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HomeMy WebLinkAbout02055 - SCE EDISON POWER PURCHASE COGEN MUNICIPAL COMPLEX �,�'mua�t�J`us�o • o. Calif. Edison Co.g �' / • Power Purchase Agreement Gfd���PALM9P��P1:�S AMENDMENT#3 BOX ,.2 AGREEMENT#2055 MO6502, 10-6-99 AMENDMENT NO. 3 POWER PURCHASE AGREEMENT BETWEEN SOUTHERN CALIFORNIA EDISON COMPANY AND CITY OF PALM SPRINGS - MUNICIPAL COMPLEX (QFID NO. 2040) 1. PARTIES: The City of Palm Springs ("Seller"), a municipal entity, and Southern California Edison Company ("SCE"), a California corporation, hereby enter into this Amendment No. 3 ("Amendment") to the Power Purchase Contract ("Contract")between them. Seller and SCE are sometimes referred to herein individually as a "Party," and jointly as the "Parties." 2. RECITALS: This Amendment is made with reference to the following facts, among others: 2.1 On April 5, 1984, the Parties executed the Contract to provide the terms and conditions for Seller's sale and SCE's purchase of electric power from Seller's Mwucipal Complex(as defined in the Contract). 2.2 On February 5, 1986,the Parties executed Amendment No. 1 to the Agreement. It reduced the Contract Capacity from 1,022 kilowatts (kW) to 380 kW. 2.3 On December 12, 1990, SCE derated the Contract Capacity from 380 kW to 118 kW due to Seller's failure to meet the Contract's performance requirements. 2.4 On July 3, 1996, SCE further derated the Contract Capacity from 118 kW to 40 kW due to Seller's failure to meet the Contract's performance requirements. 2.5 On October 23, 1996, the Parties executed Amendment No. 2 to the Agreement. It reduced the Contract Capacity from 118 kW to 40 kW to reflect the July 3, 1996 deration. 2.6 The Parties wish to amend the Agreement to further reduce the Contract Capacity from 40 kW to zero kW, in anticipation of an increase in the amount of Seller's electrical load, which will reduce the electric power available for sale to SCE. 2.7 In light of the reduction of the Contract Capacity from 40 kW to zero kW, Seller acknowledges its obligation to refund to SCE the amount calculated pursuant to Section 9.1.2.5 of the Contract. Concurrently with execution of this Agreement, Seller shall pay this refund by delivering a check to SCE in the estimated amount of the refund. 2040amend.doc 1 3. AGREEMENT: The Parties agree to amend the Agreement as follows: 3.1 In Section 1.5,page 2, line 5,replace "40 kW" with "0 M" The Parties also agree as follows: 3.2 Concurrently with its execution of this Amendment, Seller shall deliver to SCE a check in the amount of $8,058.75. The Parties understand and agree that this sum is the estimated amount of the refund due to SCE because of the deration of Contract capacity from 40 kW to O kW, pursuant to Section 9.1.2.5 of the Contract. 3.3 Within 60 days after SCE's receipt of the $8,058.75 check from Seller as specified in paragraph 3.2, above, SCE shall deliver to Seller a calculation of the actual amount of the refund due to SCE from Seller pursuant to Section 9.1.2.5 of the Contract. If the actual amount of the refund is less than $8,058.75, SCE shall also deliver to Seller along with the calculation a check in the amount of the difference between$8,058.75 and the actual amount of the refund. If the actual amount of the refund is greater than $8,058.75, Seller shall have 30 days after its receipt of the calculation to deliver to SCE a check in the amount of the difference between the actual amount of the refund and $8,058.75. 4. OTHER AGREEMENT TERMS AND CONDITIONS: Except as expressly amended,the terms and conditions of the original Agreement shall remain in full force and effect. 5. EFFECTIVE DATE: This Amendment shall become effective as of November 1, 1999, so long as by that date (i) the Parties have duly executed it; and (ii) Seller has delivered to SCE a check in the amount of$8,058.75, as specified in Paragraph 3.1, above. If either of these conditions remains unsatisfied as of November 1, 1999, this Amendment shall be of no force or effect. 6. AMENDMENTS. This Amendment may not be modified or amended except pursuant to a writing executed by both Parties. 2040amend.doc 2 7. SIGNATURE CLAUSE: The signatories hereto represent that they have been appropriately authorized to enter into this Amendment on behalf of the Party for whom they sign. This Amendment is hereby executed as of this ld day of 1999. SOUTHERN CALIFORNIA EDISON COMPANY ATTEST: By: Name: LARS BERGM,.A� Title: DIRECTOR OF QF RESOURCES CITY CLERK CI OF PALM S By: Cl > MANAGER APPROVED BY THE CITY COUNCILLj rF'PROVEU AS TO FORfF4 BY: MO 5Da / cft&tto my �LIV Date _-- 2040amend.doc 3 Action 052-001-001 Category ENERGY Sub Category 052-001 COGENERATION PLANT Index COGEN MUNI POWER PAYMNT SCE AMND 2 A2055 MO5825 10-16-96 Index CORRECTS AMND # FROM 3 TO 2 Date 10/16/1996 MO 5825 Res Ord Case # Deed Vol 31 Pg 199 Sec T R Agreements 02055 MO5825 RECIND MO5799 & APPR AMND 2 W/SO CAL EDISON FOR REDUCED CAPACITY PYMT TO THE MUNI COGEN PLANT. Document Loc Name Author Locat Code Addl Assoc Action Y Locator Same as Key Obs Reten Dt Destr Dt Flm Dt Reel ------------------------------------------------------------------------------ Action 052-001-0063-0001 Date 10/16/1996 MO 5799 Res Ord Case # Deed Vol Pg Sec T R Agreements MO5825 RECINDS MO5799, FOR PURPOSE OF CORRECTING AMND # FROM 3 TO 2 . So. Calif. Edison Co. Amend #2 - Power Purchase Agr AGREEMENT #2055 R18888, 9-4-96 M05825, 10-16-96 AMENDMENT NO. 2 _ ,- POWER PURCHASE AGREEMENT 2 BETWEEN 3 SOUTHERN CALIFORNIA EDISON COMPANY AND 4 CITY OF PALM SPRINGS - MUNICIPAL COMPLEX 5 (QFID 2040) 6 7 8 1 . PARTIES : This Amendment No. 2 to the Power Purchase Contract between Southern California Edison Company and 9 City of Palm Springs ( "Agreement" ) is entered into by 10 City of Palm Springs ( "Seller" ) and Southern California Edison Company ( "Edison" ) , a California Corporation, 11 individually "Party" , collectively "Parties" . 12 2 . RECITALS : This Amendment No. 2 to the Agreement is made with reference to the following facts, among others : 13 2 . 1 On April 5 , 1984, the Parties executed the 14 Agreement to provide the terms and conditions for the sale by Seller and the purchase by Edison of 15 electric power. 16 2 . 2 On February 5 , 1986, Edison and Seller executed Amendment No . 1 which reduced the Contract Capacity 17 from 1, 022 kW to 380 kW. 18 2 . 3 On December 12 , 1990, Contract Capacity was derated from 380 kW to 118 kW by Edison due to Seller' s 19 failure to meet the performance requirements 20 specified in Section 9 . 1 .2 . 2 of the Agreement while on probation during the 1990 Summer Period. 21 2 . 4 On July 3 , 1996, the Contract Capacity was further 22 derated by Edison from 118 kW to 40 kW due to Seller' s failure to meet the performance 23 requirements specified in Section 9 . 1 . 2 .2 of the 24 Agreement while on probation during the 1995 Summer Period. 25 2 . 5 The Parties wish to amend the Agreement to reflect 26 the current level of Contract Capacity. $CE 26'395 REV 11/9. �) Printed on recycled paper 1 2 . 6 The Seller agrees to refund to Edison the amount of 2 $17 , 923 . 46 as settlement of the Capacity Repayment plus interest, due to the deration in Contract 3 Capacity from 380 kW to 40 kW: Payment will be 4 made concurrent with execution of the Amendment. 3 . AGREEMENT: The Parties agree to amend the Agreement as 5 follows : 6 3 . 1 In Section 1 . 5 , page 2 , line 5 , replace "380 kW" with "40 kW" . 7 4 . OTHER AGREEMENT TERMS AND CONDITIONS : Except as 8 expressly amended, the terms and conditions of the original Agreement shall remain in full force and 9 effect . 10 5 . EFFECTIVE DATE: This Amendment No . 2 shall become effective when it has been duly executed by the Parties . 11 6 . SIGNATURE CLAUSE: The signatories hereto represent that 12 they have been appropriately authorized to enter into this Amendment No. 2 to the Agreement on behalf of the 13 Party for whom they sign. This Amendment No. 2 to the 14 Agreement is hereb eJe uted as of this _ 9n.�4 day of a ie-" , 1996 . 15 16 SOUTHERN CALIFORNIAAEDISON COMPANY 17 By: 18 Name : W.J� SCILACCI Title: DIRECTOR OF QF RESOURCES 19 20 ATTEST: CITY O PALM SPRING 21' 22 ity Clerk Name : Rob rt W. Parkins Title : City Manager 23 24 APPROVED BY THE CITY COUNCIL 25 26 BY: U � 8 -y-ei� I']10 s1ds A) 62 (� SCE 26-395 REV 11/90 �`� Printed on rerycletl paper iSo. Cal . Edison - Power Purch. ' Muni Cogen Plant Amendment #1 AGREEMENT #2055 MO 3681, 2-5-86 1 AMENDMENT NO. 1 AGREEMENT NUMBER 2055 2 POWER PURCHASE AGREEMENT 3 BETWEEN 4 SOUTHERN CALIFORNIA EDISON COMPANY 5 AND 6 CITY OF PALM SPRINGS - MUNICIPAL COMPLEX 7 6 1 . PARTIES : This Amendment No . 1 to the Power Purchase 9 Agreement between the City of Palm Springs and Southern 10 California Edison Company ( "Agreement" ) is entered into by 11 City of Palm Springs ( "Seller" ) and Southern California 12 Edison Company ( "Edison" ) , a California Corporation, 13 individually "Party" , collectively "Parties" . 14 2. RECITALS: This Amendment No. 1 to the agreement is made 15 with reference to the following facts , among others : 16 2. 1 The contract capacity in the contract is to be lowered 17 from 1,022 kW to 380 kW. is 2. 2 The electric service terms and conditions are to be 19 removed from the Agreement and dealt with in a 20 separate agreement "Application and Contract for 21 Electric Service" . 22 3. AGREEMEMT: The Parties agree to amend the Agreement as . 23 follows : 24 3. 1 In Section 1 . 5, page 2 , line 5 replace "1 , 022 kW" 25 with "380 kW" . 26 Document No . 3028H _1_ 1 3. 2 In Section 1 . 9 delete : 2 - lines 18 , 19, 20, 24, 25 & 26 on page 2 3 - lines 1 , 2 , 3 , 4 , 5 , 6 , 7 , & 8 on page 3 a 3 . 3 Delete Section 10. 2 , on pages 43-45 5 4 . OTHER AGREEMENT TERMS AND CONDITIONS: Except as expressly 6 amended , the terms and conditions of the original Agreement 7 shall remain in full force and effect . 8 5 . EFFECTIVE DATE: This Amendment No. 1 shall become 9 effective when it has been duly executed by the Parties. 10 6 . SIGNATURE CLAUSE: The signatories hereto represent that 11 they have been appropriately authorized to enter into this 12 Amendment No. 1 to the Agreement on behalf of the Party 13 for whom they sign. This Amendment No. 1 to the Agreement 7-iZ 14 is hereby executed as of this -�- " day of 16 1 APPROVED As TO FORM: SOUTHERN C LIF RNIA EDASON COMPANY 17 JOHN R. BURY g Na Pr I and General Co mW 18 By Iy Y //_�j ey BY: / IY 19 , 19 �� Name: EDWARD A. MYERS, JR. 20 Title: Vice President 21 � CITY OF PALM SPRINGS 23 Daaa.,_K-, By 7 24 > .— Name: Nerman Yang Title : City Manager 25 �TTEST%_ ( ./City Clerk APPROVED BY THE CITY COUNCIL 26 1F p,_w BY Document No. 3028H —2— ASo. Calif Edison - Power Purch. agr re City Hall Cogeneration Plant AGREEMENT #2055 (Orig 4-5-84) 1 MO 3371, 4-4-84 2 - -- 3 4 5 6 7 8 9 10 11 POWER PURCHASE CONTRACT 12 BETWEEN 13 SOUTHERN CALIFORNIA EDISON COMPANY 14 AND 15 CITY OF PALM SPRINGS 16 MUNICIPAL COMPLEX 17 18 19 20 21 22 23 24 25 26 Document No. 1774C SCE 27-15 2183 I TABLE OF CONTENTS 2 SECTION TITLE PAGE 3 1 PROJECT SUMMARY. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1 4 2 DEFINITIONS. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4 5 3 TERM. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11 6 4 GENERATING FACILITY. . . . . . . . . . . . . . . . . . . . . . . . . . . 12 7 5 OPERATING OPTIONS. . . . . . . . . . . . . . . . . . . . . . . . . . . . . 22 8 6 INTERCONNECTION FACILITIES. . . . . . . . . . . . . . . . . . . . 24 9 7 ELECTRIC LINES AND ASSOCIATED EASEMENTS . . . . . . . 26 10 8 METERING. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 27 11 9 POWER PURCHASE PROVISIONS . . . . . . . . . . . . . . . . . . . . 29 12 10 PAYMENT AND BILLING PROVISIONS. . . . . . . . . . . . . . . . 42 13 11 TAXES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 46 14 12 TERMINATION. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 46 15 13 LIABILITY. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 46 16 14 INSURANCE. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 48 17 15 UNCONTROLLABLE FORCES. . . . . . . . . . . . . . . . . . . . . . . . . 51 18 16 NON-DEDICATION OF FACILITIES . . . . . . . . . . . . . . . . . . 53 19 17 PRIORITY OF DOCUMENTS . . . . . . . . . . . . . . . . . . . . . . . . . 53 20 18 NOTICES AND CORRESPONDENCE. . . . . . . . . . . . . . . . . . . . 54 21 19 PREVIOUS COMMUNICATIONS . . . . . . . . . . . . . . . . . . . . . . . 54 22 20 NON-WAIVER. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 54 23 21 DISPUTES. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 55 24 22 SUCCESSORS AND ASSIGNS. . . . . . . . . . . . . . . . . . . . . . . . 56 25 23 EFFECT OF SECTION HEADINGS. . . . . . . . . . . . . . . . . . . . 57 26 24 GOVERNING LAW. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 57 -i- DCE 27-1511183 I TABLE OF CONTENTS 2 SECTION TITLE PAGE 3 25 MULTIPLE ORIGINALS . . . . . . . . . . . . . . . . . . . . . . . . . . . . 58 4 SIGNATURES. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 58 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 -ii- D- 27-1511103 1 . PROJECT SUMMARY 1 This Contract is entered into between Southern California 2 3 Edison Company ( "Edison" ) and the City of Palm Springs 4 ( "Seller" ) . Seller is willing to cause the construction 5 of and to operate a Qualifying Facility and to sell 6 electric power to Edison, and Edison is willing to 7 purchase electric power delivered by Seller to Edison at 8 the Point of Interconnection pursuant to the terms and 9 conditions set forth as follows: . 10 1 . 1 All Notices shall be sent to Seller at the 11 following address : P.O. Box 1786 12 Palm Springs, CA 92263-1786 13 1 . 2 Seller ' s Generating Facility: 14 a. Nameplate Rating : 1300 kW. 15 b. Location : 3200 Tahquitz McCallum Way, Palm 16 Springs 17 C . Type : Cogeneration Facility 18 d . Delivery of power to Edison at a nominal 19 12 ,000 volts.. 20 e . Seller shall commence construction of the 21 Generating Facility by 2nd Quarter 1984 . 22 1 . 3 Edison Customer Service District: 23 Palm Springs District 24 36-100 Cathedral Canyon Drive 25 Cathedral City , CA 92234 26 Document No. 1774C -1- 5� 27.18 2183 1 1 .4 Location of Edison Operating Switching Center: 2 Devers Substation , P. O. Box 368 3 62030 16th Street , North Palm Springs , 4 California 92258 Phone : 619-329-6531 5 1 . 5 Contract Capacity: 1 ,022 kW 6 1 . 5 . 1 Estimated as-available capacity: O kW. 7 1 .6 Expected annual production: 10 ,000,000 kWh. 8 1 . 7 Expected Firm Operation for each generating 9 unit: 1985 10 1 . 8 Contract Term: 20 years 11 1 . 9 Operating Options pursuant to Section 5 : (Check One ) 12 Operating Option I . Entire Generator output 13 dedicated to Edison. No electric service or 14 standby service required. 15 Operating Option II . Entire Generator output 16 dedicated to Edison with separate electric 17 service required. 18 a . Electric service Tariff Schedule No. 19 pursuant to Section 10 . 2 . 20 b. Contract demand kW. 21 x Operating Option III . Excess generator output 22 dedicated to Edison with Seller serving own 23 load . 24 a. Electric service Tariff Schedule No. GS-2 25 pursuant to Section 10 . 2. 26 b. Contract demand 0 kW. Document No. 1774C -2- CO 27-1511183 1 C. Standby Demand 482 kW pursuant to 2 Section 10 . 2 . 3 d . Maximum electrical requirements expected 4 482 kW. 5 e. Standby electric service Tariff Schedule 6 No. SCG-1 pursuant to Section 10 .2. 7 f . Minimum monthly charge for standby service 8 not applicable. g 1 . 10 Interconnection Facilities Agreement pursuant to 10 Section 6 shall be: 11 - Seller Owned and Operated Basis (Appendix A.3 ) 12 1 . 11 The Capacity Payment Option selected by Seller 13 pursuant to Section 9 . 1 shall be: (Check One ) is Option A - Not Applicable is Option B - Firm Capacity 16 Standard Offer No. 2 Capacity Payment 17 Schedule in effect at time of Firm Operation 16 of first generating unit. 19 1 . 12 The Energy Payment Option selected by Seller 20 pursuant to Section 9. 2 shall be : (Check One ) 21 X Option 1 - Forecast of Annual Marginal Cost 22 of Energy in effect at date of execution of 23 this Contract. (Appendix C ) 24 Option 2 - Not Applicable 25 26 Document No. 1774C -3- DCE '27-15 11183 I For Option 1 or 2, Seller elects to receive the 2 following percentages , in 20% increments , the total 3 of which shall equal 100% . 4 0 percent of Forecast of Marginal Cost of 5 Energy (Annual or Levelized ) , not to exceed 6 20% of the annual forecast for oil/natural 7 gas fueled cogenerators , and g 100 percent of Edison 's published avoided cost of g energy based on Edison ' s full avoided 10 operating costs as updated periodically and 11 accepted by the Commission. 12 Option 3 - Not Applicable 13 1 . 13 Metering Location 14 Seller elects metering location pursuant to 15 Section 8 as follows: 16 Edison 's side of the Interconnection Facilities . 17 2 . DEFINITIONS 18 When used with initial capitalizations , whether in the 19 singular or in the plural , the following terms shall have 20 the following meanings: 21 2 . 1 Adjusted Capacity Price : The $/kW-yr capacity 22 purchase price based on the Capacity Payment 23 Schedule in effect at time of Contract execution for 24 the time period beginning on the date of Firm 25 Operation for the first generating unit and ending 26 Document No. 1774C _4_ D- 27 15 11163 I on the date of termination or reduction of Contract 2 Capacity under Capacity Payment Option B. 3 2 .2 Appendix A. 1 : Interconnection Facilities Agreement 4 -- Added Facilities Basis 5 2. 3 Appendix A. 2 : Interconnection Facilities Agreement 6 -- Capital Contribution Basis 7 2 .4 Appendix A. 3 : Interconnection Facilities Agreement 6 -- Seller Owned and Operated Basis 9 2 .5 Appendix B : Forecast of Annual As Available 10 Capacity Payment Schedule 11 2 . 6 Appendix C : Forecast of Annual Marginal Cost of 12 Energy 13 2. 7 Appendix D: Forecast of Incremental Energy Rates . 14 2.8 Capacity Payment Schedule (s ) : Published capacity 15 payment schedule (s ) as authorized by the Commission 16 for as-available or firm capacity. 17 2. 9 Cogeneration Facility : The facility and equipment 18 which sequentially generate thermal and electrical 19 energy as defined in Title 18 , Code of Federal 20 Regulations , Section 292 . 202. 21 2 . 10 Commission: The Public Utilities Commission of the 22 State of California. 23 2 . 11 Contract: This document and Appendices , as amended 24 from time to time. 25 26 Document No. 1774C -5- S- 27-1511183 0 • 1 2 .12 Contract Capacity: The electric power producing 2 capability of the Generating Facility which is 3 committed to Edison. 4 2 . 13 Contract Capacity Price : The capacity purchase 5 price from the Capacity Payment Schedule approved by 6 the Commission for Capacity Payment Option B. 7 2 .14 Contract Term: Period in years commencing with date 8 of Firm Operation for the first generating unit (s ) g during which Edison shall purchase electric power 10 from Seller. 11 2. 15 Current Capacity Price : The $/kW-yr capacity price 12 provided in the Capacity Payment Schedule determined 13 by the year of termination or reduction of Contract 14 Capacity and the number of years from such 15 termination or reduction to the expiration of the 16 Contract Term for Capacity Payment Option B. 17 2 . 16 Edison: The Southern California Edison Company. 18 2 . 17 Edison Electric System Integrity: The state of 19 operation of Edison 's electric system in a manner 20 which is deemed to minimize the risk of injury to 21 persons and/or property and enables Edison to 22 provide adequate and reliable electric service to 23 its customers . 24 2 . 18 Emergency: A condition or situation which in 25 Edison ' s sole judgment affects Edison Electric 26 System Integrity. Document No. 1774C SCE 27 15 11183 1 2 . 19 Energy : Kilowatthours generated by the Generating 2 Facility which 'are purchased by Edison at the Point 3 of Interconnection. 4 2 . 20 Firm Operation: The date agreed on by the Parties 5 on which each generating unit (s ) of the Generating 6 Facility is determined to be a reliable source of 7 generation and on which such unit can be reasonably 6 expected to operate continuously at its effective 9 rating (expressed in M . 10 2 . 21 First Period : The period of the Contract Term 11 specified in Section 3 . 1 . 12 2 . 22 Forced Outage : Any outage other than a scheduled 13 outage of the Generating Facility that fully or 14 partially curtails its electrical output. 15 2 .23 Generating Facility : All of Seller ' s generators , 16 together with all protective and other associated 17 equipment and improvements , necessary to produce 18 electrical power at Seller 's Facility excluding 19 associated land , land rights , and interests in land . 20 2 . 24 Generator: The generator(s ) and associated prime 21 mover(s ) , which are a part of the Generating 22 Facility . 23 2 . 25 Incremental Heat Rate (s ) : Those Edison system 24 values expressed in Btu/kWh by time of delivery for 25 the Summer and Winter Periods which are authorized 26 and adopted by the Commission to be used in the Document No. 1774C -7- ISCE 27 15 11183 • I calculation of Edison ' s published avoided cost of 2 energy . 3 2 . 26 Interconnection Facilities : Those protection, 4 metering, electric line (s ) , and other facilities 5 required in accordance with generally accepted 6 utility industry practice and Edison 's sole judgment 7 as reasonably exercised to permit an electrical 8 interface between Edison ' s system and the Generating 9 Facility in accordance with Edison 's Tariff Rule No. t0 21 titled Cogeneration and Small Power Production ii Interconnection Standards filed with the Commission. 12 2 .27 Interconnection Facilities Agreement : That document 13 which is specified in Section 1 .10 and is attached 14 hereto. 15 2 . 28 KVAR: Reactive kilovolt-ampere , a unit of measure 16 of reactive power. 17 2 . 29 Operate: To provide the engineering, purchasing , ie repair, supervision , training , inspection, testing, 19 protection, operation, use, management , replacement , 20 retirement , reconstruction , and maintenance of and 21 for the Generating Facility in accordance with 22 applicable California utility standards and good 23 engineering practices. 24 2 .30 Operating Representatives: Individual (s ) appointed 25 by each Party for the purpose of securing effective 26 cooperation and interchange of information between Document No. 1774C -8- b- 27-1511183 the Parties in connection with administration and 2 technical matters related to this Contract. 3 2 .31 Parties : Edison and Seller. 4 2 . 32 Party : Edison or Seller. 5 2 . 33 Peak Months: Those months which the Edison annual 6 system peak demand could occur. Currently, but 7 subject to change with notice , the peak months for 8 the Edison system are June , July, August , and 9 September. 10 2 . 34 Point of Interconnection : The point where the 11 transfer of electrical energy between Edison and 12 Seller takes place. 13 2 .35 Project: The Generating Facility and 14 Interconnection Facilities required to permit 15 operation of Seller ' s Generator in parallel with 16 Edison 's electric system. 17 2 .36 Protective Apparatus: That equipment and apparatus 18 installed by Seller and/or Edison pursuant to 19 Section 4 . 2. 20 2 .37 Qualifying Facility: Cogeneration or Small Power 21 Production Facility which meets the criteria as 22 defined in Title 18, Code of Federal Regulations , 23 Section 292 .201 through 292 .207. 24 2 . 38 Renewable Resources : Wind parks, small 25 hydroelectric, solar, and geothermal resources which 26 produce electric power. � �Dopcument No. 1774C _9_ 27 15 11183 1 2 . 39 Second Period : The period of the Contract Term 2 specified in Section 3 . 2. 3 2 .40 Seller: The Party identified in Section 1 .0 . 4 2 .41 Seller ' s Facility : The premises and equipment of 5 Seller located as specified in Section 1 . 2 . 6 2 .42 Small Power Production Facility: The facilities and 7 equipment which use biomass , waste, or Renewable 8 Resources , including wind, solar, geothermal , and 9 water, to produce electrical energy as defined in 10 Title 18 , Code of Federal Regulations , Section 11 292. 201 through 292. 207. 12 2 .43 Standby Demand: Seller ' s electrical load 13 requirement that Edison is expected to serve when 14 Seller 's Generating Facility is not available . 15 2 .44 Summer Period : Defined in Edison 's Tariff Schedule 16 No. TOU-8 as now in effect or as may hereafter be 17 authorized by the Commission. 15 2 .45 Tariff Schedule No. TOU-8 : Edison 's time-of-use 19 energy tariff for electric service exceeding 500 kW, 20 as now in effect or as may hereafter be authorized 21 by the Commission . 22 2 . 46 Uncontrollable Forces : Any occurrence beyond the 23 control of a Party which causes that Party to be 24 unable to perform its obligations hereunder and 25 which a Party has been unable to overcome by the 26 exercise of due diligence, including but not limited �Doocument No. 1774C -10- �+ 27151V33 1 to flood, drought , earthquake, storm, fire, 2 pestilence, lightning and other natural catastrophes , 3 epidemic, war, riot, civil disturbance or disobe- 4 dience, strike , labor dispute, action or inaction of 5 legislative, judicial, or regulatory agencies , or 6 other proper authority , which may conflict with the 7 terms of this Contract, or failure , threat of failure 8 or sabotage of facilities which have been maintained 9 in accordance with good engineering and operating 10 practices in California. 11 2 .47 Winter Period : Defined in Edison 's Tariff Schedule 12 No. TOU-8 as now in effect or as may hereafter be 13 authorized by the Commission. 14 3 . TERM 15 This Contract shall be effective upon execution by the 16 Parties and shall remain effective until either Party 17 gives 90 days prior written notice of termination to the 18 other Party , except that such notice of termination shall 19 not be effective to terminate this Contract prior to 20 expiration of the Contract Term specified in Secton 1 .8 . 21 3 . 1 The First Period of the Contract Term shall commence 22 upon date of Firm Operation but not later than 23 5 years from the date of execution of this Contract . 24 a . If the Contract Term specified in Section 1 .8 25 is 15 years, the First Period of the Contract 25 Term shall be for 5 years . Document No. 1774C -11- ,-CE 27 15 11183 I b. If the Contract Term specified in Section 1 .8 2 is 20, 25, or 30 years, the First Period of the 3 Contract Term shall be for 10 years. 4 C. For Energy Payment Option 3 only , the First 5 Period of the Contract Term shall be 15 years , 6 but shall not extend beyond 1998 . 7 3 . 2 The Second Period of the Contract Term shall g commence upon expiration of the First Period and 9 shall continue for the remainder of the Contract 10 Term. 11 4 . GENERATING FACILITY 12 4 . 1 Ownership 13 The Generating Facility shall be owned by the City 14 of Palm Springs Public Facilities Corporation. 15 4 .2 Design 16 4 .2 . 1 Seller, at no cost to Edison, shall: 17 a . Design the Generating Facility. 18 b. Acquire all permits and other approvals 19 necessary for the construction, operation , 20 and maintenance of the Generating Facility. 21 c. Complete all environmental impact studies 22 necessary for the construction, operation, 23 and maintenance of the Generating Facility . 24 d . Furnish and install the relays , meters , 25 power circuit breakers , synchronizer, and 26 other control and Protective Apparatus as �s Doocument No. 1774C _12_ 27 1511183 1 shall be agreed to by the Parties as being 2 necessary for proper and safe operation of 3 the Project in parallel with Edison ' s 4 electric system. 5 4 . 2 . 2 Edison shall have the right to: 6 a. Review the design of the Generating 7 Facility 's electrical system and the 8 Seller ' s Interconnection Facilities . Such 9 review shall he done in a reasonable and 10 timely manner and may include , but not be 11 limited to, the Generator, governor, 12 excitation system, synchronizing 13 equipment, protective relays , and neutral 14 grounding. 15 b. Request modifications to the design of the 16 Generating Facility 's electrical system 17 and the Seller 's Interconnection 18 Facilities . Such modifications shall be 19 required if and only if necessary to 20 maintain Edison Electric System Integrity 21 when in parallel with the Edison electric 22 system. If Seller does not agree to such 23 required modifications, resolution of the 24 difference between the Parties shall be 25 made pursuant to Section 21 . 26 Document No. 1774C -13- 27 15 11183 1 4 . 3 Construction 2 Edison shall have the right to review, Seller 's 3 construction schedule , to consult with Seller 4 regarding the construction schedule, and to monitor 5 the construction and start-up of the Project . This 6 right of review, consultation, and monitoring may 7 not be excercised so as to delay construction and e start-up of the project . Seller shall have the g right to review and to consult with Edison regarding 10 Edison 's schedule for performance of obligations of 11 Edison under this Contract . Seller shall notify 12 Edison, of changes in Seller 's Construction Schedule 13 which may significantly affect the date of Firm 14 Operation and Edison shall make a best effort to 15 comply with such changes . 16 4 .4 Operation 17 4 .4 . 1 The Generating Facility and Seller 's 18 Protective Apparatus shall be operated and 19 maintained in accordance with applicable 20 California utility industry standards and 21 good engineering practices with respect to 22 synchronizing , voltage and reactive power 23 control. Edison shall have the right to 24 reasonable monitoring of the operation of the 25 Project. Edison may require changes in 26 Seller 's method of operation if such changes Document No. 1774C -14- SCE 271511183 1 are necessary , in Edison 's sole judgment , to 2 maintain Edison Electric System Integrity and 3 are consistent with generally accepted 4 utility industry practice. 5 4 . 4 . 2 Seller shall notify in writing Edison 's 6 Operating Representative at least 14 days 7 prior to: g (a ) the intial testing of Seller 's 9 Protective Apparatus ; and 10 (b) the initial parallel operation of 11 Seller ' s Generators with Edison 's 12 electrical system. 13 Edison shall have the right to have a 14 representative present at each event. 15 4 .4 . 3 Edison shall have the right to require Seller 16 to disconnect the Generator from the Edison 17 electric system or to reduce the electrical 18 output from the Generator into the Edison 19 electric system, whenever Edison determines , 20 in its sole judgement, that such a 21 disconnection is necessary to facilitate 22 maintenance of Edison 's facilities , or to 23 maintain Edison Electric System Integrity. 24 If Edison requires Seller to disconnect the 25 Generator from the Edison electric system 26 pursuant to this Section 4 . 4 . 3, Seller shall Document No. 1774C -15- ,-CE 27-1511/e3 1 have the right to continue to serve its total 2 electrical requirements provided Seller has 3 elected Operating Option III . Each Party 4 shall endeavor to correct , within a 5 reasonable period, the condition on its 6 system which necessitates the disconnection 7 or the reduction of electrical output. The 8 duration of the disconnection or the 9 reduction in electrical output shall be 10 limited to the period of time such a 11 condition exists. Upon written request of 12 Seller, and in the event that there is a 13 disconnection, Edison shall provide a full 14 explanation of the causes and basis for the 15 disconnection to the Seller within 30 days of 16 receipt of said request . 17 4 .4 .4 The Generating Facility shall be operated 18 with all of Seller 's Protective Apparatus in is service whenever the Generator is connected 20 to or is operated in parallel with the Edison 21 electric system. Any deviation for brief 22 periods of emergency or maintenance shall 23 only be by agreement of the Parties . 24 4 .4 . 5 Each Party shall keep the other Party 's 25 Operating Representative informed as to the 26 operating schedule of their respective Document No. 1774C -16- '�+ 27-1511183 1 facilities affecting each other 's operation 2 hereunder, including any reduction in 3 Contract Capacity availability. In addition , 4 Seller shall provide Edison with reasonable 5 advance notice regarding its scheduled 6 outages including any reduction in Contract 7 Capacity availability. Reasonable advance 8 notice is as follows: 9 SCHEDULED OUTAGE ADVANCE NOTICE EXPECTED DURATION TO EDISON 10 Less than one day 24 Hours One day or more 11 (except major overhauls ) 1 Week Major overhaul 6 Months 12 4 . 4 .6 Notification by each Party's Operating 13 Representative of outage date and duration 14 should be directed to the other Party 's 15 Operating Representative by telephone. 16 4 . 4 .7 Seller shall not schedule major overhauls 17 during Peak Months . 18 4 .4 . 8 Seller shall maintain an operating log at 19 Seller 's Facility with records of : real and 20 reactive power production; changes in 21 operating status , outages , Protective 22 Apparatus operations; and any unusual 23 conditions found during inspections . Changes 24 in setting shall also be logged for Generators 25 which are "block-loaded" to a specific kW 26 capacity. In addition , Seller shall maintain Document No. 1774C -17- HM 2715 11183 1 records applicable to the Generating Facility, 2 including the electrical characteristics of 3 the Generator and settings or adjustments of 4 the Generator control equipment and protective 5 devices . Information maintained pursuant to 6 this Section 4 .4 . 8 shall be provided to 7 Edison, within 30 days of Edison 's request. 6 4 .4 . 9 If , at any time , Edison has reasonable doubts 9 about the integrity of any of Seller 's 10 Protective Apparatus , based on accepted 11 utility industry practice, and believes that 12 such loss of integrity would impair the 13 Edison Electric System Integrity, Seller 14 shall demonstrate, to Edison ' s satisfaction, 15 the correct calibration and operation of the 16 equipment in question. 17 4 .4 . 10 Seller shall test all protective devices 16 specified in Section 4 . 2 with qualified 19 Edison personnel present at intervals not to 20 exceed four years . 21 4 .4 . 11 Seller shall, to the extent possible, provide 22 reactive power for its own requirements , and 23 where applicable, the reactive power losses of 24 interfacing transformers . Seller shall not 25 deliver excess reactive power to Edison unless 26 otherwise agreed upon between the Parties. Document No. 1774C -18- 27 15 11183 1 4 .4 .12 The Seller warrants that the Generating 2 Facility meets the requirements of a 3 Qualifying Facility as of the effective date 4 of this Contract and continuing through the 5 Contract Term. 6 4 .4 . 13 The Seller warrants that the Generating 7 Facility shall at all times conform to all 8 applicable laws and regulations. Seller 9 shall obtain and maintain any governmental 10 authorizations and permits for the continued 11 operation of the Generating Facility . If at 12 any time Seller does not hold such 13 authorizations and permits , Seller agrees to 14 reimburse Edison for any loss which Edison 15 incurs as a result of the Seller ' s failure to 16 maintain governmental authorization and n permits . 16 4 . 4 . 14 At Edison 's request, Seller shall make all 19 reasonable effort to deliver power at an 20 average rate of delivery at least equal to 21 the Contract Capacity during periods of 22 Emergency. In the event that the Seller has 23 previously scheduled an outage coincident 24 with an Emergency , Seller shall make all 25 reasonable efforts to reschedule the outage. 26 The notification periods listed in Document No. 1774C -19- 27 15 11163 1 Section 4. 4 . 5 shall be waived by Edi7if2 Seller reschedules the outage. 34 . 4 . 15 Seller shall demonstrate the ability 4 provide Edison the specified Contract 5 Capacity within 30 days of the date of Firm 6 Operation . Thereafter, at least once per 7 year at Edison 's request, Seller shall 8 demonstrate the ability to provide Contract g Capacity for a reasonable period of time as 10 required by Edison . Seller ' s demonstration 11 of Contract Capacity shall be at Seller 's 12 expense and conducted at a time and pursuant 13 to procedures mutually agreed upon by the 14 Parties . If Seller fails to demonstrate the 15 ability to provide the Contract Capacity, the 16 Contract Capacity shall he reduced by 17 agreement of the Parties pursuant to 18 Section 9 .1 . 2 . 6. 19 4 . 5 Maintenance 20 4 . 5. 1 Seller shall maintain the Generating Facility 21 in accordance with applicable California 22 utility industry standards and good 23 engineering and operating practices . Edison 24 shall have the right to reasonable monitoring 25 of such maintenance of the Generating 26 Facility. Seller shall maintain and deliver Document No. 1774C _20_ SCE 27 15 11183 1 a maintenance record of the Generating 2 Facility to Edison 's Operating Representatives 3 within 30 days of request therefor. 4 4 . 5 . 2 Seller shall make a reasonable effort to 5 schedule routine maintenance during Off-Peak 6 Months and expected minimal generation 7 periods for renewable resources . Outages for 8 scheduled maintenance shall not exceed a 9 total of 30 peak hours for the Peak Months. 10 4 , 5. 3 The allowance for scheduled maintenance is as 11 follows: 12 a. Outage periods for scheduled maintenance 13 shall not exceed 840 hours ( 35 days ) in 14 any 12-month period. This allowance may 15 be used in increments of an hour or longer 16 on a consecutive or nonconsecutive basis. 17 b. Seller may accumulate unused maintenance 18 hours on a year-to-year basis up to a 19 maximum of 1 ,080 hours ( 45 days ) . This 20 accrued time must be used consecutively 21 and only for major overhauls. 22 4 . 6 Any review by Edison of the design, construction, 23 operation, or maintenance of the Project is solely 24 for the information of Edison. By making such 25 review, Edison makes no representation as to the 26 economic and technical feasibility , operational �Dopcument No. 1774C -21- 27 1 5 11183 I capability, or reliability of the Project. Seller 2 shall in no way represent to any third party that 3 any such review by Edison of the Project, including 4 but not limited to, any review of the design, 5 construction, operation, or maintenance of the 6 Project by Edison is a representation by Edison as 7 to the economic and technical feasibility, 6 operational capability, or reliability of said g facilities. Seller is solely responsible for 10 economic and technical feasibility , operational 11 capability, or reliability thereof . 12 5. OPERATING OPTIONS 13 5. 1 Seller shall elect in Section 1 .9 to Operate its 14 Generating Facility in paralled with Edison 's 15 electric system pursuant to one of the following 16 options: 17 a. Operating Option I : Seller dedicates the 18 entire Generator output to Edison with no 19 electrical service required from Edison. 20 b. Operating Option II : Seller dedicates the 21 entire Generator output to Edison with 22 electrical service required from Edison. 23 C . Operating Option III : Seller dedicates to 24 Edison only that portion of the Generator 25 output in excess of Seller 's electrical service 26 requirements . As much as practicable, Seller Document No. 1774C -22- SCE 271511183 I intends to serve its electrical requirements 2 from the Generator output and will require 3 electrical standby from Edison as designated in 4 Section 1 . 9. 5 5 .2 After expiration of the First Period of the Contract 6 Term, Seller may change the Operating Option , but not 7 more than once per year upon at least 90 days prior 8 written notice to Edison. A reduction in Contract 9 Capacity as a result of a change in operating options 10 shall be subject to Section 9 . 1 .2 . 6 . Edison shall 11 not be required to remove or reserve capacity of any 12 appendant facilities as may be owned by Edison and 13 made idle by a change in operating options . Edison 14 may dedicate any such idle appendant facilities at 15 any time to serve other customers or to interconnect 16 with other electric power sources . Edison shall 17 process requests for changes of operating option in 18 the chronological order received . 19 5. 2 . 1 When the Seller wishes to reserve appendant 20 facilities paid for by the Seller, owned by 21 Edison, but idled by a change in operation 22 option, Edison may impose a special facilities 23 charge related to the operation and 24 maintenance of such appendant facilities . 25 When the Seller no longer needs said Appendant 26 Interconnection Facilities for which it has Document No. 1774C -23- SCER 27-15 11183 1 paid, the Seller shall receive credit for the 2 net salvage value of such Appendant 3 Interconnection Facilities . If Edison is 4 able to make use of these facilities to serve 5 other customers , the Seller shall receive the 6 fair market value of the facilities determined 7 as of the date the Seller either decides no 8 longer to use said facilities or fails to pay g the required maintenance fee. 10 6. INTERCONNECTION FACILITIES 11 6 . 1 The Parties shall execute an Interconnection 12 Facilities Agreement selected by Seller in 13 Section 1 .10 , covering the design, installation, 14 operation and maintenance of the Interconnection 15 Facilities required in Edison 's sole judgment, to 16 permit an electrical interface between the Parties 17 pursuant to Edison 's Tariff Rule No. 21 . 18 6 . 2 The cost for the appendant facilities set forth in 10 the appendices specified in Section 1 .10, are 20 estimates only for Seller ' s information and will be 21 adjusted to reflect recorded costs after 22 installation is complete ; except that , upon Seller ' s 23 written request to Edison, Edison shall provide a 24 binding estimate which shall be the basis for the 25 appendant facilities cost in the Interconnection 26 Facilities Agreement executed by the Parties . Document No. 1774C -24- D- 27-1511/83 1 6 . 3 The nature of the appendant facilities and the Point 2 of Interconnection shall be set forth either by 3 equipment lists or appropriate one-line diagrams and 4 shall be attached to the appropriate appendix 5 specified in Section 1 .10 . 6 6 .4 The design, installation, operation, maintenance , 7 and modifications of the Interconnection Facilities 6 shall be at Seller 's expense, as specified in the 9 Interconnection Facilities Agreement selected by 10 seller in Section 1 . 10 , 11 6 . 5 Seller shall not commence parallel operation of the 12 Generating Facility until written approval for 13 operation of the Interconnection Facilities has been 14 received from Edison. Such written approval shall 15 not be unreasonably withheld or delayed. The Seller 16 shall notify Edison at least forty-five days prior 17 to the initial energizing of the Point of 18 Interconnection. Edison shall have the right to 19 inspect the Interconnection Facilities within thirty 20 days of receipt of such notice. If the facilities 21 do not pass Edison ' s inspection, Edison shall 22 provide in writing the reasons for this failure 23 within five days of the inspection. 24 6 . 6 Seller, at no cost to Edison, shall acquire all 25 permits and approvals and complete all environmental 26 impact studies necessary for the design, Document No. 1774C -25- SCE 2 7 15 1118 3 1 installation, operation , and maintenance of the 2 Interconnection Facilities . 3 7 . ELECTRIC LINES AND ASSOCIATED EASEMENTS 4 7 . 1 Edison shall , as it deems necessary or desirable , 5 build electric lines , facilities and other 6 equipment, both ,overhead and underground , on and off 7 Seller ' s Facility, for the purpose of effecting the 8 agreements contained in this Contract . The physical 9 location of such electric lines , facilities and 10 other equipment on Seller 's Facility shall be 11 determined by agreement of the Parties. 12 7 .2 Seller shall reimburse Edison for the cost of 13 acquiring property rights off Sellers ' s Facility 14 required by Edison to meet its obligations under 15 this Contract . 16 7 . 3 Seller shall grant to Edison, without cost to Edison, 17 and by an instrument of conveyance , acceptable to 18 Edison, rights of way ,y , easements and other property 19 interests necessary to construct , reconstruct , use, 20 maintain , alter, add to, enlarge , repair, replace , 21 inspect and remove, at any time, the electric lines , 22 facilities or other equipment, required, installed , 23 and owned by Edison to effect the agreements 24 contained in the Contract. The rights of ingress 25 and egress at all reasonable times necessary for 26 Document No. 1774C _26_ SCE 27-15 11183 1 Edison to perform the activities contemplated in the 2 Contract . 3 7 . 4 The electric lines , facilities , or other equipment 4 referred to in this Section 7 installed by Edison on 5 or off Seller 's Facility shall be and remain the 6 property of Edison. 7 7 . 5 Edison shall have no obligation to Seller for any 6 delay or cancellation due to inability to acquire a g satisfactory right of way, easements , or other 10 property interests . 11 8 , METERING 12 8 . 1 All meters and equipment used for the measurement of 13 electric power for determining Edison 's payments to 14 Seller pursuant to this Contract shall be provided , 15 owned, and maintained by Edison at Seller 's expense 16 in accordance with Edison 's Tariff Rule No. 21 . 17 8 . 2 All meters and equipment used for billing Seller for 18 electric service provided to Seller by Edison under 19 Operating Options II or III shall be provided, 20 owned, and maintained by Edison at Edison 's expense 21 in accordance with Edison 's Tariff Rule No. 16. 22 8 . 3 The meters and equipment used for measuring the 23 Energy sold to Edison shall be located on the side 24 of the Interconnection Facilities as specified by 25 Seller in Section 1 .13 . If the metering equipment 26 is located on Seller 's side of the Interconnection Document No. 1774C _27_ . E 2 1511183 1 Facilities , then a loss compensation factor agreed 2 upon by the Parties shall be applied . 3 8 .4 For purposes of monitoring the Generator operation a and the determination of standby charges , Edison 5 shall have the right to require , at Seller 's 6 expense , the installation of generation metering. 7 Edison may also require the installation of 8 telemetering equipment at Seller ' s expense for 9 Generating Facilities equal to or greater than 10 10 MW. Edison may require the installation of 11 telemetering equipment at Edison ' s expense for 12 Generating Facilities less than 10 MW. 13 8 . 5 Edison ' s meters shall be sealed and the seals shall 14 be broken only when the meters are to be inspected , 15 tested, or adjusted by Edison. Seller shall be 16 given reasonable notice of testing and have the 17 right to have its Operating Representative present 18 on such occasions . 19 8 . 6 Edison 's meters installed pursuant to this Contract 20 shall be tested by Edison , at Edison ' s expense , at 21 least once each year and at any reasonable time upon 22 request b either Part q y y, at the requesting Party 's 23 expense. If Seller makes such request , Seller shall za reimburse said expense to Edison within thirty days 25 after presentation of a bill therefor. Such 26 reimbursement need not be made if testing requested Document No. 1774C -28- 27-16 11183 by Seller shows a metering inaccuracy in excess of 2 2%. 3 8 .7 Metering equipment found to be inaccurate shall be 4 repaired, adjusted, or replaced by Edison such that 5 the metering accuracy of said equipment shall he 6 within two percent . If metering equipment 7 inaccuracy exceeds two percent, the correct amount 6 of Energy and Contract Capacity delivered during the 9 period of said inaccuracy shall be estimated by 10 Edison and agreed upon by the Parties . 11 9 . POWER PURCHASE PROVISIONS 12 Prior to the date of Firm Operation, Seller shall be paid 13 for Energy only pursuant to Edison 's published avoided 14 cost of energy based on Edison 's full avoided operating 15 cost as periodically updated and accepted by the 16 Commission. If at any time Energy can be delivered to 17 Edison and Seller is contesting the claimed jurisdiction 18 of any entity which has not issued a license or other 19 approval for the Project , Seller, in its sole discretion 20 and risk , may deliver Energy to Edison and for any Energy 21 purchased by Edison Seller shall receive payment from 22 Edison for ( i ) Energy pursuant to this Section , and ( ii ) 23 as-available capacity based on a capacity price from the 24 Standard Offer No. 1 Capacity Payment Schedule as 25 approved by the Commission. Unless and until all 26 Document No. 1774C -29- b- 27 15 11/83 1 required licenses and approvals have been obtained, 2 Seller may discontinue deliveries at any time. 3 9. 1 Capacity Payments 4 Seller shall sell to Edison and Edison shall 5 purchase from Seller capacity pursuant to the 6 Capacity Payment Option selected by Seller in 7 Section 1 .11 . The Capacity Payment Schedules will 8 be based on Edison ' s full avoided operating costs as 9 approved by the Commission throughout the life of 16 this Contract. Data used to derive Edison 's full 11 avoided costs will be made available to the Seller, 12 to the extent specified by Seller upon request. 13 9 . 1 . 1 Capacity Payment Option A -- As Available 14 Capacity. Not applicable. 15 9 . 1 . 2 Capacity Payment Option B -- Firm Capacity 16 Purchase 17 Seller shall provide to Edison for the Contract 16 Term the Contract Capacity specified in 19 Section 1 . 5 , or as adjusted pursuant to 20 Section 9 . 1 . 2 . 6, and Seller shall be paid as 21 follows: 22 9 . 1 .2 . 1 If Seller meets the performance 23 requirements set forth in 24 Section 9. 1 . 2 . 2 , Seller shall be paid 25 a Monthly Capacity Payment, beginning 26 from the date of Firm Operation equal Document No. 1774C -30- SEE 27 15 11183 1 to the sum of the on-peak , mid-peak , 2 and off-peak Capacity Period 3 Payments . Each capacity period 4 payment is calculated pursuant to the 5 following formula : 6 Monthly Period Capacity = A x B x C x D Payment 7 Where A = Contract Capacity Price 8 specified in Section 1 .11 based 9 on the Standard Offer No. 2 10 Capacity Payment Schedule. 11 B = Conversion factors to convert 12 annual capacity prices to 13 monthly payments by time of 14 delivery as specified in 15 Standard Offer No. 2 Capacity 16 Payment Schedule and subject to 17 periodic modifications as 18 approved by the Commission. 19 C = Contract Capacity specified in 20 Section 1 .5 . 21 D = Period Performance Factor, not 22 to exceed 1 .0 , calculated as 23 follows: 24 25 26 Document No. 1774C -31- D- 271511183 Period kWh purchased 1 by Edison limited by the 2 level of Contract Capacity 0 . 8 x Contract Capacity x (Period Hours minus Maintenance Hours 3 Allowed in Section 4 . 5. ) 4 9 . 1 . 2 .2 Performance Requirements 5 To receive the Monthly Capacity 6 Payment in Section 9 . 1 . 2. 1 , Seller 7 shall provide the Contract Capacity 8 in each Peak Month for all on-peak 9 hours as such peak hours are defined 10 in Edison 's Tariff Schedule No. TOU-8 11 on file with the Commission , except 12 that Seller is entitled to a 20% 13 allowance for Forced Outages for 14 each Peak Month . Seller shall not 15 be subject to such performance 1s ° requirements for the remaining hours 17 of the year. 18 a. If Seller fails to meet the 19 requirements specified in 20 Section 9 .1 . 2 . 2 , Seller, in 21 Edison 's sole discretion, may be 22 placed on probation for a period 23 not to exceed 15 months . If 24 Seller fails to meet the 25 requirements specified in 26 Section 9 . 1 . 2 .2 during the �Document No. 1774C -32- C 2]1511183 i • 1 probationary period, Edison may 2 derate the Contract Capacity to 3 the greater of the capacity 4 actually delivered during the 5 probationary period , or the 6 capacity at which Seller can 7 reasonably meet such 8 requirements . A reduction in 9 Contract Capacity as a result of 10 this Section 9 . 1 . 2 . 2 shall be 11 subject to Section 9. 1 . 2 . 5. 12 b. If Seller fails to meet the 13 requirements set forth in 14 Section 9 . 1 .2 . 2 due to a Forced 15 Outage on the Edison system or a 18 request to reduce or curtail 17 delivery under Section 9 . 4, 18 Edison shall continue Monthly 19 Capacity Payments pursuant to 20 Capacity Payment Option B . The 21 Contract Capacity curtailed 22 shall be treated the same as 23 scheduled maintenance outages in 24 the Calculation of the Monthly 25 Capacity Payment. 26 Document No. 1774C -33- EiCE 27 1511183 1 9 . 1 .2 . 3 If Seller is unable to provide 2 Contract Capacity due to 3 Uncontrollable Forces , Edison shall 4 continue Monthly Capacity Payments 5 for 90 days from the occurrence of g the Uncontrollable Force. Monthly 7 Capacity Payments payable during a 8 period of interruption or reduction 9 by reason of an Uncontrollable Force 10 shall be treated the same as 11 scheduled maintenance outages . 12 9 . 1 . 2. 4 Capacity Bonus Payment 13 For Capacity Payment Option B , 14 Seller may receive a Capacity Bonus 15 Payment as follows: 16 a. Bonus During Peak Months -- For 17 a Peak Month , Seller shall 18 receive a Capacity Bonus Payment 19 if ( i ) the requirements set 20 forth in Section 9 .1 . 2 . 2 have 21 been met , and ( ii ) the on-peak 22 capacity factor exceeds 85% . 23 b. Bonus During Non-Peak Months-- 24 For a non-peak month, Seller 25 shall receive a Capacity Bonus 25 Payment if ( i ) the requirements Document No. 1774C -34- CC 27 1511183 1 set forth in Section 9 . 1 . 2 . 2 2 have been met , ( ii ) the on-peak 3 capacity factor for each Peak 4 Month during the year was at 5 least 85% , and ( iii ) the on-peak 6 capacity factor for the non-peak 7 month exceeds 850 . B C. For any eligible month , the 9 Capacity Bonus Payment shall be 10 calculated as follows: 11 Capacity Bonus Payment = A x B x C x D 12 Where A = ( 1. 2 x On-Peak Capacity Factor ) - 1 . 02 13 Where the On-Peak Capacity Factor, 14 not to exceed 1 .0 , is calculated as 15 follows: 16 Period kWh purchased by Edison limited by the level of Contract 17 Capacity (Contract Capacity) x ( Period Hours 18 minus Maintenance Hours Allowed in Section 4 . 5) 19 B = Contract Capacity Price specified in 20 Section 1 . 11 for Capacity Payment 21 Option B 22 C = 1/12 23 D = Contract Capacity specified in 24 Section 1 .5 25 d. When Seller is entitled to 26 receive a Capacity Bonus Document No. 1774C -35- SCE 27-15 11153 1 Payment, the Monthly Capacity 2 Payment shall be the sum of the 3 Monthly Capacity Payment pursuant 4 to Section 9 . 1 . 2. 1 and the 5 Monthly Capacity Bonus Payment 6 pursuant to this Section . 7 e . For Capacity Payment Option B , 8 Seller shall be paid for- 9 capacity in excess of Contract 10 Capacity based on the as- 11 available capacity price in 12 Standard Offer No. 1 Capacity 13 Payment Schedule, as updated and 14 approved by the Commission . 15 9 . 1 .2 . 5 Capacity Reduction 16 a. Seller may reduce the Contract 17 Capacity specified in 18 Section 1 . 5 , provided that 19 Seller gives Edison 30 days ' 20 prior written notice. 21 b. Subject to Section 10 . 3, Seller. 22 shall refund to Edison with 23 interest at the current published 24 Federal Reserve Board three 25 months prime commercial paper 26 rate an amount equal to the Document No. 1774C -36- SCE 27-15 11183 difference between ( i ) the 2 accumulated Monthly Capacity 3 Payments paid by Edison pursuant 4 to Capacity Payment Option B up 5 to the time the reduction notice 6 is received by Edison, and 7 ( ii ) the total capacity payments 8 which Edison would have paid if 9 based on the Adjusted Capacity 10 Price. 11 C. From the date the reduction 12 notice is received to the date 13 of actual capacity reduction, 14 Edison shall make capacity 15 payments based on the Adjusted 16 Capacity Price for the amount of 17 Contract Capacity being reduced. 18 d . Seller may reduce Contract 19 Capacity without the notice 20 prescribed in Section 9 . 1 . 2 . 5(a ) , P1 provided that Seller shall 22 refund to Edison the amount 23 specified in Section 9 . 1 . 2 . 5(b) 24 and an amount equal to: ( i ) the 25 amount of Contract Capacity 26 being reduced , times ( ii ) the .SCE No. 1774C -37- 1 27 15 11183 difference between the Current 2 Capacity Price and the Contract 3 Capacity Price , times ( iii ) the 4 number of years and fractions 5 thereof (not less than one year ) 6 by which the Seller has been 7 deficient in giving prescribed 8 notice. If the Current Capacity 9 Price is less than the Contract 10 Capacity Price , only payment 11 under Section 9. 1 .2 . 5(b ) shall 12 be due to Edison. 13 9 .1 . 2 . 6 Adjustment to Contract Capacity 14 The Parties may agree in writing at 15 any time to adjust the Contract 16 Capacity. Seller may reduce the 17 Contract Capacity pursuant to 18 Section 9. 1 .2 .5 . Seller may increase 19 the Contract Capacity up to 1300 kW 20 before the year 1990 , with 30 days ' 21 notice , without Edison ' s approval or 22 with Edison 's approval at any time. 23 Thereafter Seller shall receive 24 payment for the increased capacity 25 in accordance with the Contract 26 Capacity Price for the Capacity Document No. 1774C -38- D- 27-15 11183 1 Payment Option selected by Seller 2 for the remaining Contract Term. 3 9 .2 Energy Payments - First Period 4 During the First Period of the Contract Term, Seller 5 shall be paid a Monthly Energy Payment for the 6 Energy delivered by the Seller to Edison at the 7 Point of Interconnection pursuant to the Energy 8 Payment Option selected by Seller in Section 1 .12 , g as follows . (Data used to derive Edison ' s Energy 10 payments for the First Period will be made available 11 to the Seller, to the extent specified by Seller, 12 upon request. ) 13 9 . 2 . 1 Energy Payment Option 1 -- Forecast of Annual 14 Marginal Cost of Energy . If Seller selects 15 Energy Payment Option 1 , then, during the 16 First Period of the Contract Term, Seller 17 shall be paid a Monthly Energy Payment for 18 Energy delivered by Seller and purchased by 19 Edison during each month in the First Period 20 of the Contract Term pursuant to the 21 following formula: 22 Monthly Energy Payment = (A x D) + (B x D) + (C x D) 23 Where A = kWh purchased by Edison during 24 on-peak periods defined in 25 Edison 's Tariff Schedule 26 No. TOU-8 . Document No. 1774C -39- D- 27 15 11182 1 B = kWh purchased by Edison during 2 mid-peak periods defined in 3 Edison 's Tariff Schedule 4 No. TOU-8 . 5 C = kWh purchased by Edison during 6 off-peak periods defined in 7 Edison ' s Tariff Schedule 8 No. TOU-8 . 9 D = The sum of: 10 ( i ) the appropriate time- 11 differentiated energy price from 12 the Forecast of Annual Marginal 13 Cost of Energy , multiplied by 14 the decimal equivalent of the 15 percentage of the forecast 16 specified in Section 1 .12 , and 17 ( ii ) the appropriate time- 18 differentiated energy price from 19 Edison 's published avoided cost 20 of energy multiplied by the 21 decimal equivalent of the 22 percentage of the published 23 energy price specified in 24 Section 1 . 12 . 25 9. 2 .2 Energy Payment Option 2 -- Levelized Forecast 26 Not Applicable Document No. 1774C -40- j54_E 27 15 11183 1 9 . 2.3 Energy Payment Option 3 - Forecast of 2 Incremental Energy Rate ( IER) 3 Not Applicable 4 9 .3 Energy Payments - Second Period 5 During the Second Period of the Contract Term, Seller 6 shall be paid a Monthly Energy Payment for Energy 7 delivered by Seller and purchased by Edison at a 8 rate equal to 100% of Edison 's published avoided cost 9 of energy based on Edison 's full avoided operating 10 cost as updated periodically and accepted by the 11 Commission, pursuant to the following formula: 12 Monthly Energy Payment = kWh purchased by Edison for each 13 on-peak , mid-peak , and off-peak 14 time period defined in Edison 's 15 Tariff Schedule No. TOU-8 16 x Edison 's published avoided cost 17 of energy by time of delivery 18 for each time period . 19 Data used to derive Edison 's full avoided costs will 20 be made available to the Seller, to the extent 21 specified by Seller, upon request. 22 9 .4 Edison shall not be obligated to accept or pay for P3 Energy , and may request Seller whose Generating 24 Facility is one ( 1 ) MW or greater to discontinue or 25 reduce delivery of Energy , for not more than 26 300 hours annually during off-peak hours when Document No. 1774C -41- D- 27-15 11153 1 ( i ) purchases would result in costs greater than 2 those which Edison would incur if it did not purchase 3 Energy from Seller but instead utilized an equivalent 4 amount of Energy generated from another Edison 5 source , or (ii ) the Edison Electric System demand 6 would require that Edison hydro-energy be spilled to 7 reduce generation. 8 10 . PAYMENT AND BILLING PROVISIONS g 10. 1 For Energy and capacity purchased by Edison: 10 10 . 1 . 1 Edison shall mail to Seller not later than 11 thirty days after the end of each monthly 12 billing period ( 1 ) a statement showing the 13 Energy and Contract Capacity delivered to 14 Edison during the on-peak , mid-peak , and 15 off-peak periods, as those periods are 16 specified in Edison 's Tariff Schedule No. 17 TOU-8 for that monthly billing period, ( 2) 18 Edison ' s computation of the amount due 19 Seller, and ( 3) Edison 's check in payment of 20 said amount. 21 10 . 1 .2 If the monthly payment period involves 22 portions of two different published Energy 23 payment schedule periods , the monthly Energy 24 payment shall be prorated on the basis of the 25 percentage of days at each price. 26 Document No. 1774C -42- CC 271511183 1 10 . 1 .3 If the payment period is less than 27 days or 2 greater than 33 days , the capacity payment 3 shall be prorated on the basis of the average 4 days per month per year. 5 10 . 1 . 4 If within ninety days of receipt of the 6 statement Seller does not make a report in 7 writing to Edison of an error, Seller shall 8 be deemed to have waived any error in 9 Edison 's statement , computation , and payment , 10 and they shall be considered correct and 11 complete. 12 10. 2 For electric service provided by Edison: 13 10 . 2 . 1 Under Operating Option III pursuant to 14 Section 5. 1 , standby electric service shall 15 be provided under terms and conditions of 16 Edison 's tariff schedule indicated below as 17 now in effect or as may hereafter be 18 authorized by the Commission to be revised. 19 The applicable tariff schedules are: 20 STANDBY TARIFF ELECTRIC SERVICE TARIFF SCHEDULE NO. 21 SCG-1 GS-2 22 10. 2 . 1 . 1 The Standby Demand for calculation 23 of the standby charge in SCG-1 as 24 specified in Section 1 .9 . Edison 25 reserves the right to adjust the 26 Standby Demand based on recorded Document No. 1774C -43- D- 27R1511183 i demand during periods standby power 2 is required. 3 10. 2 . 1 .2 The capacity rating for determination 4 of standby waiver qualifications 5 shall be Contract Capacity plus the 6 maximum electric load served by the 7 Generating Facility during the 8 on-peak time period recorded during 9 the preceding 12-month time period. 10 10 . 2 . 1 . 3 A minimum monthly charge may be 11 established for standby electric 12 service as provided in the tariff 13 schedule elected in Section 1 .9 . 14 Said minimum monthly charge shall be 15 specified in Section 1 . 9 . 16 10. 2 . 2 Under Operating Options II and III pursuant 17 to Section 5. 1 , electric service shall be to provided under terms , conditions, and rates 19 of Edison ' s tariff schedule indicated below 20 as now in effect or as may hereafter be 21 authorized , by the Commission to be revised. 22 The applicable tariff schedule is GS-2. The 23 contract demand for calculation of the 24 minimum demand charge in the applicable 25 tariff schedules is specified in Section 1 .9 . 26 Document No. 1774C -44- 2715 11183 1 10 . 2 . 3 Edison shall commence billing Seller for 2 electric service rendered pursuant to the 3 applicable tariff schedule on the date that 4 the Point of Interconnection is energized. 5 10 . 3 Monthly charges associated with Interconnection 6 Facilities shall be billed pursuant to the 7 Interconnection Facilities Agreement contained in g the Appendix specified in Section 1 . 10. 9 10 . 4 Payments due to Contract Capacity Reduction 10 10.4 . 1 The Parties agree that the refund and payments 11 provided in Section 9 . 1 . 2 . 6 represent a fair 12 compensation for the reasonable losses that 13 would result from such reduction of Contract 14 Capacity. 15 10.4 . 2 In the event of a reduction in Contract 16 Capacity , the quantity, in kw, by which the 17 Contract Capacity is reduced shall be used to 18 calculate the refunds and payments due Edison 19 in accordance with Section 9 . 1 . 2 . 6 , as 20 applicable. 21 10. 4 . 3 Edison shall provide invoices to Seller for 22 all refunds and payments due Edison under 23 this section which shall be due within 24 60 days . 25 10.4 .4 If Seller does not make payments as required 26 in Section 10 . 4 . 3 , Edison shall have the Document No. 1774C -45- EiCE 27-15 11182 • 1 right to offset any amounts due it against 2 any present or future payments due Seller and 3 may pursue any other remedies available to 4 Edison as a result of Seller ' s failure to 5 perform. 6 11 . TAXES 7 11 .1 If ad valorem taxes or other taxes attributable to 6 the Project are assessed or levied against Edison, 9 Seller shall pay Edison for such assessment or levy . 10 11 .2 If ad valorem taxes or other taxes properly 11 attributed to land, land rights , or interest in land 12 for the Project are assessed or levied against 13 Edison, Seller shall pay Edison for such assessment 14 or levy. 15 11 . 3 For appendant facilities owned by Edison, Edison 16 shall pay ad valorem taxes and other taxes properly 17 attributed to said facilities. If such taxes are 18 assessed or levied against Seller, Edison shall pay 19 Seller for such assessment or levy . 20 11 .4 Seller or Edison shall provide information 21 concerning the Project to any requesting taxing 22 authority. 23 12 . TERMINATION 24 12.1 This Contract shall terminate if Firm Operation does 25 not occur within 5 years of the date of Contract 26 execution. Document No. 1774C -46- cC 27-15 9183 1 13. LIABILITY 2 13.1 Each Party (First Party) releases the other Party 3 (Second Party ) , its directors , officers , employees 4 and agents from any loss , damage, claim, cost , 5 charge , or expense of any kind or nature (including 6 any direct, indirect or consequential loss , damage, 7 claim, cost , charge, or expense ) , including 8 attorney 's fees and other costs of litigation 9 10 // 11 // 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 Document No. 1774C -46A- SEE 27 15 9183 1 incurred by the First Party in connection with 2 damage to property of the First Party caused by or 3 arising out of the Second Party 's construction, 4 engineering, repair, supervision, inspection, 5 testing, protection, operation, maintenance, 6 replacement , reconstruction, use or ownership of its 7 facilities , to the extent that such loss, damage, 8 claim, cost , charge, or expense is caused by the g negligence of Second Party, its directors , officers , 10 employees , agents , or any person or entity whose 11 negligence would be imputed to Second Party. 12 13 . 2 Each Party shall indemnify and hold harmless the 13 other Party, its directors, officers, and employees 14 or agents from and against any loss , damage, claim, 15 cost, charge, ( including direct, indirect or 16 consequential loss , damage, claim, cost charge , or 17 expense ) , including attorney' s fees and other costs 18 of litigation incurred by the other Party in 19 connection with the injury to or death of any person 20 or damage to property of a third party arising out 21 of the indemnifying Party's construction, 22 engineering, repair, supervision, inspection, 23 testing, protection, operation, maintenance, 24 replacement , reconstruction, use, or ownership of 25 its facilities, to the extent that such loss , 26 damage, claim, cost, charge, or expense is cause by Document No. 1774C _47_ SM 271511183 1 the negligence of the indemnifying Party, its 2 directors, officers , employees, agents , or any 3 person or entity whose negligence would be imputed 4 to the indemnifying Party; provided, however, that 5 each Party shall be solely responsible for and shall 6 bear all cost of claims brought by its contractors 7 or its own employees and shall indemnify and hold 8 harmless the other Party for any such costs 9 including costs arising out of any workers 10 compensation law. Seller releases and shall defend 11 and indemnify Edison from, any claim, cost, loss , 12 damage, or liability arising from any contrary 13 representation concerning the effect of Edison 's 14 review of the design, construction, operation, or 15 maintenance of the Project. 18 13.3 The provisions of this Section 13 shall not be 17 construed so as to relieve any insurer of its 18 obligations to pay any insurance claims in 19 accordance with the provisions of any valid 20 insurance policy. 21 13.4 Neither Party shall be indemnified under this 22 Section 13 for its liability or loss resulting from 23 its sole negligence or willful misconduct. 24 14 . INSURANCE 25 14. 1 Until Contract is terminated, Seller shall obtain 26 and maintain in force as hereinafter provided � Doocument No. 1774C -48- C 27-,,11183 I comprehensive general liability insurance , including 2 contractual liability coverage, with a combined 3 single limit of ( i ) not less than $1 ,000 ,000 each 4 occurrence for Generating Facilities 100 kW or 5 greater; ( ii ) not less than $500, 000 for each 6 occurrence for Generating Facilities between 20 kW 7 and 100 kW; and ( iii ) not less than $100 ,000 for 8 each occurrence for Generating Facilities less than 9 20 kW. The insurance carrier or carriers and form 10 of policy shall be subject to review and approval by 11 Edison . 12 14 .2 Prior to the date Seller 's Generating Facility is 13 first operated in parallel with Edison ' s electric 14 system, Seller shall ( i ) furnish certificate of 15 insurance to Edison , which certificate shall provide 16 that such insurance shall not be terminated nor 17 expire except on thirty days prior written notice to is Edison, ( ii ) maintain such insurance in effect for 19 so long as Seller ' s Generating Facility is operated 20 in parallel with Edison 's electric system, and 21 ( iii ) furnish to Edison an additional insured 22 endorsement with respect to such insurance in 23 substantially the following form: 24 "In consideration of the premium charged, 25 Southern California Edison Company (Edison ) is 26 named as additional insured with respect to all Document No. 1774C -49- 2715111B3 1 liabilities arising out of Seller 's use and 2 ownership of Seller ' s Generating Facility. 3 "The inclusion of more than one insured under y this policy shall not operate to impair the 5 rights of one insured against another insured g and the coverages afforded by this policy will 7 apply as though separate policies had been 8 issued to each insured. The inclusion of more 9 than one insured will not, however, operate to 10 increase the limit of the carrier ' s liability. 11 Edison will not, by reason of its inclusion 12 under this policy, incur liability to the 13 insurance carrier for payment of premium for 14 this policy. 15 "Any other insurance carried by Edison which 16 may be applicable shall be deemed excess 17 insurance and Seller's insurance primary for 18 all purposes despite any conflicting provisions 19 in Seller 's policy to the contrary. " 20 If the requirement of Section 14 . 2 ( iii ) prevents 21 Seller from obtaining the insurance required in 22 Section 14 . 1 then upon written notification by 23 Seller to Edison, Section 14. 2 ( iii ) shall be waived. 24 14 . 3 The requirements of this Section 14 shall not apply 25 to Seller who is a self-insured governmental agency 25 with established record of self-insurance. Document No. 1774C -50- 2715 11I53 1 14 . 4 If Seller fails to comply with the provisions of 2 this Section 14, Seller shall , at its own cost, 3 defend, indemnify , and hold harmless Edison, its 4 directors , officers , employees , agents, assigns , and 5 successors in interest from and against any and all 6 loss , damage, claim, cost , charge, or expense of any 7 kind of nature ( including direct , indirect or 6 consequential loss , damage, claim, cost , charge, or 9 expense , including attorney 's fees and other costs 10 of litigation) resulting from the death or injury to 11 any person or damage to any property, including the 12 personnel and property of Edison, to the extent that 13 Edison would have been protected had Seller complied 14 with all of the provisions of this Section 14 . 15 15. UNCONTROLLABLE FORCES 16 15. 1 Neither Party shall be considered to be in default 17 in the performance of any of the agreements 18 contained in this Contract, except for obligations 19 to pay money, when and to the extent failure of 20 performance shall_ be caused by an Uncontrollable 21 Force. 22 15. 2 If either Party because of an Uncontrollable Force 23 is rendered wholly or partly unable to perform its 24 obligations under this Contract , the Party shall be 25 excused from whatever performance is affected by the 26 �Dopcument No. 1774C -51- O 27 15 11I53 1 Uncontrollable Force to the extent so affected 2 provided that: 3 ( 1) the non-performing Party, within thirty days 4 after the occurrence of the Uncontrollable 5 Force, gives the other Party written notice 5 describing the particulars of the occurrence, 7 ( 2) the suspension of performance is of no greater 8 scope and of no longer duration than is g required by the Uncontrollable Force, 10 ( 3) the non-performing Party uses its best efforts 11 to remedy its inability to perform (this 12 subsection shall not require the settlement of 13 any strike, walkout, lockout or other labor 14 dispute on terms which, in the sole judgment of 15 the Party involved in the dispute, are contrary 16 to its interest . It is understood and agreed 17 that the settlement of strikes , walkouts , is lockouts or other labor disputes shall be at 19 the sole discretion of the Party having the 20 difficulty ) , 21 ( 4 ) when the non-performing Party is able to resume 22 performance of its obligations under this 23 Contract, that Party shall give the other Party 24 written notice to that effect , and 25 26 Document No. 1774C -52- DCE 27-15 11183 1 ( 5) capacity payments during such periods of 2 Uncontrollable Force on Seller's part shall be 3 governed by Section 9 . 1 .2. 3. 4 15. 3 In the event that either Party 's ability to perform 5 cannot be corrected when the Uncontrollable Force is 6 caused by the actions or inactions of legislative, 7 judicial or regulatory agencies or other proper s authority, this Contract may be amended to comply 9 with the legal or regulatory change which caused the 10 nonperformance. 11 If a loss of Qualifying Facility status occurs due 12 to an, Uncontrollable Force and Seller fails to make 13 the changes necessary to maintain its Qualifying 14 Facility status , the Seller shall compensate 'Edison 15 for any economic detriment incurred by Edison as a 18 result of such failure. 17 16. NON-DEDICATION OF FACILITIES 18 Edison, by this Contract, does not dedicate any part of 19 its facilities involved in this Project to the public or 20 to the service provided under the Contract , and such 21 service shall cease upon termination of the Contract. 22 17. PRIORITY OF DOCUMENTS 23 If there is a conflict between this document and any 24 Appendix, the provisions of this document shall govern. 25 Each Party shall notify the other immediately upon the 26 determination of the existence of any such conflict. Document No. 1774C -53- SCE 2715 111B3 1 18. NOTICES AND CORRESPONDENCE 2 All notices and correspondence pertaining to this 3 Contract shall be in writing and shall be sufficient if 4 delivered in person or sent by certified mail , postage 5 prepaid, return receipt requested , to Seller as specified 6 in Section 1 .1 , or to Edison as follows: 7 Southern California Edison Company Post Office Box 800 8 Rosemead, California 91770 Attention: Secretary 9 All notices sent pursuant to this Section 18 shall be 10 effective when received, and each Party shall be entitled 11 to specify as its proper address any other address in the 12 United States upon written notice to the other Party. 13 19. PREVIOUS COMMUNICATIONS 14 This Contract contains the entire agreement and 15 understanding between the Parties , their agents , and 16 employees as to the subject matter of this contract, and 17 merges and supersedes all prior agreements , commitments, 18 representations, and discussions between the Parties . No 19 Party shall be bound to any other obligations , conditions , 20 or representations with respect to the subject matter of 21 this Contract. 22 20. NON-WAIVER 23 None of the provisions of the Contract shall be considered 24 waived by either Party except when such waiver is given 25 in writing. The failure of either Edison or Seller to 26 insist on any one or more instances upon strict Document No. 1774C -54- DCE 27 1511183 I performance of any of the provisions of the Contract or 2 to take advantage of any of its rights hereunder shall 3 not be construed as a waiver of any such provisions or the 4 relinquishment of any such rights for the future, but the 5 same shall continue to remain in full force and effect. 6 21. DISPUTES 7 21 . 1 Any dispute arising between the Parties relating to 8 interpretation of the provisions of this Contract or 9 to performance of the Parties hereunder, other than 10 matters which may not be settled without the consent 11 of an involved insurance company, shall be reduced 12 to writing stating the complaint and proposed 13 solution and submitted to Edison 's manager of the 14 area wherein the Generating Facility is located as 15 specified in Section 1 .3 , whose interpretation and 16 decision thereon shall be incorporated into a 17 written document which shall specify Edison ' s 18 position and that it is the final decision of such 19 manager. A copy of such document shall be furnished 20 to Seller within ten days following the receipt of 21 Seller' s written complaint. 22 21 . 2 The decision of such manager pursuant to 23 Section 21 . 1 shall be final and conclusive from the 24 date of receipt of such copy by the complaining 25 Party, unless , within thirty days Seller furnishes a 26 written appeal to such manager. Following receipt �DoGcument No. 1774C -55- F 27 15 11183 I of such appeal , a joint hearing shall be held within 2 fifteen days of said appeal, at which time the 3 Parties shall each be afforded an opportunity to 4 present evidence in support of their respectvie 5 positions . Such joint hearing shall be conducted by 6 one authorized representative of Seller and one 7 authorized representative of Edison and other e necessary persons. Pending final decision of a 9 dispute hereunder, the Parties shall proceed 10 diligently with the performance of their obligations 11 under this Contract and in accordance with Edison 's 12 position pursuant to Section 21 . 1 . 13 21 .3 The final decision by the Parties ' authorized 14 representatives shall be made within fifteen days 15 after presentation of all evidence affecting the 16 dispute, and shall he reduced to writing. The 17 decision shall be final and conclusive. 18 21. 4 If the authorized representatives cannot reach a 19 final decision within the fifteen-day period, any 20 remedies which are provided by law may be pursued. 21 22. SUCCESSORS AND ASSIGNS 22 Neither Party shall voluntarily assign its rights nor 23 delegate its duties under this Contract , or any part of 24 such rights or duties , without the written consent of the 25 other Party, except in connection with the sale or merger 26 of a substantial portion of its properties. Any such Document No. 1774C -SF_ ,-CE 27-1511183 1 assignment or delegation made without such written 2 consent shall be null and void . Consent for assignment 3 shall not be withheld unreasonably. Such assignment 4 shall include, unless otherwise specified therein, all of 5 Seller's rights to any refunds which might become due 6 under this Contract. 7 23. EFFECT OF SECTION HEADINGS 8 Section headings appearing in this Agreement are inserted 9 for convenience only, and shall not be construed as 10 interpretations of text. 11 24. GOVERNING LAW 12 This Contract shall be interpreted, governed, and 13 construed under the laws of the State of California as if 14 executed and to be performed wholly within the State of 15 California. 16 17 18 19 20 21 22 23 24 25 26 Document No. 1774C _57_ SCE 27 15 11183 1 25. MULTIPLE ORIGINALS 2 This Contract is executed in two counterparts , each of 3 which shall be deemed an original. 4 SIGNATURES 5 IN WITNESS WHEREOF, the Parties hereto have executed this 6 Contract this �� of C 'y , l9aT 7 8 9 SOUTHERrCALIFORNIA E ISON COMPANY 10By ®/"�. 12 Name 5\ 13 \v - / e, , •,: Title Pry cr G' 14 15 16 C1 1 h' v ' r5'' 17 (Seller) 18 19 �\` � By V 20 r Name NIORMAN R. KING 21 \ Title CITY MANAGER 22 23 APPROVED BY THE CITY COUNCIL 24 BY-RE-S. NO. -7( APR 4 1994 25 26 Document No. 1774C -58- Sf-E 27.15 11183 1 APPENDIX A. 3 2 INTERCONNECTION FACILITIES - SELLER OWNED AND OPERATED FACILITY 3 A. 3. 1 Seller shall design, purchase, construct, operate 4 and maintain Seller owned Interconnection Facilities 5 at its sole expense. Edison shall have the right to 6 review the design as to the adequacy of the 7 Protective Apparatus provided. Any additions or 8 modifications required by Edison shall be 9 incorporated by Seller. 10 A.3 . 2 Notwithstanding the provisions of Section 15 , Seller , 11 having elected to own, operate, and maintain the 12 Interconnection Facilities , shall accept all 13 liability and release Edison from and indemnify 14 Edison against any liability for faults or damage to 15 Seller ' s Interconnection Facility, the Edison 16 electric system and the public as a result of the 17 operation of Seller 's project. 18 A. 3 . 3 Edison shall have the right to observe the 19 construction of the Interconnection Facilities , and 20 inspect said facilities after construction is 21 completed at the Seller 's expense. 22 A.3 . 4 ( If applicable ) Facilities which are deemed necessary 23 by Edison for the proper and safe operation of the 24 Interconnection Facilities and which Seller desires 25 Edison to own and operate at Seller 's expense shall 26 be provided as appendant Document No. 1774C A. 3-1 D- 2➢15 11183 1 facilities . Edison shall own, operate and maintain 2 any necessary appendant facilities which may be 3 installed in connection with the Interconnection 4 Facilities at Seller ' s expense. Edison may, as it 5 deems necessary, modify the aforementioned 6 facilities at Seller 's expense. 7 A.3 . 5 For the appendant facilities , Seller elects (check 8 one) - 9 X Option I : Edison shall install , own, operate 10 and maintain the appendant facilities and Seller 11 shall pay to Edison the total estimated cost for the 12 appendant facilities prior to the start of 13 construction of the appendant facilities . 14 Option II : Seller shall install at Seller 's 15 expense its portion of the appendant facilities in 16 accordance with Rule 21 . Within 30 days after 17 installation is complete, Seller shall transfer 1e ownership of the appendant facilities to Edison in a 19 manner acceptable to Edison. 20 A. 3 . 6 Maintenance of facilities referred to in Section 21 A. 3 . 4 shall be paid by Seller pursuant to the 22 attached Application and Contract for 23 Interconnection Facilities Plus Operation and 24 Maintenance. 25 26 Document No. 1774C A. 3-2 25CE 27-1511183 1 A. 3 . 7 To the extent that Edison deems it necessary to 2 effect the arrangements contemplated by this 3 Agreement , Edison may , from time to time, request 4 the Seller to design, install, operate, maintain, 5 modify, replace, repair or remove any or all of the 6 Interconnection Facility. Such equipment and/or 7 Protective Apparatus shall be treated as 6 Interconnection Facilities and added to the 9 Interconnection Facilities Contract by amendment 10 pursuant to Section A. 3 . 4 . 11 A. 3 . 8 Edison shall have the right to review any changes 12 in the design of the Interconnection Facilities and 13 recommend modification (s ) to the design as it deems 14 necessary for proper and safe operation of the 15 Project when in parallel with the Edison electric 16 system. 17 A.3 .9 If Seller does not agree to modifications in this 18 Appendix, the differences between the Parties shall 1e be resolved pursuant to Part I , Section 18. 20 21 22 23 24 25 26 Document No. 1774C A. 3-3 SCE 27 15 11183 1 APPLICATION AND CONTRACT FOR INTERCONNECTION FACILITIES 2 PLUS OPERATION AND MAINTENANCE 3 The undersigned Seller hereby requests the Southern 4 California Edison Company (Edison ) to provide the appendant 5 facilities described on the last page hereof and by this 6 reference herein incorporated, hereinafter called 7 "Interconnection Facilities. " Interconnection Facilities as a defined and used herein are a group of Added Facilities which g have been designated as Interconnection Facilities , to 0 accommodate negotiation and preparation of contracts for y1 parallel generation projects . Interconnection Facilities , as 12 are Added Facilities , shall be provided in accordance with the 13 applicable Tariff Schedules of Edison. Such Interconnection 14 Facilities are to be owned , operated and maintained by Edison . 15 In consideration of Edison 's acceptance of this 16 application, Seller hereby agrees to the following: 17 1 . If Seller elects Option I in Section A. 3 . 5, Seller shall 16 pay to Edison, prior to the start of construction of the 19 Interconnection Facilities , the total estimated costs for 20 the Interconnection Facility as determined by Edison and 21 entered on the last page hereof . In the event Seller 22 abandons its plans for installation of such Interconnection 23 Facility, for any reason whatsoever, including failure to 24 obtain any required permits , Seller shall reimburse Edison 25 upon receipt of supporting documentation for any and all 26 expenses incurred by Edison Document No. 1774C -1- Attachment to Appendix A.3 DCE 21.15 11183 0 1 pursuant to this agreement within thirty ( 30 ) days after 2 presentation of a bill. 3 2. If Seller elects Option II in Section A.3 . 5, Edison shall 4 have the right to observe the construction of the 5 Interconnection Facilities and inspect and test said 6 facilities after construction is completed at the Seller 's 7 expense. 8 3 . The parties also understand and agree that due to equipment 9 acquisition lead time and construction time requirements , 10 Edison requires a minimum of 12 months from the time of 11 authorization to construct the aforementioned 12 Interconnection Facility and place it in operation. Edison 13 shall have no obligation to Seller with regard to any 14 target date established by Seller which is less than 15 eighteen ( 18 ) months from the date this application is 16 executed. However, Edison shall exercise its best effort 17 to meet Seller 's projected operational date. 18 4 . Seller shall pay a monthly charge for the Interconnection 19 Facilities ' operation and maintenance in the amount of 20 0 . 9% of the added equipment investment as determined by 21 Edison and as entered by Edison on the last page hereof . 22 The monthly charge shall be adjusted periodically in 23 accordance with the pro-rata operation and maintenance 24 charges for added facilities pursuant to Rule No. 2.H.2 . f . 25 The monthly charge may be based upon estimated costs of 26 the Interconnection Facilities and when the recorded book Document No. 1774C -2- Attachment to Appendix A. 3 SM 27-15 11183 1 cost of the Interconnection Facilities has been determined 2 by Edison, the charges shall be adjusted retroactively to 3 the date when service is first rendered by means of such 4 Interconnection Facilities . Additional charges resulting 5 from such adjustment shall , unless other terms are mutually 6 agreed upon, be payable within thirty ( 30) days from the 7 date of presentation of a bill therefor. Any credits 8 resulting from such adjustment will, unless other terms 9 are mutually agreed upon, be refunded upon demand of 10 Seller. 11 5. Whenever a change is made in the Interconnection Facilities 12 which results in changes in the added equipment investment, 13 the monthly charge will be adjusted on the basis of the 14 revised added equipment investment . The cost of such 15 change shall be payable by Seller within sixty ( 60 ) days 16 from the date of presentation of a bill thereof . The 17 description of the Interconnection Facilities will be 18 amended by Edison on the last page hereof to reflect any 19 changes in equipment , installation and removal cost, amount 20 of added equipment investment , and monthly charge resulting 21 from any such change in the Interconnection Facilities or 22 adjustment as aforesaid. 23 6 . The monthly charges payable hereunder shall commence upon 24 the date when said Interconnection Facilities are available 25 for use but not before service is first established and 26 rendered through Edison ' s normal facilities and shall first Document No. 1774C -3- Attachment to Appendix A. 3 DCE 27 15 11183 1 be payable when Edison shall submit the first energy bill 2 after such date and shall continue until the abandonment 3 of such Interconnection Facilities by Seller, subject to 4 the provisions of Paragraphs 5, and 6, hereof . 5 7 . Seller agrees to utilize said Interconnection Facilities 6 in accordance with good operating practice and to 7 reimburse Edison for damage to said Facilities occasioned 6 or caused by the Seller or any of his agents , employees or g licensees . Failure so to exercise due diligence in the 10 utilization of said Interconnection Facilities will give 11 Edison the right to terminate this agreement. 12 8 . Edison 's performance under this Contract is subject to the 13 availability of materials required to provide the 14 Interconnection Facilities provided for herein and to all 15 applicable Tariff Schedules of Edison. 16 9. This Application and Contract for Interconnection 17 Facilities supplements the appropriate application and, 1s contract (s ) for electric service presently in effect 19 between Seller and Edison. 20 21 22 23 24 25 26 Document No. 1774C -4- Attachment to Appendix A. 3 ,—CE 27151ve3 1 10 . This Contract shall at all times be subject to such 2 changes or modifications by the Public Utilities 3 Commission of the State of California as said Commission 4 may, from time to time, direct in the exercise of its 5 jurisdiction. 6 CITY OF PAL RI SA �x�Ilt�Gg 6 DATED: APR 1904 SELLER: 9 ✓:7 � 10 WITNESS • JUDITIq EUMIrw NORMAN R. KING 11 CITY CLERIC CITY MANAGER 12 Approved and Accepted for 13 SOUTHERN CALIFORNIA EDISON COMPANY ,rF:13 14 Mail (Address ) ., "''C? 15 7 16 / 17 1e By 19 20 21 22 23 24 25 26 Document No. 1774C -5- Attachment to Appendix A. 3 2 SERVICE ADDRESS: 3200 Tahguitz McCallum Way, Palm Springs 3 DATE APPLICANT DESIRES INTERCONNECTION FACILITIES 4 AVAILABLE : January 1985 5 DATE APPLICANT WILL BEGIN CONSTRUCTION OF THE GENERATING FACILITY: 6 2nd Quarter 1984 7 8 DESCRIPTION OF INTERCONNECTION FACILITIES: 9 Underground 12 kV Extension 300 kVa Ground Bank 10 Ground Bank Enclosure 15 kV Current Transformer 11 Metering 12 TOTAL COST OF INTERCONNECTION FACILITIES* : ESTIMATED $41 ,700 13 ADDED INVESTMENT* : ESTIMATED $41 ,700 14 ADDED INVESTMENT: RECORDED BOOK COST $ 15 ESTIMATED INSTALLATION AND REMOVAL COST* : $25 ,000 16 DATE SERVICE FIRST RENDERED BY MEANS OF THE INTERCONNECTION FACILILTIES : 17 18 19 20 21 22 23 24 25 *Cost estimates are for information purposes only and are not binding unless provided in writing by Edison pursuant 26 to a written request by Seller. ��DPocument No. 1774C -6- Attachment to Appendix A.3 DCE 271511183 r - aftmorn Cavan*E ny TiLIMINARY Q.4 G Ae .) i0.e,1••_0Cr NOTES t: "• " indicates devices required by Edison Others are shown as Conventional practice. 2. For device functions see Fig I.S. 0. Transformation (as required) by Edison or customer I. Grounding transformer or ground defector (by Edison S. Protective and synchronizing relays required if customer desires to sane isolated bad during Edison outage N not provided at main circuit breaker. these functions Should he provided at generator breaker. FLIGHT /Z AfV iiemr. 3-rwr' rAM� IDS 74?s POS. t 3-100 ACVA 79OO—Ste/1V0✓. MorE r Eplor. T [Dled" ..�. _ . . . . _ . CUSTOMER cuST011Ea {t zs • i � MOTE { 1 • .r , i M IJN�/Soo rw /?000 If FUT. M C/Ty p'oC1cir Ale~,~ F`/A-E /%oLC S TA. {E" //0 0 lew REV. /-/2-84JO)P FIGURE 4.2 Typical Parallel Generstion with Customer Protection 11