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HomeMy WebLinkAbout5.923 Original Contract Department of Energy DEe - 5 Bonneville Power Administration Seattle Customer Service Center 909 First Avenue, Suite 380 Seattle, Washington 98104-3636 CITY OF PORT ANGELES CITY CLERK Power ServIces December 2, 2008 In reply refer to: PSW/Seattle Ms. Becky Upton, City Clerk City of Port Angeles P.O. Box 1150 Port Angeles, W A 98362-0217 Dear Ms. Upton: Enclosed for your records is the fully executed original Power Sales Agreement, Contract No. 09PB-13093 (Agreement), between the Bonneville Power Administration and the City of Port Angeles (Port Angeles). I would like to take this opportunity to thank you for returning Port Angeles' signed Agreement well before the deadline. I look forward to continuing to work with you in the future. Please feel free to contact me at 206-220-6775 if you have any questions or concerns. Sincerely, ~vJ/<.~ Shannon K. Greene Customer Account Executive Enclosure cc: (w/o enclosure) Larry Dunbar, Deputy Director of Power Systems Contract No. 09PB-13093 POWER SALES AGREEMENT executed by the BONNEVILLE POWER ADMINISTRATION and CITY OF PORT ANGELES Table of Contents Section I. 2. 3. 4. 5. 6. 7. 8. 9. 10. II. 12. 13. 14. 15. 16. 17. 18. 19. 20. 2l. 22. 23. ... Term .... .... .................................................. ............. ........................... ............... Defini ti ODS .. ......................... ........... ......... .............. ......................................... Load Following Power Purchase Obligation........................................... This Section Intentionally Left Blank....................................................... This Section Intentionally Left Blank....................................................... Ti ered Rate Me th od 0 I ogy- ...... ..................... ................... ............................... High Water Marks and Contract Demand Quantities............................ Appli cable Rate s ...... ................ ........ ............. .......... ...................... ................. 8.1 Priority Firm Power (PF) Rates ........................................................ 8.2 New Resource Firm Power (NR) Rate .............................................. 8.3 8.4 8.5 Elections to Purchase Power Priced at Tier 2 Rates ............................. Firm Power Products and Services (FPS) Rate ............................. Additional Charges..................... .............. ......... ........ ....................... .... Resource Support Services (RSS) ..................................................... Tier 2 Remarketing and Resource Removal............................................ Right to Change Purchase Obligation ...................................................... Billing Credits and Residential Exchange ............................................... Scheduling ..................... ........... ..................... ........... ................ ........... ...... ..... Delivery ................,................... ... ........ ......... ...... ......... ....... ......... ........... ... ....... Metering ...... ................................ ........ ............... ........................ ........... ... ....... Billing and P aym en t .................. ........ ................ ........ ....... ......... ......... .......... Information Exchange and Confidentiality............................................. Co nserva ti 0 n and Renew abies ........... ............... ............... .......................... Resource Adequacy................................ ....................... ...... .......................... Notices and Contact Information............................................................... Uncontrollable Forces......... ............ ......... ............................ .......... .............. Governing Law and Dispute Resolution................................................... Statutory Provisions.......................... ............. ............ ............. ............ ......... 23.1 Retail Rate Schedules .......................................................................... 23.2 Insuffi ci ency and Alloca ti ons..... .............. ...................................... .... 23.3 New Large Single Loads and CF/CTs................................................ 23.4 Priority of Pacific Northwest Customers ........................................ 23.5 Prohibition on Resale .......................................................................... 23.6 Use of Regional Resources.................................................................. 23.7 BP A Appropriations Refinancing...................................................... Page 3 3 11 22 22 22 24 25 25 25 25 25 26 26 27 28 30 31 31 33 36 37 40 41 42 42 43 45 45 46 46 49 49 50 51 ~ 24. Standard Provisions .......................................................... ........................... 51 24.1 Amendments ................................................................ .......................... 51 24.2 Entire Agreement and Order of Precedence................................... 51 24.3 Assi gnm en t.................... ......................................................................... 51 24.4 No Third-Party Beneficiaries ............................................................. 52 24.5 Waivers. ................................................................ ............................. ..... 52 24.6 BP A P oli ci e s...... ..................................................................................... 52 24.7 Rate Covenant and Payment Assurance.......................................... 52 25. T ermina ti on ................ .................................................................................... 52 26. Signature s .. ........................ ......................................................;........................ 53 Exhibit A Exhibit B Exhibit C Exhibit D Exhibit E Exhibit F Exhibit G Exhibit H Net Requirements and Resources High Water Marks and Contract Demand Quantities Purchase Obligations Additional Products and Special Provisions Metering Scheduling This Exhibit Intentionally Left Blank Renewable Energy Certificates and Carbon Attributes This POWER SALES AGREEMENT (Agreement) is executed by the UNITED STATES OF AMERICA, Department of Energy, acting by and through the BONNEVILLE POWER ADMINISTRATION (BPA), and the CITY OF PORT ANGELES (Port Angeles), hereinafter individually referred to as "Party" and collectively referred to as the "Parties". Port Angeles is a municipal corporation, organized and authorized under the laws of the State of Washington, to purchase and distribute electric power to serve retail consumers from its distribution system within its service area. RECITALS Port Angeles' current power sales agreement (Contract No. 00PB-12054) continues through September 30, 2011, and will be replaced by this Agreement on October 1, 2011. BP A has functionally separated its organization in order to separate the administration and decision-making activities of BPA's power and transmission functions. References in this Agreement to Power Services or Transmission Services are solely for the purpose of clarifying which BPA function is responsible for administrative activities that are jointly performed. BP A is authorized to market federal power to qualified entities that are eligible to purchase such power. Under section 5(b)(1) of the Northwest Power Act, BPA is obligated to offer a power sales agreement to eligible customers for the sale and purchase of federal power to serve their retail consumer load in the Region that is not met by the customer's use of its non-federal resources. BP A has proposed the adoption of a tiered rate pricing methodology for federal power sold to meet BPA's obligations under section 5(b) of the Northwest Power Act to eligible customers, in order to provide more efficient pricing signals and encourage the 09PB-13093, Port Angeles 2 ~ ... timely development of regional power resource infrastructure to meet regional consumer loads under this Agreement. To effect that purpose, in this Agreement BP A establishes a Contract High Water Mark for Port Angeles that will define the amounts of power Port Angeles may purchase from BPA at the Tier 1 Rate, as defined in BPA's Tiered Rate Methodology. The Parties agree: 1. TERM This Agreement takes effect on the date signed by the Parties and expires on September 30,2028. Performance by BPA and Port Angeles shall commence on October 1, 2011, with the exception of those actions required prior to that date that are included in: (1) sections 3.3 through 3.7 of section 3, Power Purchase Obligation; (2) section 9, Elections to Purchase Power Priced at Tier 2 Rates; (3) section 14, Delivery; (4) section 17, Information Exchange and Confidentiality; (5) section 18, Conservation and Renewables; (6) section 19, Resource Adequacy; (7) section 22, Governing Law and Dispute Resolution; (8) section 25, Termination; (9) Exhibit A, Net Requirements and Resources; (10) Exhibit B, High Water Marks and Contract Demand Quantities; (11) Exhibit C, Purchase Obligations; and (12) section 2 of Exhibit D, Additional Products and Special Provisions. Until October 1, 2011, section 22, Governing Law and Dispute Resolution will only apply to the extent there is a dispute regarding actions required in the above referenced sections and exhibits. 2. DEFINITIONS Capitalized terms below shall have the meaning stated. Capitalized terms that are not listed below are either defined within the section or exhibit in which the term is used, or if not so defined, shall have the meaning stated in BPA's applicable Wholesale Power Rate Schedules, including the General Rate Schedule Provisions (GRSPs). Definitions in bold indicate terms that are defined in the TRM and that 09PB-13093, Port Angeles 3 the Parties agree should conform to the TRM as it may be revised. The Parties agree that if such definitions are revised pursuant to the TRM, they shall promptly amend this Agreement to incorporate such revised definitions from the TRM, to the extent they are applicable. , I I , 2.1 "5(b)/9(c) Policy" means BPA's Policy on Determining Net Requirements of Pacific Northwest Utility Customers Under sections 5(b)(1) and 9(c) of the Northwest Power Act issued May 23, 2000, and its revisions or successors. 2.2 "7(i) Process" means a public process conducted by BPA to establish rates for the sale of power and other products pursuant to section 7(i) of the Northwest Power Act or its successor. 2.3 "Above-RHWM Load" means forecast annual Total Retail Load, less Existing Resources, NLSLs, and Port Angeles' RHWM, as determined in the RHWM Process, except for the FY 2012-2013 Rate Period, when Above- RHWM Load will be determined differently, as specified in the TRM. 2.4 "Annexed Load" means existing load, distribution system, or service territory Port Angeles acquires after the Effective Date from another utility, by means of annexation, merger, purchase, trade, or other acquisition of rights, the acquisition of which has been authorized by a final state, regulatory or court action. The Annexed Load must be served from distribution facilities that are owned or acquired by Port Angeles. 2.5 "Average Megawatts" or "aMW" means the amount of electric energy in megawatt-hours (MWh) during a specified period of time divided by the number of hours in such period. 2.6 "Balancing Authority" means the responsible entity that integrates resource plans ahead of time, maintains load-interchange-generation balance within a Balancing Authority Area, and supports interconnection frequency in real time. 2.7 "Balancing Authority Area" means the collection of generation, transmission, and loads within the metered boundaries of the Balancing Authority. 2.8 "Business Days" means every Monday through Friday except Federal holidays. 2.9 "Carbon Credit" shall have the meaning as defined in section 1 of Exhibit H. 2.10 "CHWM Contract" means the power sales contract between a customer and BPA that contains a Contract High Water Mark (CHWM), and under which the customer purchases power from BPA at rates established by BPA in accordance with the TRM. 09PB-13093, Port Angeles 4 2.11 "Consumer-Owned Resource" means a Generating Resource connected to Port Angeles' distribution system that is owned by a retail consumer, has a nameplate capability greater than 200 kilowatts, is operated or applied to load, and is not operated occasionally or intermittently as a back-up energy source at times of maintenance or forced outage. Consumer-Owned Resource does not include a resource where the owner of the resource is a retail consumer that exists solely for the purpose of selling wholesale .power and for which Port Angeles only provides incidental service to provide energy for local use at the retail consumer's generating plant for lighting, heat and the operation of auxiliary equipment. 2.12 "Contract Demand Quantity" or "CDQ" shall have the meaning as defined in the TRM, the definition of which is recited in section 6.6.1. 2.13 "Contract High Water Mark" or "CHWM" shall have the meaning as defined in the TRM, the definition of which is recited in section 6.6.1. 2.14 "Contract Resource" means any source or amount of electric power that Port Angeles acquires from an identified or unidentified electricity-producing unit or units by contract purchase, and for which the amount received by Port Angeles does not depend on the actual production from an identified Generating Resource. 2.15 "Dedicated Resource" means a Specified Resource or an Unspecified Resource Amount listed in Exhibit A that Port Angeles is required by statute to provide or obligates itself to provide under this Agreement for use to serve its Total Retail Load. 2.16 "Diurnal" means the division of hours within a month between Heavy Load Hours (HLH) and Light Load Hours (LLH). 2.17 "Diurnal Flattening Service" or "DFS" means a service that makes a resource that is variable or intermittent, or that portion of such resource that is variable or intermittent, equivalent to a resource that is flat within each of the 24 HLH and LLH periods of a year. 2.18 "Due Date" shall have the meaning as described in section 16.2. 2.19 "Effective Date" means the date on which this Agreement has been signed by Port Angeles and BP A. 2.20 "Eligible Annexed Load" shall have the meaning as defined in section 3.5.6. 2.21 "Environmental Attribute" shall have the meaning as defined in section 1 of Exhibit H. 2.22 "Environmentally Preferred Power RECS" or "EPP RECs" shall have the meaning as defined in section 1 of Exhibit H. 09PB-13093, Port Angeles 5 2.23 "Existing Resource" means a Specified Resource listed in section 2 of Exhibit A that Port Angeles was obligated by contract or statute to use to serve Port Angeles' Total Retail Load prior to October 1, 2006. 2.24 "FERC" means the Federal Energy Regulatory Commission, or its successor. 2.25 "Firm Requirements Power" means federal power that BPA sells under this Agreement and makes continuously available to Port Angeles to meet BPA's obligations to Port Angeles under section 5(b) of the Northwest Power Act. 2.26 "Fiscal Year" or "FY" means the period beginning each October 1 and ending the following September 30. 2.27 "Flat Annual Shape" means a distribution of energy having the same Average Megawatt value of energy in each month of the year. 2.28 "Flat Within-Month Shape" means a distribution of energy having the same Average Megawatt value of energy in each Diurnal period of the month. 2.29 "Forced Outage Reserve Service" or "FORS" means a service that provides an agreed-to amount of capacity and energy to load during the forced outages of a resource. 2.30 "Forecast Year" means the Fiscal Year ending one full year prior to the commencement of a Rate Period. 2.31 "Generating Resource" means any source or amount of electric power from an identified electricity-producing unit, and for which the amount of power received by Port Angeles or Port Angeles' retail consumer is determined by the power produced from such identified electricity-producing unit. Such unit may be owned by Port Angeles or Port Angeles' retail consumer in whole or in part, or all or any part of the output from such unit may be owned for a defined period by contract. 2.32 "Heavy Load Hours (HLH)" means hours ending 0700 through 2200 hours Pacific Prevailing Time (PPT), Monday through Saturday, excluding holidays as designated by the North American Electric Reliability Corporation (NERC). BPA may update this definition as necessary to conform to standards of the Western Electricity Coordinating Council (WECC), North American Energy Standards Board (NAESB), or NERC. 2.33 "HLH Diurnal Shape" means a distribution of energy between the Diurnal periods in which more megawatt-hours per hour are applied in the Heavy Load Hour (HLH) periods than megawatt-hours per hour applied in the Light Load Hour (LLH) periods. Such distributions are determined by Port Angeles consistent with section 8.2 of Exhibit A. 2.34 "Integrated Network Segment" shall have the meaning as defined in section 14.1. 09PB-13093, Port Angeles 6 2.35 "Interchange Points" means the points where Balancing Authority Areas interconnect and at which the interchange of energy between Balancing Authority Areas is monitored and measured. 2.36 "Issue Date" shall have the meaning as described in section 16.1. 2.37 "Light Load Hours (LLH)" means: (1) hours ending 0100 through 0600 and 2300 through 2400 hours PPT, Monday through Saturday, and (2) all hours on Sundays and holidays as designated by NERC. BPA may update this definition as necessary to conform to standards of the WECC, NAESB, or NERC. 2.38 "Net Requirement" means the amount of federal power that Port Angeles is entitled to purchase from BPA to serve its Total Retail Load minus amounts of Port Angeles' Dedicated Resources shown in Exhibit A, as determined consistent with section 5(b)(1) of the Northwest Power Act. 2.39 "New Large Single Load" or "NLSL" has the meaning specified in section 3(13) of the Northwest Power Act and in BPA's NLSL policy. 2.40 "New Resource" means (1) a Specified Resource listed in section 2 of Exhibit A that Port Angeles was or is first obligated by contract, or was or is obligated by statute, to use to serve Port Angeles' Total Retail Load after September 30,2006, and (2) any Unspecified Resource Amounts listed in Exhibit A. 2.41 "Northwest Power Act" means the Pacific Northwest Electric Power Planning and Conservation Act, 16 U.S.C. ~839, Public Law No. 96-501, as amended. 2.42 "Notice Deadlines" means the dates established in section 9.1.1. 2.43 "Onsite Consumer Load" means the electric load of an identified retail consumer of Port Angeles that is directly interconnected or electrically interconnected on the same portion of Port Angeles' distribution system with a Consumer-Owned Resource of that same identified retail consumer such that no transmission schedule is needed to deliver the generation from the Consumer-Owned Resource to the consumer load. 2.44 "Operating Year" means the period, beginning each August 1 and ending the following July 31, that is designated under the Pacific Northwest Coordination Agreement (PNCA) for resource planning and operational purposes. 2.45 "Pacific Northwest Coordination Agreement" or "PNCA" means Contract No. 97PB-10130, as such agreement may be amended or replaced, among BPA, the U.S. Army Corps of Engineers, the Bureau of Reclamation, and certain generating utilities in the Region that sets forth the terms and 09PB-13093, Port Angeles 7 conditions for the coordinated operation of generating resources in the Region. 2.46 "PNCA Update Shape" means the monthly shape of a Specified Resource that is a hydro resource that will be revised each Fiscal Year based on the monthly amounts for such resource that are in the final PNCA planning hydro-regulation study published for the Operating Year that began on the August 1 immediately preceding the Fiscal Year. If the final study is not published 30 days prior to the beginning of the Fiscal Year, then the monthly shape of Port Angeles' Specified Resource that is a hydro resource will be revised based on the monthly amounts for such resource that are in the modified PNCA study published for the same Operating Year. The August and September amounts published for the Operating Year will be used as the August and September amounts for the Fiscal Year. 2.4 7 "Point of Delivery" or "POD" means the point where power is transferred from a transmission provider to Port Angeles. 2.48 "Point of Metering" or "POM" means the point at which power is measured. 2.49 "Power Services" means the organization, or its successor organization, within BP A that is responsible for the management and sale of Federal power. 2.50 "Primary Points of Receipt" shall have the meaning as defined in section 14.1. 2.51 "Purchase Periods" means the time periods established in section 9.1.1. 2.52 "Rate Case Year" means the Fiscal Year ending prior to the commencement of a Rate Period. The Rate Case Year immediately follows the Forecast Year and is the year in which the 7(i) Process for the next Rate Period is conducted. 2.53 "Rate Period" means the period of time during which a specific set of rates established by BP A pursuant to the TRM is intended to remain in effect. 2.54 "Rate Period High Water Mark" or "RHWM" shall have the meaning as defined in the TRM, the definition of which is recited in section 6.6.1. 2.55 "Region" means the Pacific Northwest as defined in section 3(14) of the Northwest Power Act. 2.56 "Renewable Energy Certificates" or "RECs" shall have the meaning as defined in section 1 of Exhibit H. 2.57 "Resource Diurnal Shape" means a distribution of energy within each Diurnal period that a Generating Resource is expected to produce, as agreed to by the Parties in accordance with section 3.4.1(1). 09PB-13093, Port Angeles 8 2.58 "Resource Monthly Shape" means a distribution of energy within each month that a Generating Resource is expected to produce, as agreed to by the Parties in accordance with section 3.4.1(1). 2.59 "Resource Support Services" or "RSS" means the Diurnal Flattening Service, Forced Outage Reserve Service, Transmission Curtailment Management Service, and Secondary Crediting Service. BPA may in the future include other related services that are priced in the applicable 7(i) Process. 2.60 "Scheduling Points of Receipt" shall have the meaning as defined in section 14.1. 2.61 "Secondary Crediting Service" or "SCS" means the optional service offered by BP A that provides a monetary credit for the secondary output from an Existing Resource that has a firm critical energy component and a secondary energy component. 2.62 "Small Non-Dispatchable Resource" means a Specified Resource connected to Port Angeles' distribution system the output of which cannot be shifted between Diurnal periods or days by the resource owner or operator. Such resource is further defined as: (1) an Existing Resource that has a nameplate capability less than or equal to three megawatts, or (2) a New Resource that has a nameplate capability less than or equal to one megawatt. 2.63 "Specified Resource" means a Generating Resource or Contract Resource that has a nameplate capability or maximum hourly purchase amount greater than 200 kilowatts, that Port Angeles is required by statute or has agreed to use to serve its Total Retail Load. Each such resource is identified as a specific Generating Resource or as a specific Contract Resource with identified parties and is listed in sections 2 and 4 of Exhibit A. 2.64 "Statement of Intent" shall have the meaning as defined in section 2.3 of Exhibit C. 2.65 "Submitted Schedule" shall have the meaning as defined in section 3.7. 2.66 "Super Peak Credit" means a reduction in Port Angeles' demand billing determinants equal to the amount of additional energy provided by a Dedicated Resource, during a Super Peak Period, over the amount of energy that would have been provided by an equivalent amount of energy delivered flat across the monthly HLH period. 2.67 "Super Peak Period" means the hours BPA defines for each Rate Period in accordance with section 3.4.4.1 into which Port Angeles must reshape its HLH energy from its Dedicated Resources to receive a Super Peak Credit. 09PB-13093, Port Angeles 9 The hours BPA establishes for the Super Peak Period may vary by month and will be either two 3-hour periods each day or a single 6-hour period each day. I 2.68 "Surplus Firm Power" means firm power that is in excess of BPA's I; obligations, including those incurred under sections 5(b), 5(c), and 5(d) of tHe Northwest Power Act, as available. I 2.69 "Third Party Transmission Provider" means a transmission provider other. than BP A that delivers power to Port Angeles. 2.70 "Tier 1 Rate" means the Tier 1 Rate as defined in the TRM. 2.71 "Tier 1 RECs" shall have the meaning as defined in section 1 of Exhibit H. 2.72 "Tier 2 Cost Pools" means all of the Cost Pools to which Tier 2 Costs (as defined in the TRM) will be allocated by BP A. 2.73 "Tier 2 Load Growth Rate" means a Tier 2 Rate at which Load Following customers may elect to purchase Firm Requirements Power in accordance with section 2.2 of Exhibit C. 2.74 "Tier 2 Rate" mean~ the Tier 2 Rate as defined in the TRM. 2.75 "Tier 2 RECs" shall have the meaning as defined in section 1 of Exhibit H. 2.76 "Tier 2 Short-Term Rate" means a Tier 2 Rate at which customers may elect to purchase Firm Requirements Power in accordance with section 2.4 of Exhibit C. 2.77 "Tier 2 Vintage Rate" means a Tier 2 Rate at which customers may elect to purchase Firm Requirements Power in accordance with section 2.3 of Exhibit C. 2.78 "Tiered Rate Methodology" or "TRM" means the long-term methodology established by BPA in a Northwest Power Act section 7(i) hearing as the Tiered Rate Methodology to implement the Policy (as defined in the TRM) construct of tiering BPA's Priority Firm Power rates for serving load under CHWM Contracts. 2.79 "Total Retail Load" means all retail electric power consumption, including electric system losses, within Port Angeles' electrical system excluding: (1) those loads BPA and Port Angeles have agreed are nonfirm or interruptible loads, (2) transfer loads of other utilities served by Port Angeles, and 09PB-13093, Port Angeles 10 (3) any loads not on Port Angeles' electrical system or not within Port Angeles' service territory, unless specifically agreed to by BPA. 2.80 "Total Retail Load Monthly Shape" means the distribution among months as listed in the table in section 8.1 of Exhibit A. The FY 2010 Total Retail Load Monthly Shape from the table will apply for the FY 2012-2014 and FY 2015- 2019 Purchase Periods; the FY 2015 Total Retail Load Monthly Shape will apply for the FY 2020-FY 2024 Purchase Period; and the FY 2020 Total Retail Load Monthly Shape will apply for the FY 2025-2028 Purchase Period. 2.81 "Transfer Service" means the transmission, distribution and other services provided by a Third Party Transmission Provider to deliver electric energy and capacity over its transmission system. 2.82 "Transmission Curtailment Management Service" or "TCMS" means the service Power Services may provide to back up a qualifying resource when a transmission curtailment occurs between such resource and the customer load. 2.83 "Transmission Services" means the organization, or its successor organization, within BPA that is responsible for the management and sale of transmission service on the Federal Columbia River Transmission System. 2.84 "Uncontrollable Force" shall have the meaning as defined in section 21. 2.85 "Unspecified Resource Amount" means an amount of firm energy, listed in sections 3 and 4 of Exhibit A, that Port Angeles has agreed to supply and use to serve its Total Retail Load. Such amount is not attributed to a Specified Resource. 3. LOAD FOLLOWING POWER PURCHASE OBLIGATION 3.1 Purchase Obligation From October 1, 2011, and continuing through September 30,2028, BPA shall sell and make available, and Port Angeles shall purchase, Firm Requirements Power in hourly amounts equal to Port Angeles' hourly Total Retail Load minus the hourly firm energy from each of Port Angeles' Dedicated Resources as listed in Exhibit A. Port Angeles shall determine the hourly firm energy from each of its Dedicated Resources pursuant to section 3.3. Such amounts of energy are subject to change pursuant to section 3.5 and section 10. 3.2 Take or Pay Port Angeles shall pay for the amount of Firm Requirements Power it has committed to purchase under section 3.1, and that BP A makes available at the rates BPA establishes pursuant to the TRM, as applicable to such power, whether or not Port Angeles took actual delivery of such power. 09PB-13093, Port Angeles 11 3.3 Application of Dedicated Resources Port Angeles agrees to serve a portion of its Total Retail Load with the Dedicated Resources listed in Exhibit A as follows: (1) Specified Resources that are Generating Resources, except Small, Non-Dispatchable Resources, shall be listed in section 2.1 of Exhibit A, (2) Specified Resources that are Contract Resources shall be listed in section 2.2 of Exhibit A, (3) Specified Resources that are Small Non-Dispatchable Resources shall be listed in section 2.3 of Exhibit A, and (4) Unspecified Resource Amounts shall be listed in section 3.1 of Exhibit A. Port Angeles shall use its Dedicated Resources to serve its Total Retail Load, and specify amounts of its Dedicated Resources in the tables shown in Exhibit A, as stated below for each specific resource and type. BP A shall use the amounts listed in Exhibit A in determining Port Angeles' Net Requirement. The amounts listed are not intended to govern how Port Angeles shall operate its Specified Resources, except for those resources that are Small Non-Dispatchable Resources and those resources supported with DFS or SCS from BPA. 3.3.1 Specified Resources 3.3.1.1 Application of Specified Resources Port Angeles shall apply the output of all Specified Resources, listed in section 2 of Exhibit A, to Port Angeles' Total Retail Load in predefined hourly amounts consistent with section 3.7, except for Small Non-Dispatchable Resources and Specified Resources Port Angeles is supporting with DFS or SCS from BPA. Port Angeles shall apply all Specified Resources supported with DFS or SCS from BPA to Port Angeles' Total Retail Load consistent with section 2 of Exhibit D. Port Angeles shall apply all of the output as it is generated from its Small Non-Dispatchable Resources, list~d in section 2.3 of Exhibit A, to Port Angeles' Total Retail Lodd. 3.3.1.2 Determining Specified Resource Amounts Port Angeles shall state, for each Specified Resource listed in section 2 of Exhibit A, firm energy amounts for each Diurnal period and peak amounts for each month beginning with the later of the date the resource was dedicated to load or October 1, 2011, through the earlier ofthe date the resource will be permanently removed or September 30, 2028. BP A in consultation with Port Angeles shall determine the firm energy amounts for each Diurnal period and peak amounts 09PB-13093, Port Angeles 12 for each month for each Specified Resource consistent with the 5(b)/9(c) Policy, and using the allowable shapes established in section 3.4. 3.3.2 Unspecified Resource Amounts 3.3.2.1 Application of Unspecified Resource Amounts To serve Above-RHWM Load that Port Angeles commits to meet with Dedicated Resources in Exhibit C, Port Angeles shall provide and use Unspecified Resource Amounts to meet any amounts not met with its Specified Resources during each Purchase Period. Port Angeles shall apply its Unspecified Resource Amounts, listed in section 3 of Exhibit A, to Port Angeles' Total Retail Load in predefined hourly amounts consistent with section 3.7. 3.3.2.2 Determining Unspecified Resource Amounts By March 31 of each Rate Case Year, the Parties shall calculate, and BPA shall fill in the table in section 3.1.2 of Exhibit A with, Port Angeles' Unspecified Resource Amounts for each of the years 9fthe upcoming Rate Period consistent with Port Angeles' elections for service to its Above-RHWM Load. Such Unspecified Resource Amounts shall be calculated using the monthly and Diurnal shapes listed in section 3.1.1 of Exhibit A. Upon termination or expiration of this Agreement any Unspecified Resource Amounts listed in Exhibit A shall expire, and Port Angeles shall have no further obligation to apply Unspecified Resource Amounts. 3.4 Shaping of Dedicated Resources Port Angeles' Dedicated Resource amounts shall be shaped as follows: 3.4.1 Initial Monthly and Diurnal Resource Shapes The amounts for each Dedicated Resource shall be first listed in Exhibit A with one of the following shapes: (1) Generating Resources in the amount of energy within each month and Diurnal period of a year each resource is expected to generate output as agreed to by the Parties. (2) Contract Resources in equal megawatt amounts for each hour III a year. (3) Small Non-Dispatchable Resources in the amount of energy within each month and Diurnal period of a year each resource is expected to generate output as agreed to by the Parties. (4) Unspecified Resource Amounts in equal megawatt amounts for each hour in a year. 09PB-13093, Port Angeles 13 3.4.2 Reshaping Dedicated Resources By each Notice Deadline Port Angeles may elect in writing, pursuant to section 3.4.3, to reshape its amounts of Dedicated Resources listed in sections 2.1, 2.2, and 3.1 of Exhibit A, except for those Specified Resources Port Angeles is supporting with DFS or SCS from BPA, for the corresponding Purchase Period. Mter BPA receives such notice from Port Angeles for the first Notice Deadline (November 1, 2009), BPA shall, by March 31,2011, revise Exhibit A to reflect such written elections. Mter BP A receives such written notice from Port Angeles for any subsequent Notice Deadline, BPA shall, by the following March 31, revise Exhibit A to reflect such election. If Port Angeles elects the PNCA Update Shape for a hydro resource, then BPA shall update the shape of such resource annually, in accordance with such election, to be completed no later than September 15 preceding the start of the applicable Fiscal Year. 3.4.3 Monthly and Diurnal Reshaping Options Consistent with section 3.4.2, Port Angeles may elect to reshape one or more of its Dedicated Resources using the allowable monthly and Diurnal shapes described below. rfPort Angeles elects to reshape its Dedicated Resources, then Port Angeles shall elect both a monthly and a Diurnal shape for each Dedicated Resource that is reshaped. 3.4.3.1 Generating Resources For each Generating Resource listed in section 2.1 of Exhibit A Port Angeles may elect to apply each resource in any of the following shapes: , (1) Monthly Shapes: (A) Total Retail Load Monthly Shape; (B) Resource Monthly Shape; (C) Flat Annual Shape; or (D) PNCA Update Shape if the resource is a hydro resource and is designated as a PNCA resource in section 2.1 of Exhibit A. (2) Diurnal Shapes: (A) Resource Diurnal Shape; (B) Flat Within-Month Shape; or (C) HLH Diurnal Shape. 3.4.3.2 Contract Resources For each Contract Resource listed in section 2.2 of Exhibit A Port Angeles may elect to apply each resource in any of the following shapes: (1) Monthly Shapes: (A) Total Retail Load Monthly Shape; or (B) Flat Annual Shape. (2) Diurnal Shapes: (A) Flat Within-Month Shape; or (B) HLH Diurnal Shape. 09PB-13093, Port Angeles 14 3.4.3.3 Unspecified Resource Amounts Port Angeles may elect to apply its Unspecified Resource Amounts, listed in section 3.1 of Exhibit A in any of the following shapes: (1) Monthly Shapes: (A) Total Retail Load Monthly Shape; or (B) Flat Annual Shape. (2) Diurnal shapes: (A) Flat Within-Month Shape; or (B) HLH Diurnal Shape. 3.4.4 Super Peak Credit 3.4.4.1 Super Peak Period By September 30 of each Forecast Year BP A shall notify Port Angeles in writing of the Super Peak Period for the upcoming Rate Period. 3.4:4.2 Super Peak Amounts By October 31 of each Rate Case Year Port Angeles shall notify BP A in writing of the monthly megawatt amounts of additional energy Port Angeles elects to apply to its Total Retail Load for the upcoming Rate Period, for which Port Angeles shall receive a Super Peak Credit. Port Angeles shall establish such amounts from its Dedicated Resources consistent with section 9 of Exhibit A. Mter BP A receives such notification from Port Angeles BP A shall revise the table in section 9 of Exhibit A, by March 31 of the same Rate Case Year, to reflect monthly amounts Port Angeles submitted to BP A. 3.4.5 Hourly Resource Shape Port Angeles' Dedicated Resources listed in sections 2.1, 2.2, and 3.1 of Exhibit A, except for those Specified Resources Port Angeles is supporting with DFS or SCS from BPA, shall be provided in equal megawatt amounts during all LLH of a month and in equal megawatt amounts during all HLH of a month, unless Port Angeles reshapes its HLH amounts pursuant to section 3.4.4. If Port Angeles reshapes its HLH amounts pursuant to section 3.4.4, then Port Angeles' Dedicated Resources shall be provided in (1) equal megawatt amounts during all LLH of a month, (2) equal megawatt amounts during all HLH of a month that are not in the Super Peak Period, and (3) equal megawatt amounts during all HLH of a month that are in the Super Peak Period. The hourly amounts provided in the Super Peak Period shall reflect the additional energy amounts listed in section 9 of Exhibit A. 09PB-13093, Port Angeles 15 3.5 Changes to Dedicated Resources 3.5.1 Specified Resource Additions to Meet Above-RHWM Load By written notice to BPA, Port Angeles may elect to add Specified Resources to section 2 of Exhibit A to meet any obligation Port Angeles may have in Exhibit C to serve its Above-RHWM Load with Dedicated Resources. Subject to the following: 3.5.1.1 By any Notice Deadline, Port Angeles may elect to add a Specified Resource to section 2 of Exhibit A with amounts effective at the start of the corresponding Purchase Period. The following applies for such Specified Resources: (1) Port Angeles shall determine amounts for such Specified Resources in accordance with section 3.3.1.2. (2) Port Angeles may elect to reshape such Specified Resources in accordance with section 3.4.3 or may elect to purchase DFS from BP A to support such Specified Resources. 3.5.1.2 After any Notice Deadline, and if Port Angeles notifies BPA of its election in writing by October 31 of a Rate Case Year, then Port Angeles may add Specified Resources to section 2 of Exhibit A with amounts effective at the start of the upcoming Rate Period. The following apply for such Specified Resources: (1) Port Angeles shall determine amounts for such Specified Resources in accordance with section 3.3.1.2. (2) The shape of such resources shall either be in the shape selected in section 3.1.1 of Exhibit A for any Unspecified Resource Amounts for the applicable Purchase Period, or Port Angeles may purchase DFS from BP A to support the Specified Resource pursuant to section 2.2 of Exhibit D. 3.5.1.3 BPA shall revise Exhibit A consistent with Port Angeles' elections by March 31 following Port Angeles' elections under sections 3.5.1.1 or 3.5.1.2. 3.5.2 Resource Additions for a BPA Insufficiency Notice IfBPA provides Port Angeles a notice of insufficiency and reduces its purchase obligation, in accordance with section 23.2, then Port Angeles may add Dedicated Resources to replace amounts of Firm Requirements Power BPA will not be providing due to insufficiency. The Parties shall revise Exhibit A to reflect such additions. 09PB-13093, Port Angeles 16 3.5.3 Decrements for 9(c) Export IfBPA determines, in accordance with section 23.6, that an export of a Specified Resource listed in section 2 of Exhibit A requires a reduction in the amount of Firm Requirements Power BP A sells Port Angeles then BPA shall notify Port Angeles of the amount and duration ofthe reduction in Port Angeles' Firm Requirements Power purchases from BP A. Within 20 days of such notification Port Angeles may add a Specified Resource to section 2 of Exhibit A in the amount of such decrement. If Port Angeles does not add a Specified Resource to meet such decrement, then within 30 days of such notification BP A shall add Unspecified Resource Amounts to section 3.2 of Exhibit A in the amount and for the duration of such decrement. 3.5.4 Temporary Resource Removal By March 31 of each Rate Case Year, BPA shall revise Port Angeles' Dedicated Resource amounts listed in the tables of Exhibit A consistent with Port Angeles' resource removal elections made in accordance with section 10. 3.5.5 Permanent Discontinuance of Resources Port Angeles may permanently remove a Specified Resource listed in section 2 of Exhibit A, consistent with the 5(b)/9(c) Policy on statutory discontinuance for permanent removal. IfBPA makes a determination that Port Angeles' Specified Resource has met BP A's standards for a permanent removal, then BPA shall revise Exhibit A accordingly. If Port Angeles does not replace such resource with another Dedicated Resource, then Port Angeles' additional Firm Requirements Power purchases under this Agreement, as a result of such a resource removal, may be subject to additional rates or charges as established in the Wholesale Power Rate Schedules and GRSPs. 3.5.6 Resource Additions for Annexed Loads If Port Angeles acquires an Annexed Load, in addition to any resources assigned by the other utility to serve the Annexed Load, Port Angeles may add Dedicated Resources to Exhibit A, subject to sections 3.5.6.1 and 3.5.6.2 below, to serve amounts of such Annexed Load that are Eligible Annexed Load. "Eligible Annexed Load" means an Annexed Load: (1) that is added after the Effective Date, and (2) for which Port Angeles did not receive a CHWM addition pursuant to section 1.2.2 of Exhibit B. 3.5.6.1 During the Rate Period in which Port Angeles acquires an Eligible Annexed Load, Port Angeles may serve such load for the remainder of that Rate Period with Dedicated Resources in the shape of the load, as negotiated by the Parties, or with additional power purchased from BPA. If Port Angeles elects to serve such load with Dedicated Resources, then Port Angeles shall apply such resources for the remainder of the Rate Period and in accordance with applicable terms stated 09PB-13093, Port Angeles 17 in Exhibit D. If Port Angeles elects to purchase additional power from BPA for the Annexed Load, then during that Rate Period such power purchases may be subject to additional rates or charges as established in the Wholesale Power Rate Schedules and GRSPs and as applicable to the shape of the Eligible Annexed Load. 3.5.6.2 For all Rate Periods after the Rate Period when Port Angeles acquires an Eligible Annexed Load, Port Angeles may serve such load with Dedicated Resources pursuant to Port Angeles' elections to apply Dedicated Resources or Purchase Firm Requirements Power at Tier 2 Rates during the applicable Purchase Period as stated in Exhibit C. 3.5.7 Resource AdditionStR.emovals for NLSLs 3.5.7.1 To serve an NLSL listed in Exhibit D that is added after the Effective Date, Port Angeles may add Dedicated Resources to section 4 of Exhibit A. Port Angeles may discontinue serving its NLSL with the Dedicated Resources listed in section 4 of Exhibit A if BP A determines that Port Angeles' NLSL is no longer an NLSL in Port Angeles' service territory. 3.5.7.2 If Port Angeles elects to serve an NLSL with Dedicated Resources, then Port Angeles shall specify in section 4 of Exhibit A the maximum monthly and Diurnal Dedicated Resource amounts that Port Angeles plans to use to serve the NLSL. Port Angeles shall establish such firm energy amounts for each month beginning with the date the resource was dedicated to load through the earlier ofthe date the resource will be removed or September 30,2028. Port Angeles shall serve the actual load ofthe NLSL up to such maximum amounts with such Dedicated Resource amounts. To the extent that the NLSL load is less than the maximum amount in any monthly or Diurnal period, Port Angeles shall have no right or obligation to use such amounts to serve the non-NLSL portion of its Total Retail Load. Specific arrangements to match such resources to the NLSL on an hourly basis shall be established in Exhibit D. 3.5.8 PURPA Resources If Port Angeles is required by the Public Utility Regulatory Policies Act (PURP A) to acquire output from a Generating Resource, then such output shall be added as a Specified Resource pursuant to Exhibit A. Port Angeles shall purchase DFS from BPA (or equivalent service if DFS is unavailable) to support such resources for the term of this Agreement. ' 09PB-13093, Port Angeles 18 3.6 Consumer-Owned Resources Except for any Consumer-Owned Resources serving an NLSL, which Port Angeles has applied to load consistent with section 23.3.7, Port Angeles shall apply the output of its Consumer-Owned Resources as follows: 3.6.1 Existing Consumer-Owned Resources Port Angeles has designated, in sections 7.1, 7.2, or 7.3 of Exhibit A, the extent that each existing Consumer-Owned Resource as of the Effective Date will or will not serve Onsite Consumer Load. Such designation shall apply for the term of this Agreement. 3.6.2 New Consumer-Owned Resources Port Angeles shall designate the extent that each Consumer-Owned Resource commencing commercial operation after the Effective Date will or will not serve Onsite Consumer Load. Port Angeles shall make such designation to BP A in writing within 120 days of the first production of energy by such resource. Such designation shall apply for the term of this Agreement. Consistent with Port Angeles' designations, BP A shall list Consumer- Owned Resources serving Onsite Consumer Load in section 7.1 of Exhibit A, Consumer-Owned Resources not serving On site Consumer Load in section 7.2 of Exhibit A, and Consumer-Owned Resources serving both On site Consumer Load and load other than On site Consumer Load in section 7.3 of Exhibit A. 3.6.3 Application of Consumer-Owned Resources Serving On site Consumer Load Power generated from Consumer-Owned Resources listed in section 7.1 of Exhibit A shall serve Port Angeles' Onsite Consumer Load. Port Angeles shall receive no compensation from BP A for excess power generated on any hour from such resources. 3.6.4 Application of Consumer-Owned Resources Serving Load Other than On site Consumer Load Port Angeles shall ensure that power generated from Consumer- Owned Resources listed in section 7.2 of Exhibit A is scheduled for delivery and either (1) sold to another utility in the Region to serve its Total Retail Load, (2) purchased by Port Angeles to serve its Total Retail Load (consistent with section 3.3), (3) marketed as an export, or (4) any combination of(l), (2), and (3) above. 3.6.5 Application of Consumer-Owned Resources Serving Both On site Consumer Load and Load Other than Onsite Consumer Load If Port Angeles designates a Consumer-Owned Resource to serve both Onsite Consumer Load and load other than Onsite Consumer Load then Port Angeles shall select either Option A or Option B below. 09PB-13093, Port Angeles 19 3.6.5.1 Option A: Maximum Amounts Serving Onsite Consumer Load If Port Angeles selects this Option A, then Port Angeles shall specify, in section 7.3 of Exhibit A, the maximum hourly amounts of an identified Onsite Consumer Load that are to be served with power generated by an identified Consumer- Owned Resource. Such amounts shall be specified as Diurnal megawatt amounts, by month, and shall apply in all years for the term of this Agreement. Such amounts are not subject to change in accordance with section 3.6.6. On any hour that the On site Consumer Load is less than the specified maximum hourly amounts, all such Onsite Consumer Load shall be served by Port Angeles with the identified Consumer-Owned Resource or with power other than Firm Requirements Power. Any hourly amounts of the identified Onsite Consumer Load in excess of the specified maximum hourly amounts shall be served with Firm Requirements Power. Any power generated from the identified Consumer-Owned Resource in excess of the specified maximum hourly amounts shall be applied to load other than Onsite Consumer Load in accordance with section 3.6.4. 3.6.5.2 Option B: Maximum BPA-Served Onsite Consumer Load If Port Angeles selects this Option B, then Port Angeles shall specify, in section 7.3 of Exhibit A, the maximum hourly amounts of an identified On site Consumer Load that are to be served with Firm Requirements Power. Such amounts shall be specified as Diurnal megawatt amounts, by month, and shall apply in all years for the term of this Agreement. Such amounts are not subject to change in accordance with section 3.6.6. On any hour that Onsite Consumer Load is less than the specified maximum hourly amounts, all such Onsite Consumer Load shall be served with Firm Requirements Power. Port Angeles shall serve any hourly amounts of the identified On site Consumer Load in excess of the specified maximum hourly amounts with power generated by the identified Consumer-Owned Resource or with power other than Firm Requirements Power. Any power generated from the identified Consumer-Owned Resource in excess of the amounts required to be used to serve the On site Consumer Load shall be applied to load other than On site Consumer Load in accordance with section 3.6.4. 09PB-13093, Port Angeles 20 3.6.6 Changes to Consumer-Owned Resources Prior to each Fiscal Year Port Angeles shall notify BP A in writing of any changes in ownership, expected resource output, or other characteristic of Consumer-Owned Resources identified in section 7 of Exhibit A. If a Consumer-Owned Resource has permanently ceased operation and Port Angeles notifies BP A of such cessation, then BP A shall revise section 7 of Exhibit A to reflect such change as long as BP A agrees the determination is reasonable. 3.6.7 Data Requirements for Consumer-Owned Resources Port Angeles shall meter all Consumer-Owned Resources listed in section 7 of Exhibit A and shall provide such meter data to BP A pursuant to section 17.3. 3.7 Hourly Dedicated Resource Schedule By June 30 of each Rate Case Year, Port Angeles shall provide BP A an aggregated hourly schedule, in whole megawatt amounts consistent with section 3.7.3 and in the format described in section 3.7.2, for its Dedicated Resources with amounts in each hour, calculated pursuant to section 3.7.1, for each year of the upcoming Rate Period ("Submitted Schedule"). Port Angeles shall schedule such hourly amounts to its Total Retail Load consistent with section 13. 3.7.1 Schedule Amounts The amounts in the Submitted Schedule shall equal the sum of all monthly and Diurnal Dedicated Resource amounts listed in the tables in sections 2 and 3 of Exhibit A except for those Small Non- Dispatchal;>le Resources listed in section 2.3 of Exhibit A, and those Specified Resources supported with DFS or SCS listed in section 2 of Exhibit D. The hourly amounts in the Submitted Schedule shall be determined in accordance with section 3.4.5. If the amounts in the Submitted Schedule change in accordance with sections 3.4.4 and/or 3.5, then Port Angeles shall send BPA a revised Submitted Schedule using the updated amounts within five Business Days of such amounts being updated in Exhibit A. 3.7.2 Schedule Format Port Angeles shall provide the Submitted Schedule to BPA electronically in a comma-separated-value (csv) format with the time/date stamp in the first column and load amounts, with units of "- measurement specified, in the following column. 3.7.3 Whole Megawatt Amounts If Port Angeles' Submitted Schedule would otherwise have amounts in fractional megawatts-per-hour, Port Angeles shall vary its hourly amounts by one megawatt in some hours so that over the course of the applicable month the amounts as scheduled in whole megawatts sum to the appropriate total. If Port Angeles' Dedicated Resource amounts 09PB-13093, Port Angeles 21 are less than one megawatt-per-hour in any Diurnal period of a month, then Port Angeles shall schedule one megawatt starting with the first hour of the Diurnal period of that month, and schedule one megawatt in each subsequent hour of the Diurnal period until the appropriate amount has been scheduled for that Diurnal period of such month. 4. TIDS SECTION INTENTIONALLY LEFT BLANK 5. TIDS SECTION INTENTIONALLY LEFT BLANK 6. TIERED RATE METHODOLOGY 6:1 BPA has proposed the TRM to FERC for either confirmation and approval for a period of 20 years (through September 30, 2028) or a declaratory order that the TRM meets cost recovery standards. The then-effective TRM shall apply in accordance with its terms and shall govern BPA's establishment, review and revision pursuant to section 7(i) of the Northwest Power Act, of all rates for power sold under this Agreement. 6.2 In the event that FERC approves the TRM for a period less than through September 30,2028, or issues a declaratory order that the TRM meets cost recovery standards for a period less than through September 30, 2028, BP A shall, before the approved period of the TRM expires: (1) propose continuation of the TRM in a hearing conducted pursuant to section 7(i) of the Northwest Power Act or its successor; and then (2) resubmit the TRM to FERC for approval or declaratory affirmation of cost recovery standards through September 30, 2028. 6.3 The recitation oflanguage from the TRM in this Agreement is not intended to incorporate such language into this Agreement. The TRM's language may be revised, but only in accordance with the requirements of TRM sections 12 and 13. If language of the TRM is revised, then any such language recited in this Agreement shall be modified accordingly, and the Amendment process of section 24.1 herein shall not apply to any such modifications. 6.4 Any disputes over the meaning of the TRM or rates or whether the Administrator is correctly implementing the TRM or rates, including but not limited to matters of whether the Administrator is correctly interpreting, applying, and otherwise adhering or conforming to the TRM or rate, shall (1) be resolved pursuant to any applicable procedures set forth in the TRM; (2) if resolved by the Administrator as part of a proceeding under section 7(i) of the Northwest Power Act, be reviewable as part of the United States Court of Appeals for the Ninth Circuit's review under section 9(e)(5) ofthe Northwest Power Act of the rates or rate matters determined in such section 7(i) proceeding (subject to any further review by the United States Supreme Court); and (3) if resolved by the Administrator outside such a section 7(i) proceeding, be reviewable as a final action by the United States Court of Appeals for the Ninth Circuit under section 9(e)(5) of the Northwest 09PB-13093, Port Angeles 22 Power Act (subject to any further review by the United States Supreme Court). The remedies available to Port Angeles through such judicial review shall be Port Angeles' sole and exclusive remedy for such disputes, except as provided in the next paragraph. Any knowing failure of BP A to abide by the TRM, or any BP A repudiation of its obligation here and under the TRM to revise the TRM only in accordance with the TRM sections 12 and 13 procedures for revision, would be a matter of contract to be resolved as would any other claim of breach of contract under this Agreement. For purposes of this paragraph, when there is a dispute between BPA and Port Angeles concerning what the TRM means or requires, a "knowing failure" shall occur only in the event the United States Court of Appeals for the Ninth Circuit or, upon further review, the United States Supreme Court rules against BPA on its position as to what the TRM means or requires and BP A thereafter persists in its prior position. 6.5 BPA shall not publish a Federal Register Notice regarding BPA rates or the TRM that prohibits, limits, or restricts Port Angeles' right to submit testimony or brief issues on rate matters regarding the meaning or implementation of the TRM or establishment of BP A rates pursuant to it, provided however for purposes of BP A's conformance to this paragraph a "rate matter" shall not include budgetary and program level issues. 6.6 The TRM established by BPA as of the Effective Date includes, among other things, the following: 6.6.1 Definitions (from Definitions section of the TRM): "Contract High Water Mark" or "CHWM" means the amount (expressed in Average Megawatts), computed for each customer in accordance with section 4 of the TRM. For each customer with a CHWM Contract, the CHWM is used to calculate each customer's RHWM in the RHWM Process for each applicable Rate Period. The CHWM Contract specifies the CHWM for each customer. "Rate Period High Water Mark" or "RHWM" means the amount, calculated by BPA in each RHWM Process (as defined in the TRM) pursuant to the formula in section 4.2.1 of the TRM and expressed in Average Megawatts, that BPA establishes for each customer based on the customer's CHWM and the RHWM Tier 1 System Capability (as defined in the TRM). The maximum planned amount of power a customer may purchase under Tier 1 Rates each Fiscal Year of the Rate Period is equal to the RHWM for Load Following customers and the lesser ofRHWM or Annual Net Requirement for Block and Slice/Block customers. "Contract Demand Quantity" or "CDQ" means the monthly quantity of demand (expressed in kilowatts) included in each customer's CHWM Contract that is subtracted from the Customer 09PB-13093, Port Angeles 23 System Peak (as defined in the TRM) as part of the process of determining the customer's Demand Charge Billing Determinant (as defined in the TRM), as calculated in accordance with section 5.3.5 of the TRM. 6.6.2 Rate Period High Water Mark Calculation (from section 4.2.1 of the TRM): Expressed as a formula, the RHWM will be calculated by BP A for each customer as follows: CHWM RHWM = ~CHWM x TISC where: RHWM = Rate Period High Water Mark, expressed in Average Megawatts CHWM = Contract High Water Mark ECHWM = sum of all customers' Contract High Water Marks, including those for customers without a CHWM Contract T1SC = forecast RHWM Tier 1 System Capability (as defined in the TRM), averaged for the Rate Period 7. mGH WATER MARKS AND CONTRACT DEMAND QUANTITIES 7.1 Contract High Water Mark (CHWM) BPA shall establish Port Angeles' CHWM in the manner defined in section 4.1 of the TRM that was current as of the Effective Date. Port Angeles' CHWM and the circumstances under which it can change are stated in Exhibit B. 7.2 Rate Period High Water Mark (RHWM) Port Angeles' CHWM shall also be Port Angeles' RHWM for FY 2012 and FY 2013. BPA shall establish Port Angeles' RHWM for the next Rate Period by September 30,2012, and for subsequent Rate Periods by September 30 of each Forecast Year thereafter. BPA shall establish Port Angeles' RHWM in the manner defined in section 4.2 of the TRM that was current as of the Effective Date. 7.3 Contract Demand Quantities (CDQs) BP A shall establish Port Angeles' CDQs pursuant to the TRM. Port Angeles' CDQs are listed in Exhibit B. 09PB-13093, Port Angeles 24 8. APPLICABLE RATES Purchases under this Agreement are subject to the following rate schedules, or their successors: Priority Firm Power (PF), New Resource Firm Power (NR), and Firm Power Products and Services (FPS), as applicable. Billing determinants for any purchases will be included in each rate schedule. Power purchases under this Agreement are subject to BPA's Wholesale Power Rate Schedules, established in accordance with the TRM, as applicable, and its GRSPs (or their successors). 8.1 Priority Firm Power (PF) Rates BPA shall establish its PF power rates that apply to purchases under this Agreement pursuant to section 7 of the Northwest Power Act, and in accordance with the TRM. BPA shall establish PF rates that include rate schedules for purchase amounts at Tier 1 Rates and purchase amounts at Tier 2 Rates. Port Angeles' purchase of Firm Requirements Power shall be priced as follows: (1) Tier 1 Rates shall apply to Firm Requirements Power that Port Angeles purchases under this Agreement, less: (a) amounts of Firm Requirements Power priced at Tier 2 Rates elected by Port Angeles in section 2 of Exhibit C, and (b) any amounts purchased for NLSLs. (2) Tier 2 Rates shall apply to planned annual amounts of Firm Requirements Power that Port Angeles purchases to serve its Above- RHWM Load that remains after applying Port Angeles' New Resources. The details of this calculation, including the use of a forecasted RHWM for FY 2012 and FY 2013, are established in the TRM. 8.2 New Resource Firm Power (NR) Rate Except for the application of section 23.3.7.1 Renewable Resource/Cogeneration Exception, any amounts of Firm Requirements Power provided to Port Angeles from BP A for service to an NLSL that is listed in Exhibit D shall be purchased at the NR Rate. 8.3 Firm Power Products and Services (FPS) Rate Services sold under this Agreement to Port Angeles at the FPS rate, if any, are listed in Exhibit D. 8.4 Additional Charges The Resource Shaping Charge shall apply to Port Angeles' New Resources that are used to serve Total Retail Load in an amount other than equal megawatt amounts for each hour ofthe year. Port Angeles may incur additional charges or penalty charges as provided in the Wholesale Power Rate Schedules and GRSPs, including the Unauthorized Increase Charge or its successors. 09PB-13093, Port Angeles 25 8.5 Resource Support Services (RSS) For Port Angeles' Specified Resources, Port Angeles may elect to purchase RSS products under this Agreement. Such purchases shall be listed in Exhibit D. 9. ELECTIONS TO PURCHASE POWER PRICED AT TIER 2 RATES 9.1 Determination and Notice to Serve Above-RHWM Load Port Angeles shall determine and provide notice, as described below, to BP A whether Port Angeles shall serve its Above-RHWM Load that is greater than or equal to 8,760 megawatt-hours with either: (1) Firm Requirements Power purchased from BPA at a Tier 2 Rate or rates, (2) Dedicated Resources, or (3) a specific combination of both (1) and (2). Port Angeles shall make such determination and provide such notice as follows: 9.1.1 Notice Deadlines and Purchase Periods Notice Deadlines and corresponding Purchase Periods are as follows: Notice Deadline November 1, 2009 September 30, 2011 September 30,2016 September 30.2021 For For For For Purchase Period FY 2012 - FY 2014 FY 2015 - FY 2019 FY 2020 - FY 2024 FY 2025 - FY 2028 9.1.2 Elections to Purchase at Tier 2 Rates By each Notice Deadline, Port Angeles shall elect in writing to purchase, or not to purchase, Firm Requirements Power at Tier 2 Rates for at least the upcoming Purchase Period. If Port Angeles elects to purchase Firm Requirements Power at Tier 2 Rates, then Port Angeles shall make such election pursuant to sections 2.2 through 2.4 of Exhibit C. BPA shall update Exhibit C to state Port Angeles' Tier 2 Rate purchase elections. 9.1.3 Elections Not to Purchase at Tier 2 Rates If Port Angeles elects under section 9.1.2 not to purchase Firm Requirements Power at Tier 2 Rates to serve Above-RHWM Load for a Purchase Period, BPA shall update section 2.1 of Exhibit C to indicate such election. Such election shall not eliminate any existing obligation that extends into the Purchase Period or beyond to purchase Firm Requirements Power at Tier 2 Rates. 9.1.4 Failure to Make an Election If Port Angeles makes no election by a Notice Deadline in section 9.1.1 for the corresponding Purchase Period Port Angeles shall be deemed to have purchased Firm Requirements Power at Tier 2 Short-Term Rates to serve Above-RHWM Load under alternative (A) in section 2.4.1 of Exhibit C with zero Dedicated Resource amounts listed in the table in section 2.4.1.1(2) of Exhibit C, except for any existing 09PB-13093, Port Angeles 26 obligation to apply Dedicated Resources that extends into the Purchase Period or beyond. 9.2 Tier 2 Rate Alternatives Subject to the requirements of this section 9 and those stated in Exhibit C, Port Angeles shall have the right to purchase Firm Requirements Power at Tier 2 Load Growth Rates, Tier 2 Vintage Rates, and Tier 2 Short-Term Rates. 9.3 Flat Block Amounts of Firm Requirements Power priced at Tier 2 Rates and purchased by Port Angeles shall be equal in all hours of the year. 10. TIER 2 REMARKETING AND RESOURCE REMOVAL 10.1 Resource Removal and Remarketing of Tier 2 Purchase Amounts for Each Rate Period If Port Angeles' Above-RHWM Load as forecast for an upcoming Rate Period is less than the sum of (1) Port Angeles' Tier 2 Rate purchase amounts, as stated in Exhibit C, and (2) Port Angeles' New Resource amounts, as stated in Exhibit A, then by October 31 of each Rate Case Year, Port Angeles may notify BP A of the order and associated amounts of Port Angeles' Tier 2 Rate purchase amounts that BPA shall remarket and the New Resources Port Angeles shall remove for each Fiscal Year in the upcoming Rate Period to the extent necessary to comply with section 10.2. If compliance with the requirements of section 10.2 would cause Port Angeles to remove part or all of any New Resource that Port Angeles uses to fulfill a state or federal renewable resource standard or other comparable legal obligation, then Port Angeles shall have the right to substitute its right to remove New Resources for the same amount of Existing Resources to the extent necessary to comply with section 10.2, provided that the hourly, monthly, and Diurnal amounts so removed shall be equal to the hourly, monthly, and Diurnal amounts provided by the New Resources that Port Angeles would have otherwise been obligated to remove. If Port Angeles does not provide BP A with such timely notice in accordance with the preceding paragraph, then BP A shall determine the order and associated amounts of Tier 2 remarketing and removal of New Resources to the extent necessary to comply with section 10.2. 10.2 Extent of Removal Tier 2 remarketing and removal of New Resources pursuant to section 10.1 shall apply until: (1) the remarketed Tier 2 Rate purchase amounts plus the removed New Resource amounts equal the amount by which Port Angeles' Tier 2 Rate purchase amounts plus its New Resources exceed its Above- RHWM Load, or 09PB-13093, Port Angeles 27 (2) all of Port Angeles' Tier 2 Rate purchase amounts are remarketed and all of its New Resources are removed. 10.3 Partial Resource Removal When only a portion of a Specified Resource or Unspecified Resource Amounts is being removed pursuant to section 10.1, such resources shall be removed proportionally to maintain the same annual shape for the resource that Port Angeles has established in Exhibit A. 10.4 Remarketing of Power Priced at Tier 2 Rates Consistent with rates established under the TRM, Port Angeles shall be subject to applicable charges or credits associated with BPA's remarketing of purchase amounts of Firm Requirements Power at Tier 2 Rates. Except as specified in section 10.5, Port Angeles shall be responsible for remarketing of any amounts of its Dedicated Resources, Specified or Unspecified, that are removed pursuant to section 10.1. 10.5 Removal of Resources Taking DFS The following shall apply for any Dedicated Resources: (1) for which Port Angeles is purchasing DFS under this Agreement, and (2) that are partially or entirely removed pursuant to section 10.1. 10.5.1 Port Angeles shall continue to apply the entire amount of any such resources to load consistent with applicable provisions stated in Exhibit D. 10.5.2 BPA shall remarket the amounts of any such resources that are removed pursuant to section 10.1 in the same manner BPA remarkets Tier 2 Rate purchase amounts in section 10.4. BPA shall continue to provide DFS in accordance with applicable provisions in Exhibit D to any amounts of such resources that remain after resource removal. 11. RIGHT TO CHANGE PURCHASE OBLIGATION 11.1 One-Time Right to Change Purchase Obligation Subject to this section 11.1, Port Angeles shall have a one-time right to change its purchase obligation, identified in section 3, to another purchase obligation available from BP A, including Block or SliceIBlock. If Port Angeles chooses to change its purchase obligation, then Port Angeles shall first provide notice to BP A of its intent and then confirm its decision as established below. Any elections of Tier 2 Rate alternatives, Dedicated Resource additions, or other notices given to BPA under this Agreement shall continue to be applicable under the new purchase obligation, provided that BPA may update such terms and conditions consistent with the then-current terms of the new purchase obligation, and additional costs may apply for service under the new purchase obligation as described in section 11.1.3. 09PB-13093, Port Angeles 28 11.1.1 Notice to Change By May 31,2016, Port Angeles may provide written notice to BPA that it is requesting to change its purchase obligation effective October 1, 2019, subject to confirmation described in section 11.1.4. Port Angeles' notice shall state the type of service requested. If such service is the SliceIBlock purchase obligation, then Port Angeles shall state a range of Slice amounts between a specified minimum and maximum amount of Slice that Port Angeles will accept, provided that the maximum amount of Slice shall not exceed 70% of Port Angeles' CHWM. 11.1.2 Limitations Due to Peak Load Increase By July 31,2016, BPA shall assess the aggregate effect of all requests to change purchase obligations on BP A's forecast of its total monthly firm coincident peak loads in the first year the changes become effective. If the increase in this peak load in anyone month exceeds 300 megawatts, then BPA may, after consulting with Port Angeles and other customers with a CHWM Contract, do one of the following to reduce the increase in such peak load to 300 megawatts: (1) deny Port Angeles' request to change its purchase obligation, or (2) approve Port Angeles' request but defer the date on which Port Angeles' new purchase obligation change becomes effective. 11.1.3 Charge to Change Purchase Obligation In addition to the limitations established in section 11.1.2, Port Angeles may be subject to charges, in addition to the rates for the new service, as a result of changing its purchase obligation. Such additional charges shall recover all additional costs that: (1) will be incurred by BP A to serve Port Angeles under its new purchase obligation compared to its existing purchase obligation, and (2) would otherwise result in a rate impact on all other customers receiving service under a CHWM Contract. If Port Angeles makes a request to change its purchase obligation, then by September 30,2016, BPA shall determine and present Port Angeles with any such additional charges. BP A shall not be required to make a payment to Port Angeles as a result of Port Angeles changing its purchase obligation. 11.1.4 Change Confirmation Within 30 days of BPA's presentation to Port Angeles of the additional charges determined in section 11.1.3, Port Angeles shall provide BP A with written notice whether it wishes to proceed with its request to change its purchase obligation. If Port Angeles is requesting a change to the SlicelBlock purchase obligation, then such confirmation constitutes agreement that Port Angeles shall purchase an amount of Slice within Port Angeles' specified range of acceptable Slice amounts, ifmade available by BPA. If Port Angeles does not provide BPA with such confirmation, then Port Angeles' existing purchase obligation identified in section 3 shall continue to apply. 09PB-13093, Port Angeles 29 11.1.5 Slice Amount If Port Angeles requests a change to a SliceIBlock purchase obligation, then BP A shall determine Port Angeles' specific amount of Slice as follows: (1) BPA shall determine the total amount of Slice available for purchase by all customers requesting a change to SliceIBlock. Such amount shall be the sum of any unsubscribed amount of Slice as of October 1, 2011, plus any amount of Slice made available by customers switching from the SliceIBlock purchase obligation. (2) If such amount is sufficient to meet the requested maximum amount of Slice from all customers requesting a change to SliceIBlock, then BP A shall provide to Port Angeles its requested maximum amount of Slice as part of the new purchase obligation. (3) If such amount is insufficient to meet the requested maximum amount of Slice from all customers requesting a change to Slice/Block, then BPA shall reduce individual Slice amounts of customers requesting a change to SliceIBlock pro rata based on the requested maximum amount of Slice. If Port Angeles' individual Slice amount is below its specified minimum, then. Port Angeles shall retain its current purchase obligation. 11.1.6 Amendment to Reflect New Purchase Obligation Following Port Angeles' confirmation of its decision to change its purchase obligation, the Parties shall amend this Agreement to replace the terms of Port Angeles' current purchase obligation with the terms of the new purchase obligation. Such amendment shall include, but not be limited to, revising the peak amounts for each of Port Angeles' Specified Resources listed in section 2 of Exhibit A. The Parties shall revise such peak amounts using BP A's peak standard applicable to Port Angeles' new purchase obligation. The amended Agreement shall be effective no later than October 1, 2019. 11.2 This Section Intentionally Left Blank 12. BILLING CREDITS AND RESIDENTIAL EXCHANGE 12.1 Billing Credits If Port Angeles develops a Generating Resource to serve its loads, then Port Angeles agrees that it shall forego any request for, and BPA is not obligated to include, billing credits, as defined in section 6(h) of the Northwest Power Act, on Port Angeles' bills under this Agreement. This section does not apply to any billing credit contracts in effect as of the Effective Date. 09PB-13093, Port Angeles 30 12.2 Agreement to Limit Exchange Costs of Existing Resources Port Angeles agrees it will not seek and shall not receive residential exchange benefits pursuant to section 5(c) of the Northwest Power Act other than pursuant to Section IV(G) of BPA's 2008 Average System Cost Methodology or its successor. Port Angeles recognizes that the quantity of residential load will be determined in a subsequent policy or rate determination. Port Angeles' agreement in this section 12.2 is a material precondition to BPA offering and executing this Agreement. 13. SCHEDULING Over the term of this Agreement, Port Angeles may be required to purchase, or may have the option to purchase, Transmission Scheduling Service from Power Services in accordance with Exhibit F. If Port Angeles is required or elects to purchase Transmission Scheduling Service from Power Services, then Exhibit F shall be replaced with the Transmission Scheduling Service exhibit. If Port Angeles is not purchasing Transmission Scheduling Service from Power Services, then Port Angeles shall comply with the scheduling requirements described in sections 2 and 3 of Exhibit F. 14. DELIVERY 14.1 Definitions 14.1.1 "Integrated Network Segment" means those facilities of the Federal Columbia River Transmission System that are required for the delivery of bulk power supplies, the costs for which are recovered through generally applicable transmission rates, and that are identified as facilities in the Integrated Network Segment, or its successor, in the BPA segmentation study for the applicable transmission rate period as determined in a hearing establishing or revising BPA's transmission rates pursuant to section 7(i) ofthe Northwest Power Act. 14.1.2 "Primary Points of Receipt" means the points on the Pacific Northwest transmission system where Firm Requirements Power is forecasted to be made available by Power Services to Port Angeles for purposes of obtaining a long-term firm transmission contract. 14.1.3 "Scheduling Points of Receipt" means the points on the Pacific Northwest transmission system where Firm Requirements Power is made available by Power Services to Port Angeles for purposes of transmission scheduling. 14.2 Transmission Service 14.2.1 Port Angeles is responsible for delivery of power from the Scheduling Points of Receipt. 09PB-13093, Port Angeles 31 14.2.2 Port Angeles shall provide at least 60 days' notice to Power Services prior to changing Balancing Authority Areas. 14.2.3 At Port Angeles' request, Power Services shall provide Port Angeles with Primary Points of Receipt and other information needed to enable Port Angeles to obtain long-term firm transmission for delivery of power sold under this Agreement. If required by Transmission Services for purposes of transmission scheduling, then Power Services shall provide Port Angeles with Scheduling Points of Receipt. Power Services has the right to provide power to Port Angeles at Scheduling Points of Receipt that are different than the Primary Points of Receipt. IfBPA does provide power to Port Angeles at Scheduling Points of Receipt that are different than the Primary Points of Receipt, then BPA shall reimburse Port Angeles for any incremental, direct, non-administrative costs incurred by Port Angeles to comply with delivering Firm Requirements Power from such a Scheduling Point of Receipt to Port Angeles' load if the following conditions, as outlined in (1) or (2) below, have been met: (1) If Port Angeles has long-term Point to Point (PTP) transmission service (as defined in BPA's Open Access Transmission Tariff) for delivery of Firm Requirements Power to its load: (A) Port Angeles has requested long-term firm transmission service to deliver its Firm Requirements Power using the Primary Points of Receipt and other information provided by Power Services; and (B) Port Angeles has submitted a request to redirect its long-term firm PTP transmission service to deliver Firm Requirements Power from the Scheduling Point of Receipt on a firm basis, but that request was not granted; and (C) Port Angeles' transmission schedule was curtailed due to non-firm status under PTP transmission service or Port Angeles can provide proof of the reimbursable costs incurred to replace the curtailed schedule. (2) If Port Angeles has long-term Network Integration Transmission Service (as defined in BPA's Open Access Transmission Tariff) for delivery of Firm Requirements Power to its load: (A) Port Angeles has requested long-term firm transmission service to deliver its Firm Requirements Power using the Primary Points of Receipt and other information provided by Power Services; and 09PB-13093, Port Angeles 32 (B) Port Angeles' transmission schedule was curtailed due to non-firm status under its secondary service status and Port Angeles can provide proof of the reimbursable costs incurred to replace the curtailed schedule. 14.3 Liability for Delivery Port Angeles waives any claims against BP A arising under this Agreement for non-delivery of power to any points beyond the applicable Scheduling Points of Receipt, except for reimbursement of costs as described in section 14.2.3. BPA shall not be liable under this Agreement for any third- party claims related to the delivery of power after it leaves the Scheduling Points of Receipt. Neither Party shall be liable under this Agreement to the other Party for damage that results from any sudden, unexpected, changed, or abnormal electrical condition occurring in or on any electric system, regardless of ownership. These limitations on liability apply regardless of whether or not this Agreement provides for Transfer Service. 14.4 Real Power Losses BP A is responsible for the real power losses necessary to deliver Firm Requirements Power to Port Angeles' PODs listed in Exhibit E. 14.5 Metering Losses BPA shall adjust measured amounts of power to account for losses, if any, that occur between Port Angeles' PODs and the respective POMs, as specified in Exhibit E. 15. METERING 15.1 Measurement By September 30,2010, the Parties shall ensure that meters are installed on all PODs listed in Exhibit E, consistent with the requirements of this section 15. The amount of power measured by such meters shall be used by BP A for billing purposes. If the Parties agree that metering is economically or technologically impractical, then: (1) the Parties shall use scheduled amounts to measure the amount of power purchased if such power is scheduled into or out of Port Angeles' service territory; or (2) the Parties shall use mutually acceptable load profiles to measure the amount of power purchased if such power is not scheduled. If the metering equipment associated with the meters listed in Exhibit E fails to properly measure or record the interval readings, then BPA shall apply the procedure set out in the Meter Usage Data Estimations provision of the Wholesale Power Rate Schedules and GRSPs to determine the appropriate billing adjustment. 09PB-13093, Port Angeles 33 The rights to locate meters and access facilities granted to BP A pursuant to this section 15 are subject to the terms of any applicable agreement between Port Angeles and Transmission Services addressing the location, cost responsibility, access, maintenance, testing, and liability of the Parties with respect to meters. 15.2 Existing BP A Owned Meters At BPA's expense, BPA shall operate, maintain, and replace, as necessary, all existing metering equipment owned by BPA that is needed to plan, schedule, and bill for power. Port Angeles authorizes BPA to maintain and replace any metering equipment on Port Angeles' facilities that is reasonably necessary to forecast, plan, schedule, and bill for power. With reasonable notice from BP A, and for the purpose of implementing this provision, Port Angeles shall grant BPA reasonable physical access to BPA owned meters at BPA's request. BP A shall give Port Angeles access to meter data from the BP A owned meters listed in Exhibit E. If, at any time, BP A or Port Angeles determines that a BP A owned meter is defective or inaccurate, then BPA shall adjust, repair, or replace the meter to provide accurate metering as soon as practical. 15.3 Non-BPA Owned Meters 15.3.1 Customer Owned Meters Port Angeles shall operate, maintain, and replace, as necessary at Port Angeles' expense, all non-BPA metering equipment owned by Port Angeles that is needed by BPA to forecast, plan, schedule, and bill for power for: (1) points of interconnection between Port Angeles' system and parties other than BP A; (2) all loads that require separate measurement for purposes of forecasting, planning, scheduling, or billing for power; and (3) Generating Resources listed in Exhibit A that are interconnected to Port Angeles' system. Port Angeles shall give BP A direct, electronic access to meter data from all Port Angeles owned meters that are capable of being accessed electronically. For the purpose of inspection, Port Angeles shall grant BPA reasonable physical access to Port Angeles meters at BPA's request. If, at any time, BP A or Port Angeles determines that a Port Angeles owned meter listed in Exhibit E is defective or inaccurate, then Port Angeles shall adjust, repair, or replace the meter, or shall make 09PB-13093, Port Angeles 34 commercially reasonable efforts to arrange for the completion of such actions, to provide accurate metering as soon as practical. BP A shall have the right to witness any meter tests on Port Angeles owned meters listed in Exhibit E and, with reasonable advance notice, BP A may conduct tests on such meters. Port Angeles shall have the right to witness any meter tests conducted by BPA. 15.3.2 Non-BPA Owned Meters Not Owned by Port Angeles For non-BPA owned meters not owned by Port Angeles needed by BPA to forecast, plan, schedule and bill for power under this Agreement, Port Angeles shall make commercially reasonable efforts to arrange for 'such meters to be operated, maintained and replaced, as necessary, for the measurements described above in sections 15.3.1(1) and 15.3.1(2) and for any Generating Resources listed in Exhibit A that require metering. If, at any time, it is determined that a non-BPA owned meter not owned by Port Angeles listed in Exhibit E is defective or inaccurate, then Port Angeles shall make commercially reasonable efforts to arrange to adjust, repair, or replace the meter, to provide accurate metering as soon as practical. To the extent possible, BP A may witness any meter tests on non-BPA owned meters not owned by Port Angeles listed in Exhibit E and, with reasonable advance notice, BP A may conduct tests on such meters. Port Angeles shall have the right to witness any meter tests conducted by BP A. 15.3.3 Non-BPA Owned Meters Owned by Third-Party Transmission Provider This section 15.3 shall not apply to non-BPA owned meters that are owned by a Third-Party Transmission Provider with which BPA holds a transmission contract for service to Port Angeles load. In these cases the metering arrangements shall be between BP A and the Third-Party Transmission Provider. 15.4 New Meters A separate agreement addressing the location, cost responsibility, access, maintenance, testing, and liability of the Parties with respect to new meters shall be between Port Angeles and Transmission Services. All new and replaced meters shall meet American National Standard Institute standards, including, but not limited to C12.20, Electricity Meters--0.2 and 0.5 Accuracy Classes, and the Institute of Electrical and Electronics Engineers, Inc. standard C57.13, Requirements for Instrument Transformers, or their successors. Any new and replaced meters shall be able to record meter data hourly and store data for a minimum of 45 days. 15.5 Metering an NLSL Any loads that are monitored by BP A for an NLSL determination and any NLSLs shall be metered pursuant to section 23.3.4. 09PB-13093, Port Angeles 35 15.6 Metering Exhibit Port Angeles shall provide meter data specified in section 17.3 and shall notify BPA of any changes to PODs, POMs, Interchange Points and related information for which it is responsible. BPA shall list Port Angeles' PODs II' and meters in Exhibit E. 16. BILLING AND PAYMENT 16.1 Billing BPA shall bill Port Angeles monthly for all products and services provided during the preceding month(s). BPA may send Por.t Angeles an estimated bill followed by a final bill. The Issue Date is the date BP A electronically sends the bill to Port Angeles. If electronic transmittal of the entire bill is not practical, then BPA shall transmit a summary electronically, and send the entire bill by United States mail. 16.2 Payment Port Angeles shall pay all bills electronically in accordance with instructions on the bill. Payment of all bills, whether estimated or final, must be received by the 20th day after the Issue Date of the bill (Due Date). If the 20th day is a Saturday, Sunday, or federal holiday, then the Due Date is the next Business Day. If Port Angeles has made paYment on an estimated bill then: (1) if the amount of the final bill exceeds the amount of the estimated bill, then Port Angeles shall pay BP A the difference between the estimated bill and final bill by the final bill's Due Date; or (2) if the amount of the final bill is less than the amount of the estimated bill, then BP A shall pay Port Angeles the difference between the estimated bill and final bill by the 20th day after the final bill's Issue Date. If the 20th day is a Saturday, Sunday, or federal holiday, BPA shall pay the difference by the next Business Day. 16.3 Late Payments After the Due Date, a late paYment charge equal to the higher of: (1) the Prime Rate (as reported in the Wall Street Journal or successor publication in the first issue published during the month in which payment was due) plus four percent, divided by 365; or (2) the Prime Rate times 1.5, divided by 365; shall be applied each day to any unpaid balance. 09PB-13093, Port Angeles 36 16.4 Termination If Port Angeles has not paid its bill in full by the Due Date, it shall have 45 days to cure its nonpayment by making payment in full. If Port Angeles does not provide payment within three Business Days after receipt of an additional written notice from BP A, and BP A determines in its sole discretion that Port Angeles is unable to make the payments owed, then BP A may terminate this Agreement. Written notices sent under this section 16.4 must comply with section 20. 16.5 Disputed Bills 16.5.1 If Port Angeles disputes any portion of a charge or credit on Port Angeles' estimated or final bills, Port Angeles shall provide written notice to BP A with a copy of the bill noting the disputed amounts. Notwithstanding whether any portion of the bilT is in dispute, Port Angeles shall pay the entire bill by the Due Date. This section 16.5.1 does not allow Port Angeles to challenge the validity of any BP A rate. 16.5.2 Unpaid amounts on a bill (including both disputed and undisputed amounts) are subject to the late payment charges provided above. Notice of a disputed charge on a bill does not constitute BPA's agreement that a valid claim under contract law has been stated. 16.5.3 If the Parties agree, or if after a final determination of a dispute pursuant to section 22, Port Angeles is entitled to a refund of any portion of the disputed amount, then BP A shall make such refund with simple interest computed from the date of receipt of the disputed payment to the date the refund is made. The daily interest rate shall equal the Prime Rate (as reported in the Wall Street Journal or successor publication in the first issue published during the month in which payment was due) divided by 365. 17. INFORMATION EXCHANGE AND CONFIDENTIALITY 17.1 General Requirements Upon request, each Party shall provide the other Party with any information that is necessary to administer this Agreement and to forecast Port Angeles' Total Retail Load, forecast BP A system load, comply with NERC reliability standards, prepare bills, resolve billing disputes, administer Transfer Service, and otherwise implement this Agreement. For example, this obligation includes transmission and power scheduling information and load and resource metering information (such as one-line diagrams, metering diagrams, loss factors, etc.). In addition, Port Angeles shall provide information BP A requests about Dedicated Resources for purposes of meeting BPA's statutory obligations under section 7(b) of the Northwest Power Act. Information requested under this section 17.1 shall be provided in a timely manner. If Port Angeles fails to provide BPA with information Port Angeles is required to provide pursuant to this Agreement and the absence of such information makes it impossible for BP A to perform a calculation, make a 09PB-13093, Port Angeles 37 determination, or take an action required under this Agreement, then BP A may suspend its obligation to perform such calculation, make such determination, or take such action until Port Angeles has provided such information to BP A. 17.2 Reports 17.2.1 Within 30 days after final approval of Port Angeles' annual financial report and statements by Port Angeles' authorized officer, Port Angeles shall either e-mail them to BPA at ksl:f@bpa.gov or, if any of the information is publicly available, then Port Angeles shall notify BP A of its availability. 17.2.2 Within 30 days after its submittal to the Energy Information Administration (EIA), or its successor, Port Angeles shall e-mail a copy of its Annual Form EIA-861 Reports to BPA at ksl:f@bpa.gov. If Port Angeles is not required to submit such reports to the EIA, then this requirement does not apply. 17.3 Meter Data 17.3.1 In accordance with section 15 and Exhibit E, the Parties shall notify each other of any changes to PODs, POMs, Interchange Points and related information for which it is responsible. Port Angeles shall ensure BP A has access to all data from load and resource meters that BP A determines is necessary to forecast, plan, schedule, and bill under this Agreement. Access to this data shall be on a schedule determined by BPA. Meter data shall be in hourly increments for all meters that record hourly data. Meter data includes, but is not limited to: Port Angeles' actual amounts of energy used or expended for loads and resources, and the physical attributes of Port Angeles' meters. 17.3.2 Port Angeles consents to allow Power Services to receive the following information from Transmission Services or BPA's metering function: (1) Port Angeles' meter data, as specified in section 17.3.1, section 15, and Exhibit E, and (2) notification of outages or load shifts. 17.3.3 At least 15 calendar days in advance, Port Angeles shall e-mail BPA at: (1) mdm@bpa.gov and (2) the contact shown in section 20 when the following events are planned to occur on Port Angeles' system that will affect the load measured by the meters listed in Exhibit E: (1) installation of a new meter, (2) changes or updates to an existing meter not owned by BPA, (3) any planned line or planned meter outages, and (4) any planned load shifts from one POD to another. This section 17.3.3 is not !ntended to apply to retail meters not listed in Exhibit E. 09PB-13093, Port Angeles 38 17.3.4 If an unplanned load shift or outage occurs, materially affecting the load measured by the meters listed in Exhibit E, then Port Angeles shall e-mail BPA at: (1) mdm@bpa.gov, and (2) the contact shown in section 20 within 72 hours after the event. 17.4 Data for Determining CHWM and CDQs Upon request, Port Angeles shall provide to BPA any load and resource information that BP A determines is reasonably necessary to calculate Port Angeles' CHWM and CDQs. This may include historical load data not otherwise available to BP A and other data necessary to allow BP A to adjust for weather normalization. 17.5 Transparency of Net Requirements Process By July 31 of each Forecast Year, BPA shall make the following information publicly available to Port Angeles and all other BP A regional utility customers with a CHWM: (1) Port Angeles' measured Total Retail Load data for the previous two Fiscal Years in monthly energy amounts and monthly customer- system peak amounts, and (2) Port Angeles' Dedicated Resources for the previous two Fiscal Years in monthly energy and peak amounts as listed in section 5 of Exhibit A. Port Angeles waives all claims of confidentiality regarding the data described above. 17.6 Confidentiality Before Port Angeles provides information to BPA that is confidential, or is otherwise subject to privilege, or nondisclosure, Port Angeles shall clearly designate such information as confidential. BPA shall notify Port Angeles as soon as practicable of any request received under the Freedom of Information Act (FOIA), or under any other federal law or court or administrative order, for any confidential information. BP A shall only release such confidential information to comply with FOIA or if required by any other federal law or court or administrative order. BPA shall limit the use and dissemination of confidential information within BPA to employees who need it for purposes of administering this Agreement. 17.7 Resources N ot Used to Serve Total Retail Load Port Angeles shall list in section 6 of Exhibit A all Generating Resources and Contract Resources Port Angeles owns that are (1) not Specified Resources listed in section 2 of Exhibit A, and (2) greater than 200 kilowatts of nameplate capability. At BPA's request Port Angeles shall provide BPA with additional data if needed to verify the information listed in section 6 of Exhibit A. 09PB-13093, Port Angeles 39 18. CONSERVATION AND RENEWABLES 18.1 Conservation 18.1.1 Evaluations At BPA's expense, BPA may conduct, and Port AItgeles shall cooperate in, conservation impact and project implementation process evaluations to assess the amount, cost-effectiveness, and reliability of conservation in BPA's or Port Angeles' service area. BPA shall select the timing, frequency, and type of such evaluations. BPA shall do so with reasonable consideration of Port Angeles' and Port Angeles' consumers' needs. 18.1.2 Reporting Requirements 18.1.2.1 This section 18.1.2.1 does not apply if Port Angeles' Total Retail Load from the most recent prior Fiscal Year is 25 annual Average Megawatts or less, or if Port Angeles purchases all of its power from BP A to serve its Total Retail Load. Beginning June 1, 2010, and no later than June 1 every two years thereafter, Port Angeles shall submit a ten-year conservation plan stating Port Angeles' projection of planned conservation, including biennial conservation targets. This requirement may be satisfied by submitting any plans Port Angeles prepares in the normal course of business if the plans include, or are supplemented by, the information required above. This includes plans required under state law (such as the Washington State Energy Independence Act (RCW 19.285)). 18.1.2.2 Port Angeles shall verify and report all cost-effective (as defined by section 3(4) of the Northwest Power Act) non-BPA- funded conservation measures and projects savings achieved by Port Angeles through the Regional Technical Forum's Planning, Tracking and Reporting System or its successor tool. Verification protocols of conservation measures and projects, reporting timelines and documentation requirements shall comply with BP A's Energy Efficiency Implementation Manual or its successor. 18.2 Renewable Resources 18.2.1 Renewable Energy Certificates BPA shall transfer Renewable Energy Certificates (RECs), or their successors, to Port Angeles in accordance with Exhibit H. 09PB-13093, Port Angeles 40 18.2.2 Reporting Requirements This section 18.2.2 does not apply if Port Angeles' Total Retail Load is 25 annual Average Megawatts or less or if Port Angeles purchases all of its power from BPA to serve its Total Retail Load. If Port Angeles' Total Retail Load is above 25 annual Average Megawatts, the following requirements may be satisfied by submitting plans and reports Port Angeles prepares in the normal course of business as long as such plans and reports include the information required below. Beginning September 1, 2012, and by September 1 every year thereafter, Port Angeles shall provide BPA with the following: (1) updated information on power forecasted to be generated over the forthcoming calendar year by renewable resources with nameplate capabilities greater than 200 kilowatts, including net metered renewable resources operating behind the BPA meter, used by Port Angeles to serve its Total Retail Load, under Exhibit A. Such information shall include: project name, fuel type(s), location, date power purchase contract signed, project energization date, capacity, capacity factor, remaining term of purchase (or if direct ownership remaining life of the project), and the percentage of output that will be used to serve Port Angeles' Total Retail Load that calendar year. Where resources are jointly owned by Port Angeles and other customers that have a CHWM Contract, Port Angeles may either submit a report on behalf of all owners or identify the customer that will submit the report; (2) the amount of all purchases of RECs used to meet requirements under state or federal law for the forthcoming calendar year; and (3) if Port Angeles is required under state law or by Transmission Services to prepare long-term integrated resource plans or resource forecasts, then Port Angeles shall provide Power Services with updated copies of such or authorize Transmission Services to provide them directly to Power Services. 19. RESOURCE ADEQUACY By November 30,2010, and by November 30 each year thereafter, Port Angeles shall provide to the Pacific Northwest Utilities Confere.nce Committee (PNUCC), or its successor, forecasted loads and resources data to facilitate a region-wide assessment of loads and resources in a format, length of time, and level of detail specified in PNUCC's Northwest Regional Forecast Data Request. After consultation with the Regional Resource Adequacy Forum, or a successor, BPA may require Port Angeles to submit additional data to the Northwest Power and 09PB-13093, Port Angeles 41 Conservation Council (Council) that BPA determines is necessary for the Council to perform a regional resource adequacy assessment. The requirements of this section 19 are waived if Port Angeles purchases from BP A all of its power to serve its Total Retail Load. 20. NOTICES AND CONTACT INFORMATION Any notice required under this Agreement that requires such notice to be provided under the terms of this section shall be provided in writing to the other Party in one of the following ways: (1) delivered in person; (2) by a nationally recognized delivery service with proof of receipt; (3) by United States Certified Mail with return receipt requested; (4) electronically, if both Parties have means to verify the electronic notice's origin, date, time of transmittal and receipt; or (5) by another method agreed to by the Parties. Notices are effective when received. Either Party may change the name or address for delivery of notice by providing notice of such change or other mutually agreed method. The Parties shall deliver notices to the following person and address: If to Port Angeles: City of Port Angeles P.O. Box 1150 Port Angeles, WA 98362-0217 Attn: Larry Dunbar Deputy Director of Power Systems 360-417-4710 360-417 -4609 ldunbar@cityofpa.us Phone: FAX:~ E- Mail: 21. UNCONTROLLABLE FORCES If to BPA: Bonneville Power Administration 909 First Avenue, Suite 380 Seattle, WA 98104-3636 Attn: Shannon K. Greene - PSW Account Executive 206-220-6775 206-220-6803 skgreene@bpa.gov Phone: FAX: E-Mail: 21.1 A Party shall not be in breach of an obligation under this Agreement to the extent its failure to fulfill the obligation is due to an Uncontrollable Force. "Uncontrollable Force" means an event beyond the reasonable control, and without the fault or negligence, ofthe Party claiming the Uncontrollable Force, that prevents that Party from performing its obligations under this Agreement and which that Party could not have avoided by the exercise of reasonable care, diligence and foresight. Uncontrollable Forces include each event listed below, to the extent it satisfies the foregoing criteria, but are not limited to these listed eyents: 09PB-13093, Port Angeles 42 (1) any curtailment or interruption of firm transmission service on BPA's or a Third Party Transmission Provider's System that prevents delivery of Firm Requirements Power sold under this Agreement to Port Angeles; (2) any failure of Port Angeles' distribution or transmission facilities that prevents Port Angeles from delivering power to end-users; (3) strikes or work stoppage; (4) floods, earthquakes, other natural disasters, or terrorist acts; and (5) final orders or injunctions issued by a court or regulatory body having subject matter jurisdiction which the Party claiming the Uncontrollable Force, after diligent efforts, was unable to have stayed, suspended, or set aside pending review by a court having subject matter jurisdiction. 21.2 Neither the unavailability of funds or financing, nor conditions of national or local economies or markets shall be considered an Uncontrollable Force. The economic hardship of either Party shall not constitute an Uncontrollable Force. Nothing contained in this provision shall be construed to require either Party to settle any strike or labor dispute in which it may be involved. 21.3 If an Uncontrollable Force prevents a Party from performing any of its obligations under this Agreement, such Party shall: (1) immediately notify the other Party of such Uncontrollable Force by any means practicable and confirm such notice in writing as soon as reasonably practicable; (2) use commercially reasonable efforts to mitigate the effects of such Uncontrollable Force, remedy its inability to perform, and resume full performance of its obligation hereunder as soon as reasonably practicable; (3) keep the other Party apprised of such efforts on an ongoing basis; and (4) provide written notice of the resumption of performance. Written notices sent under this section must comply with section 20. 22. GOVERNING LAW AND DISPUTE RESOLUTION This Agreement shall be interpreted consistent with and governed by federal law. Port Angeles and BPA shall identify issue(s) in dispute arising out of this Agreement and make a good faith effort to negotiate a resolution of such disputes before either may initiate litigation or arbitration. Such good faith effort shall include discussions or negotiations between the Parties' executives or managers. Pending resolution of a 09PB-13093, Port Angeles 43 contract dispute or contract issue between the Parties or through formal dispute resolution of a contract dispute arising out of this Agreement, the Parties shall continue performance under this Agreement unless to do so would be impossible or impracticable. Unless the Parties engage in binding arbitration as provided for in this section 22, the Parties reserve their rights to individually seek judicial resolution of any dispute arising under this Agreement. 22.1 Judicial Resolution Final actions subject to section 9(e) of the Northwest Power Act are not subject to arbitration under this Agreement and shall remain within the exclusive jurisdiction of the United States Court of Appeals for the Ninth Circuit. Such final actions include, but are not limited to, the establishment and the implementation of rates and rate methodologies. Any dispute regarding any rights or obligations of Port Angeles or BP A under any rate or rate methodology, or BPA policy, including the implementation of such policy, shall not be subject to arbitration under this Agreement. For purposes of this section 22, BPA policy means any written document adopted by BPA as a final action in a decision record or record of decision that establishes a policy of general application or makes a determination under an applicable statute or regulation. IfBPA determines that a dispute is excluded from arbitration under this section 22, then Port Angeles may apply to the federal court having jurisdiction for an order determining whether such dispute is subject to nonbinding arbitration under this section 22. 22.2 Arbitration Any contract dispute or contract issue between the Parties arising out of this Agreement, which is not excluded by section 22.1 above, shall be subject to arbitration, as set forth below. Port Angeles may request that BP A engage in binding arbitration to resolve any dispute. If Port Angeles requests such binding arbitration and BPA determines in its sole discretion that binding arbitration of the dispute is appropriate under BPA's Binding Arbitration Policy or its successor, then BP A shall engage in such binding arbitration, provided that the remaining requirements of this section 22.2 and sections 2.2.3 and 22.4 are met. BPA may request that Port Angeles engage in binding arbitration to resolve any dispute. In response to BP A's request, Port Angeles may agree to binding arbitration of such dispute, provided that the remaining requirements of this section 22.2 and sections 22.3 and 22.4 are met. Before initiating binding arbitration, the Parties shall draft and sign an agreement to engage in binding arbitration, which shall set forth the precise issue in dispute, the amount in controversy and the maximum monetary award allowed, pursuant to BPA's Binding Arbitration Policy or its successor. Nonbinding arbitration shall be used to resolve any dispute arising out of this contract that is not excluded by section 22.1 above and is not resolved via binding arbitration, unless Port Angeles notifies BP A that it does not wish to proceed with nonbinding arbitration. 09PB-13093, Port Angeles 44 22.3 Arbitration Procedure Any arbitration shall take place in Portland, Oregon, unless the Parties agree otherwise. The Parties agree that a fundamental purpose for arbitration is the expedient resolution of disputes; therefore, the Parties shall make best efforts to resolve an arbitrable dispute within one year of initiating arbitration. The rules for arbitration shall be agreed to by the Parties. 22.4 Arbitration Remedies The payment of monies shall be the exclusive remedy available in any arbitration proceeding pursuant to this section 22. This shall not be interpreted to preclude the Parties from agreeing to limit the object of arbitration to the determination offacts. Under no circumstances shall specific performance be an available remedy against BP A. 22.5 Finality 22.5.1 In binding arbitration, the arbitration award shall be final and binding on the Parties, except that either Party may seek judicial review based upon any of the grounds referred to in the Federal Arbitration Act, 9 U.S.C. ~1-16 (1988). Judgment upon the award rendered by the arbitrator(s) may be entered by any court having jurisdiction thereof. 22.5.2 In nonbinding arbitration, the arbitration award is not binding on the Parties. Each Party shall notify the other Party within 30 calendar days, or such other time as the Parties otherwise agreed to, whether it accepts or rejects the arbitration award. Subsequent to nonbinding arbitration, if either Party rejects the arbitration award, either Party may seek judicial resolution of the dispute, provided that such suit is brought no later than 395 calendar days after the date the arbitration award was issued. 22.6 Arbitration Costs Each Party shall be responsible for its own costs of arbitration, including legal fees. Unless otherwise agreed to by the Parties, the arbitrator(s) may apportion all other costs of arbitration between the Parties in such manner as the arbitrator(s) deem reasonable taking into account the circumstances of the case, the conduct of the Parties during the proceeding, and the result of the arbitration. 23. STATUTORY PROVISIONS 23.1 Retail Rate Schedules Port Angeles shall make its retail rate schedules available to BPA, as required by section 5(a) of the Bonneville Project Act, P.L. 75-329, within 30 days of each of Port Angeles' retail rate schedule effective dates. This requirement may be satisfied by Port Angeles informing BP A of its public website where such information is posted and kept current. 09PB-13093, Port Angeles 45 23.2 Insufficiency and Allocations IfBPA determines, consistent with section 5(b) of the Northwest Power Act and other applicable statutes, that it will not have sufficient resources on a planning basis to serve its loads after taking all actions required by applicable laws then BP A shall give Port Angeles a written notice that BP A may restrict service to Port Angeles. Such notice shall be consistent with BPA's insufficiency and allocations methodology, published in the Federal Register on March 20, 1996, and shall state the effective date of the restriction, the amount of Port Angeles' load to be restricted and the expected duration ofthe restriction. BPA shall not change that methodology without the written agreement of all public body, cooperative, federal agency and investor-owned u~ility customers in the Region purchasing federal power from BPA under section 5(b) of the Northwest Power Act. Such restriction shall take effect no sooner than five years after BP A provides notice to Port Angeles. IfBPA imposes a restriction under this provision then the amount of Firm Requirements Power that BP A is obligated to provide and that Port Angeles is obligated to purchase pursuant to section 3 and Exhibit C shall be reduced to the amounts available under such allocation methodology for restricted service. 23.3 New Large Single Loads and CF/CTs 23.3.1 Determination of an NLSL In accordance with BPA's NLSL Policy, BPA may determine that a load is an NLSL as follows: 23.3.1.1 BPA shall determine an increase in production load to be an NLSL if any load associated with a new facility, an existing facility, or an expansion of an existing facility, which is not contracted for, or committed to (CF/CT), as determined by the Administrator, by a public body, cooperative, investor-owned utility, or federal agency customer prior to September 1, 1979, and which will result in an increase in power requirements of such customer often Average Megawatts (87,600,000 kilowatt-hours) or more in any consecutive 12-month period. 23.3.1.2 For the sole purpose of computing the increase in energy consumption between any two consecutive 12-month periods of comparison under this section 23.3.1, reductions in the end-use consumer's load associated with a facility during the first 12-month period of comparison due to unusual events reasonably beyond the control of the end-use consumer shall be determined by BP A, and the energy consumption shall be computed as if such reductions had not occurred. 23.3.1.3 The Parties may agree that the installed production equipment at a facility will exceed ten Average Megawatts 09PB-13093, Port Angeles 46 consumption over any 12 consecutive months and such agreement shall constitute a binding NLSL determination. 23.3.2 Determination of a Facility BPA shall make a written determination as to what constitutes a single facility, for the purpose of identifying an NLSL, based on the following criteria: (1) whether the load is operated by a single end-use consumer; (2) whether the load is in a single location; (3) whether the load serves a manufacturing process which produces a single product or type of product; (4) whether separable portions of the load are interdependent; (5) whether the load is contracted for, served or billed as a single load under Port Angeles' customary billing and service policy; (6) consideration of the facts from previous similar situations; and (7) any other factors the Parties determine to be relevant. 23.3.3 Administrative Obligations and Rights 23.3.3.1 Port Angeles' CF/CT loads and NLSLs are listed in Exhibit D. 23.3.3.2 Port Angeles shall provide reasonable notice to BPA of any expected increase in a single load that may qualify as an NLSL. The Parties shall list any such potential NLSLs in Exhibit D. IfBPA determines that any load associated with a single facility is capable of growing ten Average Megawatts or more in a consecutive 12-month period, then such load shall be subject to monitoring as determined necessary by BP A. 23.3.3.3 When BPA makes a request, Port Angeles shall provide physical access to its substations and other service locations where BPA needs to perform inspections or gather information for purposes of implementing section 3(13) of the Northwest Power Act, including but not limited to making a final NLSL, facility, or CF/CT determination. Port Angeles shall make a request to the end-use consumer to provide BP A, at reasonable times, physical access to inspect a facility for these purposes. 23.3.3.4 Unless the Parties agree pursuant to section 23.3.1.3 above, BP A shall determine whether a new load or an increase in existing load at a facility is an NLSL. If BP A determines that 09PB-13093, Port Angeles 47 the load is an NLSL, BP A shall notify Port Angeles and the Parties shall add the NLSL to Exhibit D to reflect BP A's determination. 23.3.4 Metering an NLSL For any loads that are monitored by BP A for an NLSL determination, and for any loads at any facility that is determined by BP A to be an NLSL, BPA may, in its sole discretion, install BPA owned meters. If the Parties agree otherwise, Port Angeles may install meters meeting the exact specification BP A provides to Port Angeles. Port Angeles and BP A shall enter into a separate agreement for the location, ownership, cost responsibility, access, maintenance, testing, replacement and liability of the Parties with respect to such meters. Port Angeles shall arrange for metering locations that allow accurate measurement of the facility's load. Port Angeles shall arrange for BP A to have physical access to such meters and Port Angeles shall ensure BP A has access to all NLSL meter data that BP A determines is necessary to forecast, plan, schedule, and bill for power. 23.3.5 Undetermined NLSLs If BP A does not determine at the outset that an increase in load is an NLSL, then the Parties shall install metering equipment as required by section 23.3.4 above, and BPA shall bill Port Angeles for the increase in load at the applicable PF rate during any consecutive twelve-month monitoring period. IfBPA later determines that the increase in load is an NLSL, then BP A shall revise Port Angeles' bill to reflect the difference between the applicable PF rate and the applicable NR rate in effect for the monitoring period in which the increase takes place. Port Angeles shall pay that bill with simple interest computed from the start of the monitoring period to the date the payment is made. The daily interest rate shall equal the Prime Rate (as reported in the Wall Street Journal or successor publication in the first issue published during the month in which the monitoring period began) divided by 365. If BPA concludes in its sole judgment that Port Angeles has not fulfilled its obligations, or has not been able to obtain access or information from the end-use coq.sumer under sections 23.3.3 and 23.3.4, BPA may determine any load subject to NLSL monitoring to be an NLSL, in which case Port Angeles shall be billed and pay in accordance with the last two sentences of the preceding paragraph. Such NLSL determination shall be final unless Port Angeles proves to BPA's satisfaction that the applicable load did not exceed ten Average Megawatts in any 12-month monitoring period. 23.3.6 Service Election for an NLSL Before the Parties add an NLSL to Exhibit D, Port Angeles shall elect, in writing, to: 09PB-13093, Port Angeles 48 (1) have BPA serve the NLSL at the NR rate; or (2) serve the NLSL with a Dedicated Resource in Exhibit A that is not already being used to serve Port Angeles' firm consumer load in the region. This election shall be binding on Port Angeles for the remaining term of this Agreement. 23.3.7 Consumer-Owned Resources Serving an NLSL 23.3.7.1 Renewable Resource/Cogeneration Exception An end-use consumer served by Port Angeles, with a facility whose load is, in whole or in part, an NLSL, may reduce its NLSL to less than ten Average Megawatts in a consecutive 12-month period by applying an onsite renewable resource or on site cogeneration behind Port Angeles' meter to its facility load. Port Angeles shall ensure that such resource is continuously applied to serve the NLSL, consistent with BPA's "Renewables and On-Site Cogeneration Option under the NLSL Policy" portion of its Policy for Power Supply Role for Fiscal Years 2007-2011, adopted February 4,2005, and the NLSL policy included in BPA's Long Term Regional Dialogue Final Policy, July 2007, as amended or replaced. If the NLSL end-use consumer meets the qualification for the exception, then the Parties shall: (1) list the Consumer- Owned Resource serving the NLSL in section 7.4 of Exhibit A and (2) amend Exhibit D to add the onsite renewable resource or cogeneration facility and the requirements for such service. 23.3.7.2 Consumer-Owned Resources that are not Renewable Resources/Cogeneration If Port Angeles serves an NLSL with a Consumer-Owned Resource that does not qualify for the renewable resource or cogeneration exception, the Parties shall list such Consumer- Owned Resource serving the NLSL in section 7.4 of Exhibit A. 23.4 Priority of Pacific Northwest Customers The provisions of sections 9(c) and 9(d) of the Northwest Power Act and the provisions ofP.L. 88-552 as amended by the Northwest Power Act are incorporated into this Agreement by reference. Port Angeles, together with other customers in the Region, shall have priority to BP A power consistent with such provisions. 23.5 Prohibition on Resale Port Angeles shall not resell Firm Requirements Power except to serve Port Angeles' Total Retail Load or as otherwise permitted by federal law. 09PB-13093, Port Angeles 49 23.6 Use of Regional Resources 23.6.1 Within 60 days prior to the start of each Fiscal Year, Port Angeles shall provide notice to BP A of any Firm Power from a Generating Resource, or a Contract Resource during its term, that has been used to serve firm consumer load in the Region and that Port Angeles plans to export for sale outside the Region in the next Fiscal Year. For purposes of this section 23.6, "Firm Power" means electric power which is continuously made available from Port Angeles' operation of generation or from its purchased power, which is able to meet its Total Retail Load, except when such generation or power is curtailed or restricted due to an Uncontrollable Force. Firm Power includes firm energy and firm peaking energy or both. BP A may request and Port Angeles shall provide within 30 days of such request, additional information on Port Angeles' sales and dispositions of non-federal resources ifBPA has information that Port Angeles may have made such an export and not notified BP A. BP A may request and Port Angeles shall provide within 30 days of such request, information on the planned use of any or all of Port Angeles Generating and Contract Resources. During any Purchase Period that Port Angeles has no purchase obligation for Firm Requirements Power under section 3, Port Angeles shall have no obligation to notify BP A of its exports under this section; provided, however, Port Angeles shall provide notification of all applicable exports in Purchase Periods when it has a purchase obligation. 23.6.2 Port Angeles shall be responsible for monitoring any Firm Power from Generating Resources and Contract Resources it sells in the Region to ensure such Firm Power is planned to be used to serve firm consumer load in the Region. 23.6.3 If Port Angeles fails to report to BPA in accordance with section 23.6.1, above, any of its planned exports for sale outside the Region of Firm Power from a Generating Resource or a Contract Resource that has been used to serve firm consumer load in the Region, and BPA makes a finding that an export which was not reported was made, BPA shall decrement the amount of its Firm Requirements Power sold under this Agreement by the amount of the export that was not reported and by any continuing export amount. Decrements under the preceding sentence shall be first to power that would otherwise be provided at Tier 1 Rates. When applicable, such decrements shall be identified in section 3.2 of Exhibit A. 23.6.4 For purposes of this section 23.6, an export for sale outside the Region means a contract for the sale or disposition of Firm Power from a Generating Resource or a Contract Resource during its term that has 09PB-13093, Port Angeles 50 been used to serve firm consumer load in the Region, which contract will be performed in a manner that such output is no longer used or not planned to be used solely to serve firm consumer load in the Region. Delivery of Firm Power outside the Region under a seasonal exchange agreement that is made consistent with BPA's 5(b)/9(c) Policy will not be considered an export. Firm Power from a Generating Resource or a Contract Resource used to serve firm consumer load in the Region means the firm generating or load carrying capability of a Generating Resource or a Contract Resource as established under PNCA resource planning criteria, or other resource planning criteria generally used for such purposes within the Region. 23.7 BPA Appropriations Refinancing The Parties agree that the provisions of section 3201(i) of the Bonneville Power Administration Refinancing section of the Omnibus Consolidated Rescissions and Appropriations Act of 1996 (BPA Refinancing Act), P.L. 104-134, 110 Stat. 1321, 350, as stated in the United States Code on the Effective Date, are incorporated by reference and are a material term of this Agreement. 24. STANDARD PROVISIONS 24.1 Amendments Except where this Agreement explicitly allows for one Party to unilaterally amend a provision or exhibit, no amendment of this Agreement shall be of any force or effect unless set forth in writing and signed by authorized representatives of each Party. 24.2 Entire Agreement and Order of Precedence This Agreement, including documents expressly incorporated by reference, constitutes the entire agreement between the Parties with respect to the subject matter of this Agreement. It supersedes all previous communications, representations, or contracts, either written or oral, which purport to describe or embody the subject matter of this Agreement. The body of this Agreement shall prevail over the exhibits to this Agreement in the event of a conflict. 24.3 Assignment This Agreement is binding on any successors and assigns of the Parties. Neither Party may otherwise transfer or assign this Agreement, in whole or in part, without the other Party's written consent. Such consent shall not be unreasonably withheld. Without limiting the foregoing, BPA's refusal to consent to assignment shall not be considered unreasonable if, in BP A's sole discretion: (1) the sale of power by BPA to the assignee would violate any applicable statute, or (2) such sale might adversely affect the tax-exempt status of bonds issued as part of an issue that finances or refinances the Columbia Generating Station or that such sale might limit the ability to issue future tax-exempt bonds to finance or refinance the Columbia Generating 09PB-13093, Port Angeles 51 Station. Port Angeles may not transfer or assign this Agreement to any of its retail consumers. 24.4 No Third-Party Beneficiaries This Agreement is made and entered into for the sole benefit of the Parties, and the Parties intend that no other person or entity shall be a direct or indirect beneficiary of this Agreement. 24.5 Waivers No waiver of any provision or breach of this Agreement shall be effective unless such waiver is in writing and signed by the waiving Party, and any such waiver shall not lJe deemed a waiver of any other provision of this Agreement or of any other breach of this Agreement. 24.6 BPA Policies Any reference in this Agreement to BPA policies, including any revisions, does not constitute agreement of Port Angeles to such policy by execution of this Agreement, nor shall it be construed to be a waiver of the right of Port Angeles to seek judicial review of any such policy. 24.7 Rate Covenant and Payment Assurance Port Angeles agrees that it shall establish, maintain and collect rates or charges sufficient to assure recovery of its costs for power and energy and other services, facilities and commodities sold, furnished or supplied by it through any of its electric utility properties. BP A may require additional forms of payment assurance if: (1) BPA determines that such rates and charges may not be adequate to provide revenues sufficient to enable Port Angeles to make the payments required under this Agreement, or (2) BP A identifies in a letter to Port Angeles that BP A has other reasonable grounds to conclude that Port Angeles may not be able to make the payments required under this Agreement. If Port Angeles does not provide payment assurance satisfactory to BP A, then BP A may terminate this Agreement. Written notices sent under this section must comply with section 20. 25. TERMINATION 25.1 BPA's Right to Terminate BP A may terminate this Agreement if: (1) Port Angeles fails to make payment as required by section 16.4, or (2) Port Angeles fails to provide payment assurance satisfactory to BP A as required by section 24.7. Such termination is without prejudice to any other remedies available to BPA under law. 09PB-13093, Port Angeles 52 25.2 Customer's Right to Terminate Port Angeles may provide written notice to terminate this Agreement not later than 60 days after: (1) a Final FERC Order is issued declining to approve the Tiered Rate Methodology (ifBPA seeks FERC's confirmation and approval of it), (2) FERC issues a final declaratory order finding that the TRM does not meet cost recovery standards, or (3) FERC issues a Final FERC Order that determines rates established consistent with the TRM cannot be approved because the TRM precludes the establishment of rates consistent with cost recovery. The notice shall include a date of termination not later than 90 days after the date of such notice. For purposes of this section 25.2, "Final FERC Order" means a dispositive order by FERC on the merits, and does not include any interim order. A dispositive order on the merits is, for purposes of this section, final when issued and there is no need to await a FERC order on rehearing before the decision is considered final. 26. SIGNATURES The signatories represent that they are authorized to enter into this Agreement on behalf of the Party for which they sign. CITY OF PORT ANGELES UNITED STATES OF AMERICA Department of Energy Bonneville Power Administration By ~/~ Name Gary Braun By ~I<~ Name Shannon K. Greene Title Mayor Title Account Executive Date -LJ .. .:L I - tJ8 Date ~{cV'Vtb(/r 2, ~ (PSW-S: \PM\ CUST_SKG\ PORT ANGELES \PSC_2009_PF _Regional Dialogue \Pa_13093_20081117_Contact_Fianal.doc) 11/17/08 Appro1d as to Fonn~' /" I <"? /'/X 1/' / ~ ,- ?-- ~?-- V((.// ...-' ~ Will lam E. Bloor, City Attorney 09PB-13093, Port Angeles 53 Exhibit A NET REQUIREMENTS AND RESOURCES 1. NET REQUIREMENTS Port Angeles's Net Requirement equals its Total Retail Load minus Port Angeles's Dedicated Resources determined pursuant to section 3.3 of the body of this Agreement and listed in sections 2, 3, and 4 of this exhibit. The Parties shall not add or remove resource amounts to change Port Angeles's purchase obligations from BPA under section 3.1 of the body of this Agreement except in accordance with sections 3.5 and 10 of the body of this Agreement. 2. LIST OF SPECIFIED RESOURCES 2.1 Generating Resources Port Angeles does not have any Generating Resources that are Specified Resources at this time. 2.2 Contract Resources Port Angeles does not have any Contract Resources that are Specified Resources at this time. 2.3 Small Non-Dispatchable Resources All of Port Angeles's Small Non-Dispatchable Resources are listed below. If the aggregate nameplate capability of Small Non-Dispatchable Resources that are also New Resources exceeds one megawatt, then BPA shall consider the impacts of the aggregate shape of such New Resources and may require the application of DFS to account for the impact of the aggregate shape on Port Angeles's load. (1) Morse Creek (A) Special Provisions Morse Creek is a uniquely situated small Specified Resource that is not connected directly to Port Angeles's distribution system, and thus does not precisely fit the definition of a Small Non-Dispatchable Resource provided in this Agreement. Nonetheless, because of its small size (less than three megawatts nameplate capability) and its historical use and billing treatment, BP A shall treat Morse Creek as a Small Non-Dispatchable Resource and, accordingly, is included in section 2.3 of this Exhibit A. (B) Resource Profile Date Resource Date of Percent of Nameplate Fuel Type Dedicated to Resource Resource Used to Capability Load Removal Serve Load (MW) Hydro 1985 N/A 100% 0.465 09PB-13093, Port Angeles lof9 Statutory DFS or If PNCA, PNCA Status Resource Status SCS? Dispatchable? PNCA? Uodates? 5blA I 5blB Existing I New Yes I No Yes I No Yes I No Yes I No I X X I I I X I X I Note: Fill in the table above with "X"s. (C) Specified Resource Amounts SI ecified Resource Amounts Oct Nov Dec Jan Feb Mar Apr May Jun Jut Aug Sep annual aMW Fiscal Year 2012 Total (MWh) 0 1 213 164 15 68 52 111 0 0 0 0 0.157 Ill..H (MWh) 0 1 119 88 89 40 29 62 0 0 0 0 0.160 LLH (MWh) 0 0 94 76 66 29 23 49 0 0 0 0 0.153 Peak (MW) 0.0 0.0 0.4 0.3 0.3 0.1 0.1 0.2 0.0 0.0 0.0 0.0 N/A Fiscal Year 2013 Total (MWh) 0 1 213 164 149 68 52 111 0 0 0 0 0.157 Ill..H (MWh) 0 1 114 92 85 38 30 62 0 0 0 0 0.156 LLH (MWh) 0 0 98 72 64 30 22 49 0 0 0 0 0.157 Peak (MW) 0.0 0.0 0.4 0.3 0.3 0.1 0.1 0.2 0.0 0.0 0.0 0.0 N/A Fiscal Year 2014 Total (MWh) 0 1 213 164 149 68 52 111 0 0 0 0 0.157 Ill..H (MWh) 0 1 114 92 85 38 30 62 0 0 0 0 0.156 LLH (MWh) 0 0 98 72 64 30 22 49 0 0 0 0 0.157 Peak (MW) 0.0 0.0 0.4 0.3 0.3 0.1 0.1 0.2 0.0 0.0 0.0 0.0 N/A Fiscal Year 2015 Total (MWh) 0 1 213 164 149 68 52 111 0 0 0 0 0.157 Ill..H (MWh) 0 1 119 92 85 38 30 60 0 0 0 0 0.157 LLH (MWh) 0 1 94 72 64 30 22 51 0 0 0 0 0.157 Peak (MW) 0.0 0.0 0.4 0.3 0.3 0.1 0.1 0.2 0.0 0.0 0.0 0.0 N/A Fiscal Year 2016 Total (MWh) 0 1 213 164 155 68 52 111 0 0 0 0 0.157 HLH (MWh) 0 1 119 88 89 40 30 60 0 0 0 0 0.159 LLH (MWh) 0 1 94 76 66 29 22 51 0 0 0 0 0.155 Peak (MW) 0.0 0.0 0.4 0.3 0.3 0.1 0.1 0.2 0.0 0.0 0.0 0.0 N/A Fiscal Year 2017 Total (MWh) 0 1 213 164 149 68 52 111 0 0 0 0 0.157 Ill..H (MWh) 0 1 119 88 85 40 29 62 0 0 0 0 0.159 LLH (MWh) 0 0 94 76 64 29 23 49 0 0 0 0 0.154 Peak (MW) 0.0 0.0 0.4 0.3 0.3 01 0.1 0.2 0.0 0.0 0.0 O!O N/A Fiscal Year 2018 Total (MWh) 0 1 213 164 149 68 52 111 0 0 0 0 0.157 Ill..H (MWh) 0 1 114 92 85 40 29 62 0 0 0 0 0.160 LLH (MWh) 0 0 98 72 64 29 23 49 0 0 0 0 0.153 Peak (MW) 0.0 0.0 0.4 0.3 0.3 0.1 0.1 0.2 0.0 0.0 0.0 0.0 N/A Fiscal Year 2019 Total (MWh) 0 1 213 164 149 68 52 111 0 0 0 0 0.157 Ill..H (MWh) 0 1 114 92 85 38 30 62 0 0 0 0 0.156 LLH (MWh) 0 0 98 72 64 30 22 49 0 0 0 0 0.157 Peak (MW) 00 0.0 0.4 0.3 0.3 0.1 0.1 0.2 0.0 0.0 0.0 0.0 N/A 09PB-13093, Port Angeles Exhibit A, Net Requirements and Resources 2of9 Specified Resource Amounts Oct Nov Dec Jan Feb Mar Apr May Jun Jul Aug Sep annual aMW Fiscal Year 2020 Total (MWh) 0 1 213 164 155 68 52 111 0 0 0 0 0.157 HLH (MWh) 0 1 114 92 89 38 30 60 0 0 0 0 0.156 LLH (MWh) 0 0 98 72 66 30 22 51 0 0 0 0 0.158 Peak (MW) 0.0 0.0 0.4 0.3 0.3 0.1 0.1 0.2 0.0 0.0 0.0 0.0 N/A Fiscal Year 2021 Total (MWh) 0 1 213 164 149 68 52 111 0 0 0 0 0.157 HLH (MWh) 0 1 119 88 85 40 30 60 0 0 0 0 0.159 LLH (MWh) 0 1 94 76 64 29 22 51 0 0 0 0 0.154 Peak (MW) 0.0 0.0 0.4 0.3 0.3 0.1 0.10 0.2 0.0 0.0 0.0 0.0 N/A Fiscal Year 2022 Total (MWh) 0 1 213 164 149 68 52 111 0 0 0 0 0.157 HLH (MWh) 0 1 119 88 85 40 30 60 0 0 0 0 0.159 LLH (MWh) 0 0 94 76 64 29 22 51 0 0 0 0 0.154 Peak (MW) 0.0 0.0 0.4 0.3 0.3 0.1 0.1 0.2 0.0 0.0 0.0 0.0 N/A Fiscal Year 2023 Total (MWh) 0 1 213 164 149 68 52 111 0 0 0 0 0.157 HLH (MWh) 0 1 119 88 85 40 29 62 0 0 0 0 0.159 LLH (MWh) 0 0 94 76 64 29 23 49 0 0 0 0 0.154 Peak (MW) 0.0 0.0 0.4 0.3 0.3 0.1 0.1 0.2 0.0 0.0 0.0 0.0 N/A Fiscal Year 2024 Total (MWh) 0 1 213 164 155 68 52 111 0 0 0 0 0.157 HLH (MWh) 0 1 114 92 89 38 30 62 0 0 0 0 0.157 LLH (MWh) 0 0 98 72 66 30 22 49 0 0 0 0 0.157 Peak (MW) 0.0 0.0 0.4 0.3 0.3 0.1 0.1 0.2 0.0 0.0 0.0 0.0 N/A Fiscal Year 2025 Total (MWh) 0 1 213 164 149 68 52 111 0 0 0 0 0.157 HLH (MWh) 0 1 114 92 85 38 30 62 0 0 0 0 0.156 LLH (MWh) 0 0 98 72 64 30 22 49 0 0 0 0 0.157 Peak (MW) 0.0 0.0 0.4 0.3 0.3 0.1 0.1 0.2 0.0 0.0 0.0 0.0 N/A Fiscal Year 2026 Total (MWh) 0 1 213 164 149 68 52 111 0 0 0 0 0.157 HLH (MWh) 0 1 119 92 85 38 30 60 0 0 0 0 0.157 LLH (MWh) 0 1 94 72 64 30 22 51 0 0 0 0 0.157 Peak (MW) 0.0 0.0 0.4 0.3 0.3 0.1 0.1 0.2 0.0 0.0 0.0 0.0 N/A Fiscal Year 2027 Total (MWh) 0 1 213 164 149 68 52 111 0 0 0 0 0.157 HLH (MWh) 0 1 119 88 85 40 30 60 0 0 0 0 0.159 LLH (MWh) 0 1 94 76 64 29 22 51 0 0 0 0 0.154 Peak (MW) 0.0 0.0 0.4 0.3 0.3 0.1 0.1 0.2 0.0 0.0 0.0 0.0 N/A Fiscal Year 2028 Total (MWh) 0 1 213 164 155 68 52 111 0 0 0 0 0.157 HLH (MWh) 0 1 119 88 89 40 29 62 0 0 0 0 0.159 LLH (MWh) 0 0 94 76 66 29 23 49 0 0 0 0 0.154 Peak (MW) 0.0 0.0 0.4 0.3 0.3 0.1 0.1 0.2 0.0 0.0 0.0 0.0 N/A Notes: Fill in the table above with megawatt-hours rounded to whole megawatt-hours, with megawatts rounded to one decimal place. and annual Average Megawatts rounded to three decimal places. 09PB-13093, Port Angeles Exhibit A, Net Requirements and Resources 30f9 3. UNSPECIFIED RESOURCE AMOUNTS 3.1 Unspecified Resource Amounts Used to Serve Total Retail Load 3.1.1 Shape of Unspecified Resource Amounts Port Angeles's Unspecified Resource Amounts shall be calculated using the selected monthly and Diurnal shapes listed below. BPA shall update the table below consistent with section 3.4.2 of the body of this Agreement. Shape of Unspecified Resource Amounts Monthly Shape Choice Diurnal Shape Choice Total Retail Flat Annual Ill..H Diurnal Flat Within- Purchase Period Load Monthly Shape Shape Month Shape Shape FY 2012 - FY 2014 X X FY 2015 - FY 2019 X X FY 2020 - FY 2024 X X FY 2025 - FY 2028 X X 3.1.2 Unspecified Resource Amounts Port Angeles does not have any Unspecified Resource Amounts at this time. 3.2 Unspecified Resource Amounts for 9(c) Export Decrements BPA shall insert a table below pursuant to section 3.5.3 of the body of this Agreement. 4. DEDICATED RESOURCE AMOUNTS FOR AN NLSL Port Angeles does not have any Dedicated Resource amounts serving an NLSL at this time, in accordance with section 3.5.7 ofthe body ofthis Agreement. 5. TOTAL DEDICATED RESOURCE AMOUNTS The amounts in the table below equal the sum of all resource amounts used to serve Port Angeles' Total Retail Load listed above in sections 2, 3, and 4. Dedicated Resource Amounts Oct Nov Dec Jan Feb Mar Apr May Jun Jul Aug Sep annual aMW Fiscal Year 2012 Total (MWh) 0 1 213 164 15 68 52 111 0 0 0 0 0.157 HLH (MWh) 0 1 119 88 89 40 29 62 0 0 0 0 0.160 LLH (MWh) 0 0 94 76 66 29 23 49 0 0 0 '\ 0 0.153 Peak (MW) 0.0 0.0 0.4 0.3 0.3 0.1 0.1 0.2 0.0 0.0 0.0 0.0 N/A Fiscal Year 2013 Total (MWh) 0 1 213 164 149 68 52 111 0 0 0 0 0.157 HLH (MWh) 0 1 114 92 85 38 30 62 0 0 0 0 0.156 LLH (MWh) 0 0 98 72 64 30 22 49 0 0 0 0 0.157 Peak (MW) 0.0 0.0 0.4 0.3 0.3 0.1 0.1 0.2 0.0 0.0 0.0 0.0 N/A 09PB-13093, Port Angeles Exhibit A, Net Requirements and Resources 4of9 Dedicated Resource Amounts Oct Nov Dec Jan Feb Mar Apr May Jun Jul Aug Sep annual aMW Fiscal Year 2014 Total (MWh) 0 1 213 164 149 68 52 111 0 0 0 0 0.157 HLH (MWh) 0 1 114 92 85 38 30 62 0 0 0 0 0.156 LLH (MWh) 0 0 98 72 64 30 22 49 0 0 0 0 0.157 Peak (MW) 0.0 0.0 0.4 0.3 0.3 0.1 0.1 0.2 0.0 0.0 0.0 0.0 N/A Fiscal Year 2015 Total (MWh) 0 1 213 164 149 68 52 111 0 0 0 0 0.157 HLH (MWh) 0 1 119 92 85 38 30 60 0 0 0 0 0.157 LLH (MWh) 0 1 94 72 64 30 22 51 0 0 0 0 0.157 Peak (MW) 0.0 0.0 0.4 0.3 0.3 0.1 0.1 0.2 0.0 0.0 0.0 0.0 N/A Fiscal Year 2016 Total (MWh) 0 1 213 164 155 68 52 111 0 0 0 0 0.157 HLH (MWh) 0 1 119 88 89 40 30 60 0 0 0 0 0.159 LLH (MWh) 0 1 94 76 66 29 22 51 0 0 0 0 0.155 Peak (MW) 0.0 0.0 0.4 0.3 0.3 0.1 0.1 0.2 0.0 0.0 0.0 0.0 N/A Fiscal Year 2017 Total (MWh) 0 1 213 164 149 68 52 111 0 0 0 0 0.157 HLH (MWh) 0 1 119 88 85 40 29 62 0 0 0 0 0.159 LLH (MWh) 0 0 94 76 64 29 23 49 0 0 0 0 0.154 Peak (MW) 0.0 0.0 0.4 0.3 0.3 0.1 0.1 0.2 0.0 0.0 0.0 0.0 N/A Fiscal Year 2018 Total (MWh) 0 1 213 164 149 68 52 111 0 0 0 0 0.157 HLH (MWh) 0 1 114 92 85 40 29 62 0 0 0 0 0.160 LLH (MWh) 0 0 98 72 64 29 23 49 0 0 0 0 0.153 Peak (MW) 0.0 0.0 0.4 0.3 0.3 0.1 0.1 0.2 0.0 0.0 0.0 0.0 N/A Fiscal Year 2019 Total (MWh) 0 1 213 164 149 68 52 111 0 0 0 0 0.157 HLH (MWh) 0 1 114 92 85 38 30 62 0 0 0 0 0.156 LLH (MWh) 0 0 98 72 64 30 22 49 0 0 0 0 0.157 Peak (MW) 0.0 0.0 0.4 0.3 0.3 0.1 0.1 0.2 0.0 0.0 0.0 0.0 N/A Fiscal Year 2020 Total (MWh) 0 1 213 164 155 68 52 111 0 0 0 0 0.157 HLH (MWh) 0 1 114 92 89 38 30 60 0 0 0 0 0.156 LLH (MWh) 0 0 98 72 66 30 22 51 0 0 0 0 0.158 Peak (MW) 0.0 0.0 0.4 0.3 0.3 0.1 0.1 0.2 0.0 0.0 0.0 0.0 N/A Fiscal Year 2021 Total (MWh) 0 1 213 164 149 68 52 111 0 0 0 0 0.157 HLH (MWh) 0 1 119 88 85 40 30 60 0 0 0 0 0.159 LLH (MWh) 0 1 94 76 64 29 22 51 0 0 0 0 0.154 Peak (MW) 0.0 0.0 0.4 0.3 0.3 0.1 0.10 0.2 0.0 0.0 0.0 0.0 N/A Fiscal Year 2022 Total (MWh) 0 1 213 164 149 68 52 111 0 0 0 0 0.157 HLH (MWh) 0 1 119 88 85 40 30 60 0 0 0 0 0.159 LLH (MWh) 0 0 94 76 64 29 22 51 0 0 0 0 0.154 Peak (MW) 0.0 0.0 0.4 0.3 0.3 0.1 0.1 0.2 0.0 0.0 0.0 0.0 N/A Fiscal Year 2023 Total (MWh) 0 1 213 164 149 68 52 111 0 0 0 0 0.157 HLH (MWh) 0 1 119 88 85 40 29 62 0 0 0 0 0.159 LLH (MWh) 0 0 94 76 64 29 23 49 0 0 0 0 0.154 Peak (MW) 0.0 0.0 0.4 0.3 0.3 0.1 0.1 0.2 0.0 0.0 0.0 0.0 N/A 09PB-13093, Port Angeles Exhibit A, Net Requirements and Resources 50f9 Dedicated Resource Amounts Oct Nov Dec Jan Feb Mar Apr May Jun Jul Aug Sep annual aMW Fiscal Year 2024 Total (MWh) 0 1 213 164 155 68 52 111 0 0 0 0 0.157 HLH (MWh) 0 1 114 92 89 38 30 62 0 0 0 0 0.157 LLH (MWh) 0 0 98 72 66 30 22 49 0 0 0 0 0.157 Peak (MW) 0.0 0.0 0.4 0.3 0.3 0.1 0.1 0.2 0.0 0.0 0.0 0.0 N/A Fiscal Year 2025 Total (MWh) 0 1 213 164 149 68 52 111 0 0 0 0 0.157 HLH (MWh) 0 1 114 92 85 38 30 62 0 0 0 0 0.156 LLH (MWh) 0 0 98 72 64 30 22 49 0 0 0 0 0.157 Peak (MW) 0.0 0.0 0.4 0.3 0.3 0.1 0.1 0.2 0.0 0.0 0.0 0.0 N/A Fiscal Year 2026 Total (MWh) 0 1 213 164 149 68 52 111 0 0 0 0 0.157 HLH (MWh) 0 1 119 92 85 38 30 60 0 0 0 0 0.157 LLH (MWh) 0 1 94 72 64 30 22 51 0 0 0 0 0.157 Peak (MW) 0.0 0.0 0.4 0.3 0.3 0.1 0.1 0.2 0.0 0.0 0.0 0.0 N/A Fiscal Year 2027 Total (MWh) 0 1 213 164 149 68 52 111 0 0 0 0 0.157 HLH (MWh) 0 1 119 88 85 40 30 60 0 0 0 0 0.159 LLH (MWh) 0 1 94 76 64 29 22 51 0 0 0 0 0.154 Peak (MW) 0.0 0.0 0.4 0.3 0.3 0.1 0.1 0.2 0.0 0.0 0.0 0.0 N/A Fiscal Year 2028 Total (MWh) 0 1 213 164 155 68 52 111 0 0 0 0 0.157 HLH (MWh) 0 1 119 88 89 40 29 62 0 0 0 0 0.159 LLH (MWh) 0 0 94 76 66 29 23 49 0 0 0 0 0.154 Peak (MW) 0.0 0.0 0.4 0.3 0.3 0.1 0.1 0.2 0.0 0.0 0.0 0.0 N/A Notes: Fill in the table above with megawatt-hours rounded to whole megawatt-hours, with megawatts rounded to one decimal place, and annual Average Megawatts rounded to three decimal places. 6. LIST OF RESOURCES NOT USED TO SERVE TOTAL RETAIL LOAD Pursuant to section 17 of the body of this Agreement, Port Angeles does not own any Generating Resources or Contract Resources that are (1) not Specified Resources listed in section 2 of Exhibit A, and (2) greater than 200 kilowatts of nameplate capability. 7. LIST OF CONSUMER-OWNED RESOURCES 7.1 Consumer-Owned Resources Serving Onsite Consumer Load Pursuant to section 3.6 of the body of this Agreement, Port Angeles does not have any Consumer-Owned Resources serving Onsite Consumer Load at this time. 7.2 Consumer-Owned Resources Serving Load Other than On site Consumer Load Pursuant to section 3.6 of the body of this Agreement, Port Angeles does not have any Consumer-Owned Resources serving load other than On site Consumer Load at this time. 09PB-13093, Port Angeles Exhibit A, Net Requirements and Resources 6of9 7.3 Consumer-Owned Resources Serving Both Onsite Consumer Load and Load Other than Onsite Consumer Load Pursuant to section 3.6 of the body ofthis Agreement, Port Angeles does not have any Consumer-Owned Resources serving both Onsite Consumer Load and load other than Onsite Consumer Load at this time. 7.4 Consumer-Owned Resources Serving an NLSL Pursuant to section 23.3.7 of the body of this Agreement, Port Angeles does not have any Consumer-Owned Resources serving an NLSL at this time. 8. TABLES FOR ALLOWABLE DEDICATED RESOURCE SHAPES 8.1 Total Retail Load Monthly Shape By March 31 immediately following each of the Fiscal Years 2010, 2015, and 2020, BPA shall fill in the table below with Port Angeles's Total Retail Load Monthly Shape, in accordance with section 3.4.2 of the body of this Agreement. Port Angeles's Total Retail Load Monthly Shape shall be calculated by dividing Port Angeles's Total Retail Load (in megawatt-hours) in each month of Fiscal Years 2010, 2015, and 2020 by the Fiscal Year total of Port Angeles's Total Retail Load (in megawatt-hours). BPA shall weather- normalize Port Angeles's Total Retail Load data, prior to calculating the Total Retail Load Monthly Shape, using the same weather-normalization procedures set forth in section 4.1.1 of the TRM. Total Retail Load Monthl Shane(%) Oct Nov Dee Jan Feb Mar Anr May Jun Jul Aug Sen Total FY 2010 100.0 FY 2015 100.0 FY 2020 100.0 Note: Fill in the table above with percents rounded to the nearest one decimal place 8.2 HLH Diurnal Shape 8.2.1 Specified Resources If Port Angeles elects the HLH Diurnal Shape for its Specified Resources, Port Angeles shall fill in a table with monthly LLH and HLH amounts for each year of the upcoming Purchase Period for each Specified Resource. The monthly LLH and HLH distributions shall be the same across all years of a Purchase Period. Port Angeles shall submit the tables to BPA when Port Angeles makes its reshaping elections. BPA shall update the appropriate Dedicated Resource amounts pursuant to Port Angeles's submitted elections and consistent with section 3.4.2 of the body of this Agreement. 8.2.2 Unspecified Resource Amounts If Port Angeles elects the HLH Diurnal Shape for its Unspecified Resource Amounts, then Port Angeles shall submit to BPA in writing its elected ratios of megawatt-hours per hour in HLH to megawatt-hours per hour in LLH by the Notice Deadline. Port 09PB-13093, Port Angeles Exhibit A, Net Requirements and Resources 70f9 Angeles shall submit to BP A twelve monthly ratios and such monthly ratios shall apply for all years of the corresponding Purchase Period. BP A shall update the table below pursuant to Port Angeles's submitted elections and consistent with section 3.4.2 ofthe body of this Agreement. BPA shall calculate Port Angeles's Unspecified Resource Amounts using the ratios in the table below. Ill..H Diurnal Shape for Unspecified Resource Amounts Ill..H to LLH Ratios (Ill..H:LLH) Purchase Period Oct Nov Dec Jan Feb Mar Apr May Jun Jul AuI!' Sep FY 2012 - FY 2014 FY 2015 - FY 2019 FY 2020 - FY 2024 FY 2025 - FY 2028 9. SUPER PEAK AMOUNTS Port Angeles may reshape some or all of its HLH Dedicated Resource amounts for its (1) Specified Resources listed in section 2 of this exhibit, except for any Small Non- Dispatchable Resources and any Specified Resources Port Angeles is supporting with DFS or SCS from BPA; and (2) Unspecified Resource Amounts listed in section 3.1.2 of this exhibit; into the Super Peak Period to receive a Super Peak Credit. BPA shall update the table below consistent with section 3.4.4 of the body of this Agreement. Super Peak Amounts (MW) Fiscal Oct Nov Dec Jan Feb Mar Apr May Jun Jul Aug Sep Year 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 , 2024 2025 2026 2027 2028 Note: Fill in the table above with megawatts rounded to the nearest three decimal places. 10. REVISIONS BPA shall revise this exhibit to reflect (1) Port Angeles's elections regarding the application and use of all resources owned by Port Angeles and Port Angeles's retail 09PB-13093, Port Angeles Exhibit A, Net Requirements and Resources 8of9 consumers and (2) BP A's determinations relevant to this exhibit and made in accordance with this Agreement (PSW-S: \PM\ CUST_SKG\ PORT ANGELES \PSC_2009_PF _Regional Dialogue \Pa_13093_20081117_Contact]ianal.doc) I1J17/08 09PB-13093, Port Angeles Exhibit A, Net Requirements and Resources 9of9 Exhibit B mGH WATER MARKS AND CONTRACT DEMAND QUANTITIES 1. CONTRACT mGH WATER MARK (CHWM) 1.1 CHWM Amount By September 15, 2011, BPA shall fill in the table below with Port Angeles' CHWM. Once established, Port Angeles' CHWM shall not change for the term of this Agreement except as allowed in section 1.2 of this exhibit. CHWM (annual aMW): I Note: BPA shall round the number in the table above to three decimal olaces. 1.2 Changes to CHWM If a change is made to Port Angeles' CHWM pursuant to this section 1.2, then BP A shall determine and notify Port Angeles of the date such change will be effective as follows: 1.2.1 If a load included in Port Angeles' Measured 2010 Load, as defined in the TRM, is later found to have been an NLSL in FY 2010, then BPA shall reduce Port Angeles' CHWM by the amount of the NLSL. BPA shall notify Port Angeles 30 days prior to when the updated CHWM will become effective. Port Angeles shall be liable for payment of any charges to adjust for the ineligible Tier 1 PF rate purchases dating back to October 1, 2011. 1.2.2 If Port Angeles acquires an Annexed Load from a utility that has a CHWM, then BP A shall increase Port Angeles' CHWM by adding part of the other utility's CHWM to Port Angeles' CHWM. The CHWM increase shall be effective on the date that Port Angeles begins service to the Annexed Load. BP A shall establish the amount of the CHWM addition as follows: (1) If Port Angeles and the other utility involved in the annexation agree on the amount of the CHWM addition, then BPA shall adopt that amount if BP A determines such amount is reasonable. (2) If Port Angeles and the other utility cannot agree on the amount of the CHWM addition, or if BP A determines the amount agreed to in 1.2.2(1) of this exhibit is unreasonable, then the amount of the CHWM addition shall equal the calculated amount below; provided however, BPA may adjust the calculated amount below to reflect the division of Dedicated Resources between the utilities and other pertinent information advanced by Port Angeles and the other utility: 09PB-13093, Port Angeles lof3 Annexed Load minus annexed NLSLs, if any Other utility's pre-annexation Total Retail Load minus total NLSLs, if any x Other utility's pre- annexation CHWM 1.2.3 If another utility with a CHWM annexes load of Port Angeles, then BPA shall reduce Port Angeles' CHWM by adding part of Port Angeles' CHWM to the other utility's CHWM. The CHWM reduction shall be effective on the date that the other utility begins service to the Annexed Load. BPA shall establish the amount of the CHWM reduction as follows: (1) If Port Angeles and the other utility involved in the annexation agree on the amount of the CHWM reduction, then BPA shall adopt that amount if BP A determines such amount is reasonable. (2) If Port Angeles and the other utility cannot agree on the amount of the CHWM reduction, or ifBPA determines the amount agreed to in 1.2.3(1) of this exhibit is unreasonable, then the amount of the CHWM reduction shall equal the calculated amount below; provided however, BPA may adjust the calculated amount below to reflect the division of Dedicated Resources between the utilities and other pertinent information advanced by Port Angeles and the other utility: Annexed Load minus annexed NLSLs, if any Port Angeles' pre-annexation Total Retail Load minus total NLSLs, if any x Port Angeles' pre- annexation CHWM 1.2.4 BP A may change Port Angeles' CHWM if BP A's Administrator determines that BPA is required by court order about an Annexed Load to make such changes. BP A shall determine the effective date of such a change and shall update this exhibit with the changed CHWM. 2. CONTRACT DEMAND QUANTITIES (CDQs) 2.1 CDQ Amounts By September 15, 2011, BPA shall fill in the table below with Port Angeles' monthly CDQs. Calculation of such CDQs is established in the TRM. Port Angeles' monthly CDQs shall not change for the term of this Agreement except as allowed below. kW Note: BPA shall round the amounts in the table above to the nearest whole kilowatt. 09PB-13093, Port Angeles Exhibit B, High Water Marks and Contract Demand Quantities 2of3 2.2 Changes Due to Annexation The Parties shall determine when changes to Port Angeles' CDQs, as allowed below, will become effective. 2.2.1 If Port Angeles acquires an Annexed Load from a utility that has monthly CDQs, then BP A shall increase Port Angeles' CDQ for each month by adding the portion of the other utility's monthly CDQ that is attributable to such Annexed Load. For each month, the sum of Port Angeles' and the other utility's post-annexation CDQs shall not exceed the sum of the pre-annexation CDQs for such utilities. BP A shall establish the amount of the CDQ additions as follows: (1) If Port Angeles and the other utility involved in the annexation agree on the amounts of the CDQ additions, then BP A shall adopt those amounts. (2) If Port Angeles and the other utility cannot agree on the amounts of the CDQ additions, then BP A shall determine the amounts based on the monthly load factors of the Annexed Load. 2.2.2 If another utility with monthly CDQs annexes load of Port Angeles, then BPA shall reduce Port Angeles' CDQ for each month by removing the portion of Port Angeles' monthly CDQ that is attributable to the load that was annexed. For each month, the sum of Port Angeles' and the other utility's post-annexation CDQs shall not exceed the sum of the pre-annexation CDQs for such utilities. BP A shall establish the amount of the CDQ reductions as follows: (1) If Port Angeles and the other utility involved in the annexation agree on the amounts of the CDQ reductions, then BPA shall adopt those amounts. (2) If Port Angeles and the other utility cannot agree on the amounts ofthe CDQ reductions, then BPA shall determine the amounts based on the monthly load factors of the Annexed Load. 3. REVISIONS BP A may revise this exhibit to the extent allowed in sections 1 and 2 of this exhibit. All other changes shall be made by mutual agreement. cPSW-S' \PM\CUST_SKG\PORT ANGELES \PSC_2009_PF _Regional Dialogue \Pa_13093_20081117_Contact]ianal.doc) 11/17/08 09PB-13093, Port Angeles Exhibit B, High Water Marks and Contract Demand Quantities 3of3 Exhibit C PURCHASE OBLIGATIONS 1. FIRM REQUIREMENTS POWER AT TIER 1 RATES The portion of Port Angeles' purchase obligation that is priced at Tier 1 Rates is established in section 8.1(1) of the body of this Agreement. 2. FIRM REQUIREMENTS POWER AT TIER 2 RATES 2.1 Notice to Purchase Zero Amounts at Tier 2 Rates If Port Angeles elects not to purchase Firm Requirements Power at Tier 2 Rates for a Purchase Period, then by March 31 immediately following the corresponding Notice Deadline, BPA shall update this exhibit to indicate such election by adding an ''X'' to the applicable cell in the following table. Such election means that for the Purchase Period specified below, Port Angeles shall: (1) purchase zero amounts of Firm Requirements Power at Tier 2 Rates, and (2) serve all of its Above-RHWM Load that is greater than or equal to 8,760 megawatt-hours with power other than Firm Requirements Power. Port Angeles may serve its Above-RHWM Load that is less than 8,760 megawatt-hours with power other than Firm Requirements Power. Zero Tier 2 Purchase Period FY 2012 - FY 2014 FY 2015 - FY 2019 FY 2020 - FY 2024 FY 2025 - FY 2028 2.2 Tier 2 Load Growth Rate 2.2.1 First Election Opportunity If Port Angeles elects by the first Notice Deadline (November 1, 2009) to purchase Firm Requirements Power at Tier 2 Load Growth Rates starting October 1, 2011, then in its election Port Angeles shall elect one of the three Tier 2 Load Growth Rate options listed in section 2.2.3 of this exhibit. If Port Angeles elects Option 3, then Port Angeles shall state the amounts to be listed in the table in section 2.2.3.3 of this exhibit and Port Angeles' Tier 2 Short-Term Rate election pursuant to section 2.4.1 of this exhibit. BP A shall amend this exhibit by March 31,2010, to indicate Port Angeles' election by adding an "X" to the "1st Notice Deadline" box next to the applicable option below. If Port Angeles does not elect to purchase Firm Requirements Power at Tier 2 Load Growth Rates by the first Notice Deadline, then Port Angeles shall not have the right to purchase Firm Requirements Power at Tier 2 Load Growth Rates during the first Purchase Period. 09PB-13093, Port Angeles 1 of 11 2.2.2 Second Election Opportunity 2.2.2.1 If Port Angeles does not elect to purchase Firm Requirements Power at Tier 2 Load Growth Rates starting the first Purchase Period, then Port Angeles may purchase Firm Requirements Power at Tier 2 Load Growth Rates starting October 1, 2014, provided: 2.2.2.2 2.2.2.3 2.2.2.4 (1) any elections of Tier 2 Rate alternatives or additions of New Resources under this Agreement that extend beyond the initial Purchase Period shall continue to apply for their term, and (2) the Tier 2 Load Growth Rate applicable under this election may be different than the Tier 2 Load Growth Rate that was available during the first Purchase Period. If Port Angeles elects by the second Notice Deadline (September 30, 2011) to purchase Firm Requirements Power at Tier 2 Load Growth Rates, then in its election Port Angeles shall elect one of the three Tier 2 Load Growth Rate options listed in section 2.2.3 of this exhibit. In such case, Port Angeles shall purchase Firm Requirements Power at Tier 2 Load Growth Rates under such elected option starting October 1, 2014. If Port Angeles elects Option 3, described in section 2.2.3.3 of this exhibit, then Port Angeles shall state the amounts to be listed in the table in section 2.2.3.3 of this exhibit and Port Angeles' Tier 2 Short-Term Rate election pursuant to section 2.4.1 of this exhibit. If Port Angeles has prior elections of rate alternatives or resource additions that extend beyond the first Purchase Period, then Port Angeles shall not have the right to elect Options 1 or 2 below. In such case, the amounts listed in the table in section 2.2.3.3 of this exhibit shall not be less than the sum of Port Angeles' prior elections for each year. BPA shall amend this exhibit by March 31, 2012, to indicate Port Angeles' election by adding an "X" to the "2nd Notice Deadline" box next to the applicable option below. If Port Angeles does not elect to purchase Firm Requirements Power at Tier 2 Load Growth Rates by the second Notice Deadline, then Port Angeles shall not purchase Firm Requirements Power at Tier 2 Load Growth Rates for the term of this Agreement. 09PB-13093, Port Angeles Exhibit C, Purchase Obligations 2 of 11 2.2.3 Tier 2 Load Growth Rate Options D 2.2.3.1 Option 1- Full Tier 2 Load Growth Rate D If Port Angeles elects this option, then Port Angeles shall purchase Firm Requirements Power at Tier 2 Load Growth Rates for all of Port Angeles' Above-RHWM Load. 1st Notice Deadline D 2.2.3.2 Option 2 - Shared Rate Plan 2nd Notice Deadline D 1 st Notice Deadline 2nd Notice Deadline (1) Obligation If Port Angeles elects this option, provided that BPA determines Port Angeles qualifies under the limit for the Shared Rate Plan as established in section 7 of the TRM, then Port Angeles shall pay rates under the Shared Rate Plan for Firm Requirements Power purchased under this Agreement. If BP A determines Port Angeles does not qualify under such limit, then Port Angeles shall not have the right to elect this option and Port Angeles shall purchase Firm Requirements Power at Tier 2 Load Growth Rates under Option 1 as established in section 2.2.3.1 of this exhibit. For the second election opportunity stated in section 2.2.2 of this exhibit, availability under the limit for the Shared Rate Plan established in section 7 of the TRM shall equal such limit minus the amounts used by other customers who elected this Option 2 by the first Notice Deadline. 1 st Notice Deadline 2nd Notice Deadline (2) Terminating Participation Port Angeles may terminate participation in the Shared Rate Plan by providing BP A notice in writing by March 31 of a Forecast Year. In such case, the change shall be effective the next Rate Period. If Port Angeles stops participation in the Shared Rate Plan, then Port Angeles shall not have the right to resume participation. Port Angeles shall continue to purchase Firm Requirements Power priced at Tier 2 Load Growth Rates for all of Port Angeles' Above-RHWM Load. D 2.2.3.3 Option 3 - Partial Tier 2 Load Growth Rate D If Port Angeles elects this option, then Port Angeles shall purchase Firm Requirements Power at Tier 2 Load Growth Rates for all of Port Angeles' Above-RHWM Load minus the amounts stated in the table below that Port Angeles elects are not subject to Tier 2 Load Growth Rates. Port Angeles shall establish such amounts at the time Port Angeles elects this option and such amounts shall not change for the term of this Agreement. Port Angeles may serve such amounts with Dedicated Resources or with Firm Requirements Power 09PB-13093, Port Angeles Exhibit C, Purchase Obligations 3 of 11 purchased at other Tier 2 Rates. BPA shall update the table below by March 31 immediately following Port Angeles' election of this option. Load Amounts Not Subject To Tier 2 Load Growth Rates (aMW) Fiscal Year 2012 2013 2014 2015 2016 2017 2018 2019 2020 Annual aMW Fiscal Year 2021 2022 2023 2024 2025 2026 2027 2028 AnnualaMW Note: Fill in the table above with annual Average Megawatts rounded to three decimal places. 2.2.4 Modification to Tier 2 Load Growth Rate Election 2.2.4.1 Notice Port Angeles shall have the right to stop purchasing Firm Requirements Power at Tier 2 Load Growth Rates effective the upcoming Rate Period, except for the amount established in section 2.2.4.2 of this exhibit. If Port Angeles chooses to modify its purchases at Tier 2 Load Growth Rates in this manner, then Port Angeles shall notify BPA in writing by October 31 of a Rate Case Year. 2.2.4.2 Continued Purchase Amount For the remaining term of this Agreement, Port Angeles shall continue to purchase at Tier 2 Load Growth Rates the amount of Firm Requirements Power that Port Angeles purchased at Tier 2 Load Growth Rates the year before the modification described above is effective. 2.2.4.3 Obligation to Apply Dedicated Resources If Port Angeles provides notice to modify its purchases at Tier 2 Load Growth Rates under section 2.2.4.1 of this exhibit, then for the remainder of the effective Purchase Period and all of the next Purchase Period, Port Angeles shall apply Dedicated Resources to serve all of its Above-RHWM Load that is in excess of its commitment to purchase at Tier 2 Load Growth Rates pursuant to 2.2.4.2. 2.2.4.4 Charges to Modify Tier 2 Load Growth Rate Purchase Port Angeles shall be liable for payment of any costs that apply as a result of Port Angeles modifying its Tier 2 Load Growth Rate purchase obligation under this section 2.2.4. Such costs shall be those that BPA: (1) is obligated to pay and will not recover from Port Angeles at Tier 2 Load Growth Rates as a result of the modification, and (2) is unable to recover through other transactions. BPA shall determine such costs, if any, during the 7(i) Process that follows Port Angeles' notice. If BP A determines that Port Angeles owes payment for such costs, then Port Angeles shall pay the entire 09PB-13093, Port Angeles Exhibit C, Purchase Obligations 4 of 11 amount to BP A in no more than 24 equal monthly amounts starting the first month of the upcoming Rate Period. In no event shall BP A make payment to Port Angeles as a result of Port Angeles modifying its Tier 2 Load Growth Rate purchase obligation under this section 2.2.4. 2.2.4.5 Exhibit Update By March 31 following Port Angeles' notice, BPA shall indicate Port Angeles' election to modify its Tier 2 Load Growth Rate purchase by filling in the table below. As established in section 2.2.4.2 of this exhibit, Port Angeles shall continue to purchase the following amounts of Firm Requirements Power at Tier 2 Load Growth Rates: Continuine- Tier 2 Load Growth Rates Purchase Oblie-ation Fiscal Year 2012 2013 2014 2015 2016 aMW Fiscal Year 2017 2018 2019 2020 2021 aMW Fiscal Year 2022 2023 2024 2025 2026 aMW Fiscal Year 2027 2028 aMW Note: Fill in the table above with annual Average Megawatts, rounded to three decimal places, for each year that follows Port Angeles' modification becinnine- with the effective year of modification 2.3 Tier 2 Vintage Rates If Port Angeles elects Option 1 or 2 in section 2.2.3 of this exhibit, then this section shall not apply. Otherwise: 2.3.1 Election Process 2.3.1.1 2.3.1.2 Right to Convert Subject to the amounts of power BP A makes available at one or more Tier 2 Vintage Rates, Port Angeles shall have the right to convert some or all of the amounts of Firm Requirements Power it has elected to purchase at Tier 2 Short-Term Rates, as stated in section 2.4 of this exhibit, to an equal purchase amount at Tier 2 Vintage Rates. Statement of Intent If Port Angeles elects to purchase Firm Requirements Power from BPA at Tier 2 Vintage Rates, then Port Angeles shall sign a Statement of Intent offered by BPA. "Statement of Intent" means a statement prepared by BP A and signed by Port Angeles that describes the approach and cost structure that will be used for a specific Tier 2 Cost Pool. If BP A establishes a Tier 2 Cost Pool for a Tier 2 Vintage Rate consistent with the Statement of Intent, then Port Angeles 09PB-13093, Port Angeles Exhibit C, Purchase Obligations 5 of 11 agrees to have the portion of its Tier 2 Rate power purchase specified in the Statement of Intent priced at that rate. If BP A is unable to establish the Tier 2 Cost Pool for the specific Tier 2 Vintage Rate, then Port Angeles agrees to purchase such amount of Firm Requirements Power at Tier 2 Short- Term Rates, except as stated in section 2.3.1.5 of this exhibit. 2.3.1.3 Insufficient Availability The Statement of Intent shall include procedures to allocate between competing applications for a specific Tier 2 Cost Pool if requests exceed amounts available. 2.3.1.4 Conversion Costs Upon establishment of a Tier 2 Vintage Rate for which Port Angeles signed a Statement of Intent, Port Angeles shall be liable for payment of any outstanding costs under Tier 2 Short-Term Rates that apply to Port Angeles. Such costs shall be those that BPA: (1) is obligated to pay and will not recover from Port Angeles under Tier 2 Short-Term Rates as a result of the conversion, and (2) is unable to recover through other transactions. BPA shall determine such costs, if any, in the first 7(i) Process that establishes the applicable Tier 2 Vintage Rate. In no event shall BP A make payment to Port Angeles as a result of Port Angeles' conversion of purchase amounts at Tier 2 Short-Term Rates to purchase amounts at Tier 2 Vintage Rates. 2.3.1.5 Additional Offerings In addition to the right to convert to Tier 2 Vintage Rates established in section 2.3.1.1 of this exhibit, Port Angeles may have the opportunity to purchase Firm Requirements Power at Tier 2 Vintage Rates regardless of whether Port Angeles is purchasing at Tier 2 Short-Term Rates if: (1) BP A determines, in its sole discretion, that all requests for service at Tier 2 Vintage Rates by purchasers of Firm Requirements Power at Tier 2 Short-Term Rates are able to be satisfied, and (2) BP A determines, in its sole discretion, to offer Port Angeles a Statement of Intent that would provide Port Angeles the opportunity to purchase Firm Requirements at Tier 2 Vintage Rates. If Port Angeles signs a Statement of Intent offered by BP A pursuant to this section 2.3.1.5, and ifBPA is unable to establish the Tier 2 Cost Pool for the applicable Tier 2 Vintage Rate, then Port Angeles' current elections for service to its Above-RHWM Load shall continue to apply. 09PB-13093, Port Angeles Exhibit C, Purchase Obligations 6 of 11 Except as provided in this section 2.3.1, any election by Port Angeles to purchase Firm Requirements Power at Tier 2 Vintage Rates shall not relieve Port Angeles of any obligation to purchase Firm Requirements Power at another Tier 2 Rate. 2.3.1.6 Exhibit Updates By September 15 immediately following the establishment of a Tier 2 Vintage Rate for which Port Angeles signed a Statement of Intent, BPA shall amend this exhibit to show Port Angeles' Tier 2 Vintage Rate purchases and remove Port Angeles' Tier 2 Short-Term Rate purchases by the amounts purchased at the Tier 2 Vintage Rate, if Port Angeles is converting to the Tier 2 Vintage Rate from the Tier 2 Short- Term Rate. BPA shall insert applicable tables, terms, and conditions for each Tier 2 Vintage Rate in section 2.3.2 ofthis exhibit. 2.3.2 Vintage Rate Elections Port Angeles has no Tier 2 Vintage Rate elections at this time. 2.4 Tier 2 Short-Term Rate If Port Angeles elects Option 1 or 2 in section 2.2.3 of this exhibit, then this section shall not apply. Otherwise: 2.4.1 Short-Term Rate Purchases Unless Port Angeles elects, in section 2.1 of this exhibit, not to purchase Firm Requirements Power at Tier 2 Rates for a given Purchase Period, by each Notice Deadline Port Angeles shall elect in writing either alternative (A) or (B) below for the duration of the corresponding Purchase Period. If Port Angeles elects alternative (A) and elects to apply Dedicated Resources to serve its Above-RHWM Load, then Port Angeles shall state the amounts to be listed in the table in section 2.4.1.1(2) of this exhibit. If Port Angeles elects alternative (B), then Port Angeles shall state the amounts to be listed in the table in section 2.4.1.3 of this exhibit. By March 31 immediately following each Notice Deadline, BPA shall update the tables in this section 2.4.1 to show Port Angeles' Tier 2 Short-Term Rate election for the corresponding Purchase Period. 2.4.1.1 Alternative A - Customer Planned Load Not Otherwise Served If Port Angeles elects this alternative, then Port Angeles shall purchase Firm Requirements Power priced at Tier 2 Short-Term Rates to serve all of Port Angeles' Above-RHWM Load that Port Angeles has not otherwise agreed to serve with: 09PB-13093, Port Angeles Exhibit C, Purchase Obligations 7 of 11 2.4.1.2 2.4.1.3 (1) Firm Requirements Power purchased at other Tier 2 Rates, or (2) the amounts of Dedicated Resources, stated in the table below, that Port Angeles shall apply during the Purchase Period to serve its Above-RHWM Load. If Port Angeles purchases power at Tier 2 Load Growth Rates, then these Dedicated Resource amounts shall not exceed the amounts stated in the table in section 2.2.3.3 ofthis exhibit. Purchase Period non-Federal Resource Elections Fiscal Year 2012 2013 2014 2015 2016 Election Fiscal Year 2017 2018 2019 2020 2021 Election Fiscal Year 2022 2023 2024 2025 2026 Election Fiscal Year 2027 2028 Election Note: Insert amounts in Average Megawatts rounded to three decimal places for each year of the applicable Purchase Period. Alternative B - Limited Amounts If Port Angeles elects this alternative, then Port Angeles shall purchase Firm Requirements Power at Tier 2 Short- Term Rates to serve Port Angeles' Above-RHWM Load that Port Angeles has not otherwise agreed to serve with Firm Requirements Power purchased at other Tier 2 Rates; provided however, that amounts purchased at Tier 2 Short- Term Rates shall not exceed the amounts (including zero amounts) stated in the table in section 2.4.1.3 of this exhibit. Port Angeles agrees to serve any of its remaining Above- RHWM Load with power other than Firm Requirements Power. Tier 2 Short-Term Rate Elections If Port Angeles elects alternative (A) above, then BP A shall indicate that election by adding an "X" to the table below for each year of the applicable Purchase Period. If Port Angeles elects alternative (B) above, then BPA shall indicate that election by adding amounts (in Average Megawatts rounded to three decimal places) to the table below for each year of the applicable Purchase Period. 09PB-13093, Port Angeles Exhibit C, Purchase Obligations 8 of 11 Tier 2 Short-Term Rate Table Fiscal Year 2012 2013 2014 2015 2016 Election Fiscal Year 2017 2018 ~ 2019 2020 2021 Election Fiscal Year 2022 2023 2024 2025 2026 Election Fiscal Year 2027 2028 Election 2.4.2 Right to Reduce Tier 2 Short-Term Rate Purchase Amounts 2.4.2.1 Notice If Port Angeles notifies BP A in writing by October 31 of a Rate Case Year, then Port Angeles may reduce, in equal amounts for all hours of the year, some or all of the amounts of Firm Requirements Power that Port Angeles is obligated to purchase at Tier 2 Short-Term Rates. The reduction may take effect in either year of the upcoming Rate Period and shall be effective for the remaining duration of the applicable Purchase Period(s). In its written notice, Port Angeles shall state the amount of the reduction and the date the reduction shall take effect. Port Angeles shall replace all reduced Tier 2 Short-Term Rate purchase amounts with amounts of Dedicated Resources applied pursuant to section 3.3 of the body of this Agreement. 2.4.2.2 Charges to Reduce Purchase Amounts Port Angeles shall be liable for payment of any costs that apply as a result of Port Angeles reducing, under section 2.4.2.1 of this exhibit, the amounts of Firm \ Requirements Power that Port Angeles is obligated to purchase at Tier 2 Short-Term Rates. Such costs shall be those that BPA: (1) is obligated to pay and will not recover from Port Angeles under Tier 2 Short-Term Rates as a result of the reduction, and (2) is unable to recover through other transactions. BPA shall determine such costs, if any, during the 7(i) Process that follows Port Angeles' notice. If BP A determines that Port Angeles owes payment for such costs, then Port Angeles shall pay the entire amount to BP A in no more than 24 equal monthly amounts starting the first month of the upcoming Rate Period. In no event shall BPA make payment to Port Angeles as a result of Port Angeles reducing the amounts of Firm Requirements Power that Port Angeles is obligated to purchase at Tier 2 Short-Term Rates. 2.4.2.3 Exhibit Updates By March 31 following Port Angeles' notice, BP A shall revise this exhibit and Exhibit A to show Port Angeles' reduced 09PB-13093, Port Angeles Exhibit C, Purchase Obligations 9 of 11 Tier 2 Short-Term Rate purchase amounts and Port Angeles' Dedicated Resource additions. 2.5 Amounts of Power to be Billed at Tier 2 Rates 2.5.1 Treatment for FY 2012 - FY 2013 By March 31,2010, BPA shall update the table in section 2.5.2 of this exhibit, consistent with Port Angeles' elections, with amounts of Firm Requirements Power which Port Angeles shall purchase at applicable Tier 2 Rates for the FY 2012 - FY 2013 Rate Period. 2.5.2 Amounts of Power for Subsequent Rate Periods For each Rate Period after the FY 2012 - FY 2013 Rate Period, BPA shall establish for the upcoming Rate Period consistent with Port Angeles' elections: (1) the planned annual average amounts of Firm Requirements Power which Port Angeles shall purchase at applicable Tier 2 Rates, and (2) any remarketed Tier 2 Rate purchase amounts in accordance with section 10 of the body of this Agreement. By March 31,2013, and by March 31 of each Rate Case Year thereafter, BPA shall update the table below with such amounts for each year of the upcoming Rate Period. Annual Amounts Priced at Tier 2 Rates (aMW) Fiscal Year 2012 2013 2014 2015 2016 2017 2018 2019 2020 No Tier 2 at this time Remarketed Amounts Fiscal Year 2021 2022 2023 2024 2025 2026 2027 2028 No Tier 2 at this time Remarketed Amounts Notes: 1. List each applicable Tier 2 rate in the table above. For the first applicable Tier 2 rate replace No Tier 2 at this time with the name of the applicable Tier 2 rate. For each additional Tier 2 rate, add a new row above the Remarketed Amounts row. If Port Angeles elects not to purchase at Tier 2 rates, then leave No Tier 2 at this time in the table and leave the remainder of the table blank. 2. Fill in the table above with annual Average Megawatts rounded to three decimal places. 3. MONTHLYPFRATES Applicable monthly Tier 1 and Tier 2 Rates are specified in BP A Wholesale Power Rate Schedules and GRSPs. 09PB-13093, Port Angeles Exhibit C, Purchase Obligations 10 of 11 4. REVISIONS BP A shall revise this exhibit to reflect Port Angeles' elections regarding service to its Above-RHWM Load and BPA's determinations relevant to this exhibit and made in accordance with this Agreement. (PSW-S: \PM\ CUST_SKG\PORT ANGELES \PSC_2009_PLRegional Dialogue \Pa_13093_20081117 _Contact]ianal.docl 11/17/08 09PB-13093, Port Angeles Exhibit C, Purchase Obligations 11 of 11 Exhibit D ADDITIONAL PRODUCTS AND SPECIAL PROVISIONS 1. CF/CT AND NEW LARGE SINGLE LOADS 1.1 CF/CT Loads The Administrator has determined that the following loads were contracted for, or committed to be served (CF/CT), as of September 1, 1979, as defined in section 3(13)(A) of the Northwest Power Act, and are subject to the applicable cost-based rate for the rest of Port Angeles' load: End-use consumer's name: Nippon Paper Industries USA Co., Ltd. (Formerly known as Daishowa America Co., Ltd.) Facility name: Nippon Paper Industries USA Co., Ltd. Facility location: Ediz Hook in Port Angeles, W A Facility description: Pulp and paper mill Amount offirm energy (megawatts at 100 percent load factor) contracted for, or committed to: 40.3 annual Average Megawatts In addition to the CF/CT load amount described above, the Nippon Paper Industries USA Co., Ltd. facility on Ediz Hook in Port Angeles, W A is the "local industrial consumer" pursuant to Public Law No. 102-495, Elwha River Ecosystem And Fisheries Restoration Act. Pursuant to sections 2(k) and 5(b) of Public Law No. 102-495, BPA shall provide "project replacement power" required by Port Angeles to serve Nippon Paper Industries USA Co., Ltd. on Ediz Hook in Port Angeles, W A, "in an amount not to exceed 172.088 gigawatthours of energy in any year." This provision shall be applicable to BPA's power supply obligation as if it were set out in the body of this Agreement. 1.2 Potential NLSLs Port Angeles has no identified potential NLSLs. 1.3 Existing NLSLs Port Angeles has no existing NLSLs. 2. RESOURCE SUPPORT SERVICES 2.1 BPA shall develop the RSS products to support applicable Specified Resources listed in section 2 of Exhibit A for the FY 2012-2014 Purchase Period and offer such as a revision to this exhibit by August 1, 2009. Prior to that date, BP A shall provide Port Angeles a reasonable opportunity to provide input into the development of the products and the related contract provisions. If Port Angeles requests that BP A provide such service, then the Parties shall execute a revision to this exhibit by the November 1, 2009, Notice Deadline. By each Notice Deadline thereafter, Port Angeles may purchase RSS from BPA to support applicable Specified Resources listed in section 2 of Exhibit A for the corresponding Purchase Period. 09PB-13093, Port Angeles lof2 2.2 If Port Angeles adds a new Specified Resource within a Purchase Period to meet its obligations to serve Above-RHWM Load with Dedicated Resources, consistent with section 3.5.1 of the body of this Agreement, Port Angeles may purchase RSS from BPA to support such resource. Such purchase shall be for the remainder of the Purchase Period and for the following Purchase Period. Port Angeles shall notify BPA of its decision to purchase RSS for a new Specified Resource by October 31 of a Rate Case Year and the elected RSS will be effective at the start of the upcoming Rate Period. 3. REVISIONS This exhibit shall be revised by mutual agreement of the Parties to reflect additional products Port Angeles purchases during the term of this Agreement. (PSW -So \PM\ CUST_SKG \ PORT ANGELES \PSC_2009_PF _Regional DIalogue \Pa_13093_20081117 _Contact_Fianal.doc) 11/17/08 09PB-13093, Port Angeles Exhibit D, Additional Products and Special Provisions 20f2 Exhibit E METERING 1. METERING 1.1 Directly Connected Points of Delivery and Load Metering (1) BPAPOD Name: Nippon 69 kV; BPA POD Number: 163; WECC Balancing Authority: BPAT; Location: the point in BPA's Port Angeles Substation where the 69 kV facilities ofBPA and Nippon are connected; Voltage: 69 kV; Metering: in BPA's Port Angeles Substation in the 69 kV circuit over which such electric power flows; (A) BPA Meter Point Name: Nippon In; BPA Meter Point Number: 158; Direction for PF Billing Purposes: Negative; Manner of Service:' Direct, Port Angeles to BP A; (B) BPA Meter Point Name: Nippon Out; BPA Meter Point Number: 459; Direction for PF Billing Purposes: Positive; Manner of Service: Direct, BP A to Port Angeles; Metering Loss Adjustment: None; Exception: None. (2) BPA POD Name: Port Angeles 69 kV; BPAPODNumber: 542; WECC Balancing Authority: BPAT; Location: the point in BPA's Port Angeles Substation where the 69 kV facilities ofBPA and Port Angeles are connected; Voltage: 69 kV; Metering: in BPA's Port Angeles Substation in the 69 kV circuit over which such electric power flows; 09PB-13093, Port Angeles 10f3 (A) BPA Meter Point Name: Port Angeles #2 Out; BPA Meter Point Number: 152; Direction for PF Billing Purposes: Positive Manner of Service: Direct, BP A to Port Angeles; (B) BPA Meter Point Name: Port Angeles #1 Out; BPA Meter Point Number: 251; Direction for PF Billing Purposes: Positive Manner of Service: Direct, BP A to Port Angeles; Metering Loss Adjustment: None; Exception: None. 1.2 Transfer Points of Delivery and Load Metering None. 1.3 Resource Locations and Metering Resource Name: Morse Creek Metering: in Port Angeles City Light's Morse Creek Hydro Substation in the 69 kV circuit over which such electric power flows; (A) BPA Meter Point Name: Morse Creek In; BPA Meter Point Number: 1564; Direction for PF Billing Purposes: Negative; Manner of Service: Wheeled to System, Clallam Co. PUD to BP A to Port Angeles; (B) BPA Meter Point Name: Morse Creek Stn Srv Out; BPA Meter Point Number: 1565; Direction for PF Billing Purposes: Not used; Manner of Service: Wheeled to System, Port Angeles to BP A to Clallam Co. PUD; Metering Loss Adjustment: BPA shall adjust for losses between the Port Angeles 69 kV POD and the Morse Creek In paM. Such adjustments shall be specified in writing between BPA and Port Angeles; Exception: The Morse Creek Stn Srv Out paM is part of Clallam Co. PUD's load and should not be added to Port Angeles' power bill. This is because Clallam Co. PUD and Port Angeles have an agreement to trade Morse Creek Station Service for water service. 2. REVISIONS Each Party shall notify the other in writing if updates to this exhibit are necessary to accurately reflect the actual characteristics of POD and meter information described 09PB-13093, Port Angeles Exhibit E, Metering 20f3 in this exhibit. The Parties shall revise this exhibit to reflect such changes. The Parties shall mutually agree on any such exhibit revisions and agreement shall not be unreasonably withheld or delayed. The effective date of any exhibit revision shall be the date the actual circumstances described by the revision occur. (PSW -s: \PM\ CDST_SKG\PORT ANGELES \PSC_2009_PF _Regional Dialogue \Pa_13093_20081117 _Contact_Fianal doc) 11/17/08 09PB-13093, Port Angeles Exhibit E, Metering 30f3 Exhibit F SCHEDULING 1. TRANSMISSION SCHEDULING SERVICE If Port Angeles: (1) acquires BPA's Diurnal Flattening Service; and/or (2) acquires BP A's Secondary Crediting Service; and/or (3) purchases power from BPA at a Tier 2 rate, then Power Services shall provide and Port Angeles shall purchase Transmission Scheduling Service. In such case, the Parties shall revise this exhibit to include the terms and conditions of such service. If Port Angeles is not required to purchase Transmission Scheduling Service, pursuant to the paragraph above, then Port Angeles, with six months' notice, may purchase Transmission Scheduling Service from Power Services and the Parties shall modify this exhibit to add the terms and conditions of such service. 2. SCHEDULING OF DEDICATED RESOURCES Port Angeles shall electrically copy BPA Power Services on all preschedule and real- time electronic tags (E-Tags) associated with the delivery of Port Angeles' Dedicated Resources, if any, as listed in sections 2, 3, and 4 of Exhibit A. 3. AFTER THE FACT BPA and Port Angeles agree to reconcile all transactions, schedules and accounts at the end of each month (as early as possible within the first ten calendar days of the next month). BP A and Port Angeles shall verify all transactions pursuant to this Agreement as to product or type of service, hourly amounts, daily and monthly totals, and related charges. 4. REVISIONS BPA may unilaterally revise this exhibit: (1) to implement changes that BPA determines are necessary to allow it to meet its power and scheduling obligations under this Agreement, or (2) to comply with requirements ofWECC, NAESB, or NERC, or their successors or assigns. 09PB-13093, Port Angeles lof2 BP A shall provide a draft of any material revisions of this exhibit to Port Angeles, with a reasonable time for comment, prior to BP A providing written notice of the revision. Revisions are effective 45 days after BP A provides written notice of the revisions to Port Angeles unless, in BP A's sole judgment, less notice is necessary to comply with an emergency change to the requirements ofthe WECC, NAESB, NERC, or their successors or assigns. In this case, BPA shall specify the effective date of such revisions. (PSW -s: \PM\ CUST_SKG \ PORT ANGELES \PSC_2009_PF _Regional Dialogue \Pa_13093_20081117 _Contact_Fianal.doc) 11/17/08 09PB-13093, Port Angeles Exhibit F, Scheduling 2of2 Exhibit G TillS EXIllBIT INTENTIONALLY LEFT BLANK ((PSw-S. \PM\CUST_SKG\PORT ANGELES\PSC_2009_PF _Regional Dialogue \Pa_13093_20081117_Contact_Fianal.doc) 11/17/08 09PB-l3093, Port Angeles lofl Exhibit H RENEWABLE ENERGY CERTIFICATES AND CARBON ATTRIBUTES 1. DEFINITIONS 1.1 "Carbon Credit" means an Environmental Attribute consisting of greenhouse gas emission credits, certificates, or similar instruments. 1.2 "Environmental Attributes" means the current or future credits, benefits, emission reductions, offsets and allowances attributable to the generation of energy from a resource. Environmental Attributes do not include the tax credits associated with such resource. One megawatt-hour of energy generation from a resource is associated with one megawatt-hour of Environmental Attributes. 1.3 "Environmentally Preferred Power RECS" or "EPP RECs" means the portion of BPA's Tier 1 RECs that is equal to an amount of up to 130 percent of the annual average of equivalent environmentally preferred power (EPP) contracted for as of October 1, 2009, for FYs 2010 and 2011 under Subscription power sales contracts containing rights to Environmental Attributes through FY 2016, as determined by BPA to be necessary to administer such rights. 1.4 "Renewable Energy Certificates" or "RECs" means the certificates, documentation, or other evidence that demonstrates, in the tracking system selected under section 5 of this exhibit, the ownership of Environmental Attributes. 1.5 "Tier 1 RECs" means the RECs composed of a blend, by fuel source, based on annual generation ofthe resources listed in or pursuant to section 2 of this exhibit. 1.6 "Tier 2 RECs" means the RECs associated with generation of the resources whose costs are allocated to a given Tier 2 Cost Pool in accordance with the TRM. 2. BP A'S TIER 1 REC INVENTORY BPA's Tier 1 REC inventory shall include all RECs that BPA has determined are associated with resources whose output is used to establish Tier 1 System Capability, as Tier 1 System Capability is defined in the TRM. The disposition of any Carbon Credits that BP A determines are associated with resources listed in, or in accordance with, this section 2 shall be as described in section 3 of this exhibit. The disposition of any Carbon Credits that BPA determines are associated with resources not listed in, or in accordance with, this section 2 shall be consistent with section 7 of this exhibit. As of the Effective Date, BP A has determined that the following resources have RECs associated with them that will be included in the Tier 1 REC inventory: Foote Creek I, Foote Creek II, St;lteline, Condon, Klondike I, Klondike III, and Ashland Solar. BPA shall maintain this list on a publicly accessible BPA web site and shall periodically update this list to include any then- 09PB-13093, Port Angeles 10f4 current resources that BP A has determined have Tier 1 RECs associated with them. BPA shall calculate its inventory of Tier 1 RECs annually and after the fact based on energy generated by listed resources during the previous calendar year. 3. PORT ANGELES' SHARE OF TIER 1 RECS Beginning April 15, 2012, and by April 15 every year thereafter over the term of this Agreement, BP A shall: (1) transfer to Port Angeles, or manage in accordance with section 5 of this exhibit, at no additional charge or premium beyond Port Angeles' payment of the otherwise applicable Tier 1 Rate, a pro rata share of Tier 1 RECs based on Port Angeles' RHWM divided by the total RHWMs of all holders of CHWM Contracts; and (2) for transferred RECs, provide Port Angeles with a letter assigning title of such Tier 1 RECs to Port Angeles. The amount of Tier 1 RECs available to BP A to transfer or manage shall be subject to available Tier 1 REC inventory, excluding amounts of Tier 1 REC inventory used to provide EPP RECs. 4. TIER 2 RECS If Port Angeles chooses to purchase Firm Requirements Power at a Tier 2 Rate, and there are RECs which BPA has determined are associated with the resources whose costs are allocated to the Tier 2 Cost Pool for such rate, then beginning April 15 of the year immediately following the first Fiscal Year in which Port Angeles' Tier 2 purchase obligation commences, and by April 15 every year thereafter for the duration of Port Angeles' Tier 2 purchase obligation, BPA shall, based on Port Angeles' election pursuant to section 5 of this exhibit, transfer to or manage for Port Angeles a pro rata share of applicable Tier 2 RECs generated during the previous calendar year. The pro rata share of Tier 2 RECs BPA transfers to Port Angeles shall be the ratio of Port Angeles' amount of power purchased at the applicable Tier 2 Rate to the total amount of purchases under that Tier 2 Rate. 5. TRANSFER, TRACKING, AND MANAGEMENT OF RECS Subject to BP A's determination that the commercial renewable energy tracking system WREGIS is adequate as a tracking system, BPA shall transfer Port Angeles' share of Tier 1 RECs, and Tier 2 RECs if applicable, to Port Angeles via WREGIS or its successor. If, during the term of this Agreement, BPA determines in consultation with customers that WREGIS is not adequate as a tracking system, then BPA may change commercial tracking systems with one year advance notice to Port Angeles. In such case, the Parties shall establish a comparable process for BP A to provide Port Angeles its RECs. Starting on July 15, 2011, and by July 15 prior to each Rate Period through the term of this Agreement, Port Angeles shall notify BPA which one of the following three options it chooses for the transfer and management of Port Angeles' share of Tier 1 RECs, and Tier 2 RECs if applicable, for each upcoming Rate Period: 09PB-13093, Port Angeles Exhibit H, Renewable Energy Certificates and Carbon Attributes 2of4 (1) BPA shall transfer Port Angeles' RECs into Port Angeles' own WREGIS account, which shall be established by Port Angeles; or (2) BPA shall transfer Port Angeles' RECs into a BPA-managed WREGIS subaccount. Such subaccount shall be established by BPA on Port Angeles' behalf and the terms and conditions of which shall be determined by the Parties in a separate agreement; or (3) Port Angeles shall give BPA the authority to market Port Angeles' RECs on Port Angeles' behalf. BPA shall annually credit Port Angeles for Port Angeles' pro rata share of all revenues generated by sales of RECs from the same rate pool on its April bill, issued in May. If Port Angeles fails to notify BP A of its election by July 15 before the start of each Rate Period, then Port Angeles shall be deemed to have elected the option in section 5(3) of this exhibit. Any RECs BP A transfers to Port Angeles on April 15 of each year shall be limited to those generated January 1 through December 31 of the prior year, except that any RECs BPA transfers to Port Angeles by April 15, 2012, shall be limited to those generated October 1, 2011, through December 31, 2011. 6. FEES BPA shall pay any reasonable fees associated with (1) the provision of Port Angeles' RECs and (2) the establishment of any subaccounts in Port Angeles' name pursuant to sections 5(1) and 5(2) of this exhibit. Port Angeles shall pay all other fees associated with any WREGIS or successor commercial tracking system, including WREGIS retirement, reserve, and export fees. 7. CARBON CREDITS In the absence of carbon regulations or legislation directly affecting BPA, BPA intends to convey the value of any future Carbon Credits associated with resources whose costs are recovered in Tier 1 or Tier 2 Rates to Port Angeles on a pro rata basis in the same manner as described for Tier 1 RECs and Tier 2 RECs in sections 3 and 4 ofthis exhibit. This value may be conveyed as: (1) the Carbon Credits themselves; (2) a revenue credit after BPA markets such Carbon Credits; or (3) the ability to claim that power purchases at the applicable PF rate are derived from certain federal resources. 8. BPA'S RIGHT TO TERMINATE PORT ANGELES' RECS AND/OR CARBON CREDITS To the extent necessary to comply with any federal regulation or legislation which addresses Carbon Credits or any other form of Environmental Attribute(s) and includes compliance costs applicable to BPA, BPA may, upon reasonable notice to Port Angeles, terminate Port Angeles' contract rights to Tier 1 RECs under section 3 of this exhibit and/or Port Angeles' pro rata share of Carbon Credits under section 7 of this exhibit. 09PB-13093, Port Angeles Exhibit H, Renewable Energy Certificates and Carbon Attributes 30f4 9. RATEMAKING TREATMENT Notwithstanding the transfer, sharing, management, conveyance, marketing or crediting of RECs and Carbon Credits, or the value of any or all of them, pursuant to this Exhibit H, BP A reserves any ratemaking authority it otherwise possesses to determine and factor in a share of the value and/or cost of any or all of the RECs and Carbon Credits for the purpose of: (1) determining applicable wholesale rates pursuant to section 7(c)(2) of the Northwest Power Act; and (2) establishing the rate(s) applicable to BPA sales pursuant to section 5(c) of the Northwest Power Act in a manner that BPA determines provides an appropriate sharing of the benefits and/or costs of the federal system and comparably reflects treatment of RECs and Carbon Credits in the calculation of a utility's average system cost of resources. BP A further reserves its ratemaking authority to recover any costs resulting from such ratemaking actions through rates, including rates applicable to Port Angeles. This paragraph does not constitute Port Angeles' agreement to statutory ratemaking authority BP A does not otherwise have. 10. REVISIONS BPA shall revise this Exhibit H to reflect BPA's determinations relevant to this exhibit and made in accordance with this Agreement. Any other revisions to this Exhibit H shall be by mutual agreement. CPsw -s: \PM\ CUST_SKG\PORT ANGELES \PSC_2009_PF _Regional Dialogue \Pa_13093_20081117 _Contact_Fianal.doc) 11/17/08 09PB-13093, Port Angeles Exhibit H, Renewable Energy Certificates and Carbon Attributes 40f4 BPA and Port Angeles agree: Amendment No. 1 Contract No. 09PB -13093 AMENDMENT executed by the BONNEVILLE POWER ADMINISTRATION and CITY OF PORT ANGELES This Amendment to the Power Sales Agreement Contract No. 09PB -13093 (Agreement) is executed by the UNITED STATES OF AMERICA, Department of Energy, acting by and through the BONNEVILLE POWER ADMINISTRATION (BPA) and the CITY OF PORT ANGELES (Port Angeles). This Amendment No. 1 (Amendment) modifies the Agreement to revise definitions to be consistent with the final Tiered Rate Methodology, and make other changes agreed upon by the Parties. 1. EFFECTIVE DATE This Amendment shall take effect on the date executed by the Parties (Effective Date). 2. AMENDMENTS TO BODY OF AGREEMENT (a) Section 2, Definitions (1) Section 2.2 shall be deleted and replaced by the following: "2.2 "7(i) Process" means a public process conducted, pursuant to section 7(i) of the Northwest Power Act or its successor, by BPA to establish rates for the sale of power and other products." (2) Section 2.3 shall be deleted and replaced by the following: "2.3 "Above -RHWM Load" means the forecast annual Total Retail Load, less Existing Resources, NLSLs, and the customer's RHWM, as determined in the RHWM Process. For the Transition Period (as defined in the TRM), Above -RHWM Load will be established as described in section 4.3.2.2 of the TRM." (3) Section 2.8 shall be deleted and replaced by the following: "2.8 "Business Day(s)" means every Monday through Friday except Federal holidays." S. (4) Section 2.17 shall be deleted and replaced by the following: "2.17 "Diurnal Flattening Service" or "DFS" means a service that makes a resource that is variable or intermittent, or that portion of such resource that is variable or intermittent, equivalent to a resource that is flat within each Monthly/Diurnal period, as defined in the TRM." (5) Section 2.29 shall be deleted and replaced by the following: "2.29 "Forced Outage Reserve Service" or "FORS" means a service that provides an agreed -to amount of capacity and energy to load during the forced outages of a qualifying resource." (6) Section 2.82 shall be deleted and replaced by the following: "2.82 "Transmission Curtailment Management Service" or "TCMS" means the service BPA will provide to customers with a qualifying resource when a transmission curtailment occurs between such resource and the customer load." (b) Section 3.5.8, PURPA Resources Section 3.5.8 shall be deleted and replaced with the following: "If Port Angeles is required by the Public Utility Regulatory Policies Act (PURPA) to acquire output from a Generating Resource and plans to use that output to serve its Total Retail Load, then such output shall be added as a Specified Resource pursuant to Exhibit A. Port Angeles shall purchase DFS from BPA (or equivalent service if DFS is unavailable) to support such resources for the term of this Agreement." (c) Section 3.6, Consumer -Owned Resources Section 3.6 shall be deleted and replaced with the following: "Except for any Consumer -Owned Resources serving an NLSL, which Port Angeles has applied to load consistent with section 23.3.7, Port Angeles shall apply the output of the Consumer -Owned Resources as follows:" (d) Section 3.6.3, Application of Consumer -Owned Resources Serving Onsite Consumer Load Section 3.6.3 shall be deleted and replaced with the following: "Power generated from Consumer -Owned Resources listed in section 7.1 of Exhibit A shall serve the Onsite Consumer Load. Port Angeles shall receive no compensation from BPA for excess power generated on any hour from such resources." Amendment No. 1, 09PB- 13093, Port Angeles 2 r (e) Section 6.6.2, Rate Period High Water Mark Calculation The definition of the sum of CHWM (ECHWM) in section 6.6.2 shall be deleted and replaced with the following: " )2CHWM = sum of all Publics' (as defined in the TRM) Contract High Water Marks, including those for Publics without a CHWM Contract" (f) Section 7.1, Contract High Water Mark (CHWM) Section 7.1 shall be deleted and replaced with the following: "BPA shall establish Port Angeles' CHWM in the manner defined in section 4.1 of the TRM. Port Angeles' CHWM and the circumstances under which it can change are stated in Exhibit B." (g) Section 9.1, Determination and Notice to Serve Above -RHWM Load Section 9.1 shall be deleted and replaced with the following: "Port Angeles shall determine and provide notice, as described below, to BPA whether Port Angeles shall serve its Above -RHWM Load that is greater than or equal to 8,760 megawatt -hours with either: (1) Firm Requirements Power purchased from BPA at a Tier 2 Rate or rates, (2) Dedicated Resources, or (3) a specific combination of both (1) and (2). Port Angeles may also provide notice to BPA that it shall use a Dedicated Resource to serve Above -RHWM Load that is less than 8,760 MWh. Port Angeles shall make such determination and provide such notice as follows:" (h) Section 10, Tier 2 Remarketing and Resource Removal The following paragraph shall be added to the beginning of section 10: "For the purpose of this section 10, any Dedicated Resources added to Exhibit A pursuant to section 3.5.3 or 3.5.7 do not have temporary resource removal or remarketing rights under this section. In addition, any Dedicated Resource amounts or amounts purchased at a Tier 2 Rate that would otherwise be made eligible for removal or remarketing due to the addition of resources under section 3.5.3 do not have temporary resource removal or remarketing rights under this section." (i) Section 10.4, Remarketing of Power Priced at Tier 2 Rates Section 10.4 and its heading shall be deleted and replaced with the following: "10.4 Remarketing of Power Consistent with rates established under the TRM, Port Angeles shall be subject to applicable charges or credits associated with BPA's remarketing of purchase amounts of Firm Requirements Power at Tier 2 Rates. Except as specified in section 10.5, Port Angeles shall be responsible for remarketing of any amounts of its Dedicated Resources, Specified or Unspecified, that are removed or reduced pursuant to this Agreement." Amendment No. 1, 09PB- 13093, Port Angeles (j) Section 18.2.2, Reporting Requirements The first paragraph of section 18.2.2 shall be deleted and replaced by the following: "This section 18.2.2 does not apply if Port Angeles' Total Retail Load from the most recent prior Fiscal Year is 25 annual Average Megawatts or less or if Port Angeles purchases all of its power from BPA to serve its Total Retail Load. If Port Angeles' Total Retail Load from the most recent prior Fiscal Year is above 25 annual Average Megawatts, the following requirements may be satisfied by submitting plans and reports Port Angeles prepares in the normal course of business as long as such plans and reports include the information required below." (k) Section 22.1, Judicial Resolution The last sentence of section 22.1 shall be deleted and replaced by the following: "If BPA determines that a dispute is excluded from nonbinding arbitration under this section 22, then Port Angeles may apply to the federal court having jurisdiction for an order determining whether such dispute is subject to nonbinding arbitration under this section 22." (1) Section 23.3.1, Determination of an NLSL Section 23.3.1.3 shall be deleted and replaced by the following: "23.3.1.3 The Parties may agree that the applicable increase in load of installed production equipment at a facility will equal or exceed ten Average Megawatts consumption over any 12 consecutive months and that such production load shall constitute an NLSL. Any such agreement shall constitute a binding NLSL determination." (m) Section 23.3.5, Undetermined NLSLs The second paragraph of section 23.3.5 shall be deleted and replaced by the following: "If BPA concludes in its sole judgment that Port Angeles has not fulfilled its obligations, or has not been able to obtain access or information from the end - use consumer under sections 23.3.3 and 23.3.4, BPA may determine any load subject to NLSL monitoring to be an NLSL, in which case Port Angeles shall be billed and pay in accordance with the last two sentences of the preceding paragraph. Such NLSL determination shall be final unless Port Angeles proves to BPA's satisfaction that the applicable increase in load did not equal or exceed ten Average Megawatts in any 12 -month monitoring period." (n) Section 23.3.6, Service Election for an NLSL Section 23.3.6 shall be deleted and replaced by the following: Amendment No. 1, 09PB- 13093, Port Angeles 4 "Before the Parties add an NLSL to Exhibit D, Port Angeles shall elect, in writing, to: (1) have BPA serve the NLSL at the NR rate; or (2) serve the NLSL by adding a Dedicated Resource to Exhibit A that is not already being used to serve Port Angeles' firm consumer load in the region. This election shall be binding on Port Angeles for the remaining term of this Agreement." 3. EXHIBIT REVISIONS (a) Exhibit C, Section 2.2.4.3, Obligation to Apply Dedicated Resources Section 2.2.4.3 of Exhibit C shall be deleted and replaced by the following: "If Port Angeles provides notice to modify its purchases at Tier 2 Load Growth Rates under section 2.2.4.1 of this exhibit, then for the remainder of the effective Purchase Period and all of the next Purchase Period, Port Angeles shall apply Dedicated Resources to serve all of its Above -RHWM Load that is in excess of the sum of all Tier 2 commitments." (b) Exhibit C, Section 2.4.1.1, Alternative A — Customer Planned Load Not Otherwise Served The title of the table in section 2.4.1.1(2) of Exhibit C shall be deleted and replaced by the following: "Purchase Period Dedicated Resource Elections" (c) Exhibit D, Section 2, Resource Support Services Section 2 of Exhibit D shall be deleted and replaced with the following: "2. RESOURCE SUPPORT SERVICES 2.1 BPA shall develop the RSS products to support applicable Specified Resources listed in section 2 of Exhibit A for the FY 2012 through 2014 Purchase Period and offer such as a revision to this exhibit by August 1, 2009 and by August 1 prior to each Notice Deadline thereafter. Prior to that date, BPA shall provide Port Angeles a reasonable opportunity to provide input into the development of the products and the related contract provisions. By the November 1, 2009 Notice Deadline and each Notice Deadline thereafter, Port Angeles shall notify BPA in writing of any RSS products it elects to buy from BPA under the terms of this Agreement and shall identify the applicable resource(s), for which it shall purchase the RSS product(s) for the upcoming Purchase Period. Such election Amendment No. 1, 09PB- 13093, Port, Angeles 5 shall be a binding commitment of both Parties. If Port Angeles makes such election, the Parties shall revise this exhibit so that it incorporates the agreed changes to applicable provisions, including the applicable resource amounts, if known, by March 31, 2010 or by March 31 of the year following the Notice Deadline for future years. By September 30 of the last Rate Case Year prior to the first Rate Period when service begins, and by each applicable September 30 thereafter in accordance with the applicable incorporated contract language, BPA shall update the relevant tables included in the incorporated contract language with the applicable charges and any necessary updates to resource amounts. 2.2 If Port Angeles adds a new Specified Resource within a Purchase Period to meet its obligations to serve Above -RHWM Load with Dedicated Resources, consistent with section 3.5.1 of the body of this Agreement, Port Angeles may purchase DFS or FORS to support such resource. Port Angeles shall request a copy of the then - current DFS or FORS standard contract provisions from BPA and shall notify BPA in writing by October 31 of a Rate Case Year that it elects to purchase DFS or FORS for the new Specified Resource under the terms stated in the then - current contract provisions and the terms of this section 2.2. Such election shall be a binding commitment of both Parties. The elected DFS or FORS will be effective at the start of the upcoming Rate Period. The duration of such purchase shall be for the remainder of the Purchase Period and for the following Purchase Period. If Port Angeles makes such election, the Parties shall revise this exhibit by March 31 of the calendar year after Port Angeles has given notice of its election. Such revision shall incorporate the agreed changes to applicable provisions, including the applicable resource amounts, if known. By September 30 of the last Rate Case Year prior to the first Rate Period when service begins, and by each applicable September 30 thereafter, in accordance with the applicable incorporated contract language, BPA shall update the relevant tables included in the incorporated contract language with the applicable charges and any necessary updates to resource amounts." (d) Exhibit H, Section 4, Tier 2 RECS Section 4 of Exhibit H shall be deleted and replaced by the following: "4. TIER 2 RECS If Port Angeles chooses to purchase Firm Requirements Power at a Tier 2 Rate, and there are RECs which BPA has determined are associated with the resources whose costs are allocated to the Tier 2 Cost Pool for such rate, then beginning April 15 of the year immediately following the first Fiscal Year in which Port Angeles' Amendment No. 1, 09PB- 13093, Port Angeles 6 Tier 2 purchase obligation commences, and by April 15 every year thereafter for the duration of Port Angeles' Tier 2 purchase obligation, BPA shall, based on Port Angeles' election pursuant to section 5 of this exhibit, transfer to or manage for Port Angeles a pro rata share of applicable Tier 2 RECs generated during the previous calendar year. BPA shall, for transferred RECs, provide Port Angeles with a letter assigning title of such Tier 2 RECs to Port Angeles. The pro rata share of Tier 2 RECs BPA transfers to Port Angeles shall be the ratio of Port Angeles' amount of power purchased at the applicable Tier 2 Rate to the total amount of purchases under that Tier 2 Rate." 4. SIGNATURES The signatories represent that they are authorized to enter into this Amendment on behalf of the Party for which they sign. CITY OF PORT ANGELES UNITED STATES OF AMERICA Department of Energy Bonneville Power Administration By � I m �= �/ d -�- By 1).1/1 v Name Gary Braun Name Shannon K. Greene Title Mayor Title Account Executive Date 9i /S /O Date q/. (PSW/Seattle-S \ PM \ CUST_SKG \ PORT ANGELES \ PSC_2009_PF_Regional Dialogue \AA #1-CleanUp \ Pa_13093_20090717_AA# 1_final doc) 07/17/2009 Amendment No. 1, 09PB- 13093, Port Angeles September 24, 2009 In reply refer to: PSW /Seattle Dear Larry: e.Aczv /‹ &L Shannon K. Greene Power Services Account Executive Enclosure Department of Energy Bonneville Power Administration Seattle Customer Service Center 909 First Avenue, Suite 380 Seattle, Washington 98104 -3636 Larry Dunbar, Deputy Director of Power Systems City of Port Angeles P.O. Box 1150 Port Angeles, WA 98362 -0217 uoismig saawa ldap sagg S guuaauteu saIaeub Pod {oi�fl10 d Enclosed for your records is an executed original of Amendment No. 1 (Amendment) to the City of Port Angeles' Power Sales Agreement, Contract No. 09PB- 13093. Please feel free to contact me at (206) 220 -6775 if you have any questions or concerns. Sincerely, 5.9'x3 March 15, 2010 In reply refer to: PSW /Seattle Larry Dunbar, Deputy Director of Power Systems City of Port Angeles P.O. Box 1150 Port Angeles, WA 98362 -0217 Dear Larry: Enclosed is an original revision to Exhibit C, to the City of Port Angeles' (Port Angeles) Power Sales Agreement, Contract No. 09PB -13093 (Agreement). The changes in the attached revision are necessary to capture the contract provisions relating to Port Angeles' Above -RHWM elections made in November, 2009. Exhibit C Revision No. 1 reflects Port Angeles' Firm Requirements Power purchase obligation at Tier 2 Rates for the first Purchase Period. Pursuant to the Agreement, this exhibit revision is unilateral and does not require a signature. The enclosed Revision No. 1 to Exhibit C is Port Angeles' original copy to keep for its records. Please feel free to contact me at (206) 220 -6775 if you have any questions or concerns. Sincerely, Shannon K. Greene Power Services Account Executive Enclosure cc: (w /o enclosure) Phil Lusk City of Port Angeles Department of Energy Bonneville Power Administration Seattle Customer Service Center 909 First Avenue, Suite 380 Seattle, WA 98104 -3636 POWER SERVICES b)ECIEHNE 7 MAR l rl 2010 City of Port Angeles Public Works and Wilitnes Dept Engineering Services Division This revision: (1) updates section 2 to reflect Port Angeles' elections regarding service to its Above -RHWM Load for the first Purchase Period (FY 2012 FY 2014) and for the FY 2012 -2013 Rate Period, and (2) incorporates the Exhibit C revisions from Amendment No. 1 to the Agreement. 1. FIRM REQUIREMENTS POWER AT TIER 1 RATES The portion of Port Angeles' purchase obligation that is priced at Tier 1 Rates is established in section 8.1(1) of the body of this Agreement. 2. FIRM REQUIREMENTS POWER AT TIER 2 RATES 2.1 Notice to Purchase Zero Amounts at Tier 2 Rates If Port Angeles elects not to purchase Firm Requirements Power at Tier 2 Rates for a Purchase Period, then by March 31 immediately following the corresponding Notice Deadline, BPA shall update this exhibit to indicate such election by adding an "X" to the applicable cell in the following table. Such election means that for the Purchase Period specified below, Port Angeles shall: (1) purchase zero amounts of Firm Requirements Power at Tier 2 Rates, and (2) serve all of its Above -RHWM Load that is greater than or equal to 8,760 megawatt -hours with power other than Firm Requirements Power. Port Angeles may serve its Above -RHWM Load that is less than 8,760 megawatt -hours with power other than Firm Requirements Power. I Zero Tier 2 I Purchase Period 1 FY2012- FY2014 1 FY2015- FY2019 FY 2020 FY 2024 FY 2025 FY 2028 2.2 Tier 2 Load Growth Rate Revision No. 1, Exhibit C PURCHASE OBLIGATIONS Effective on March 31, 2010 2.2.1 First Election Opportunity If Port Angeles elects by the first Notice Deadline (November 1, 2009) to purchase Firm Requirements Power at Tier 2 Load Growth Rates starting October 1, 2011, then in its election Port Angeles shall elect one of the three Tier 2 Load Growth Rate options listed in section 2.2.3 of this exhibit. If Port Angeles elects Option 3, then Port Angeles shall state the amounts to be listed in the table in section 2.2.3.3 of this exhibit and Port Angeles' Tier 2 Short -Term Rate election pursuant to section 2.4.1 of this exhibit. BPA shall amend this exhibit by March 31, 2010, to indicate Port Angeles' election by adding an "X" to the "Pt Notice Deadline" box next to the applicable option below. If Port Angeles does not elect to purchase Firm Requirements Power at Tier 2 Load Growth Rates by the first Notice Deadline, then Port 09PB- 13093, Port Angeles 1 of 11 Angeles shall not have the right to purchase Firm Requirements Power at Tier 2 Load Growth Rates during the first Purchase Period. 2.2.2 Second Election Opportunity 2.2.2.1 If Port Angeles does not elect to purchase Firm Requirements Power at Tier 2 Load Growth Rates starting the first Purchase Period, then Port Angeles may purchase Firm Requirements Power at Tier 2 Load Growth Rates starting October 1, 2014, provided: (1) any elections of Tier 2 Rate alternatives or additions of New Resources under this Agreement that extend beyond the initial Purchase Period shall continue to apply for their term, and (2) the Tier 2 Load Growth Rate applicable under this election may be different than the Tier 2 Load Growth Rate that was available during the first Purchase Period. 2.2.2.2 If Port Angeles elects by the second Notice Deadline (September 30, 2011) to purchase Firm Requirements Power at Tier 2 Load Growth Rates, then in its election Port Angeles shall elect one of the three Tier 2 Load Growth Rate options listed in section 2.2.3 of this exhibit. In such case, Port Angeles shall purchase Firm Requirements Power at Tier 2 Load Growth Rates under such elected option starting October 1, 2014. 2.2.2.3 If Port Angeles elects Option 3, described in section 2.2.3.3 of this exhibit, then Port Angeles shall state the amounts to be listed in the table in section 2.2.3.3 of this exhibit and Port Angeles' Tier 2 Short -Term Rate election pursuant to section 2.4.1 of this exhibit. If Port Angeles has prior elections of rate alternatives or resource additions that extend beyond the first Purchase Period, then Port Angeles shall not have the right to elect Options 1 or 2 below. In such case, the amounts listed in the table in section 2.2.3.3 of this exhibit shall not be less than the sum of Port Angeles' prior elections for each year. 2.2.2.4 BPA shall amend this exhibit by March 31, 2012, to indicate Port Angeles' election by adding an "X" to the "2 Notice Deadline" box next to the applicable option below. If Port Angeles does not elect to purchase Firm Requirements Power at Tier 2 Load Growth Rates by the second Notice Deadline, then Port Angeles shall not purchase Firm Requirements 09PB- 13093, Port Angeles 2 of 11 Revision No. 1, Exhibit C, Purchase Obligations 1st Notice Deadline 2nd Notice Deadline 1st Notice Deadline 2nd Notice Deadline 1st Notice Deadline 2 Notice Deadline Power at Tier 2 Load Growth Rates for the term of this Agreement. 2.2.3 Tier 2 Load Growth Rate Options 2.2.3.1 Option 1 Full Tier 2 Load Growth Rate If Port Angeles elects this option, then Port Angeles shall purchase Firm Requirements Power at Tier 2 Load Growth Rates for all of Port Angeles' Above -RHWM Load. 2.2.3.2 Option 2 Shared Rate Plan (1) Obligation If Port Angeles elects this option, provided that BPA determines Port Angeles qualifies under the limit for the Shared Rate Plan as established in section 7 of the TRM, then Port Angeles shall pay rates under the Shared Rate Plan for Firm Requirements Power purchased under this Agreement. If BPA determines Port Angeles does not qualify under such limit, then Port Angeles shall not have the right to elect this option and Port Angeles shall purchase Firm Requirements Power at Tier 2 Load Growth Rates under Option 1 as established in section 2.2.3.1 of this exhibit. For the second election opportunity stated in section 2.2.2 of this exhibit, availability under the limit for the Shared Rate Plan established in section 7 of the TRM shall equal such limit minus the amounts used by other customers who elected this Option 2 by the first Notice Deadline. (2) Terminating Participation Port Angeles may terminate participation in the Shared Rate Plan by providing BPA notice in writing by March 31 of a Forecast Year. In such case, the change shall be effective the next Rate Period. If Port Angeles stops participation in the Shared Rate Plan, then Port Angeles shall not have the right to resume participation. Port Angeles shall continue to purchase Firm Requirements Power priced at Tier 2 Load Growth Rates for all of Port Angeles' Above -RHWM Load. 2.2.3.3 Option 3 Partial Tier 2 Load Growth Rate If Port Angeles elects this option, then Port Angeles shall purchase Firm Requirements Power at Tier 2 Load Growth Rates for all of Port Angeles' Above -RHWM Load minus the amounts stated in the table below that Port Angeles elects are not subject to Tier 2 Load Growth Rates. Port Angeles shall establish such amounts at the time Port Angeles elects this 09PB- 13093, Port Angeles 3 of 11 Revision No. 1, Exhibit C, Purchase Obligations option and such amounts shall not change for the term of this Agreement. Port Angeles may serve such amounts with Dedicated Resources or with Firm Requirements Power purchased at other Tier 2 Rates. BPA shall update the table below by March 31 immediately following Port Angeles' election of this option. Load Amounts Not Subject To Tier 2 Load Growth Rates (aMW) I Fiscal Year I 2012 1 2013 I 2014 1 2015 I 2016 I 2017 I 2018 I 2019 I 2020 Annual aMW I I I I I I I I I Fiscal Year I 2021 I 2022 I 2023 I 2024 I 2025 I 2026 I 2027 I 2028 Annual aMW I I I I I I I I I Note: Fill in the table above with annual Average Megawatts rounded to three decimal places. 2.2.4 Modification to Tier 2 Load Growth Rate Election 2.2.4.1 Notice Port Angeles shall have the right to stop purchasing Firm Requirements Power at Tier 2 Load Growth Rates effective the upcoming Rate Period, except for the amount established in section 2.2.4.2 of this exhibit. If Port Angeles chooses to modify its purchases at Tier 2 Load Growth Rates in this manner, then Port Angeles shall notify BPA in writing by October 31 of a Rate Case Year. 2.2.4.2 Continued Purchase Amount For the remaining term of this Agreement, Port Angeles shall continue to purchase at Tier 2 Load Growth Rates the amount of Firm Requirements Power that Port Angeles purchased at Tier 2 Load Growth Rates the year before the modification described above is effective. 2.2.4.3 Obligation to Apply Dedicated Resources If Port Angeles provides notice to modify its purchases at Tier 2 Load Growth Rates under section 2.2.4.1 of this exhibit, then for the remainder of the effective Purchase Period and all of the next Purchase Period, Port Angeles shall apply Dedicated Resources to serve all of its Above -RHWM Load that is in excess of the sum of all Tier 2 commitments 2.2.4.4 Charges to Modify Tier 2 Load Growth Rate Purchase Port Angeles shall be liable for payment of any costs that apply as a result of Port Angeles modifying its Tier 2 Load Growth Rate purchase obligation under this section 2.2.4. Such costs shall be those that BPA: (1) is obligated to pay and will not recover from Port Angeles at Tier 2 Load Growth Rates as a result of the modification, and (2) is unable to recover through other transactions. BPA shall determine such costs, if any, during the 7(i) Process that 09PB- 13093, Port Angeles 4 of 11 Revision No. 1, Exhibit C, Purchase Obligations follows Port Angeles' notice. If BPA determines that Port Angeles owes payment for such costs, then Port Angeles shall pay the entire amount to BPA in no more than 24 equal monthly amounts starting the first month of the upcoming Rate Period. In no event shall BPA make payment to Port Angeles as a result of Port Angeles modifying its Tier 2 Load Growth Rate purchase obligation under this section 2.2.4. 2.2.4.5 Exhibit Update By March 31 following Port Angeles' notice, BPA shall indicate Port Angeles' election to modify its Tier 2 Load Growth Rate purchase by filling in the table below. As established in section 2.2.4.2 of this exhibit, Port Angeles shall continue to purchase the following amounts of Firm Requirements Power at Tier 2 Load Growth Rates: Continuing Tier 2 Load Growth Rates Purchase Obligation Fiscal Year 2012 2013 2014 2015 2016 aMW Fiscal Year 2017 2018 2019 2020 2021 aMW Fiscal Year 2022 2023 2024 2025 2026 aMW Fiscal Year 2027 2028 aMW Note: Fill in the table above with annual Average Megawatts, rounded to three decimal places, for each year that follows Port Angeles' modification beginning with the effective year of modification 2.3 Tier 2 Vintage Rates If Port Angeles elects Option 1 or 2 in section 2.2.3 of this exhibit, then this section shall not apply. Otherwise: 2.3.1 Election Process 2.3.1.1 Right to Convert Subject to the amounts of power BPA makes available at one or more Tier 2 Vintage Rates, Port Angeles shall have the right to convert some or all of the amounts of Firm Requirements Power it has elected to purchase at Tier 2 Short -Term Rates, as stated in section 2.4 of this exhibit, to an equal purchase amount at Tier 2 Vintage Rates. 2.3.1.2 Statement of Intent If Port Angeles elects to purchase Firm Requirements Power from BPA at Tier 2 Vintage Rates, then Port Angeles shall sign a Statement of Intent offered by BPA. "Statement of Intent" means a statement prepared by BPA and signed by Port Angeles that describes the approach and cost structure that will be used for a specific Tier 2 Cost Pool. If BPA 09PB- 13093, Port Angeles 5 of 11 Revision No. 1, Exhibit C, Purchase Obligations establishes a Tier 2 Cost Pool for a Tier 2 Vintage Rate consistent with the Statement of Intent, then Port Angeles agrees to have the portion of its Tier 2 Rate power purchase specified in the Statement of Intent priced at that rate. If BPA is unable to establish the Tier 2 Cost Pool for the specific Tier 2 Vintage Rate, then Port Angeles agrees to purchase such amount of Firm Requirements Power at Tier 2 Short Term Rates, except as stated in section 2.3.1.5 of this exhibit. 2.3.1.3 Insufficient Availability The Statement of Intent shall include procedures to allocate between competing applications for a specific Tier 2 Cost Pool if requests exceed amounts available. 2.3.1.4 Conversion Costs Upon establishment of a Tier 2 Vintage Rate for which Port Angeles signed a Statement of Intent, Port Angeles shall be liable for payment of any outstanding costs under Tier 2 Short -Term Rates that apply to Port Angeles. Such costs shall be those that BPA: (1) is obligated to pay and will not recover from Port Angeles under Tier 2 Short -Term Rates as a result of the conversion, and (2) is unable to recover through other transactions. BPA shall determine such costs, if any, in the first 7(i) Process that establishes the applicable Tier 2 Vintage Rate. In no event shall BPA make payment to Port Angeles as a result of Port Angeles' conversion of purchase amounts at Tier 2 Short -Term Rates to purchase amounts at Tier 2 Vintage Rates. 2.3.1.5 Additional Offerings In addition to the right to convert to Tier 2 Vintage Rates established in section 2.3.1.1 of this exhibit, Port Angeles may have the opportunity to purchase Firm Requirements Power at Tier 2 Vintage Rates regardless of whether Port Angeles is purchasing at Tier 2 Short -Term Rates if: (1) BPA determines, in its sole discretion, that all requests for service at Tier 2 Vintage Rates by purchasers of Firm Requirements Power at Tier 2 Short -Term Rates are able to be satisfied, and (2) BPA determines, in its sole discretion, to offer Port Angeles a Statement of Intent that would provide Port Angeles the opportunity to purchase Firm Requirements at Tier 2 Vintage Rates. If Port Angeles signs a Statement of Intent offered by BPA pursuant to this section 2.3.1.5, and if BPA is unable to establish the Tier 2 Cost Pool for the applicable Tier 2 09PB- 13093, Port Angeles 6 of 11 Revision No. 1, Exhibit C, Purchase Obligations Vintage Rate, then Port Angeles' current elections for service to its Above -RHWM Load shall continue to apply. Except as provided in this section 2.3.1, any election by Port Angeles to purchase Firm Requirements Power at Tier 2 Vintage Rates shall not relieve Port Angeles of any obligation to purchase Firm Requirements Power at another Tier 2 Rate. 2.3.1.6 Exhibit Updates By September 15 immediately following the establishment of a Tier 2 Vintage Rate for which Port Angeles signed a Statement of Intent, BPA shall amend this exhibit to show Port Angeles' Tier 2 Vintage Rate purchases and remove Port Angeles' Tier 2 Short -Term Rate purchases by the amounts purchased at the Tier 2 Vintage Rate, if Port Angeles is converting to the Tier 2 Vintage Rate from the Tier 2 Short Term Rate. BPA shall insert applicable tables, terms, and conditions for each Tier 2 Vintage Rate in section 2.3.2 of this exhibit. 2.3.2 Vintage Rate Elections Port Angeles has no Tier 2 Vintage Rate elections at this time. 2.4 Tier 2 Short -Term Rate If Port Angeles elects Option 1 or 2 in section 2.2.3 of this exhibit, then this section shall not apply. Otherwise: 2.4.1 Short -Term Rate Purchases Unless Port Angeles elects, in section 2.1 of this exhibit, not to purchase Firm Requirements Power at Tier 2 Rates for a given Purchase Period, by each Notice Deadline Port Angeles shall elect in writing either alternative (A) or (B) below for the duration of the corresponding Purchase Period. If Port Angeles elects alternative (A) and elects to apply Dedicated Resources to serve its Above -RHWM Load, then Port Angeles shall state the amounts to be listed in the table in section 2.4.1.1(2) of this exhibit. If Port Angeles elects alternative (B), then Port Angeles shall state the amounts to be listed in the table in section 2.4.1.3 of this exhibit. By March 31 immediately following each Notice Deadline, BPA shall update the tables in this section 2.4.1 to show Port Angeles' Tier 2 Short -Term Rate election for the corresponding Purchase Period. 2.4.1.1 Alternative A Customer Planned Load Not Otherwise Served If Port Angeles elects this alternative, then Port Angeles shall purchase Firm Requirements Power priced at Tier 2 Short -Term Rates to serve all of Port Angeles' Above -RHWM 09PB- 13093, Port Angeles 7 of 11 Revision No. 1, Exhibit C, Purchase Obligations Load that Port Angeles has not otherwise agreed to serve with: (1) Firm Requirements Power purchased at other Tier 2 Rates, or (2) the amounts of Dedicated Resources, stated in the table below, that Port Angeles shall apply during the Purchase Period to serve its Above -RHWM Load. If Port Angeles purchases power at Tier 2 Load Growth Rates, then these Dedicated Resource amounts shall not exceed the amounts stated in the table in section 2.2.3.3 of this exhibit. Purchase Period Dedicated Resource Elections Fiscal Year 2012 2013 2014 2015 2016 Election 0.000 0.000 0.000 Fiscal Year 2017 2018 2019 2020 2021 Election Fiscal Year 2022 2023 2024 2025 2026 Election Fiscal Year 2027 2028 1 Election Note: Insert amounts in Average Megawatts rounded to three decimal places for each year of the applicable Purchase Period. 2.4.1.2 Alternative B Limited Amounts If Port Angeles elects this alternative, then Port Angeles shall purchase Firm Requirements Power at Tier 2 Short Term Rates to serve Port Angeles' Above -RHWM Load that Port Angeles has not otherwise agreed to serve with Firm Requirements Power purchased at other Tier 2 Rates; provided however, that amounts purchased at Tier 2 Short Term Rates shall not exceed the amounts (including zero amounts) stated in the table in section 2.4.1.3 of this exhibit. Port Angeles agrees to serve any of its remaining Above RHWM Load with power other than Firm Requirements Power. 2.4.1.3 Tier 2 Short -Term Rate Elections If Port Angeles elects alternative (A) above, then BPA shall indicate that election by adding an "X" to the table below for each year of the applicable Purchase Period. If Port Angeles elects alternative (B) above, then BPA shall indicate that election by adding amounts (in Average Megawatts rounded to three decimal places) to the table below for each year of the applicable Purchase Period. 09PB- 13093, Port Angeles 8 of 11 Revision No. 1, Exhibit C, Purchase Obligations Tier Fiscal Year Election Fiscal Year Election Fiscal Year Election Fiscal Year Election 2 Short -Term Rate Table 2012 2013 2014 X X X 2017 2018 2019 2022 2027 2023 2028 2024 2015 1 2016 2020 2021 2025 1 2026 2.4.2 Right to Reduce Tier 2 Short -Term Rate Purchase Amounts 2.4.2.1 Notice If Port Angeles notifies BPA in writing by October 31 of a Rate Case Year, then Port Angeles may reduce, in equal amounts for all hours of the year, some or all of the amounts of Firm Requirements Power that Port Angeles is obligated to purchase at Tier 2 Short -Term Rates. The reduction may take effect in either year of the upcoming Rate Period and shall be effective for the remaining duration of the applicable Purchase Period(s). In its written notice, Port Angeles shall state the amount of the reduction and the date the reduction shall take effect. Port Angeles shall replace all reduced Tier 2 Short -Term Rate purchase amounts with amounts of Dedicated Resources applied pursuant to section 3.3 of the body of this Agreement. 2.4.2.2 Charges to Reduce Purchase Amounts Port Angeles shall be liable for payment of any costs that apply as a result of Port Angeles reducing, under section 2.4.2.1 of this exhibit, the amounts of Firm Requirements Power that Port Angeles is obligated to purchase at Tier 2 Short -Term Rates. Such costs shall be those that BPA: (1) is obligated to pay and will not recover from Port Angeles under Tier 2 Short -Term Rates as a result of the reduction, and (2) is unable to recover through other transactions. BPA shall determine such costs, if any, during the 7(i) Process that follows Port Angeles' notice. If BPA determines that Port Angeles owes payment for such costs, then Port Angeles shall pay the entire amount to BPA in no more than 24 equal monthly amounts starting the first month of the upcoming Rate Period. In no event shall BPA make payment to Port Angeles as a result of Port Angeles reducing the amounts of Firm Requirements Power that Port Angeles is obligated to purchase at Tier 2 Short -Term Rates. 2.4.2.3 Exhibit Updates By March 31 following Port Angeles' notice, BPA shall revise this exhibit and Exhibit A to show Port Angeles' reduced 09PB- 13093, Port Angeles 9 of 11 Revision No. 1, Exhibit C, Purchase Obligations Tier 2 Short -Term Rate purchase amounts and Port Angeles' Dedicated Resource additions. 2.5 Amounts of Power to be Billed at Tier 2 Rates 2.5.1 Treatment for FY 2012 FY 2013 By March 31, 2010, BPA shall update the table in section 2.5.2 of this exhibit, consistent with Port Angeles' elections, with amounts of Firm Requirements Power which Port Angeles shall purchase at applicable Tier 2 Rates for the FY 2012 FY 2013 Rate Period. 2.5.2 Amounts of Power for Subsequent Rate Periods For each Rate Period after the FY 2012 FY 2013 Rate Period, BPA shall establish for the upcoming Rate Period consistent with Port Angeles' elections: (1) the planned annual average amounts of Firm Requirements Power which Port Angeles shall purchase at applicable Tier 2 Rates, and (2) any remarketed Tier 2 Rate purchase amounts in accordance with section 10 of the body of this Agreement. By March 31, 2013, and by March 31 of each Rate Case Year thereafter, BPA shall update the table below with such amounts for each year of the upcoming Rate Period. I Annual Amounts Priced at Tier 2 Rates (aMW) I I Fiscal Year 1 2012 I 2013 I 2014 1 2015 I 2016 I 2017 I 2018 I 2019 I 2020 Tier 2 Short -Term 0.000 0.000 Rate Remarketed Amounts I Fiscal Year I 2021 I 2022 I 2023 I 2024 I 2025 I 2026 I 2027 I 2028 No Tier 2 at this time Remarketed Amounts Notes: 1. List each applicable Tier 2 rate in the table above. For the first applicable Tier 2 rate replace No Tier 2 at this time with the name of the applicable Tier 2 rate. For each additional Tier 2 rate, add a new row above the Remarketed Amounts row. If Port Angeles elects not to purchase at Tier 2 rates, then leave No Tier 2 at this time in the table and leave the remainder of the table blank. 2. Fill in the table above with annual Average Megawatts rounded to three decimal places. 3. MONTHLY PF RATES Applicable monthly Tier 1 and Tier 2 Rates are specified in BPA Wholesale Power Rate Schedules and GRSPs. 09PB- 13093, Port Angeles 10 of 11 Revision No. 1, Exhibit C, Purchase Obligations 4. REVISIONS BPA shall revise this exhibit to reflect Port Angeles' elections regarding service to its Above -RHWM Load and BPA's determinations relevant to this exhibit and made in accordance with this Agreement. (PSW -S PM CUST_SKG PORT ANGELES PSC_2009_PF_Regional Dialogue Exh C_Rev #1 PurPerl Pa_13093_20100315_Exh C_Rev #1_Final doe) 03 /15/2010 09PB- 13093, Port Angeles 11 of 11 Revision No. 1, Exhibit C, Purchase Obligations