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HomeMy WebLinkAbout02018 - SCE EDISON COGENERATION SEWER PLANT ELECTRIC POWER PURCHASE WWTP WASTE WATER TREATMENT PLANT MINUTE ORDER NO. 7425 AUTHORIZING THE TERMINATION OF THE INTERCONNECTION AND POWER PURCHSE AGREEMENT FOR THE COGENERAION PROJECT OF THE CITY OF PALM SPRINGS WASTE- WATER TREATMENT PLANT. A02018 ------------------ I HEREBY CERTIFY that this Minute Order, authorizing the termination of the Interconnection and power purchase agreement for the Cogeneration Project of the City of Palm Springs Wastewater Treatment Plant, was adopted by the City Council of the City of Palm Springs, California, in a meeting thereof held on the 17"'day of December, 2003. CL PATRICIA A. SANDERS City Clerk City of PS/SCE - Power Purchase agr re Co-generation @ Sewer 2 SCE STANDARD AGREEMENT Plant AGREEMENT #2018 (Orig 5-5-83) 3 FOR signed by CM 5-5-83 4 AS AVAILABLE POWER PURCHASE 5 6 7 8 9 10 11 POWER PURCHASE AGREEMENT 12 BETWEEN 13 CITY OF PALM SPRINGS 14 AND 15 SOUTHERN CALIFORNIA EDISON COMPANY 16 17 18 19 20 21 22 23 April 12 , 1983 Document No. 0887C 24 25 26 Standard As Available Contract Document No. 0887C April 12 , 1983 .55CE 27151183 1 TABLE OF CONTENTS 2 PART I : GENERAL TERMS AND CONDITIONS 3 SECTION TITLE PAGE 4 1 PARTIES 1 5 2 RECITALS 1 6 3 OPERATING OPTIONS 2 7 4 DEFINITIONS 3 8 5 TERM AND TERMINATION 7 9 6 OWNERSHIP AND CONTROL OF 7 10 GENERATING FACILITY 11 7 DESIGN AND CONSTRUCTION OF 8 12 GENERATING FACILITY 13 8 OPERATION OF GENERATING FACILITY 10 14 9 DISCLAIMER 13 15 10 METERING 14 16 11 AVAILABILITY 16 17 12 BILLING 16 18 13 PROPERTY AND LAND RIGHTS 17 19 14 TAXES 18 20 15 LIABILITY 19 21 16 INSURANCE 21 22 17 REGULATORY AUTHORITY 23 23 18 DISPUTES 23 24 19 NOTICES 25 25 20 NON-DEDICATION OF FACILITIES 25 26 21 AMENDMENT 26 Standard As Available Contract Document No. 0887C April 12 , 1983 Sm 27-15 1/83 I SECTION TITLE PAGE 2 22 PREVIOUS COMMUNICATIONS 26 3 23 NON-WAIVER 26 4 24 SUCCESSORS & ASSIGNS 27 5 25 NO THIRD PARTY BENEFICIARIES 27 6 26 EFFECT OF SECTION HEADINGS 27 7 27 GOVERNING LAW 27 8 PART II : INTERCONNECTION FACILITIES 9 1 INTERCONNECTION FACILITIES 28 10 DESIGN 11 2 OWNERSHIP AND OPERATION OF 28 12 INTERCONNECTION FACILITIES 13 PART III : PURCHASE AND PAYMENT PROVISIONS 14 1 POWER PURCHASE AND SALE 29 15 2 PROCEDURE FOR MONTHLY PAYMENT 30 16 PART IV: GENERAL AGREEMENT 17 1 AGREEMENT AND SIGNATURES 31 18 APPENDICES 19 APPENDIX A. 2 - Interconnection Facilities - 20 Capital Contributions Basis 21 APPENDIX B.1 - As-Available Power Purchase 22 Provisions - Energy Payments 23 APPENDIX B.2 - As-Available Power Purchase 24 Provisions - Capacity Payments 25 26 APPENDIX C - Tariff Schedule Standard As Available Contract Document No. 0887C April 12, 1983 27151183 1 PART I : GENERAL TERMS AND CONDITIONS 2 1. PARTIES 3 The Parties to this Agreement are the City of Palm 4 Springs , hereinafter referred to as "Seller" , and 5 Southern California Edison Company, a California 6 corporation, hereinafter referred to as "Edison" , 7 individually "Party" , collectively "Parties". 8 2. RECITALS 9 2.1 Seller desires to construct, own, Operate and 13 Control a 250 kW Generating Facility at Seller's 11 Facility located at 4375 Mesquite Avenue, Palm 12 Springs , California , 92264. Seller' s Generating 13 Facility is a Small Power Production Facility. 14 2.2 Seller desires to purchase from Edison, under the 15 provisions of this Agreement and pursuant to 16 Edison 's filed tariffs , that portion of the 17 electrical requirements of Seller' s Facility 18 which are not supplied by the Generating Facility 19 and which do not exceed the capability of 20 Edison 's facilities installed at Seller's 21 Facility. 22 2. 3 Seller desires to operate its Generating Facility 23 in parallel with Edison' s electric system and 24 sell to Edison As-Available Energy from its 25 Generating Facility. 26 Standard As Available Contract Document No. 0887C -1- April 12 , 1983 SCE 27-151183 i ! 1 2.4 Seller desires 0 kW capacity of standby demand. 2 2 .5 Edison desires to purchase the Energy made 3 available by the Seller to Edison from Seller' s 4 Generating Facility. Edison desires that this 5 source of electric power be as reliable as 6 reasonably possible. 7 2. 6 Seller' s facility is a Qualifying Facility. 6 2.7 The Parties desire , by this Agreement, to 9 establish the terms , conditions, and obligations 10 pursuant to which they can accomplish the above 11 desires and needs. 12 3. OPERATING OPTIONS 13 3.1 Seller elects to operate its Generating Facility 14 in accordance with the following option. Seller 15 shall sell the entire Generator output to Edison 16 with electric service required from Edison. 17 3. 2 The Generating Facility capability is 250 kW as 16 provided in Section 2 .1. 19 3. 3 Seller may change its operating option as 20 indicated in Section 3 .1 , and corresponding 21 tariff schedules pursuant to Section 12 , at a 22 frequency not more than once per year upon at 23 least ninety ( 90) days prior written notification 24 to Edison. 25 26 Standard As Available Contract Document No. 0887C -2- April 12 , 1983 5M 27-151/63 1 4 . DEFINITIONS 2 When used with initial capitalizations, whether in the 3 singular or in the plural, the following terms shall 4 have the following meanings: 5 4 .1 Agreement: This document, including its 6 appendices , as amended from time to time. 7 4 .2 Capacity: That portion of the Generating 8 Facility electric power producing capability 9 (250 kW) which is dedicated to and purchased by 10 Edison. 11 4 . 3 Cogeneration Facility: The facility and 12 equipment which sequentially generate thermal and 13 electrical energy as defined in Title 18 , Code of 14 Federal Regulations (CFR) , Section 292.202 . 15 4. 4 Commission: The Public Utilities Commission of 16 the State of Calfornia. 17 4. 5 Control: To establish the electrical output of 18 the Generating Facility through dispatching 19 procedures including shutdown and startup. 20 4 .6 Edison Electric System Integrity: Operation of 21 Edison' s electric system in a manner which 22 minimizes risks of injury to persons and/or 23 property and enables Edison to provide reliable 24 electric service to its customers. 25 4. 7 Emergency: A condition or situation which in 26 Edison 's sole judgment affects Edison' s ability Standard As Available Contract Document No. 0887C -3- April 12 , 1983 SCE 27151183 1 to maintain safe and continuous electrical 2 service. 3 4 . 8 Energy: Kilowatthours generated by Seller' s 4 Generating Facility which are purchased by Edison 5 at the Point of Interconnection. 6 4 .9 Firm Operation: The date mutually agreed upon 7 between the Parties on which each generating unit 8 of Seller 's Generating Facility is determined to g be a reliable source of generation and on which 10 such unit can be reasonably expected to operate 11 continuously at its effective rating (expressed 12 in kW) . 13 4.10 Generating Facility: All of Seller' s generators, 14 together with all protective and other associated 15 equipment and improvements, necessary to produce 16 electrical energy at Seller' s Facility excluding 17 associated land, land rights or interests in land. 18 4 .11 Generator: The generator(s) and associated prime 19 mover( s) , which are a part of the Generating 20 Facility. 21 4. 12 Interconnection Facilities: Those protection, 22 metering, electric line(s) , and other facilities 23 required, in the opinion of Edison to permit an 24 interface between the electric systems of Edison 25 and Seller at the Point of Interconnection. 26 Standard As Available Contract Document No. 0887C -4- April 12 , 1983 SE 27 15 1183 1 4. 13 Interconnection Facilities Contract: That 2 document which is attached hereto in Part II , 3 Appendix A.2 and by this reference is 4 incorporated herein and made a part hereof. 5 4.14 KVAR: Reactive kilovolt-ampere, a unit of 6 measure of reactive power. 7 4.15 Operate: To provide the engineering, purchasing, 8 repair, supervision, training, inspection, 9 testing, protection, operation, use, management, 10 replacement, retirement, reconstruction, and 11 maintenance of and for the Generating Facility in 12 accordance with applicable utility standards and 13 good engineering practices. 14 4.16 Operating Representatives: Individual (s ) 15 appointed by each Party for the purpose of 16 securing effective cooperation and interchange of 17 information between the Parties in connection 18 with administration and technical matters related 19 to this Agreement. 20 4 .17 Point of Interconnection: The point where 21 Edison ' s electrical conductors connect with 22 Seller 's electrical conductors and where transfer 23 of electrical energy between Edison and Seller 24 takes place. 25 4. 18 Project: The Generating Facility, 26 Interconnection Facilities and metering equipment Standard As Available Contract Document No. 0887C -5- April 12 , 1983 5CE 27 15 V83 1 required to permit operation of Seller' s 2 Generator in parallel with Edison' s electric 3 system. 4 4 . 19 Protective Apparatus : That equipment and 5 apparatus installed by Seller and/or Edison 6 pursuant to Part I , Section 6 .4 and Part II , 7 Section 1.1. 8 4 . 20 Qualifying Facility: Cogeneration or Small Power g Production Facility which meets the criteria as 10 defined in Title 18 , Code of Federal Regulations 11 (CFR) , Section 292 .201 through 292.207. 12 4. 21 Renewable Resources : Wind parks, small 13 hydroelectric, solar and geothermal resources 14 which produce electric power. 15 4 .22 Seller ' s Facility: The premises and equipment of 16 Seller located at 4375 Mesquite Avenue, Palm 17 Springs , California, 92264. 18 4 . 23 Small Power Production Facility: The facilities 19 and equipment which use biomass , waste or 20 renewable resources, including wind, solar and 21 water to produce electrical energy as defined in 22 Title 18 , Code of Federal Regulations (CFR) , 23 Section 292 .201 through 292.207. 24 4 .24 Tariff Schedule TOU-8 : Edison' s time-of-use 25 energy tariff for electric service exceeding 26 Standard As Available Contract Document No. 0887C -6- April 12 , 1983 27151183 1 500 kW, as now in effect or as may hereafter be 2 authorized by the Commission to be revised. 3 5. TERM AND TERMINATION 4 5.1 This Agreement shall become effective on the date 5 of execution by the Parties and shall remain in 6 effect until terminated by Seller. 7 5 .2 If Seller fails to obtain and maintain necessary 8 government authorization(s) and permit( s) s pursuant to Section 17 , Part I , this Agreement 10 shall be terminated. 11 5 .3 Seller shall obtain and maintain Qualifying 12 Facility status throughout this Agreement. If 13 Qualifying Facility status is not maintained, 14 Edison shall have the right to terminate this 15 Agreement. 16 5.4 Seller shall provide to Edison, pursuant to 17 Section 19 , Part I of this Agreement, advance 18 written notice of the date on which the 19 Generating Facility will be operating and capable 20 of providing Capacity and Energy. 21 6. OWNERSHIP AND CONTROL OF GENERATING FACILITY 22 The Generating Facility shall be owned by Seller. 23 Seller shall Control the Generating Facility; except 24 that Seller shall, at any time if requested by Edison to 25 facilitate maintenance of Edison facilities , during 26 periods of Emergency, or to maintain Edison Electric Standard As Available Contract Document No. 0887C -7- April 12 , 1983 SCE 27-151183 1 System Integrity: ( i ) disconnect the Generator from the 2 Edison electric system, or ( ii ) reduce the electrical 3 output of the Generator to the level of the Seller' s 4 total electrical requirement (as appropriate) . Each 5 Party shall endeavor to correct, within a reasonable g period, the conditions on its system which necessitate 7 the disconnect obligation or reduction of output. The 8 disconnect obligation or reduction of electrical output s shall be limited to the period of time such a condition 10 exists. 11 7. DESIGN AND CONSTRUCTION OF GENERATING FACILITY 12 7.1 Seller, at no cost to Edison, shall acquire all 13 permits and approvals , and complete or have 14 completed all environmental impact studies 15 necessary for the construction, operation, and 16 maintenance of the Project. 17 7 .2 Edison shall have the right to review the 18 electrical drawings pertaining to the design of 19 the Generating Facility and the Point of 20 Interconnection. Such review shall be done in a 21 timely manner and may include, but not be limited 22 to, the Generator, governor, excitation system, 23 synchronizing equipment, protective relays and 24 neutral grounding. 25 7 .3 Edison shall have the right to require 26 modifications to the design as it deems necessary Standard As Available Contract Document No. 0887C -8- April 12, 1983 27-15 1183 1 for proper and safe operation of the Project when 2 in parallel with the Edison electric system. If 3 Seller does not agree to such modifications , the 4 differences between the Parties shall be resolved 5 pursuant to Section 18 prior to design approval. 6 7 .4 Seller shall furnish, install, operate and maintain 7 in good order and repair and without cost to 8 Edison, the relays , meters, power circuit breakers , 9 synchronizer and other control and Seller 10 Protective Apparatus as shall be agreed to by the 11 Parties pursuant to Section 7. 2 and 7. 3 as being 12 necessary for proper and safe operation of the 13 Project in parallel with Edison 's electric system. 14 7 .5 Future changes on the Edison electric system 15 and/or Seller's system may require modification 16 of the design of Seller's Generating Facility or 17 the Point of Interconnection. Any such 18 modification, whether proposed by Edison or 19 Seller, shall be subject to the provisions of 20 this Section 7. 21 7 . 6 Edison shall have the right to monitor the 22 construction, start-up, operation, and 23 maintenance of the Project and have the right to 24 consult with and make recommendations to Seller. 25 7. 7 Edison shall have the right to review the 26 construction schedule. Seller shall notify Standard As Available Contract Document No. 0887C -9- April 12 , 1983 SM 27-15 1183 1 Edison, at least one year in advance of Firm 2 Operation, of changes in this schedule which 3 affect the Firm Operation, whenever possible. 4 8 . OPERATION OF GENERATING FACILITY 5 Seller shall Operate the Generating Facility, subject to 6 the following provisions: 7 8.1 The Generating Facility and Seller Protective 8 Apparatus shall be operated and maintained in 9 accordance with applicable utility industry 10 standards and good engineering practices with 11 respect to synchronizing, voltage and reactive 12 power control. 13 8 . 2 The Generating Facility shall be operated with 14 all of Seller 's Protective Apparatus in service 15 whenever the Generator is connected to or is 16 operated in parallel with the Edison electric 17 system. Any deviation for brief periods of 18 emergency or maintenance shall only be by mutual 19 agreement. 20 8 .3 Seller shall operate and maintain the Project in 21 a prudent manner which will produce maximum 22 Energy to the extent that conditions permit. 23 8 .4 Each Party shall keep the other Party 's Operating 24 Representative informed as to the operating 25 schedule of their respective facilities affecting 26 each other' s operation hereunder, including any Standard As Available Contract Document No. 0887C -10- April 12 , 1983 bCE 27-15 1183 1 reduction in Capacity availability related to 2 this Agreement. In addition, Seller shall 3 provide Edison with reasonable advance notice 4 regarding its scheduled outages including any 5 reduction in Capacity availability. Reasonable 6 advance notice is as follows: 7 SCHEDULED OUTAGE ADVANCE NOTICE 8 EXPECTED DURATION TO EDISON 9 Less than one day 24 Hours 10 One day or more (except major 11 overhaul) 1 Week 12 Major overhaul 6 Months 13 8 .5 Notification by each Party 's Operating 14 Representative of outage date and duration should 15 be directed to the other Party ' s Operating 16 Representative by telephone. 17 8 .6 Seller shall deliver electricity to Edison at a 18 nominal 480 volts. 19 8 .7 Seller shall perform routine maintenance during 20 Edison's off-peak hours as those hours are 21 defined in Tariff Schedule No. TOU-8 and 22 coordinate planned outages with Edison. 23 8 .8 Seller shall maintain an operating log at 24 Seller' s Facility with records of: real and 25 reactive power production, changes in operating 26 status, outages, Protective Apparatus operations Standard As Available Contract Document No. 0887C -11- April 12 , 1983 �E 27 151183 s 1 and any unusual conditions found during 2 inspections . For Generators which are 3 "block-loaded" to a specific kW capacity, changes 4 in this setting shall also be logged. In 5 addition, Seller shall maintain records 6 applicable to the Generating Facility, including 7 the electrical characteristics of the Generator 8 and settings or adjustments of the Generator 9 control equipment and protective devices. Such 10 information shall be available to Edison upon 11 request and copies of such operating log and 12 records shall be provided , if requested, to 13 Edison within thirty ( 30 ) days of Edison' s 14 request. 15 8. 9 If, at any time, Edison has reason to doubt the 16 integrity of any of Seller's Protective Apparatus 17 and suspects that such loss of integrity would be 18 hazardous to the Edison Electric System 19 Integrity, Seller shall demonstrate, to Edison ' s 20 satisfaction, the correct calibration and 21 operation of the equipment in question. 22 8 .10 Seller shall test all protective devices 23 specified in Section 7 .4 with qualified personnel 24 at intervals not to exceed four (4 ) years. 25 8 .11 Seller shall notify Edison at least fourteen ( 14 ) 26 calendar days prior to: ( 1 ) the initial Standard As Available Contract Document No. 0887C -12- April 12, 1983 r-M 27-151183 0 1 energizing of the Point of Interconnection; ( 2 ) 2 the initial parallel operation of each of 3 Seller' s Generators; ( 3 ) the initial testing of 4 Seller' s Protective Apparatus. Edison shall have 5 the right to have a representative present at 6 such times. 7 8.12 Seller shall, to the extent possible, provide 8 reactive power for its own requirements and where 9 applicable the reactive power losses of 10 interfacing transformers. Seller shall not 11 deliver excess reactive power to Edison unless 12 otherwise agreed upon between the Parties. 13 9 . DISCLAIMER 14 Any review by Edison of the design, construction, 15 operation, or maintenance of the Project is solely for 16 the information of Edison. By making such review, 17 Edison makes no representation as to the economic and 18 technical feasibility, operational capability, or 19 reliability of the Project. Seller shall in no way 20 represent to any third party that any such review by 21 Edison of the Project , including but not limited to, 22 any review of the design, construction, operation, or 23 maintenance of the Project by Edison is a representation 24 by Edison as to the economic and technical feasibility, 25 operational capability, or reliability of said 26 facilities. Seller is solely responsible for economic Standard As Available Contract Document No. 0887C -13- April 12, 1983 �E 27-151183 • 1 and technical feasibility, operational capability, or 2 reliability thereof. Edison shall not be liable to 3 Seller for, and Seller shall defend and indemnify Edison 4 from, any claim, cost, loss, damage, or liability 5 arising from any contrary representation concerning the 6 effect of Edison's review of the design, construction, 7 operation, or maintenance of the Project. 8 10 . METERING s 10.1 Edison shall provide, ,own and maintain at the 10 Seller' s expense all necessary meters and 11 associated equipment to be utilized for the 12 measurement of Energy and Capacity for 13 determining Edison' s payments to Seller pursuant 14 to this Agreement. 15 10.2 The metering equipment used for metering the 16 Energy sold to Edison shall at Seller's option be 17 located on the Seller's side of the Interconnection 18 Facilities. A loss compensation factor agreed to 19 by the Seller and Edison shall be applied. 20 10.3 Edison shall provide, own and maintain at its 21 expense all necessary meters and associated 22 equipment to be utilized for billing Seller if 23 Edison provides electric service to Seller. 24 10 .4 In addition and for purposes of monitoring the 25 Generator operation, Edison shall have the right 26 to install, at Seller' s expense, generation Standard As Available Contract Document No. 0887C -14- April 12, 1983 '�E 27 15 1183 1 metering and/or telemetering equipment. 2 10.5 Seller shall provide, at no expense to Edison, a 3 suitable location for all meters and associated 4 equipment referred to in this Section 10. 5 10. 6 Edison shall install a ratchet device on the 6 meter(s ) recording Energy purchased by Edison, to 7 prevent their reverse operation, if required. 8 10 .7 Edison's meters shall be sealed and the seals g shall be broken only when the meters are to be 10 inspected , tested, or adjusted by Edison. Seller 11 shall be given reasonable notice of testing and 12 have the right to have its representative present 13 on such occasions . 14 10.8 Edison 's meters installed pursuant to this 15 agreement shall be tested by Edison, at Edison ' s 16 expense, at least once each year and at any 17 reasonable time upon request by either Party, at 18 the requesting Party 's expense. If Seller makes 19 such request, Seller shall reimburse said expense 20 to Edison within thirty (30 ) days after 21 presentation of a bill therefore. 22 10.9 Metering equipment found to be inaccurate shall 23 be repaired, adjusted, or replaced by Edison such 24 that the metering accuracy of said equipment 25 shall be within two percent ( 2% ) . If metering 26 equipment inaccuracy exceeds two percent (2% ) , Standard As Available Contract Document No. 0887C -15- April 12, 1983 5CE 27-151183 1 the correct amount of Energy delivered during the 2 period of said inaccuracy shall be estimated by 3 Edison and agreed upon by the Parties. 4 11. AVAILABILITY 5 Seller shall make all reasonable efforts to limit the 6 outages of the Generator during periods of expected 7 optimum generation. Periods of optimum generation shall 8 coincide with the on-peak periods as such periods are g defined by Tariff Schedule TOU-8 to the extent digester 10 gas is available during such periods. 11 12. BILLING 12 12.1 Standby electric service shall be provided under 13 terms and conditions of Edison' s tariff schedule 14 indicated below as now in effect or as may 15 hereafter be authorized by the Commission to be 16 revised. The applicable tariff schedule is 17 SCG-1. The standby demand for calculation of the 16 standby charge in SCG-1 shall be 0 kW, pursuant 19 to Section 2 .4. 20 12. 2 Electric service shall be provided under terms , 21 conditions and rates of Edison's tariff schedule 22 indicated below as now in effect or as may 23 hereafter be authorized by the Commission to be 24 revised. The applicable tariff schedule is GS-2. 25 12 . 2.1 The contract demand for calculation of 26 the minimum demand charge in the above Standard As Available Contract Document No. 0887C -16- April 12, 1983 MCE 27-15 1183 tariff schedule shall be 500 kW. 2 12. 3 Monthly charges associated with Interconnection 3 Facilities shall be billed pursuant to the 4 Interconnection Facilities Contract. 5 12.4 Edison shall commence billing Seller for electric 6 service rendered pursuant to the applicable 7 schedule referred to in this Section on the date 8 that the Point of Interconnection is energized. 9 13 . PROPERTY AND LAND RIGHTS 10 13 .1 Edison shall, as it deems necessary or desirable, 11 build electric lines , facilities and other 12 equipment, both overhead and underground, on and 13 off Seller ' s Facility, for the purpose of 14 effecting the arrangements contemplated in this 15 Agreement after satisfaction of the requirements 16 of Sections 13.2 and 13. 3 . The physical location 17 of such electrical line, facilities and other 18 equipment on Seller' s Facility shall be 19 determined by agreement of the Parties. 20 13. 2 Seller shall reimburse Edison for the cost of 21 acquiring any property rights off Seller 's 22 Facility which are required by Edison to meet its 23 obligations to Seller under this Agreement. 24 13.3 Seller shall grant to Edison, without cost to 25 Edison, and by a mutually acceptable instrument 26 of conveyance , the following: Standard As Available Contract Document No. 0887C -17- April 12 , 1983 SCE 27 15 1163 1 13. 3 .1 Rights of way, easements and other 2 property interests necessary to 3 construct, reconstruct, use, maintain, 4 alter, add to, enlarge, repair, replace, 5 inspect and remove, at any time, the 6 electric lines , facilities or other 7 equipment, both overhead and 8 underground, which is required by Edison 9 to effect the arrangements contemplated 10 in this Agreement. 11 13.3 .2 The rights of ingress and egress at all 12 reasonable times necessary for Edison to 13 perform any one or more of the 14 activities contemplated in this 15 Agreement. 16 13. 4 The electric lines , facilities , or other 17 equipment referred to in this Section 13 18 installed by Edison on or off Seller' s Facility 19 shall be and remain the property of Edison. 20 13. 5 Edison shall have no obligation to Seller for any 21 delay or cancellation due to inability to acquire 22 a satisfactory right of way. 23 14. TAXES 24 14.1 Ad valorem taxes and other taxes properly 25 attributed to the Seller's Facility shall be paid 26 by Seller. If such taxes are assessed or levied Standard As Available Contract Document No. 0887C -18- April 12, 1983 SM 27 15 1183 1 against Edison, Seller shall pay Edison the 2 amount of such assessment or levy within thirty 3 (30 ) days of presentation of documentation 4 thereof. 5 14. 2 The Parties shall provide information concerning 6 the Project to any requesting taxing authority. 7 15 . LIABILITY 8 15. 1 Each Party ( First Party) releases the other Party 9 ( Second Party) , its directors, officers, 10 employees and agents from any loss , damage, 11 claim, cost, charge, or expense of any kind or 12 nature ( including any direct, indirect or 13 consequential loss, damage , claim, cost, charge, 14 or expense ) including attorney's fees and other 15 cost of litigation incurred by the First Party in 16 connection with damage to property of the First 17 Party caused by or arising out of the Second 18 Party' s construction, engineering, repair, 19 supervision, inspection, testing, protection, 20 operation, maintenance , replacement, reconstruc- 21 tion, use or ownership of its facilities , to the 22 extent that such loss , damage, claim, cost, 23 charge, or expense is caused by the negligence of 24 Second Party, its directors , officers , employees , 25 agents , or any person or entity whose negligence 26 would be imputed to Second Party. Standard As Available Contract Document No. 0887C -19- April 12 , 1983 5� 27-151183 0 • 1 15 . 2 Each Party shall indemnify and hold harmless, the 2 other Party, its directors , officers, and 3 employees or agents from and against any loss , 4 damage, claim, cost, charge, ( including direct, 5 indirect or consequential loss, damage, claim, 6 cost, charge, or expense) , including attorney 's 7 fees and other costs of litigation incurred by 5 the other Party in connection with the injury to 9 or death of any person or damage to property of a 10 third party arising out of the indemnifying 11 Party ' s construction, engineering, repair, 12 supervision, inspection, testing, protection, 13 operation, maintenance, replacement, 14 reconstruction, use, or ownership of its 15 facilities, to the extent that such loss, damage, 16 claim, cost, charge , or expense is caused by the 17 negligence of the indemnifying Party, its 18 directors , officers, employees , agents , or any 19 person or entity whose negligence would be 20 imputed to the indemnifying Party; provided, 21 however, that each Party shall be solely 22 responsible for and shall bear all cost of claims 23 brought by its contractors or its own employees 24 and shall indemnify and hold harmless the other 25 Party for any such costs including costs arising 26 out of any workers compensation law. Standard As Available Contract Document No. 0887C -20- April 12, 1983 .SCE 27-151183 1 15 .3 The provisions of this Section 15 shall not be 2 construed so as to relieve any insurer of its 3 obligations to pay any insurance claims in q accordance with the provisions of any valid 5 insurance policy. 6 16. INSURANCE 7 16.1 During the term of this Agreement, Seller shall 8 obtain and maintain in force as hereinafter 5 provided comprehensive general liability 10 insurance, including contractual liability 11 coverage, with a combined single limit of not 12 less than $5 ,000 ,000 each occurrence. The 13 insurance carrier or carriers and form of policy 14 shall be subject to review and approval by Edison. 15 16.2 Prior to the date Seller' s Generating Facility is 16 first operated in parallel with Edison's electric 17 system, Seller shall ( i ) furnish certificate of 18 insurance to Edison, which certificate shall 19 provide that such insurance shall not be 20 terminated nor expire except on thirty (30 ) days 21 prior written notice to Edison, ( ii ) maintain 22 such insurance in effect for so long as Seller's 23 Generating Facility is operated in parallel with 24 Edison's electric system, and ( iii ) furnish to 25 Edison an additional insured endorsement with 26 Standard As Available Contract Document No. 0887C -21- April 12, 1983 5CE 27-15 1183 0 0 1 respect to such insurance in substantially the 2 following form: 3 "In consideration of the premium charged, Southern California Edison Company 4 ( "Edison" ) is named as additional insured with respect to all liabilities arising out 5 of Seller' s use and ownership of Seller' s Generating Facility. 6 "The inclusion of more than one insured 7 under this policy shall not operate to impair the rights of one insured against 6 another insured and the coverages afforded by this policy will apply as though 8 separate policies had been issued to each insured. The inclusion of more than one 10 insured will not, however, operate to increase the limit of the carrier' s 11 liability. Edison will not, by reason of its inclusion under this policy, incur 12 liability to the insurance carrier for payment of premium for this policy. 13 "Any other insurance carried by Edison 14 which may be applicable shall be deemed excess insurance and Seller' s insurance 15 primary for all purposes despite any conflicting provisions in Seller' s policy 16 to the contrary. " 17 16.3 If Seller fails to comply with the provisions of 18 this Section 16 , Seller shall, at its own cost, 19 defend, indemnify, and hold harmless Edison, its 26 directors , officers, employees , agents, assigns , 21 and successors in interest from and against any 22 and all loss , damage , claim, cost, charge, or 23 expense of any kind of nature ( including direct, 24 indirect or consequential loss , damage, claim, 25 cost, charge, or expense, including attorney 's 26 fees and other costs of litigation) resulting Standard As Available Contract Document No. 0887C -22- April 12 , 1963 ism 27-15 11B3 1 from the death or injury to any person or damage 2 to any property, including the personnel and 3 property of Edison, to the extent that Edison 4 would have been protected had Seller complied 5 with all of the provisions of this Section 16. 6 17. REGULATORY AUTHORITY 7 Seller shall at all times conform to all applicable laws 8 and regulations. Seller shall obtain any government 9 authorization( s) and permit(s ) required pursuant to 10 Section 7 .1 , Part I and Section 1. 2 , Part II. If Seller 11 fails to obtain and maintain such authorizations( s ) and 12 permit(s ) , Edison may refuse to accept delivery of power 13 hereunder and may terminate this Agreement. 14 18 . DISPUTES 15 18 .1 Any dispute arising between the Parties relating 16 to interpretation of the provisions of this 17 Agreement or to performance of the Parties 18 hereunder, other than matters which may not be 19 settled without the consent of an involved 20 insurance company, shall be reduced to writing 21 stating the complaint and proposed solution and 22 submitted to Edison ' s manager of the area wherein 23 the Generating Facility is located, whose 24 interpretation and decision thereon shall be 25 incorporated into a written document which shall 26 specify Edison' s position and that it is the Standard As Available Contract Document No. 0887C -23- smApril 12 , 1983 27-15 1183 1 final decision of such manager. A copy of such 2 document shall be furnished to Seller within ten 3 (10 ) days following the receipt of Seller' s 4 written complaint. 5 18 .2 The decision of such Manager pursuant to Section 6 18 .1 shall be final and conclusive from the date 7 of receipt of such copy by the complaining Party, 8 unless , within such thirty (30 ) day period Seller 9 furnishes a written appeal to such manager 10 delivered pursuant to Section 19. Following 11 receipt of such appeal, a joint hearing shall be 12 held within fifteen (15 ) days of said appeal, at 13 which time the Parties shall each be afforded an 14 opportunity to present evidence in support of 15 their respective positions. Such joint hearing 16 shall be conducted by one authorized 17 representative of Seller and one authorized 18 representative of Edison and other necessary 19 persons. Pending final decision of a dispute 20 hereunder, the Parties shall proceed diligently 21 with the performance of their obligations under 22 this Agreement and in accordance with Edison 's 23 position pursuant to Section 18.1 . 24 18 .3 The final decision by the Parties ' authorized 25 representatives shall be made within fifteen ( 15 ) 26 days after presentation of all evidence affecting Standard As Available Contract Document No. 0887C -24- April 12, 1983 SCE 27151183 1 the dispute, and shall be reduced to writing. 2 The decision shall be final and conclusive. 3 18.4 If the authorized representatives cannot reach a 4 final decision within the fifteen (15 ) day 5 period, any remedies which are provided by law 6 may be pursued. 7 19. NOTICES 8 Except as otherwise specifically provided herein, any 9 notice from one Party to the other, shall be given in 10 writing and shall be deemed to be given as of the date 11 the same is enclosed in a sealed envelope, addressed to 12 the other by certified first class mail, postage 13 prepaid, and deposited in the United States Mail. For 14 the purposes of this Section 19 , such notices shall be 15 mailed to the following respective addresses or to such 16 others as may be hereafter designated by either Party: 17 Southern California Edison Company Post Office Box 800 18 Rosemead , California 91770 Attention: Secretary 19 City of Palm Springs 20 P.O. Box 1786 Palm Springs, California 92263 21 Attention: Water Quality Control Superintendent 22 20. NON-DEDICATION OF FACILITIES 23 Edison, by this Agreement, does not dedicate any part of 24 its facilities involved in this Project to the public or 25 to the service provided under this Agreement, and such 26 service shall cease upon termination of this Agreement. Standard As Available Contract Document No. 0887C -25- April 12, 1983 5M 27-151M 1 21. AMENDMENT 2 If at any time during the term of this Agreement a 3 change in circumstances not anticipated at the time this 4 Agreement was executed significantly alters the rights 5 or obligations of either party, the terms of this 6 Agreement which are directly affected by the change 7 shall be amended by agreement of the Parties. 6 22. PREVIOUS COMMUNICATIONS 9 This Agreement contains the entire agreement and 10 understanding between the Parties , their agents and 11 employees as to the subject matter of this Agreement, 12 and merges and supersedes all prior agreements , 13 commitments , representations and discussions between the 14 Parties. No Party shall be bound to any other 1s obligations, conditions, or representations with respect 16 to the subject matter of this Agreement. 17 23 . NON-WAIVER 1s None of the provisions of this Agreement shall be 19 considered waived by either Party except when such 20 waiver is given in writing. The failure of either Party 21 to insist in any one or more instances upon strict 22 performance of any of the provisions of this Agreement 23 or to take advantage of any of its rights hereunder 24 shall not be construed as a waiver of any such 25 provisions or the relinquishment of any such rights for 26 Standard As Available Contract Document No. 0887C -26- April 12, 1983 _SCE 27.15 1183 1 the future , but the same shall continue and remain in 2 full force and effect. 3 24 . SUCCESSORS & ASSIGNS 4 This Agreement shall be binding upon and inure to the 5 benefit of the respective successors and assigns of the g Parties. No assignment of this Agreement, or any part 7 thereof , by Seller shall be valid unless approved in 8 advance by Edison and until the obligations of the 9 assigning Party so assigned have been assumed in writing 10 by the assignee. 11 25. NO THIRD PARTY BENEFICIARIES 12 Except as otherwise specifically provided in this 13 Agreement, the parties do not intend to create rights 14 in , or grant remedies to, any third party as a 15 beneficiary of this Agreement or of any duty, covenant, 16 obligation or understanding established under this 17 Agreement. 18 26 . EFFECT OF SECTION HEADINGS 19 Section headings appearing in this Agreement are 20 inserted for convenience only, and shall not be 21 construed as interpretations of text. 22 27. GOVERNING LAW 23 This Agreement shall be interpreted, governed and 24 construed under the laws of the State of California or 25 the United States as applicable as if executed and to be 26 performed wholly within the State of California. Standard As Available Contract Document No. 0887C -27- April 12, 1983 5PE 27-15 VB3 1 PART II : INTERCONNECTION FACILITIES 2 1 . INTERCONNECTION FACILITIES DESIGN 3 1.1 The Interconnection Facilities shall be designed, 4 installed, operated and maintained at Seller' s 5 expense pursuant to the appendix indicated in 6 Section 2, Part II . The design, installation, 7 operation and maintenance of the Interconnection a Facilities shall be in accordance with the terms and 9 conditions of the elected appendix. 10 1.2 Seller, at no cost to Edison, shall acquire all 11 permits and approvals , and complete or have 12 completed all environmental impact studies necessary 13 for the construction, operation, and maintenance of 14 the interconnection Facilities. 15 2. OWNERSHIP AND OPERATION OF INTERCONNECTION FACILITIES 16 2. 1 Seller shall not commence parallel operation of the 17 Generating Facility until written approval for 18 operation of the Interconnection Facility has been 19 given by Edison. 20 2. 2 Edison shall own, operate and maintain the 21 Interconnection Facilities as provided below. 22 2. 3 Seller elects Appendix A.2-Interconnection Facilities 23 -Capital Contribution Basis (Seller provides capital 24 prior to construction. Edison designs , purchases 25 and constructs the Interconnection Facilities. Selle 26 pays maintenance and operation fees to Edison. ) Standard As Available Contract Document No. 0887C -28- April 12, 1983 .SCE 27151/83 1 PART III : PURCHASE AND PAYMENT PROVISIONS 2 1. POWER PURCHASE AND SALE 3 1.1 Seller hereby agrees to sell to Edison and Edison 4 hereby agrees to purchase from Seller all Energy 5 delivered by Seller to Edison hereunder. If at 6 any time Energy can be physically delivered to 7 Edison and Seller is contesting the claimed 6 jurisdiction of any entity which has not issued a 9 license or other approval for the Project, Seller 10 at its sole discretion and risk shall have the 11 right to deliver said Energy to Edison and shall 12 receive payment from Edison for said Energy only, 13 pursuant to payment provisions in this Part III . 14 However, unless and until all required licenses 15 and approvals have been obtained, it may 16 discontinue deliveries at any time. 17 1.2 Such Energy shall be paid for by Edison pursuant 18 to the terms and conditions in Appendix B. 1. 19 1. 3 This Agreement shall at times be subject to such 20 changes as any regulatory agency may direct in 21 the exercise of its jurisdiction. Should there 22 be any conflict between the provisions of this 23 Agreement and any regulatory agency directed 24 changes , the Parties shall forthwith amend this 25 Agreement in keeping with such regulatory 26 directed changes. Standard As Available Contract Document No. 0387C -29- April 12, 1983 Js�m 27-15 ices 1 2. PROCEDURE FOR MONTHLY PAYMENT 2 2. 1 Edison shall determine from monthly meter 3 readings the Energy purchased by Edison during 4 the various time periods , as those periods are 5 specified in Tariff Schedule No. TOU-8 , for the 6 preceeding monthly billing period. 7 2.2 Edison shall calculate the amount owed Seller for 8 Energy purchased in accordance with Appendix B .1 9 and B. 2. 10 2. 3 If the billing period involves portions of two 11 different published Energy payment schedule 12 periods , the monthly Energy payment shall be 13 prorated on the basis of the percentage of days 14 at each price. 15 2.4 Within twenty ( 20 ) working days following each 16 monthly meter reading Edison shall request a cash 17 voucher in order to initiate payment to Seller 18 and mail a statement to Seller indicating the 19 amount of Energy and Capacity purchased during 20 the billing period and the amount to be paid. 21 2.5 Edison shall prepare and mail check to Seller 22 within ten (10 ) working days of mailing of the 23 statement. 24 25 26 Standard As Available Contract Document No. 0887C -30- April 12, 1983 27151183 1 PART IV: GENERAL AGREEMENT 2 1. AGREEMENT AND SIGNATURE 3 1.1 The Parties agree to the provisions provided in 4 this Agreement and corresponding Appendices 5 referenced herein. 6 1.2 This Agreement is executed in two counterparts , 7 each of which shall be deemed an original. The 6 signatories hereto represent that they have been 9 appropriately authorized to enter into this 10 Agreement on behalf of the Party for whom they 11 sign. This Agreement is hereby executed as of 12 this 6-�� day of 198 8 . 13 14 _ --- - 15 SOUTHERN CALIFORNIA EDISON COMPANY ATTEST: 16 . 17 8 b ` 18 Name: Glenn J. Bjorklund� Honor Muller. f' 6 Title: Vice 'President 19 ry J1II 20 CITY OF PALM SPRINGS ATTEST: 21 22 23 By: By: '.. .. Name: 24 Title NORMAN R. KING � CITY MANAGER 25 26 Standard As Available Contract Document No. 0887C -31- April 12 , 1983 '�� 27 15 1183 APPENDIX A.2 2 INTERCONNECTION FACILITIES - CAPITAL CONTRIBUTION BASIS 3 4 A. 2. 1 Edison shall design, purchase, construct, own, 5 operate and maintain all Interconnection 6 Facilities at Seller' s expense. 7 A. 2. 2 Seller shall pay to Edison the total estimated 8 cost for the Interconnection Facilities prior to s the start of construction of the Interconnection 10 Facilities. The costs of operation and 11 maintenance shall be paid by Seller pursuant to 12 the attached Application and Contract for 13 Interconnection Facilities Plus Operation and 14 Maintenance. 15 A. 2 .3 To the extent that Edison deems it necessary to 16 effect the arrangements contemplated by this 17 Agreement, Edison may, from time to time, 18 design, install, operate, maintain, modify, 19 replace, repair or remove any or all of the 20 Interconnection Facilities . Any additions , 21 modifications or replacement of requipment shall 22 be treated as Interconnection Facilities. The 23 cost of such addition, modification or 24 replacement shall be paid by Seller on a 25 one-time basis and the material and equipment 26 costs added to the Interconnection Facilities Standard As Available Contract Document No. 0887C A.2 . 1 April 12, 1983 Er-E 27 15 1183 1 Contract by amendment. Equipment and/or 2 Protective Apparatus which, in the opinion of 3 Edison, is no longer required shall be deleted 4 from the Interconnection Facilities Contract. 5 6 7 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 Standard As Available Contract Document No. 0887C A.2 . 2 April 12, 1983 SE 27-151183 0 • SCE STANDARD AGREEMEIIT AS AVAILABLE POWER PURCHASE APPLICATION PLUS OPERATIONOANID MARINOTENANCIEN FACILITIES THE UNDERSIGNED SELLER HEREBY REQUESTS THE SOUTHERN CALIFORNIA EDISON COMPANY (EDISON) TO PROVIDE THE FACILITIES DESCRIBED ON THE LAST PAGE HEREOF AND BY THIS REFERENCE HEREIN INCORPORATED, HEREINAFTER CALLED INTERCONNECTION FACILITIES.` INTERCONNECTION FACILITIES AS DEFINED AND USED HEREIN ARE A GROUP OF ADDED FACILITIES WHICH HAVE BEEN DESIGNATED AS INTERCONNECTION FACILITIES, TO ACCOMMODATE NEGOTIATION AND PREPARATION OF CONTRACTS FOR PARALLEL GENERATION PROJECTS. INTERCONNECTION FACILITIES, AS ARE ADDED FACILITIES SHALL BE PROVIDED IN ACCORDANCE WITH THE APPLICABLE TARIFF SCHEDULES OF tnISON. SUCH INTERCONNECTION FACILITIES ARE TO BE OWNED, OPERATED AND MAINTAINED BY EDISON. IN CONSIDERATION OF EOISON'S ACCEPTANCE OF THIS APPLICATION, SELLER HEREBY AGREES TO THE FOLLOWING! 1. SELLER SHALL PAY TO EDISON, PRIOR TO THE START OF CONSTRUCTION OF THE INTERCONNECTION FACILITIES, THE TOTAL ESTIMATED COSTS FOR THE INTERCONNECTION FACILITY AS DETERMINED BY EDISON. THE ESTIMATED COSTS FOR THE INTERCONNECTION FACILITIES, AS ENTERED ON THE LAST PAGE HEREOF, SHALL BE DETERMINED BY EDISON. IN THE EVENT SELLER ABANDONS ITS PLANS FOR INSTALLATION OF SUCH INTERCONNECTION FACILITY, FOR ANY REASON WHATSOEVER, INCLUDING FAILURE TO OBTAIN ANY REQUIRED PERMITS, SELLER SHALL REIMBIIRSE EDISON UPON RECEIPT OF SUPPORTING DOCUMENTATION FOR ANY AND ALL EXPENSES INCURRED BY EDISON PURSUANT TO THIS AGREEMENT WITHIN THIRTY (30) DAYS AFTER PRESENTATION OF A BILL• 2. THE PARTIES ALSO UNDERSTAND AND AGREE THAT DIIE TO EQUIPMENT ACQUISITION LEAD TIME AND CONSTRIICTION TIME REQUIREMENTS, EDISON REQUIRES A MINIMUM OF TWELVE (12) MONTHS FROM THE TIME OF AUTHORIZATION TO CONSTRIICT THE AFOREMENTIONED INTERCONNECTION FACILITY AND PLACE IT IN OPERATION. EDISON SHALL HAVE NO OBLIGATION TO SELLER WITH REGARD TO ANY TARGET DATE ESTABLISHED BY SELLER WHICH IS LESS THAN TWELVE (12) MONTHS FROM THE DATE THIS APPLICATION IS EXECUTED- HOWEVER, EDISON SHALL EXERCISE ITS BEST EFFORT TO MEET SELLERS PROJECTED OPERATIONAL DATE• 3. SELLER SHALL PAY A MONTHLY CHARGE FOR THE INTERCONNECTION FACILITIES' OPERATION AND MAINTENANCE 1N THE AMOUNT OF 0.757 OF THE ADDED INVESTMENT AS DETERMINED BY EDISON AND AS ENTERED BY EDISON ON THE LAST PAGE HEREOF. THE MONTHLY CHARGE SHALL BE ADJUSTED PERIODICALLY IN ACCORDANCE WITH THE PRC-RATA OPERATION AND MAINTENANCE CHARGES FOR ADDED FACILITIES PURSUANT TO RULE No. 2•H•1• THE MONTHLY CHARGE MAY BE BASED UPON ESTIMATED COSTS OF THE INTERCONNECTION FACILITIES AND WHEN THE RECORDED BOOK COST OF THE INTERCONNECTION FACILITIES HAS BEEN DETERMINED BY EDISON, THE CHARGES SHALL BE ADJUSTED RETROACTIVELY TO THE DATE WHEN SERVICE IS FIRST RENDERED BY MEANS OF SUCH INTERCONNECTION FACILITIES. ADDITIONAL CHARGES RESULTING FROM SUCH ADJUSTMENT SMALLS UNLESS OTHER TERMS ARE MIITIIALLY AGREED UPON, BE PAYABLE WITHIN THIRTY (iO) DAYS FROM THE DATE OF PRESENTATION OF A BILL THEREFOR. ANY CREDITS RESULTING FROM SUCH ADJUSTMENT WILL, UNLESS OTHER TERMS ARE MIITIIALLY AGREED UPON, BE REFUNDED UPON DEMAND OF SELLER. 4. WHENEVER A CHANGE IR MADE IN THE INTERCONNECTION FACILITIES WHICH RESIILTB IN CHANGES IN THE ADDED EQUIPMENT INVESTMENT, THE MONTHLY CHARGE SHALL BE ADJUSTED ON THE BASIS OF THE REVISED ADDED EQIIIPMENT INVESTMENT. THE COST OF SUCH CHANGE SHALL BE PAYABLE BY SELLER WITHIN SIXTY (60) DAYS FROM THE DATE OF PRESENTATION OF A BILL THEREOF. THE DESCRIPTION OF THE INTERCONNECTION FACILITIES SHALL BE AMENDED BY EDISON ON THE LAST PAGE HEREOF TO REFLECT ANY CHANGES IN EQUIPMENT, INSTALLATION AND REMOVAL COST, AMOUNT OF ADDED EQUIPMENT INVESTMENT, AND MONTHLY CHARGE RESULTING FROM ANY SUCH CHANGE IN THE INTERCONNECTION FACILITIES OR ADJUSTMENT AS AFORESAID• 5. THE MONTHLY CHARGES PAYABLE HEREIINDER SHALL COMMENCE UPON THE DATE WHEN SAID INTERCONNECTION FACILITIES ARE AVAILABLE FOR USE BUT NOT BEFORE SERVICE IS FIRST ESTABLISHED AN➢ RENDERED THROUGH EDISON'S NORMAL FACILITIES AND SHALL FIRST BE PAYABLE WHEN EDISON SHALL SUBMIT THE FIRST ENERGY BILL AFTER SUCH DATE AND SHALL CONTINUE UNTIL THE ABANDONMENT OF SUCH INTERCONNECTION FACILITIES BY SELLER, SUBJECT TO THE PROVISIONS OF PARAGRAPHS 4. AND 5. HEREOF. 6. SELLER AGREES TO UTILIZE SAID INTERCONNECTION FACILITIES IN ACCORDANCE WITH GOOD OPERATING PRACTICE AND TO INDEMNIFY EDISON FOR DAMAGE TO SAID FACILITIES OCCASIONED OR CAUSED BY THE SELLER OR ANY OF HIS AGENTS, EMPLOYEES OR LICENSEES. FAILURE SO TO EXERCISE DUE DILIGENCE IN THE UTILIZATION OF SAID INTERCONNECTION FACILITIES SHALL GIVE EDISON THE RIGHT TO TERMINATE THIS AGREEMENT- J. EDISON S PERFORMANCE UNDER THIS CONTRACT IS SIIRJECT TO THE AVAILABILITY OF MATERIALS REQUIRED TO PROVIDE THE INTERCONNECTION FACILITIES PROVIDED FOR HEREIN AND TO ALL APPLICABLE TARIFF SCHF.DOLES OF EDISON. -1- ATTACHMENT TO APPENDIX A-2 SCE STANDARD AGREEMEUT AS AVAILABLE POWER PURCHASE B. THIS APPLICATION AND CONTRACT FOR INTERCONNECTION FACILITIES SIIPPLEMENTS THE APPROPRIATE APPLICATION AND CONTRACT(S) FOR ELECTRIC SERVICE PRESENTLY IN EFFECT BETWEEN SELLER AND EDISON. 9. THIS CONTRACT SHALL TO THE EXTENT PROVIDED BY LAW AT ALL TIMES RF. SUBJECT TO SUCH CHANGES OR MODIFICATIONS BY THE PUBLIC UTILITIFS COMMISSION OF THE STATE OF CALIFORNIA AS SAID COMMISSION MAY, FROM TIME-TO TIME, DIRECT IN THE EXERCISE OF ITS JURISDICTION. `Mj/ n DATED: ;e SELLER: L.ro.d - WITNESS: BY: APPROVED AND ACCEPTED FOR SOUTHERN CALIFORNIA EDISON COMPANY MAIL ADDRESS; By -2- ATTACHMENT TO APPENDIX A.P SCE STANDARD AGREEMENT FIRM PgATER PURCHASE SERVICE ADDRESS: 4375 Mesquite Avenue, Palm Springs DATE APPLICANT DESIRES INTERCONNECTION FACILITIES AVAILABLE: M 3, 1983 DESCRIPTION OF INTERCONNECTION FACILITIES: Metering TOTAL COST OF INTERCONNECTION FACILITIES: ESTIMATED $2,000 ADDED INVESTMENT: ESTIMATED $2,000 ADDED INVESTMENT: RECORDED BOOK COST $ ESTIMATED REMOVAL COST: $ 0 DATE SERVICE FIRST RENDERED BY MEANS OF THE INTERCONNECTION FACILILTIES: -3- 1 APPENDIX B. 1 2 ENERGY PURCHASE PROVISION 3 1. Producer may elect to receive payment for Energy and 4 Capacity based on ( i ) time of purchase; or ( ii ) time 5 weighted average, pursuant to the provisions contained 6 herein. Producer may change its payment option at a 7 frequency not more than once per year upon at least 8 ninety ( 90 ) days prior written notification to Edison. g (Check one) : 10 X Energy and Capacity payment by time of purchase. 11 Energy and Capacity payment by time weighted 12 average. 13 2. TIME OF PURCHASE PAYMENT PROVISIONS 14 Seller shall be paid for Energy purchased by Edison based 15 on Edison's full avoided operating cost at time of 16 purchase pursuant to Standard Offer No. 1 published 17 Energy table updated periodically, as approved by the 18 Commission. Energy payment shall be calculated as the 19 sum of the on-peak , mid-peak and off-peak periods as 20 those periods are defined in Edison tariff schedule TOU-8. 21 Payment shall be calculated as follows: 22 MONTHLY ENERGY PAYMENT = On-Peak Period Energy Payment + Mid-Peak Period Energy Payment 23 + Off-Peak Period Energy Payment 24 PERIOD ENERGY PAYMENT = (Avoided Operating Cost Per kWh by Period ) 25 x (Period kWh Delivered by Seller and Purchased by Edison) 26 x (Energy Loss Adjustment Factor) Standard As Available Contract Document No. 0887C B.1. 1 April 12, 1983 27-15 1183 0 • 1 3 . TIME WEIGHTED AVERAGE PAYMENT PROVISIONS 2 Seller shall receive a time weighted Energy payment in 3 cents per kWh based on the published table in effect q pursuant to this Agreement. 5 4. Edison shall not be obligated to accept or pay for and g may request Seller whose generating facility is one MW or 7 greater to discontinue or reduce delivery of Energy 8 during said condition when purchases under this Agreement 9 would result in costs greater than those which Edison 10 would incur if it did not purchase Energy from Seller but 11 instead generated from another source an equivalent 12 amount of Energy. When possible Edison shall make a 13 reasonable effort to sell excess energy before requesting 14 Seller to discontinue or reduce Energy delivery. And 15 also when possible , Edison shall give Seller reasonable 16 notice of the possibility that Seller may be requested to 17 discontinue or reduce Energy delivery pursuant to this 18 Section. 19 5. When the Edison Electric System demand would require that 20 hydro-energy be spilled to reduce generation, Seller will 21 be paid a hydro savings payment for Energy delivered. 22 When Edison anticipates such periods, Edison shall notify 23 Seller that a hydro savings payment period is possible. 24 25 26 Standard As Available Contract Document No. 0887C B. 1 . 2 April 12 , 1983 ,-CE 27-151183 1 The payment will be calculated when a hydro spill 2 condition occurs , and shall be determined as follows: 3 HYDRO SAVINGS PAYMENT = 4 (Projected MWH from Qualifying _ (Required Hydro Energy Spill t Facilities per Period ) Reduce Generation per Period ) 5 (Projected MWH from Qualifying Facilities per Period) 6 x (Period Energy Payment) 7 Note: If the result of the Hydro Savings Payment 8 calculation is less than or equal to zero, no Hydro 9 Savings Payment shall be made to Seller. 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 Standard As Available Contract Document No. 0887C B.1. 3 April 12, 1983 ,-CE 27-151/83 ! • 1 APPENDIX B.2 2 POWER PURCHASE PROVISION 3 CAPACITY PAYMENTS FOR POWER PURCHASES q 1. Power purchase provisions, pursuant to this appendix, 5 shall become effective when Energy is delivered pursuant a to this Agreement. 7 TIME OF PURCHASE PAYMENT PROVISIONS a 1. Seller shall be paid for Capacity based on the Standard 9 Offer No. 1 Capacity Table, updated periodically as 10 approved by the Commission. To be eligible for a maximum 11 Capacity payment for any period, Seller must produce 12 Energy at a Capacity factor of 100%. 13 2. Capacity payment shall be calculated as the sum of the 14 on-peak, mid-peak and off-peak Capacity period payments. 15 Payment shall be calculated as follows: 16 MONTHLY CAPACITY PAYMENT = On-Peak Capacity Period Payment + Mid-Peak Capacity Period Payment 17 + Off-Peak Capacity Period Payment 18 CAPACITY PERIOD PAYMENT = (Period kWh delivered by Seller and Purchased by Edison) 19 x (Avoided Capacity Price from Schedule, ¢/kWh) 20 TIME WEIGHTED AVERAGE PURCHASE PROVISIONS 21 Seller shall elect to receive a time weighted Capacity 22 Payment in cents per kWh based on the published Schedule 23 in effect pursuant to this Agreement. 24 25 26 Standard As Available Contract Document No. 0887C B.2. 1 April 12 , 1983 jSCE 27-15 1183 SOUTHERN CALIFORNIA EDISON COMPANY Rev i sed Cal. P.U.C. Sheer No. 7088-E 2244 Walnut Grove Avenue 5� 5838-E, 5924-E, 7035-E & Rosemead, California 91770 Cancelling Rev i sed Cal. P.U.C. Sheet No. 5929-E Schedule No. GS-2 GENERAL SERVICE - DEMAND APPLICABILITY Applicable to single- and three-phase general service including lighting and power, subject to meter availability. TERR17WT Within the entire territory served. RATES Per Meter Per Month Demand Charge: All kW of billing demand, per kW ............................................. $3.80 (Subject to Minimum Demand Charge. See Special Condition No. 6) Energy Charge (to be added to 11 Charge): All kWh, per kWh ............................................................. 6.796C For service on Santa Catalina Island, the above rates are subject to the Catalina Energy Cost Balance Adjustment, as set forth in Special Condition No. 11. Minimum Charge: The Demand Charge plus the Base Rate portion of the Energy Charge shall be subject to a monthly Minimum Charge of $100.00. The Energy Charge includes the following Energy Charge r- Ir emts. ENERGY CHARGE CAPONEMTS Per kWh Base Rate: AllkWh ........................................................................ 2.760C Adjustment Rates: Electric Revenue Adjustment Billing Factor ..................................... 0.000e Energy Cost Adjustment Billing Factor .......................................... 3.756Q Annual Energy Rate ............................................................. 0.2531 Conservation Load Management Adjustment Billing Factor ......................... 0.0270 Total Adjustment Rates ......................................................... 4.036t The Adjustment Rates are described in Parts G, I, and J of the Preliminary Statement. (Continued) (To be it r by u.bty) L.d by (To be i,uerted by Gl.P"U.G) Advice Letter No. 604-E Edward A. Myers, Jr, Dare Filed December 30, 1982 82-11-086, 82-12-055, N.m Effective January 1 , 1983 Decision No. 82-12-057 b 82-12-115 Vice President Resolution No. de SOUTHERN CALIFORNIA EDISON COMPANY Revised Cal. P.U.C. Sheet No. 7089-E 2244 Walnut Grove Avenue 5929-E, 5846-E, 5924-E, 5838-E € Rosemead, California 91770 Cancelling Revised Cal. P.U.C. Sheet No. 7035-E Schedule No. GS-2 GEIIERAL SERVICE - DEMO (Continued) SPECIAL CONDITIONS 1. Voltage: Service will be supplied at one standard voltage. 2. Billing Derail: The billing demand shall be the kilowatts of maximum demand, determined to the nearest kW. 3. Maximum Derand: The maximum demand in any month shall be the measured maximum average kilowatt input, indicated or recorded by instruments to be supplied by the Company, during any 15- minute metered interval in the month, but (except for new customers or existing customers electing Contract Demand as defined in these Special Conditions) shall not be less than the diversified resistance welder load computed in accordance with the section designated Welder Service in Rule No. 2. Where the demand is intermittent or subject to violent fluctuations, a 5-minute interval may be used. 4. %-Ray Installations: Where the Company installs the standard transformer capacity requested by a customer to serve separately an X-ray installation, the minimum charge will be increased by $1.00 per kVA of transformer capacity requested. S. Contract Demand: A contract demand will be established by the Company, based on applicant's demand requirements for any customer with demand requirements greater than 75 kW who requests service on this schedule and for any customer of record on this schedule who requests an increase in transformer capacity in accordance with Rule No. 12 D. A contract demand is required of all customers newly requesting service on this schedule for resistance welder loads or other load which does not create measurable demand. A contract demand arrangement is available upon request for all customers of record on this schedule. The contract demand will be used only for purposes of establishing the minimum demand charge for facilities required to provide service under the rate and will not be otherwise used for billing purposes. Contract demand is based upon the nominal kilovolt-ampere rating of the Company's serving transformer(s) or the standard transformer size determined by the Company as required to serve the customer's stated measurable kilowatt demand, whichever is less and is expressed in kilowatts. 6. Plinio Dead Charge: Where a contract demand is established, the monthly minimum demand charge shall be $1.00 per kilowatt of contract demand. 7. Excess Transformer Capacity: The transformer capacity in excess of a customer's contract demand which is either required by the Company because of the nature of the customer's load or requested by the customer. Excess transformer capacity shall be billed at SI.DO per kVA per month. B. Voltage Dismaon1: The charges before adjustments will be reduced by 3% for service delivered and metered at voltages of from 2 kV to 10 kV; by 4% for service delivered and metered at voltages of from 11 kV to 50 kV; and by 5% for service delivered and metered at voltages over 50 kV; except that when only one transformation from a transmission voltage level is involved, a customer normally entitled to a 3% discount will be entitled to a 4% discount. (Contiaed) (To be ouemed by utdrty) hued by (To be bremed by Cal P.U.C) Advice Letter No. 604-c Ed. rd A. Myers, Jr. Date Filed December 30, 1982 82-12-055 N. EffectiveJanuary 1 , 1983 Decision No. 82-12-115 Vice President Resolution No. de SOUTHERN CALIFORNIA EDISON COMPANY 2244 Walnut Grove Avenue Revised Cal. P.U.C. Sheer No. 7090-E Rosemead, Celitornia 91770 5846-E, 5838-E & Cancelling Rgvi sed Cal. P.U.C. Sheet No. 70ZS-F Schedule No. GS-2 GENERAL SERVILE - DERW (Continued) SPECIAL CDOMMONS (Continued) 9. Power Factor Adjusbm t: When the billing demand has exceeded 200 kW for three consecutive months, a kilovar-hour meter will be installed as soon as practical, and, thereafter, until the billing demand has been less than 150 kW for twelve consecutive months, the charges will be adjusted each month for power factor, as follows: The charges will be decreased by 20 cents per kilowatt of measured maximum demand and will be increased by 20 cents per kilovar of reactive demand. However, in no case shall the kilovars used for the adjustment be less than one-fifth the number of kilowatts. The kilovars of reactive demand shall be calculated by multiplying the kilowatts of measured maximum demand by the ratio of the kilovar-hours to the kilowatthours. Demands in kilowatts and kilovars shall be determined to the nearest unit. A ratchet device will be installed on the kilovar-hour meter to prevent its reverse operation on leading power factors. 10. Temporary Discontinuance of Service: Where the use of energy is seasonal or intermittent, no adjustments will be made for a temporary discontinuance of service. Any customer resuming service within twelve months after such service was discontinued will be required to pay all charges which would have been billed if service had not been discontinued. 11. Catalina Energy Cost Balance Adjustment: For service on Santa Catalina Island, the rates above are subject to adjustment as provided in Part G of the Preliminary Statement, at a billing factor of 2.5930 per kWh. rro r.end by mikyi m 'e n> Or.nK iftn d by CA.P.U.C) Advice Letter No. 604-E Edward A. Myers, Jr. Nate Filed December 30. 1982 82-12- Effective January 1 , 1983 Decision No. 82-12-115 Vice President de Resolution No. SOUTHERN CALIFORNIA EDISON COMPANY 2244 Walnut Grove Avenue Revised Cal. P.U.C. Sheet No. 6042-E Rosemead, California 91770 Cancelling Revised Cal. P.U.C. Sheet No. 5898-E Schedule No. SCG-1 STANDBY FOR COGENERATION AND SMALL POWER PRODUCTION APPLICABILITY .Applicable to customers whose applicable regular service rate schedule,based on load regularly supplied by the Company,is any rate schedule which includes a demand charge,and where a part or all of the electrical requirements of the customer can be supplied from a cogeneration or small power production source which meets the criteria for Qualifying Facility as defined under 18 CFR,Chapter 1, part 292, subpart B of the Federal Energy Regulatory Commission (FERC)regulations The cogeneration or small potter production source may be connected for (1) parallel operation with the service of the Company or (2) isolated operation with standby or breakdown service provided by the Company by means of a double-throw switch TERRITORY Within the entire terntory served RATES Per Month Standby Charge: All kW of standby demand, per kW $1.00 Applicable Schedule Charges (to be added to Standby Charge): All charges and provisions of the applicable regular service rate schedule designated in the generation agreement, except that am portion of the minimum demand charge under that rate schedule, based on demand previously recorded, shall not applv. SPECIAL CONDITIONS 1. Generation Agreement: This schedule shall apply only where the customer signs a cogeneration or small power production generation agreement 2. Standby Demand: The level of standby demand shall be set forth in the generation agreement. 3. Allowance for Maintenance: After a customer has received service under this schedule for a period of six months, the added demand created by scheduled maintenance outages of the cogeneration or small power production source will be ignored for purposes of determining demand charges under the applicable regular service schedule in the months of February or March or other months acceptable to the Company upon advance notice and subject to prevailing system peak conditions,subject to the conditions stated herein Conditions are (1) customer submits to the Company 90 days prior notice of intent to perform maintenance, and (2) following the period of scheduled maintenance, customer shows, to the satisfaction of the Company, what part of the recorded maximum demand utilized for billing in any of the months was added demand due to outage for such scheduled maintenance. This provision is applicable for one continuous outage per vear of up to 30 consecutive days. The Company may,at its sole option, require that the customer defer scheduled maintenance If so,the Company will allow an outage for maintenance at a later date with allowance for maintenance in accordance herewith. Notice of such deferral, if required,shall be provided to the customer not less than 60 days prior to customer's scheduled outage date, except in the event of emergency (Continued) (To be inserted by unbry) Issued by (To be inserted by Cvl P.U.C) Advice Letter No 592-E Edward A. Myers, Jr. Dare Filed May 12, 1982 Nome Effective May 12, 1982 Decision No 82-01-103 Vice President Resolution No. Tide SOUTHERN CALIFORNIA EDISON COMPANY Revised Cal. P.U.0 Sheet No. 6043-E 2244 Walnut Grove Avenue Rosemead, California 91770 Cancelling Revised Cal. P.U.C. Sheet No. 5898-E Schedule No. SCG-1 STANDBY FOR COGENERATION AND SMALL POWER PRODUCTION (Continued) SPECIAL CONDITIONS (Continued) 4. Standby Charge Waiver: Standby Charge shall he waived in its entirety for any billing period in which the customer's generator attains an 85%or greater on-peak capacity factor.The on-peak capacity factor for the customer's generator is defined as On-Peak Capacity Factor = kWh generated during on-peak hours (capacity rating) (on-peak hours) Capacity rating for this calculation shall be set forth in the generation agreement. On-peak hours shall be the total hours, as defined for the on-peak period in Schedule No TOU-8,which occur during the billing period,minus any such on-peak hours which occur during scheduled maintenance periods as set forth in Special Condition No 3. The Company shall install, own, and maintain at customer's expense the necessary meter to record energy delivered by the customer's generator so as to implement this provision The Company shall he allowed reasonable lead time to acquire and install the meter. 5. Excess Energy: For parallel connections, the customer may sell power to the Company under terms of the generation agreement and the Companv's standard price offer as applicable (To be unsorted by utility) Issued by (To be inserted by Col P U C Advice Letter No. 592-E Edward A. Myers,Jr. Date Filed May 12, 1982 Name Decision No. 82.01-103 Effective May 12, 1982 Vice President Resolution No. Tide RFC 1983, FEDERAL ENERGY ,J l/ ��f/"/� R05TAGE AND FEES PAID REGULATORY COMMISSION �7 ,�/ � > FEDEflALENERGV 4 I— REFULAI ORY CPMMISCION WASHINGTON,D.C. 20420 /�F��,v n- � FERO 351 Co l _ P u OFFICIAL FOR PF V e e� PENALTY FOR I`RIVtRE USE,$300 t' t-t I�` C'\'\i A.P. Fisichelli t Water Quality Superintendent QP83-266 City of Palm Stpring /I IUC Post Office Box 1786 Palm Springs, California 92263-1786 cA UNITED STATES OF AMERICA Z� F171C I6Z,04Z FEDERAL ENERGY REGULATORY COMMISSION - 2 ' Docket No. QF83-266-000 City of Palm Springs ) No electric utility, electric utility holding company, or any combination Small Power Production and ) Docket No. QF83-266-000 thereof has any ownership Cogeneration Facilities ) p interest in the facility. The facility thus -- Qualifying Status ) satisfies the criteria set forth in S 292.206 of the Commission's regulations. ORDER GRANTING APPLICATION FOR CERTIFICATION It is found that: AS A QUALIFYING SMALL POWER PRODUCTION FACILITY The small power production facility, as described in the application ( Issued Judy 13, 1983 1 submitted by City of Palm Springs, meets the requirements established in On April 26, 1983, City of Palm Springs, (Applicant) of Palm Springs, S 292.203(a) of the Commission's regulations regarding qualification as a California, filed an application with the Federal Energy Regulatory small power production facility. Commission (Commission) for certification of a facility as a qualifying It is ordered: small power production facility pursuant to S 292.207 of the Commission's The application for certification of qualifying status filed on regulations. 1/ Notice of the application was published in the Federal Register April 26, 1983, by the City of Palm Springs, California pursuant to S 292.207 on May 17, 1983. 2/ No protests or petitions to intervene have been filed. of the Commission's regulations and section 3(17)(C) of the Federal Power The facility will be located at the Wastewater Treatment Plant in Palm Act, as amended by section 201 of the Public Utility Regulatory Policies Act Springs, California. The generating capacity of the facility will be 250 of 1978, is hereby granted provided that the facility operates in the manner kilowatts. The primary energy source will be biomass, in the form of described in the application. 3/ sludge digester gas. Applicant owns no other facility which is located within one mile of the proposed facility and which uses the same energy '7 /'i source. The facility thus meets the criteria set out in S 292.204 of the / \""��' �','�J �- , �V\-`( '� ,,�- Lawrence R. Anderson Commission's rules. Director, Office of Electric Power Regulation l/ Section 292.207 (b)(5) of the Commission's regulations requires the Commission to issue an order granting or denying an application for qualifying status, tolling the time for issuance of an order, or setting 37 Certification as a qualifying facility serves only to establish eligibility the matter for hearing within 90 days of the filing of the application. for benefits provided by the Public Utility Regulatory Policies Act of Section 375.308(pp) of the Commission's regulations delegates to the 1978, as implemented by the Commission's regulations, 18 CFR Part 292. Director, Office of Electric Power Regulation (OEPR), the authority to • It does not relieve a facility of any other requirements of local, State or take appropriate action on uncontested applications for qualifying Federal law, including those regarding siting, construction, operation, status. 18 C.F.R. S 375.308(pp) (1982). licensing and pollution abatement. Certification does not establish any property rights, resolve competing claims for a site, or authorize 2/ 48 Fed. Reg. 22192 (1983). construction. DC-A-4 oF PAL44 �y s� City of Palm Springs M </PORN F°OR ° w April 15 , 1983 I v y�� , �� � � � �r w p:--. _ fit �•M,�'. General Operations Department 619-323-8160 ( ' Federal Energy Commission 825 North Capital Street, NE Washington, D. C. 20246 Re: CITY OF PALM SPRINGS ENERGY RECOVERY AND COGENERATION SYSTEM Dear Sir: The City of Palm Springs is in the process of executing a power purchase agreement with Southern California Edison Company by which the City, acting as a seller, is to obtain status as a Qualifying Cogenerator or Small Power Production Facility as defined by Title 18, Code of the Federal Regulations , Section 292.201 through Section 292.207. The following information is submitted as evidence of the subject' s facility and efficiency requirements as designed and intended for parallel energy generation into the Southern California Edison system by utilizing digester sludge gas as a primary fuel : 1 . Address of Cogeneration Facility - City of Palm Springs Wastewater Treatment Plant 4375 Mesquite Avenue, Palm Springs , California 92264 2. Description of Cogeneration System - The City of Palm Springs Energy Recovery System consists of a reciprocating engine induction generator set with heat recovery capabilities. The reciprocating engine utilized in the system is a Caterpillar Model G398, natural gas engine, which will use as primary fuel , the sludge gas produced at the Palm Springs Wastewater Treatment Plant. The engine operates with a 10:1 compression ratio and is naturally aspirated. The synchronous speed of the unit is 1200 rpm while the top speed is 1236 rpm, and at that speed the fuel consumption is 7 ,597 btu per horsepower hour. The generator is a KATO induction unit with an efficiency of 90% at 1200 rpin. The heat recovery system is manufactured by Vaporphase and is a model VPV capable of recovering 33% of the waste heat produced by the engine. 3. Primary Fuel - Sludge Digester gas , 60% to 68% methane. It is not anticipated that supplemental firing with natural gas will be required during normal operating conditions. 4 . Rated Capa( IX - I50 4w I' i (Mi, r 11w', 1780. Pnlm Spiinpa, ( alilnrni,i 91-261 1 NO April 15 , 1983 Page 2 ENERGY RECOVERY & COGENERATION SYSTEM 5 . Owner - 100% owned by the City of Palm Springs . 6. Efficiency - The system will operate as a topping cycle cogeneration plant. The estimated PURPA efficiency as defined by paragraph 18 CFR, Section 292.205 is based on an anticipated operating schedule of 44.9% efficiency. The thermal output is estimated to be 49.3% of the total energy output. Thermal recovery by the Vaporphase will be utilized for the hot water heating of the on-site sludge digestion tanks. Your review and consideration of this request is appreciated. Please contact this office if any further data should be required. Sincerely yours , A. P. FISICHELLI Water Quality Superintendent City of Palm Springs cc: David L. Strecker, General Operation Director WP/GOD