu -EDGY J.McKINNEY Zond Windsyscem Parcners III egal Assistant September 21 1984 Zond Windaystem Energy Associate=_ I p / Zond Windsystem Energy Associates ll Zond Windsystem Energy Associates III BY EXPRESS MAIL United States Department of the Interior Bureau of Land Management Indio Resource Area 1695 Spruce Street Riverside, California 92507 Attention: Ms . Leslie Cone, Area Manager Re: Right-of-Way Grant No. CA-11688-A Amendment Dear Leslie: This letter will document the agreement by Mesa Wind Developers, a California Joint Venture and the current Grantee under the Right-of-Way Grant, and the United States to amend the Right-of- Way Grant by adding the following provision: "Removal of Property Prior to Termination or Expiration of the Grant The United States and the Grantee hereby agree that for purposes of the Grant, all WTGs and the Related Facilities shall be deemed to be personal property and not fixtures or real property. Grantee or any of its assignees or successors in interest or any person or entity holding a security interest in the WTGs or the Related Facilities may remove such property prior to the termination or expiration of the Grant, regardless of whether or not a default or breach exists under the Grant. In order to provide the United States with funds to be used to reclaim and restore the land in the event any WTGs and their Related Facilities are removed and the Grantee fails to properly reclaim and restore the 9 SS3 Mission Drive Suite 297 Solvang,CA 93463 [8051 6BB-B365 TWX 99 D3271 022 ZONO THCP United States Department of the Interior Bureau of Land Management September 21, 1984 Page Two property as required by the terms of the paragraph of the Grant entitled "Removal of Property on Termination or Expiration of Grant" (as amended on August 16 , 1983 ) , Grantee agrees to deposit into an interest-bearing account at a bank selected by BLM the sum of $50 , 000 on or before October 15 , 1984 . The account shall be in the name of the United States and all deposits and accrued interest shall be payable to the United States Bureau of Land Management and may be used without further noti- fication to Grantee to reclaim and restore the land whenever the Authorized Officer determines that the land has not been reclaimed to his satisfaction. Any remain- ing balance shall be returned to Grantee by the United States upon completion of the reclamation and restora- tion process. " All other provisions of the Right-of-Way Grant shall remain in full force and effect as previously amended. If this Amendment meets with your approval, please have this letter executed in the space indicated below. Sincerely yours , MESA WIND DEVELOPERS , a California Joint Venture By Zond Systems, Inc. , Joint Ve ure Pa the By Craig A. Ander on, Vice President-General Counsel CAA/lhn Ref. #84LTR/A-146 . 1 ACCEPTANCE The undersigned hereby accepts and agrees to the above provi- sions. UNITED STATES OF AMERICA SR 25 W4 By Acting for Date uthori ed Officer, District Manager Bureau of Land Management OFFICIAL SEAL NO A�:v PUBLIC RIVERSIDE CO., CALIF. �— My comm'ision expires 10 8-84 I I Ms . Leslie M. Cone, l�,r�ht -pf- WC� I �ora✓! t Area Manager September 20 , 1984 Page Two 1�7E'Sa. lil,�irld �� U2�U�2✓5 REPRESENTATION The undersigned hereby represents that all of the turbine foundations and power transfer system installations constructed on the Operating Site are located on the property covered by the Right-of-Way Grant and that all of the construction activities to date have conformed with the provisions of the Right-of-Way Grant. BUREAU OF LAND MANAGEMENT a ate '. By Acting for Date (Aut or ' zed officer) District Manaqer OFFICIAL SEAL jf R. JEAN ROYER NOTARY PUBLIC RIVERSIDE CO, CALIF. I My mmmisscn ezpre; 10 8.84 j� AFK 18 ' 8b �J : .5 f FANAF- KU SUS 233 b6 $ 6 Flu FAGIIDE li Vol, CDMPONCNTS OF THE VESTAS MiMDTURBINE . �AT6aTo. 24; 11 .10 -------------- I 1 . 'SPEED INCREASING 5EAR00 - Rated porter (tataloque) : 135 kW Safety factor (reff . 65 kW) : 2 Speed ratio : 1 :22 , 4 Type : 3 Stage, Helical gear Shaftdiameter , slowrunning sh . : 125 mm ( 5 inch . ) Shaftdianeter , fastrunning sh . : So mm ( 2 inch . ) Volume of oil : 48 1 ( 12 , 6 US Gal . ) weight of gearbox : 750 kg ( 1650 1bs . ) Manufacture/Type : Hansen Patent RNE 31 i 3 . 2 , YAWING GEAR. Type : Worm and wheel , double Ratio : 1 : 72o ' Manufacture/type : Bonfigioli MVF 49166 PI i 3 . '. , YAWING MOTOR , Type : induction motor Rotation speed : 1800 RPM Rated power : 0 ,42 01 Voltage : r.- nifecture/Type : VEK KMER 71 GA i • I r.ateC purr : 65 kW Rotation speed : 120o RPM Voltage : 48o VAC Frequency : 60 Hi Sheftdlam. : 76 mm (3 inch . ) Mer,ufacture /type : VEM KMER 28o M6 i;�iil�r�i��j1� � '�• �,� APR 18 ' 85 8 : 42 PANAERO 303 233 8686 P01 3 . 0 . COMPONENTS OF THE VESTAS M1 DTUr RB1NE . PAGEsioE, DAIEDA?Oo 3 .4 . 2 . 5F1ALL GENERAIOR: Rated power: 123 kW Rotation speed : 1200 RPM Voltage : 460 YAC Frequency : 6o Ht Shaftdlam, : 42 mm ( 1i inch , ) Manufacture/Type : VEM KMER 16o L6 3 . 5 . V-Belt drive between generators . Grooved pulleys : Nominel diem , 28o/224 mm Ratio : 1 ; 1 ,25 Manufactor (pulleys ) 1Pt Number of belts (Y-shaped) : 3 3 , 6 . PROPELLERSHAFT ASSEMBLY Shaft dimensions : 015o mm z 1530 mm Distance between bearl'rip : 780 mm f Type of bearings : (Front ) : SKF 22232CC/w33 (Rear ) : SKF 2223oCC/►r33 Housing and shaft : VESTAS Hub- connection : Shrink fitted Hob : VISTAS F ;G with disc (disc brake ) : VESTAS HcL with disc , connection : Shrink filled Yp r. imL�r torsional mor,ent : 14 , 7 kNm W ety torsional mor•ent (braking.) : 29,6 kNm 14 % 3 . 7 . PROPELLER (3 blades ) r, 1 ► Material : Glasfiber reinforced polyester 1� Connection to bracket : HOtte� flange Airfoil : NACA 4415 +[ •. - de lenght : Tip: 6E4 'mm at 5, 7 m F^ntr 1091 mm at 1 ,6 fn Awe L0i • PAGE 3 ,2.o. GENEREL SPECIFICATIONS._ _ _ . _ ,. .DATE. DAM .25.al .12— 2 .2 . 6 . Total weight_. Tower : 6600 lbs (3 ,o ton ) Turbine : 77oo lbs ' (3 ,5 ton ) Rotor : 242o lbs ( 101 ton ) Total : 1672o lbs (7 , 6 ton ) VESTA5 reserve the rights to change above mentioned data , specifications at any time. APR 18 ' 85 8 : 35 PANAERO 303 233 8686 P02 AWd C-4 !!VAXA=W 2 .0. GENEREL SPECIFICATIONS, . PAGE SIDE 1 _ DATE o.TQ: 25 -1 ,02-_ 2 . o . GENEREL SPECIFICATIONS. YESTAS 65112 . 3 kW Wind Turbine . i 2 . 1 . Type of turbine . ' The YESTAS turbine is a 3•bladed fastrunner, fixed blades and with airfoil -blades . It is an upwind turbine with active yaw. The generator- system is of twin-generator type , with Y-belt drive as transmission element between generators . both generators are induction generators for directly connection to the network . The propeller is running at two different speeds , depending on which generator Is operating. The tentrsl -unit Is mainly based on electromechanical relays . The tower is selfsuppor- tang lattice mast . 2 . 2 . SPECIFICATIONS , 2 . 2 . 1 . °otor Diameter : So ft ( 15 , 3 m ) Rotational speed : 52 ,7 RPM 42 , 2 RPM Rotational direction : Clockwise Orientation : Upwind N,,rber of blades : 3 Fixed blades , Aerodynamic brakes : Plvotable tips . 2 . 2 . 2 . Blades . Material : Glesfiber reinforced polyest r Airfoil : NACA 4415 Swept area : 1.972 ft2 ( 184 m2) Tip brakes : Centrifugal force activated. Hr' K 1 ;Z i -j 'J - ,5b F' HNHEKU 303 233 8686 P03 2 .0 . GENEREL SPECIFICATIONS. RAGE '$lot x DATE CATO 25 . 11 in 2 . 2 . 3 . Tower Type : Lattice most Height : 73 .8 ft (22,6 m) Weight : 66o8 lbs (3 ton) ! Surface : Not-galvanized i 2 .2 .4 . Generators . j Type : Induction generators Rating : Main Generator : 65 kW Rating : Sme11 Generator : 12,6 kW Voltage : 480 VAC Rotational speed : 1200 RPM Frequency : 60 H2 2 . 2 . 5 , Gearbox . Type : 3 stage reduction paralel shafts. Gear ratio : 1 : 22 ,4 2 . 2 . 6 . Yawing system . Type : Active yaw . Control : Windvane (electronic ) Yawing speed : 72 degrees/min . 2 . 2 . 7 . Operational data , Cut- in windspeed : 869 mph (4 .o m/s ) Rated windspeed (65 kW) : 35 ,0 mph ( 16 m/s ) Cut-off windspeed : 62 .0 mph (28 m/s ) Survival windspeed : 11o ,o mph (5o m/s ) Rated windspeed, small gen. : 14 .6 mph .(6 ,5 m/s ) :*A/1 H HVK 1 :d ' 6j 8 : 42 PANAERO 303 233 8686 P02 COMPONENTS OF THE YESTAS HINDTURSINE. PAGE RIDE: - DATE 24 . 11 ,82. Overall lenght of blades : 7400 mm Tlpbrake assembly : YESTAS-type Blademanufacture/Type : Alternegy Aeroform 7 , 5 m Tower. Type : lattice mast, bolted, angular iron elements, 4 sections of 6 m each. Height : 2296 m Dimension basis : ' (See calculations ) Manufactur/Type : Carl C. Jensen, YESTAS 22,6 m Control -unit. YESTAS design , based on electromechanical relays . (See main- diagram enclosed) . Relay- system : Electromatic S-System . - Ar,emcmeter . U STAS design , (Cut-off windspeed Indic . ) . YESTAS design TyFe : Optoelectrical Cisc Frake . I Dlscdlemeter : 700 mm �r Braking on low-speed shaft . �+ Disc material : Castiron , type $6 Calibers : Hydraulic activated . Manufacture : BREN80 rN � COMPONENTS OF THE YESTA$ W L)TUABINE. PAGE sw; 4 o. DATE DATO. 24 , 11 .i2 I 13 Hydraulic-unit. Pumpcapacity : 1 ,5 I./min. Max . pressure : 210 bar Brake pressure: 14o bar Manufacture pump : Smiths Industries TYPE PA Solenoid valve : Hawe CZ 3-0 Accumulator : Pressure load : 90 bar, 0, 7 I GBo12o-210-0 , SOT 37 . 14 Transmission Joint . Type ; Homeklnetic ,joint Max , torsionel moment : 350o Nm Manufacture/Type : 1.6bro , Type 21 !. - -' �_ -. 1 • tin.. J. d llf l Ir.i •l l n:•., r [ur.e far Y(51.1' 6'. Mr. winQhlf Line i f!I•f It ,t.tt 1ul�dali �h'. 6U117, Lb0YOL - Rolor :pee d �7.7RPNIsynuonausl-- Ilw Air deosill(slandardtendilionsl 1.23 Ygl� D} (D Reduction of air density used by eslination: 14% i W Air deosily reduced = 1.06 kg/mi h'} hf} 7A 0 so w z �o � 30 mLID zo CO to .-I ��y-1'-1—�--P ! 1 1 I l 1 � � In a•I vIJa'r 1 2 3 i s 6 7 B 4 10 if 12 13 it. 15 iE 11 1B `�°1 'l Tt—f"1 tY-7 Tr r 1 1 J 1 1 1 1 1 1 I 1 i [ 1 1 - lu,i P-./h•..+f —__--- 0 _12._1R. L _16 202 i'_ L 2t. le it- If. 1N r,U :.":...1..:.�....._.., ti.J