HomeMy WebLinkAboutResolution - 2606 - Agreement - WTMPA - Power Sales - 06/25/1987Resolution #2606
A RESOLUTION by the City Council of the City of
Lubbock, Texas, relating to the execution _of a
Power Sales Contract by and between the City of
Lubbock and West Texas Municipal Power Agency,
authorizing the execution and delivery of such
Contract for and on behalf of the City of
Lubbock, appointing or reappointing individuals
to serve on the Board of Directors of such Agency
as representatives of the City of Lubbock and
providing an effective date.
WHEREAS, this City Council has heretofore approved the
execution of a Power Sales Contract (the "Contract") with the
West Texas Municipal Power Agency (the "Agency") and the terms
and provisions thereof have been reviewed by this City Council;
and
WHEREAS, in order to obtain the necessary approval of
the issuance of bonds payable from revenues under the
Contract, this City Council desires to approve a change to the
Contract as described herein and the execution and delivery
thereof by the City of Lubbock, Texas (the "City"); and
WHEREAS, this City Council desires to appoint or
re -appoint individuals to serve on the Board of Directors of
the Agency as representatives of the City, and to ratify all
actions taken by representatives heretofore appointed to such
Board of Directors by this City Council; now, therefore,
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
LUBBOCK, TEXAS:
SECTION 1: That the Power Sales Contract heretofore
approved by the City shall be changed in that on page 3, the
definition of "Development Project" shall be amended to add the
1 phrase "with respect to an Approved Project that is part of the
System" at the end of clause (iii) of that definition. The form
of Contract is attached hereto as Exhibit A. The Mayor and
City Secretary of the City of Lubbock are hereby authorized to
execute the Contract for and on behalf of the City and as the
act and deed of this City and governing body.
SECTION 2: That the appointment of Joan Baker as a
director with a term ending December 8, 1986 and Leona Maxwell
as a director with a term ending December 8, 1987 are hereby
ratified and confirmed, and the following appointment is hereby
made to the Board of Directors of the Agency -for the term of
office herein designated:
Director Term Commences Term Expires
Joan Baker On the effective 12-8-88
date of this Resolution
SECTION 3 This governing body hereby acknowledges
that said member has continued to serve in such capacity as a
director representing the City, beyond the scheduled expiration
date of said term pending appointment of a successor to such
member or reappointment of such member as herein provided.
SECTION 4: This Resolution shall become effective
from and after the date of its passage.
PASSED AND APPROVED this the 25th day of June, 1987.
ANTES '
City S etary
(City Seal)
2 2 1 1 0
C
ayor, Ci y of Lubbock, Texas
EPM
POWER SALES CONTRACT
BETWEEN
WEST TEXAS MUNICIPAL POWER AGENCY
AND
CITY OF BROWNFIELD, TEXAS
.CITY OF.FLOYDADA, TEXAS
CITY OF LUBBOCK, TEXAS
CITY OF TULIA, TEXAS
Dated: As of July 1, 1985
Resolution #2606
r -
POWER SALES CONTRACT
BETWEEN
WEST TEXAS MUNICIPAL POWER AGENCY
AND
CITY OF BROWNFIELD, TEXAS
.CITY OF.FLOYDADA, TEXAS
CITY OF LUBBOCK, TEXAS
CITY OF TULIA, TEXAS
Dated: As of July 1, 1985
Resolution #2606
TABLE OF CONTENTS
Page
SECTION
1:
Term of Contract ..............
SECTION
2:
...............1
Definitions.
SECTION
3:
........................ .....2
Sale and Purchase of Power and. �Energy .... ......
6
SECTION
4:
Performance of Certain Services................7
SECTION
5:
Delivery of Power and Energy...................8
SECTION
6:
Annual System Budget ....................
SECTION
7:
......9
Rates and Charges..... .........
SECTION
8:
..............10
Meter Readings and Payment of Bills ...........
11
SECTION
9:
Meter Testing and Billing Adjustment ..........
12
SECTION
10:
Payments to Constitute Operating Expenses of,
SECTION
11:
City System.. ..............12
City Rate Covenant
SECTION
12:
............................12
Covenants of the Agency.......................12
SECTION
13:
Project Approval and Rights of Cities
when a Project is not Approved..............13
SECTION
14:
Debt Service Guarantee; Operating and
Maintenance Expenses ........................15
SECTION-
.15:
.:Remedies ._in Event . of..Def.cult........................17
SECTION..16:
Payment -Due Dates and.Delinquency.............
18
SECTION
17:
Power Sales.Contracts .........................19.
SECTION
18:
Continuation of Services........ ........
SECTION
19:
......19
City Not to Sell its Electric System ..........
19
SECTION
20:
Assignment of Rights of a City................20
SECTION
21:
Dissolution of the Agency.....................20
SECTION
22:
Force Majeure.................................20
SECTION
23:
Insurance.....................................21
SECTION
24:
Reports
SECTION
25:
....• ..................................22
Records and Accounts ..........................22
SECTION
26:
Access
SECTION
27:
............................ ..........22
Governmental Rates, Regulations and•Laws......22
SECTION
28:
Easements ........ ............................22
SECTION
29:
Notices .. ................................. ..22
SECTION
30:
Severability..................................23
SECTION
31:
Entire Contract...............................23
SECTION
32:
No Waiver
SECTION
33:
...• .............................. ..23
Contracts to be Separate ......................
24
Exhibit A
......................................
Schedule B
.....................................
(i)
POWER SALES CONTRACT
BETWEEN
WEST TEXAS MUNICIPAL POWER AGENCY
AND
CITY OF BROWNFIELD, TEXAS
CITY OF FLOYDADA, TEXAS
CITY OF LUBBOCK, TEXAS
CITY OF TULIA, TEXAS
This Contract, made and entered into as of the 1st day
Of July, 1985 (but effective on the date provided in Section 1
hereof), by and between the West Texas Municipal Power Agency,
a municipal corporation and political subdivision of the State
of Texas, and the City of Brownfield, the City of Floydada, the
City of Lubbock, and the City of Tulia, Texas, each of which
cities is a municipal corporation of the State of Texas (herein
collectively called "Cities" or.individually called "City").
W I T N E.S S E T H:
WHEREAS, each City has need for an economical,
reliable source of Power and Energy to meet the growing demands
Of its customers and has determined to purchase such Power and
Energy from the Agency; and
WHEREAS, the Agency proposes to construct or acquire
electric generating plants and transmission lines or to acquire
ownership interests therein, and to purchase or otherwise
obtain Power and Energy for the purpose of supplying Power and
Energy to each City and others; and
WHEREAS, each City desires to purchase," and the Agency
desires to sell, Power and Energy on the terms and conditions
herein set forth:
NOW THEREFORE, in consideration of the mutual
undertakings herein contained, the Agency and each City agree
as follows:
SECTION 1: Term of Contract. This Contract shall
become effective upon the delivery to the Agency of the
proceeds of the initial series of Bonds. Subject to the
provisions of Section 18 hereof, this Contract shall remain in
effect for a period of the greater of (i) thirty-five (35)
years from the effective date hereof or (ii) until such time as
all of the Debts of the Agency shall have been paid (or
provision for such payment shall have been made).
4
SECTION 2: Definitions. As used herein:
(a) "Act". shall mean Chapter 166, Acts of the 63rd
Legislature, Regular Session, 1973, as amended by Chapter
143, Acts of the 64th Legislature, Regular Session, 1975
and Chapter 405, Acts of the 66th Legislature, Regular
Session, 1979; Article 717q, Vernon's Annotated Texas Civil
Statutes, as amended by H.H. 903, Acts of the 69th
Legislature,' Regular Session, 1985; and all laws amendatory
or supplemental to any of the foregoing.
(b) "Agency" shall mean the West Texas Municipal
Power Agency as created and established (pursuant to the
Act) by concurrent ordinances adopted by the governing
bodies of the Cities, or its successor.
(c) "Annual System Costs" shall mean, with respect to
a Contract Year, and to the extent not paid or to be. paid
from the proceeds of Bonds or other funds legally available
to the Agency, all costs and expenses of the Agency that
.are paid or incurred ..during, such Contract Year and are
allocable to the System, including, but not limited to the
payment of the Operating and. Maintenance Expenses of the
System, all costs, charges, and expenses of replacements
and renewals of the System and all taxes, assessments or
other governmental charges lawfully imposed on the Agency
or on the revenues of the System or payments in lieu
thereof, and the deposit or payment of any and all amounts
which the Agency may now and hereafter become obligated to
deposit into any fund or pay from revenues of the System,
by law, contract, or any Bond Resolution.
(d) "Annual System Budget" shall mean, with respect
to a Contract Year, the budget of the Agency prepared in
accordance with Section 6 hereof for such Contract Year or,
in the case of an amended Annual System Budget, for the
remainder of such Contract Year.
(e) "Approved Project" shall mean a Project which has
been approved by all of the Cities and the Agency pursuant
to Section 13 of this Contract.
(f) "Bonds" shall mean all bonds issued by the Agency
pursuant to the Bond Resolution.
(g) "Bond Resolution"
authorizing the issuance of th
Agency Revenue Bonds, Series
subsequently adopted by the.
issuance of Bonds, including
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shall mean the resolution
e "West Texas Municipal Power
1986," and any resolution
Agency which authorizes the
refunding Bonds, on a parity
with the said Series 1986 Bonds. Subject to the provisions
of paragraph (e) of Section 14, in the event a City
disapproves a Project (pursuant to Section 13 hereof)
obligations thereafter issued shall not be on a parity with
the Series 1986 Bonds, and such obligations, if any, shall
not be deemed to have been issued pursuant to the Bond
Resolution.
(h) "Contract Year" shall mean the fiscal year of the
Agency as from time to time determined by the Agency;
provided, however, the first Contract Year of the Agency
shall begin on the effective date of this Contract and
shall end on the last day of the fiscal year of the Agency
within which this Contract becomes effective.
(i) "Debts" shall mean Bonds and Subordinated
Indebtedness, as defined in the Bond Resolution, together
with interest thereon,'and redemption premiums, if any.
(j) "Debt Service" or "Debt Service Requirements"
.shall mean, with respect to any period, the net aggregate
.of -..the-. amounts... required. to :.be.:paid 'during said period on,
any•..Debts.outstanding as-thesame.shall become due.
(k) "Development Project" shall mean any one or more
of the following: (i) repairs, replacements, or
modifications to an existing generating or transmission
facility owned in whole or in part by the Agency, and which
are designed to increase or maintain an operating
efficiency of the facility or (ii) preliminary and
developmental work to determine whether any work should be
undertaken as a Project, or engineering, legal, and
financial studies in connection with the planning,
development or utilization of power resources, or (iii) the
acquisition or development (either or both) of a fuel
supply or supplies in order to provide fuel for generating
facilities which are then owned by the Agency or in the
process of being constructed for or on behalf of or for the
use of the Agency with respect to an Approved Project that
is part of the System or (iv) any purpose for which
proceeds of Bonds may be expended under the Act, except a
Project. The Initial Development Study is a Development
.Project. The Agency may issue Bonds (in a separate series
or combined with Bonds being issued for other purposes) to
provide funds for a Development Project upon compliance
with the provisions for the issuance of Bonds as set forth
in the Bond -Resolution, but the approval of the Cities,
pursuant to Section 13 hereof, shall not be required.
(1) "Effective Date of Disapproval" shall mean the
90th calendar day following action by the governing body of
a City which disapproves a_Project submitted to such City
pursuant to Section 13 hereof.
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(m) "Energy" shall mean kilowatt-hours (kwh).
(n) "Initial Development Study" shall mean the
initial engineering study financed with the proceeds of the
Bonds for the purpose of (i) determining the economics of
participation by the Agency in a generation facility, and
(ii) the study of the capability of existing and proposed
transmission facilities required for the wheeling of Power
and Energy for use by the Cities.
(o) "Net Energy Received From Others" shall mean the
total amount of Energy supplied at the Points of Delivery
by utilities other than the City's utility, less PURPA
Purchases.
(p) "Operating and Maintenance Expenses" shall mean
all expenses incurred,in the operation and maintenance of
the System and the. Agency which are properly accounted for
such purposes under the Uniform System of Accounts. Such
term does not include depreciation or obsolescence charges
or :reserves ._therefor, _:interest :.charges :and -.charges for the,
paymentof principal, or amortization, of Bonds or other -
indebtedness of the Agency.
(q) "Points of Delivery" shall mean the points on the
System of, or available, to the Agency, as determined from
time to time by the Agency and the City concerned, at which
Power and Energy are made available to a City pursuant to
this Contract. Such Points of Delivery shall be attached
hereto as Exhibit A, and a change therein, approved by the
Agency and the City affected, shall not be considered as an
amendment to this Contract.
(r) "Power" shall mean kilowatts (kw). -
(s) "Project"-- shall mean one or more of the
following: (i) any power generating facility (or interest
therein) to be constructed or acquired by the Agency, as
well as fuel therefor, (ii) any transmission facility
required to connect or interconnect *uch facilities with a
City or Cities or others, or (iii) any addition or
improvement to a power generating or transmission facility
which is to be owned, in whole or in part, by the Agency,
or (iv) any contract right of the Agency to purchase or
receive a power supply or transmission capacity (a) by the
making of a prepayment of capital costs which are
associated with the supply of capacity so purchased, or (b)
the execution of a take or pay contract having a duration
of more than 10 years, including any renewals thereof, or
(c) the execution of a contract to purchase Power or Energy
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(either or both) by the Agency on an all requirements
basis. The term does not include any facility financed
with the proceeds of Special Contract Obligations as
permitted under and defined in the.Bond Resolution.
(t) "PURPA Purchases" shall mean the total amount of
Energy required to be purchased by a City from a small
power production facility, a co -generation facility or
other facility pursuant to the Public Utility Regulatory
Policies Act of 1978.
(u) "Rated Capacity" shall mean the maximum load
expressed in net kilowatts (kw) that a generating source
(as identified in the definition of Project) is capable of
supplying under good operating conditions.
(v) "System" shall mean the Agency's interest in all
properties (owned or operated by or on behalf of the
Agency) which are financed, in whole or in part, through
the issuance of obligations by the Agency for Approved
.Projects, System. Development ..and .Reliability Expenditures,.
and Development Projects. The _term also includes any
contract for providing services or Power and Energy, either
or.both. The initial System is hereby designated as System
A. The term does not include the Agency's interest in any
facility financed with the proceeds of Special Contract
Obligations issued by the Agency as permitted under and
defined in the Bond Resolution.
(w) "System A" shall mean the (i) Development
Projects, (ii) any reports, studies or documents prepared
for the use of the Agency, and (iii) any facilities
hereafter acquired or constructed by the Agency by reason
of an Approved Project.
(x) "System Development and Reliability Expenditures"
means those expenditures which the Agency determines, under
prudent utility practices, should be expended over a given
period of time for (i) transmission and related facilities
to increase the reliability of the delivery of Power and
Energy by the Agency or (ii) repairs, replacements or
modifications to an existing generating facility (owned in
whole or in part by the Agency or under construction by it)
which -are designed to increase the Rated Capacity of such
generating facility. Such expenditures which are to be
paid from the proceeds of a series of Bonds shall be
considered a single Project.
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(y) "Uniform System of Accounts" and all other
accounting methods and terminology contained or referred to
in. this Section or elsewhere in this contract means
accounting principles, methods and terminology followed and
construed, as nearly as practicable, in conformity with the
Uniform System of Accounts for Class A and Class B Public
Utilities and Licensees and accounting rules and
regulations thereunder prescribed by the Federal Energy
Regulatory Commission for privately owned power companies
which are subject to its jurisdication and engaged in
business comparable to the business of the Agency, as
amended from time to time, or such other system as may be
required by any regulatory agency.
Section 3: Sale and Purchase of Power and Energy.
(a) Each City during the time this Section is
applicable shall:
(1) Subject to existing contracts (or extensions
thereof, if the Agency is a party .to such extension
agreement) purchase and receive ..from. the Agency all Power
and Energy which it shall require for the operation of its
electric system in excess of the amount (i) supplied by any
generation and transmission facilities owned by it on the
effective date of. this Contract, including generating and
transmission facilities under construction on such date,
and improvement or extensions of generating facilities
which increase the Rated Capacity of same so long as the
increase during any period of two successive Contract Years
does not exceed 10% of the same's Rated Capacity at the
beginning of _such period, provided the Cities and the
Agency may, in writing, waive such 10% limit, and
(ii) supplied from any generation facility primarily fueled
from and the construction and operation of which is
incidental, to the disposal of solid waste, which facility
is hereafter constructed by one or more of the Cities,
together with any transmission facilities that are
necessary for the transmission of Power and Energy
therefrom; and
(2) Binds itself to pay for all Power and Energy
purchased or otherwise acquired by it from the Agency
pursuant to this Section 3, said payment to be made at the
rates and charges established pursuant to Section 7 of this
Contract.
The foregoing provisions of this Subsection (a) shall have
no application to the purchase or exchange of Power or Energy
(i) on an emergency, maintenance, or stand-by basis or (ii) on
the basis of economic dispatch between the Cities and another,
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or any one or more of such entities, or any combination
thereof, and the Agency.
(b) In the event that the Agency is not able to
supply the Power and Energy required or requested under its
power sales contracts, it shall allocate its available Power
and Energy monthly among (i) the Cities pro rata in accordance
with their respective amounts of Net Energy Received From
Others during the corresponding month of the preceding Contract
Year unless a governmental agency requires a different
allocation and (ii) other power purchasers as may be provided
by contract. The Agency shall devote its best efforts to the
acquisition, by purchase or otherwise, of the Power and Energy
required to meet the requirements of its power sales
contracts. During the period the Agency is unable to supply
Power and Energy required or requested under its power sales
contracts, so that an allocation of Power and Energy is made,
the Cities shall be permitted (during such period) to purchase
only such amounts of Power and Energy as are not supplied by
the Agency.
(c) The. provisions of this Section do not apply to
any City from and after the Effective Date of Disapproval.
Section 4: Performance of Certain Services.
(a) In addition to the deliver,
hereunder and the performance of all act
thereto, the Agency agrees that, to the
pursuant to or as a consequence of any
Contract, it will either perform or cause
prudent and economical manner, the
concerning the interrelated activities
Cities and others, as well as various
parties:
of Power and Energy
i and actions incident
extent not performed
other Section of this
to be performed, in a
following services
of the Agency, the
combinations of such
(1) comprehensive planning for Power and Energy and
the transmission thereof to mutually agreed upon load
centers;
(2) undertake or coordinate and monitor the design,
construction and operation of joint facilities;
(3) plan for and undertake or coordinate and monitor
the economic dispatching of Power and Energy of the System
and the systems of the Cities and other entities (to the
extent permitted by contract) to which such systems are
interconnected, pursuant to subsequent agreement(s) between
the Cities, the Agency and any other entity;
5ra
(4) provide accounting and cost allocation services.-
and
ervices;and
(5) provide such other services as the Agency and a
City, from time to time, shall determine to be appropriate
and necessary.
(b) Each City hereby binds itself to pay for the cost
of the services that are to be provided by the Agency pursuant
to Subsection (a) of this Section 4, such payment to be made at
the rates and charges established pursuant to.Section 7 of this
Contract.
(c) In the event that, pursuant to the Public Utility
Regulatory Policies Act of 1978 or other provisions of law,
electric power is required to be purchased from a small power
production facility, a ; co -generation facility or other
facility, each City and the Agency shall use their best efforts
to arrange for such purchases to be made by the Agency. If
such arrangements cannot be made, then each City shall make the
.required .purchases and sell the power p.urchases....to the Agency.:
.Each City appoints .the Agency to act as its agent in all
dealings with the owner of any such facility from which power
is to be purchased and in connection with all other matters
relating to such purchases.
Section 5: Delivery of Power and Energy.
(a) The Power and Energy to be furnished under this
Contract shall be alternating current, sixty (60) hertz,
three-phase, subject to conditions of delivery and measurement
as hereinafter provided.
(b) The Points of Delivery, delivery voltage and other
conditions of service shall be in accordance with the service
specification set forth in Exhibit A attached to this Contract,
as amended by the Agency and the concerned City from time to
time.
(c) The City shall make and pay for all connections
between its facilities and the System owned by or available to
the Agency at the Points of Delivery. The City shall install,
own. and maintain any necessary .substation equipment at the
Points of Delivery from the. System of or available to the
Agency and shall install, own and maintain switching and
protective equipment of adequate design and sufficent capacity
beyond such Points of Delivery to enable the City to take and
use the Power and Energy supplied under this Contract without
hazard to the System. In the event that the Points of Delivery
set forth in Exhibit A are not on the City's electric system,
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the City shall arrange for transmission of Power and Energy
sold under this Contract to its system, including the
installation and maintenance of any facilities required for it
to receive such Power and Energy into its system.
(d) Except as otherwise agreed, metering equipment
shall be furnished, installed and maintained by the Agency at
each Point of Delivery to the City at the low voltage side of
the transforming equipment located there. Loss adjustments for
low voltage side or remote metering shall be as specified in
said Exhibit A or as otherwise agreed by the parties.
Section 6: Annual System Budget.
(a) Except as provided in paragraph (e) of this
Section, the Agency shall prepare or cause to be prepared an
Annual System Budget at least ninety (90) days prior to the
beginning of each Contract Year which shall itemize estimates
of Annual System Costs and all revenue, income or other funds
to be applied to such Annual System Costs for and applicable to
.such .Contract .Year. Such Annual System Budget shall also
.utilize and take into account forecasts, .which shall be
furnished by each City to the Agency at least one hundred
twenty (120) days prior to the beginning of such Contract Year,
of the monthly peak Power and Energy requirements estimated to
be obtained from the Agency during such Contract year.
(b) After, consideration of any comments of the
Cities, the Agency, not less than thirty (30) days prior to the
beginning of such Contract Year, shall adopt an Annual System
Budget for such Contract Year and the rates and charges for
Power and Energy to be furnished and the services to be
performed during such Contract Year and shall cause copies of
such Annual System Budget and rates and charges -"to be delivered
to the Cities. Provided, however, the Annual System Budget for
the first Contract Year shall be prepared and adopted as
provided in paragraph (e) of this Section.
(c) If, at any time or from time to time after the
adoption of the Annual System Budget in accordance with
Subsection (b) of this Section 6, the Agency estimates that the
Annual System..Costs or revenues for the Contract Year or any
part. thereof. for which such Annual System Budget applies will
be greater -or less than the Annual System Costs or revenues set
forth in the Annual System Budget, or that the amount of Power
and Energy which the Agency expects to deliver during such
Contract Year or -any part thereof is greater or less than the
amount of Power and Energy which the Agency estimated at the
time of adoption of the Annual System Budget would have been
delivered during such Contract Year, then the Agency may
am
prepare an amended Annual System Budget. The amended Annual
System Budget shall be timely adopted by the Agency and
transmitted to the Cities.
(d) In the event a budget for the ensuing Contract
Year. has not been adopted on or before the first day of the
Contract Year, the total amount budgeted for the preceding
Contract Year shall be the total amount of the temporary budget
for such purposes for the ensuing Contract Year. The temporary
budget shall be effective only until such time as a permanent
budget has been finally adopted and approved.
The chief administrative officer of the Agency shall
be responsible for the allocation for expenditure of the total
amount of the temporary budget until a permanent budget is
adopted and approved.
(e) The initial Annual System Budget under this
Contract shall be the Annual System Budget adopted by the
Agency at a meeting of the Board of Directors of the Agency.
Section 7: Rates and -Charges:
(a) The rates and charges of the Agency to the Cities
for Power and Energy and for services supplied shall be:
(1) non-discriminatory, and
(2) fair and reasonable, and be based upon the cost of
providing the Power and Energy or providing the service
with respect to which the rate or charge is based, and
(3) adequate (after taking into consideration other
moneys received or anticipated to be received) in each
Contract Year to pay or make provisions for paying Annual
System Costs.
(b) When the Board of Directors proposes to establish
a new rate or charge, as determined under Schedule B, it shall
give each City written notice that it proposes to establish a
new rate or charge for Power and Energy or for services
(setting forth such charge) on a date certain (which shall not
be.less than 120 days from the date of mailing of the notice to
each City, all such notices to be mailed simultaneously).
Except as provided in paragraph (c) hereof, no charge or
adjustment in any rate or charge made by the Agency shall be
effective if any City, by resolution or ordinance of its
governing body, enters an objection to such adjustment in a.
rate or charge by causing to be filed with the chief
administrative officer of the Agency a copy of such resolution.
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or ordinance more than 90 days prior to the suggested effective
date of the proposed new rate or charge. In the event a City
enters an objection to the charge or adjustment in a rate or
charge, if the dispute is not resolved within 60 days of the
proposed effective date of such change, the effective date of
the charge or adjustment shall be postponed pending the
resolution of the dispute in the following manner:
(1) the Cities may jointly select an independent
consultant or consultants to prepare a rate evaluation and
schedule of proposed rates and charges, provided if such
joint. selection is not made within 30 calendar days of the
filing of an objection (evidenced by the passage of a
resolution or ordinance) such independent consultant shall
be appointed by the Board of Directors of the Agency;
(2) the report of the independent consultant shall be
submitted to the Agency and each City for consideration; and
(3) if the report of the independent consultant is
.approved by. the governing bodies of _the. Agency and -the -
Cities, the same shall be effective as of the -date
originally suggested by the Agency in its notice. If the
adjustment is not approved or an agreement reached within
15 days after the receipt of the report of the independent
consultant, then the Agency and the Cities shall each have
all of the rights and remedies at law and in equity except
that in no event shall any City be relieved of its
obligation to the holders of Bonds under Section 13 or 14
of this Contract.
(c) The Board of Directors of the Agency may change
or adjust any rate or charge for Power and Energy or for
services supplied by it to a City, if such Board determines
that (i) an emergency exists and (ii) the emergency adjustment
meets the criteria established in paragraph (a) of this
Section. The emergency adjustment shall be effective for a
period of 180 days (unless the notice from the Agency specifies
a lesser period) and shall be effective 30 days after the
mailing of notice to the Cities (all of which notices shall be
mailed simultaneously).
Section 8: Meter Readings and Payment of Bills.
The Agency shall read meters or cause meters to be read and
bill the City for Power and Energy furnished under this
Contract at monthly intervals. It shall also bill each City
monthly for services rendered pursuant to Section 4 of this
Contract.
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Section 9: Meter Testing and Billing Adiustment.
The Agency shall test and calibrate meters or cause meters to
be tested and calibrated by comparison with accurate standards
at intervals of twelve (12) months, or such other intervals as
the parties agree. The Agency shall also make or cause to be
made special meter tests at any time at a City's request. The
costs of all tests shall be borne by the Agency, provided,
however, that if any special meter test made at a City's
request shall disclose that the meters are recording
accurately, the requesting City shall reimburse the Agency for
the cost of such test. Meters registered not more than 1/2 of
1% above or below normal shall be deemed to be accurate. The
readings on any meter which shall have been disclosed by test
to be inaccurate shall be corrected from the beginning of the
monthly billing period immediately preceding the billing period
during which the tests are made in accordance with the
percentage of inaccuracy found by such test, provided, that no
correction shall be made for a longer period unless the Agency
and City involved mutually agree thereto. Should any meter
fail to register, the Power and Energy delivered during such
.period of failure shall, for billing purposes., be.estimated by.
.the :Agency and the. City from the best information available.
The Agency shall notify the City or cause the City to be
notified in advance of the time of any meter reading or test so
that the City's representative may be present at such meter
reading or test.
. Section 10: Payments to Constitute Operating
Expenses of City System. Each City's obligation to make the
payments under this Contract shall constitute an operating
expense of its electric system payable solely from the revenues
and receipts of such electric system. Each City shall be bound
and obligated to make such payments and the obligation to make
the payments under Section 14 of this contract shall be
unconditional.
Section 11: City Rate Covenant. Each City shall
establish, maintain and collect rates and charges for the
electric service of its electric system which shall produce
revenues at least sufficient, together with other revenues
available to such electric system. and available electric system
reserves, to enable it to pay to the Agency, when due, all
amounts payable by such City under this Contract.
Section 12: Covenants of the Aoenc
(a) After first satisfying the Power and Energy
requirements of the Cities, as such requirements are
established from time to time, and the requirements of other
power purchasers, the Agency shall use it best efforts to
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market and dispose of any and all surplus Power and Energy
available from the System or which the Agency is obligated by
contract to purchase or otherwise acquire, and which is in
excess of the requirements of ail Cities and other power
purchasers, upon the most economically advantageous terms and
conditions obtainable, to the extent that it may legally do so.
(b) The Agency shall use reasonable diligence to
provide a constant and uninterrupted supply of Power and Energy
hereunder. If the supply of Power and Energy shall fail, or be
interrupted, or become defective by reason of force majeure as
hereinafter provided, the Agency shall not be liable therefor
or for damages caused thereby.
(c) The Agency shall diligently enforce and take all
reasonable steps, actions and proceedings necessary for the
enforcement of all terms, convenants and provisions of - any
power sales contracts. The Agency shall not amend this
Contract without first having secured the prior written consent
of all Cities, but no amendment shall be made in Section 14 of
.this Contract.
(d) The Agency convenants and agrees that it will
operate, maintain and manage its System or cause the same to be
operated, maintained and managed in an efficient and economical
manner, consistent with. sound utility practice and in
accordance with standards normally used by utilities owning
like properties.
(e) The Agency convenants that it will not make a
change in any Bond Resolution' so as to create additional Funds
(except those now established by the resolution authorizing the
issuance of the Series 1986 Bonds) without the approval of such
changes by the governing body of each City, - nor shall any
change be made in the amounts required to be paid into,
accumulated in or maintained in the Bond Fund, Reserve Fund or
the Contingency Fund, except as provided in the resolution
authorizing the Series 1986 Bonds, without such approval.
Section 13. Project Approval and Rights of Cities
When a Project is not Approved:
(a) Except as provided in paragraph (g) of this
Section, prior to the issuance and sale of Bonds to provide
money for each Project, the Agency shall submit a written
notice to each City as required by the provisions of paragraph
(b) of this Section. If a Project has been approved pursuant
to paragraph (c) of this Section, the Agency may thereafter
issue, sell and deliver Bonds in order to fully provide funds
for such Project, including the design, construction, and the
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placing of same in commercial operation, or to meet any
requirement of law, including those of a regulatory agency
having jurisdiction, or to pay judgment or casualty losses not
covered by insurance, or to meet a safety requirement or
overriding public necessity.
(b) A written notice of the Agency's intention to
provide funds (through the issuance of Bonds) for a Project
shall contain a general description of the Project, the
projected sources and uses of funds for all aspects of the
construction and testing of the Project, and a statement to the
effect that, in the opinion of the Agency, the Project is
necessary for the Agency to meet its commitments under power
sales contracts and is economically feasible, together with an
explanation of the Agency's basis for this opinion. Within 60
days after receipt of such notice, each City shall give the
Agency written notice of .its approval or disapproval of the
Project. If a City fails to give the Agency such written
notice within such 60 -day period, then said City shall be
deemed to have approved the Project.
(c) If all of the Cities (who have approved .all
previously Approved Projects) approve a Project then the Agency
may proceed with the issuance, sale and delivery of Bonds to
provide such Project. If one or more of such Cities should
disapprove the Project, then the Agency shall give each such
City written notice which of the Cities approved the Project
and which of the Cities disapproved the Project. Any of the
Cities who approved the Project may then give the Agency
written notice of its or their desire that the design -and
construction of the Project be commenced; and, if the Agency
determines that the Project is still feasible, it may proceed
with the issuance, sale and delivery of such Bonds, but any
City which failed to initially approve such Pro-ject shall have
elected to limit its responsibilities to System A under this
Contract unless it approves the Project under paragraph (f) of
this Section.
(d) If any City disapproves a Project, such City,
during the balance of the term of this Contract:
(1) shall no longer be subject to purchase and
.receive all of its Power and Energy requirements from the
Agency;
(2). shall, in each calendar month during the
remaining term of this Contract, take or pay for an amount
of Power and Energy equal to the amount of Power and Energy
purchased by such City from the Agency during the
corresponding month of the 12 consecutive -months' period
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preceding the calendar month of the Effective Date of
Disapproval, or such other amount of Power and Energy as
may be from .time to time agreed upon by the City, the
Agency and the other Cities; and the Agency shall no longer
be required to provide any Power and Energy in excess of
such amount. The Power and Energy furnished to such City
shall be billed by the Agency at rates and charges as from
time to time adopted pursuant to Section 7 of this
Contract. The calculation of the limiting City's obligation
under Section 14 of this Contract shall assume that such
City's Net Energy Received From Others for the purposes of
said calculations is equal to such City's Net Energy
Received From Others in the completed Contract Year next
preceding the Effective Date of Disapproval.
(e) Following the Effective Date of Disapproval, as
to the City which disapproved a Project:
(1) The right to schedule Power and Energy is subject
to outages for maintenance and operating emergencies.
(2) The City shall not _thereafter be entitled to
approve or :disapprove any :subsequent Projects, provided the
Agency and all of the Cities which .have not disapproved a
Project may allow a City to thereafter approve a Project.
(3) Amounts due from entities other than the Cities
shall be taken into account in calculating the amount due
from the Cities.
(f) After a City has disapproved a Project under
paragraph (c) of this Section, it may thereafter revoke such
action and approve the Project provided:
(1) the Agency and each of the Cities approve the
revocation, and
(2) in order to pay a pro rata part of expenses
incurred (including Debt Service) since the Project was
disapproved, the City agrees to assume or pay such amount
as may be determined by the Agency and the Cities.
(g) The Initial Development Study is hereby approved
by the Agency and each of the Cities as the initial Project,
and such Project shall constitute a part of System A.
Section,14: Debt Service Guarantee; Operating and
Maintenance Expenses.
(a) In any instance where the amount of money on
deposit in the Bond Fund (created by the Bond Resolution) is
not the full amount then required to be on deposit therein,
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without giving consideration to transfers made from other than
the Revenue Fund or from Bond proceeds (provided that transfers
may be made from the Reserve Fund to the Bond Fund for not more
than two (2) consecutive calendar months), each City shall be
obligated to make a payment, the aggregate amount of which
shall be the amounts that are necessary to establish or
reestablish the amount then required, under the terms of the
Bond Resolution, to be on deposit in the Bond Fund, the Reserve
Fund, and the Contingency Fund. The percentage share of the
payment to be made by each City, based on data for the 12
consecutive months' period ending September 30, 1984, would be
as follows:
City of Brownfield, Texas: ............. 22.61%
City of Floydada, Texas: ............... 5.66%
City of Lubbock, Texas:................60.61%
City of Tulia, Texas: .................. 11.12%
Except as set forth in Section 13(d), such percentage
share of the payment to be made by each City shall be adjusted
at the. beginning .of .each -Contract .Year. Such adjustment.. shall
be .made by -calculating. the •percentage --relationship that each
City's -Net Energy Received From ..Others for the Contract Year
immediately preceding the Contract Year in which the adjustment
is being made bears to the total aggregate Net Energy Received
From Others of all Cities for such Contract Year, and the sum
of the adjusted percentages shall equal 100%.
The payments required to be made to said Bond Fund,
Reserve Fund or Contingency Fund (any one or all of such Funds)
shall be paid by the Cities in the percentage share determined
above and such payments shall be made direct to the custodian
of the respective Funds as established in the Bond Resolution.
Each City unconditionally covenants the payment-, will be made,
if required, in the amount and in the manner prescribed. The
provisions of this covenant are for the benefit and protection
of the Agency, the Cities and the owners and holders of. Bonds,
it being recognized that the holders of such Bonds shall be
third -party beneficiaries of this covenant, and it is
understood by the contracting parties that the purchaser of
Bonds has and will agree to the purchase of Bonds conditioned
upon this covenant.
(b) In any instance in which the funds of the Agency
are insufficient to pay Operating and Maintenance expenses or
other expenses (except those for which provisions is made in
paragraph (a) hereof), payments shall be paid to the Agency by
the Cities in the percentage share determined under paragraph
(a) of this Section 14.
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(c) A new power purchaser (with the approval of the
Agency and the Cities) may assume primary liability for the
obligation to make payments under this Section with respect to
Debts of the Agency incurred prior to its becoming a power
purchaser, but the same shall not discharge the liability of
those who were obligated when such Debts were incurred (who
shall remain secondarily liable).
(d) In the event the Agency is held to be in default
under the provisions of the Bond Resolution (by reason of the
inadequacy of payments required to be made by the Cities under
the provisions of this Contract), the Cities shall cure the
default by making payments in the same proportion as provided
in paragraph (a) of this Section.
(e) In the event a City disapproves a Project under
Section 13, then each City, shall continue to be obligated under
paragraph (a) of this Section with respect to (i) Bonds
theretofore issued and Bonds thereafter issued to fully provide
funds for each Project (as contemplated by the second sentence
.of Section .13(.a)], and (ii) .Bonds :.thereafter _issued ..for
.'Development Projects described in clauses (i) and (iii.) of the
definition of that term.
For and in consideration of the payments to be made by
the Cities under this Contract (including those under this
Section) the Agency agrees to use its best efforts to deliver
Power and Energy from Projects, to such Cities, under the terms
of this Contract, and such payments by the Cities shall be in
consideration for the Agency's agreement to deliver such Power
and Energy; but the failure of the Agency to comply with such
agreement shall not relieve any City of its obligations under
.paragraph (a) (b) or (d) of this Section, which obligations
shall be unconditional and absolute.
Section 15: Remedies in Event of Default.
(a) (1) If any City fails or defaults in meeting the
terms, conditions and covenants of this contract (other
than a default in payment for which provision is made in
subsection (b) of this Section] and such default continues
for a period of 15 days, the Agency shall give notice (in
the manner contemplated by Section 29 of this Contract) to
the Cities. The defaulting City shall from the date of the
mailing of such notice, have a period of 30 days to cure
the default.
(2) If any City fails to make any payment (hereinafter
called a default in payment) to the Agency that is required
to be made under the provisions of this Contract, and such
default in payment continues for a period of fifteen (15)
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days, the Agency shall give notice (in the manner
contemplated by Section 29 of this Contract) to Cities.
The defaulting City shall, from the date of the mailing of
such notice, have a period of thirty (30) days to pay the
full amount then due to the Agency, together with interest
thereon, as hereinafter provided.
(3) If the City does not cure its default within such -
period of thirty (30) days, then, so long as such City
remains in default, and in addition to any other rights
which the Agency has under this Contract and at law and in
equity, the Agency may terminate all service to such City.
Additionally, in the event of default in payment, the
Agency may charge to and collect from such City each
calendar month the amount which the Agency. determines to be
the difference between what the Agency would have received
from such City under this Contract, for Power and Energy
and Services" furnished' and delivered to such City, had such
City not been in default, and the amount, if any, which the
Agency receives from sales of such Power and Energy and
services to the .other.. Cities, or others, either .or both.
Terminat.ion of -..service hereunder; shall not reduce or change
the obligation of the defaulting City under the other
provisions of this Contract.
(b) If the Agency fails or defaults in meeting the
terms, conditions and covenants of this Contract, except its
convenant to use reasonable diligence to provide a constant and
uninterrupted supply of Power and Energy contained in Section
12(b), and such default continues for a period of 15 days after
a City has given the Agency notice of such default in the
manner contemplated in Section 29 of this Contract, then such
City shall have all of the rights and remedies provided at law
and in equity, except that in no event shall any of the Cities
be relieved of its obligation specified in Section 14. The
delivery of available Power and Energy as provided in this
Contract shall be a ministerial duty of the Agency.
Section 16: Payment Due Dates and Delinquency.
(a) In the event that a City fails to make any payment
at the time herein specified, interest on such delinquent
amount shall accrue at the rate of ten percent .(10%) per annum
from the date such payment becomes due until paid in full, and
the Agency may institute a proceeding for a mandatory
injunction requiring the payment of the amount due and interest
thereon, such action to be instituted in a court of competent
jurisdiction.
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(b) All payments required to be made by the Cities
under the terms of this Contract shall be due and payable
within fifteen (15) days following the date the Agency renders
the bill, and the Cities shall have no right of setoff,
recoupment or counterclaim against any payment under Section 14
of this Contract, or any funds established for the payment and
security of Subordinated Indebtedness (as defined in the Bond
Resolution), which are unconditional.
(c) Should a dispute as between any City and the
Agency arise as to whether the Agency is in compliance with its
covenants as contained herein, each City shall nevertheless be
obligated (1) to make the payments provided by paragraph (a) of
Section 14 hereof and (2) to pay such amount of the Annual
System Costs as may not be in dispute pending the resolution of
such dispute, provided a City may elect to pay all such Annual
System Costs, including any disputed amount. In the event a
disputed amount of Annual 'System Costs is paid by a City the
same shall be placed in escrow in an interest bearing account
by the Agency pending resolution of the dispute, but only the
principal .amount .thereof .shall. be ..returned to the .City. If the
City .elects not. to pay the amount. in dispute and the dispute is
resolved against such City, the amount ultimately found to be
due plus interest at 10% per annum (calculated from the date
the same was originally due) shall be paid by the City within
15 days of the resolution of the controversy. Attorneys, fees
shall be assessed as court costs.
Section 17: Power Sales Contracts. The Agency may
provide Power and Energy and Services pursuant to a power sales
contract, upon such terms as may be approved by the governing
body of the Agency and, except as provided by Section 12(a),
the Cities.
Section 18: Continuation of Services. A City,
except as limited by Section 13, shall have the right to the
continued performance of services provided under the
provisions of this Contract for the useful life of the System
by giving written notice to the Agency at least five years
prior to the scheduled termination of this Contract (as
specified in Section 1),. provided that if such termination is
occasioned by making provision for the payment of the Debts of
the Agency, the notice may be given within 90 days• of such
provision being made. Such City shall be obligated to continue
paying its proportionate share of the Annual System Costs.
Section 19: City Not to Sell its Electric System.
Each City covenants that during the term of this Contract (or
the extensions thereof) it will not sell or otherwise dispose
of its electric utility distribution system in whole' or
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substantially as a whole to any entity other than an assignee
under Section 20 of this Contract and, in the case of such an
assignee, only with 'the written consent of the Agency and all
Cities.
Section 20: Assignment of Rights of a City. A City
may assign any of its rights under this Contract to another
entity, if permitted by applicable law, but no sale or other
disposition shall relieve such City of its obligations under
this Contract (including the obligations under Sections 10, 11
and 14) so long as any Bonds are outstanding; provided,
however, no assignment of any rights hereunder may be made if,
in the opinion of counsel of recognized standing in the field
of law relating to municipal bonds selected by the Agency, such
assignment would adversely affect the exemption from federal
income taxation of the interest on the Bonds.
Section 21: Dissolution of the Agency. At such
time as the Debts of the Agency have been paid or provisions
made therefor pursuant to the Bond Resolution, and the Agency
is dissolved, _each City who has ..not .made an . elect -ion ..under_
.'Section 13. shall .be entitled to an:undivided .interest in the
properties of the Agency in -proportion to the amount paid to
the Agency under this Contract.
Section 22: Force Majeure.
(a) If for any reason of "force majeure" any of the
parties hereto shall be rendered unable, wholly or in part, to
carry out its obligations under this Contract, other than the
obligation of the Cities to make the payments required under
the terms of this Contract, then if such party shall give
notice and the full particulars of such reasons in writing to
the other party within a reasonable time after --the occurrence
of the event or cause relied on; the obligation of the party
giving such notice, so far as it is affected by such "force
majeure," shall be suspended during the continuance of the
inability then claimed, but for no longer period, and such
party shall endeavor to remove or overcome such inability with
all reasonable dispatch. The term "force majeure" as employed
herein shall mean acts of God, strikes, lockouts, or other
industrial disturbances, acts of the public enemy, orders or
actions of any kind of the Government of the United States or
of the State of Texas or any civil or military authority,
insurrections, riots, epidemics, landslides, lightning,
earthquakes, fires, hurricanes, storms, floods, washouts,
droughts, arrests, restraints of government and people, civil
disturbances, explosions, breakage or accident to dams,
machinery, pipelines, or canals or other structures or
machinery, on account of any other cause not reasonably within
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the control of the party claiming such inability. It is
understood and agreed that the. settlement of strikes and
lockouts shall be entirely within the discretion of the party
having the difficulty, and that the above requirement that any
"force majeure" shall be remedied with all reasonable dispatch
shall not require the settlement of strikes and lockouts by
acceding to the demand of the opposing parties when such
settlement is unfavorable to it in the judgment of the party
having the difficulty.
(b) No damages shall be recoverable from the Agency or
the Cities by reason of the causes above mentioned.
Section 23: Insurance.
(a) The Agency shall maintain, or cause to be
maintained in force for; the benefit of the Agency, such
insurance with respect to the System as shall be reasonably
available and as is usually carried by' municipal electric
utilities constructing and operating generating and
.transmission facilities but, in .the .case of nuclear generating
facilities, not less`. than -will satisfy. the requirements of
federal and state law and the Nuclear Regulatory Commission
regulations, and such other insurance as is usually carried by
municipal electric utilities owning like properties; provided,
however, in any event, the Agency shall maintain, or cause to
be maintained, in force, insurance in such amounts and against
such risks as required by the Bond Resolution.
(b) The Agency will secure and maintain adequate
fidelity insurance or bonds on all officers and employees
handling or responsible for funds of the Agency.
(c) The obligation hereunder to procure and maintain
insurance with respect to a Joint Project, as defined in the
Bond Resolution, shall be met if. the entity acting as the
manager of the Joint Project obtains and maintains the
insurance required for the benefit of all owners of the Joint
Project, as their interest may appear.
(d) The Agency may establish and create a -special fund
for the purpose of providing a self insurance fund. Amounts to
be deposited in .or credited to such fund in any Contract Year
shall be accounted for as Operating and Maintenance Expenses.
To the extent that monies are deposited in such fund, if
created, such monies may be invested in Investment Securities,
as defined in the Bond Resolution. To the extent of the
amounts held in such fund, the face amount of appropriate
insurance policies may be reduced.
m4 a
Section 24: Reports. The Agency will prepare and
issue to each.City the following reports for each fiscal year:
(i) financial and operating statement relating to the System;
(ii) status of construction for each facility constituting the
System during construction; and (iii) analysis of operations
relating to the System.
Section 25: Records and Accounts. The Agency will
keep accurate records and accounts of the System and of the
transactions relating to each facility constituting the System
as well as of the operations of the Agency in accordance with
the Uniform System of Accounts, which shall include
depreciation. Within one hundred twenty (120) days after close
of each Contract Year, the Agency shall cause such records and
accounts and all transactions of the Agency relating to the
System with respect to such Contract Year to be subject to an
annual audit by an independent certified public accountant. A
copy of each such annual audit shall be sent by the Agency to
each City.
Section 26: Access. ..Each City shall .at all ..times
.have: reasonable access to.examine .any- and. all .books and records
of the Agency and to examine any. facility of the System. The
Agency -and each City will give the other the right to enter the
premises of - the other at all reasonable times for the purpose
of repairing or removing facilities, reading meters and
performing work incidental to delivery and receipt of Power and
Energy furnished hereunder.
Section 27: Governmental Rates, Regulations and
Laws. The Contract shall be subject to all valid rules,
regulations and laws applicable thereto, as promulgated by the
United States of America, the State of Texas, or any other
governmental body or agency having lawful jurisdiction or any
authorized representative or agency of any of them.
Section 28: 1Easements. To the extent permitted by
applicable charter provisions, each City agrees that the Agency
or its agent shall (when permitted by existing easement) have
full access to such easements or over any easements,
right-of-way or property held by such City if, and to the
extent, required by the Agency for any and all purposes
required for the System or any Project thereof.
Section 29: Notices. Any notice, request, demand,
statement or bill provided for in this Contract shall be in
writing and shall be considered to have been duly delivered
when sent by registered or certified mail, addressed as
follows, unless another address has been designated, in
writing, by the party entitled to receive same: -
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Agency: City of Brownfield
West Texas Municipal 218 W. Main Street
Power Agency Brownfield, Texas 79316
, Texas 7 Attention: City Manager
.Attention: Executive Director
City of Floydada
114 West Virginia
Floydada, Texas 79235
Attention: City Manager
City of Lubbock
1625 13th Street
Lubbock, -Texas 79401
Attention: City Manager
City of Tulia
201 N. Maxwell
Tulia, Texas 79088
Attention: City Manager
Section 30: Severability. The -parties hereto agree
that if 'any of the provisions of this Contract should
contravene or be held invalid under the laws of the State of
Texas, such contravention or invalidity shall not invalidate
the whole Contract but it shall be construed as though. not
containing that particular provision, and the right and
obligations of the parties shall be construed and in force
accordingly.
Section 31: Entire Contract. This Contract shall
constitute the entire understanding between the parties hereto,
superseding any and all previous understanding, oral or
written, pertaining to the subject matter contained herein. No
party hereto shall have any relief, or be entitled to rely,
upon any oral representation or oral information made or given
to such party by any representative of the other party or
anyone on its behalf.
Section 32: No Waiver: The failure of a party to
enforce at any time any of the provisions of this Contract or
to.require at any time performance by the other party of any of
the provisions of this Contract shall not be construed as a
waiver of such provisions or the right of such party thereafter
to enforce -each and every provision of this Contract.
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Section 33: Contracts to be Separate. This
instrument embodies four separate contracts between the Agency
and each City. Termination of one Contract shall not affect
the others.
IN WITNESS WHEREOF, the parties hereto have caused
this Contract to be executed in their corporate names and their
corporate .seals affixed, all by the proper officer duly
authorized thereunto, as of the day and year first hereinabove
written.
WEST TEXAS MUNICIPAL POWER AGENCY
By:
P sident, Board of Directors
(Seal)
ATTEST:
By:
Secretary
(Seal)
ATTESTS
By:
City Secretary
(Seal
ATTESTS
By:
City Secretary
By:
By:
Epzla
CITY OF BROWNFIELD, TEXAS
Mayor
CITY OF FLOYDADA, TEXAS
Mayor
CITY OF LUBBOCK, TEXAS
(Sea 1)1
By:
ATTEST: Mayor
B
i Secretary
(Seal) By:
ATTEST:
By: Aq a
City Secretary
(Seal)
0 0 L 3 b
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CITY OF TULIA, TEXAS
Mayor
r
EXHIBIT "A"
to
Power Sales Contract
City of Lubbock
1) Holly Switching Station
Facilities included are as follows:
(a) 230 KV interconnection with SPS
(b) 60/80/100 MVA, 230/69 KV autotransformer
(c) Associated breakers, bus work, switches, etc.
2) West Intertie Substation: (under construction)
Facilities included are as follows:
(a) 230 KV interconnection with SPS
(b) 60/80/100 MVA, 230/115/69 KV autotransformer
(c) Associated breakers, bus work, switches, etc.
City of Brownfield
1) Brownfield Delivery Point
Facilities included are as follows:
(a) 69 KV interconnection with SPS
(b) Associated switches
(c) 69 KV line
City of Floydada
1) Floydada Delivery Point
Facilities included are as follows:
(a) 69 Kv interconnection with SPS
(b) Associated switches
(c) 69 KV line
City of Tulia
1) Tulia Substation
Facilities included are as follows:
0 0 8 3 b
(a) 115 KV interconnection with SPS
(b) 115 KV line
(c) Associated switches
SCHEDULE B
RATES AND CHARGES
(1) RATES FOR POWER AND ENERGY
The rates to be charged by the Agency for Power and Energy
furnished to the Cities shall consist of a demand charge and
energy charge. These charges shall.be based on cost of service
to the degree that is practical. The costs used in developing
cost of service rates shall be based on accounting entries as
outlined in the Federal Power Commission's Uniform System of
Accounts.
The rates for demand charges shall be established to
recover costs that are related to Debt Service, (including
coverage ratios), other ordinarily predictable stable Operating
and .Maintenance... Expenses ..and .such :. o.ther ..reasonable fixed .costs
as these costs relate to plant and transmission capacities
utilized. The demand charges shall be based on the above
listed costs in proportion to total KW that the Agency has
available. Proper consideration shall be given in the demand
charges for such factors or coincident peak demands, diversity
factors, load factors, etc. of the Cities.
Energy charges shall be based on fuel costs, operating
personnel costs, variable Operating and Maintenance Expenses,
transmission losses, station service energy, and other such
reasonable variable costs as these costs relate to energy
provided to Cities.
The rate making methods used to develop these demand and
energy charges shall be consistent with standard utility
wholesale rate making procedures. These methods shall be
applied as appropriate to the System.
It is recognized that these rates shall be developed in a
reasonably equivalent manner as similar wholesale power
suppliers, State Utility Commission guidelines, and FERC rate
regulations as applied to like power systems.
(2) RATES FOR SERVICES PROVIDED TO ALL CITIES
Various services shall be provided to all Cities as
directed by the Board of Directors and will be paid for by the
Cities at a rate per kilowatt-hour which shall be established
from time to time by the Board of Directors. Each City's share
of such charges shall be that portion of the total represented
by the ratio of his share of the -net
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f,
energy received from others to the total net energy
received from others of all of the Cities. Billings will
be -made in advance on estimates of loads and paid evenly
throughout the year.
(3) RATES FOR SPECIAL SERVICES PROVIDED TO A SPECIFIC CITY
Special services may be provided to a member from time
to time at the request of a City. Reimbursement for these
services will be made at cost by the City receiving the
services.
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