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Home My WebLink AboutAgenda Packet - October 26, 2009 - UBAGENDA REGULAR MEETING OF AZUSA UTILITY BOARD AZUSA LIGHT & WATER 729 N. AZUSA AVENUE AZUSA, CA 91702 AZUSA UTILITY BOARD URIEL E. MACIAS CHAIRPERSON ROBERT GONZALES VICE CHAIRPERSON KEITH HANKS BOARD MEMBER 6:30 P.M. Convene to Regular Meeting of the Azusa Utility Board • Call to Order • Pledge to the Flag • Roll Call A. PUBLIC PARTICIPATION OCTOBER 26, 2009 6:30 P.M. JOSEPH R. ROCHA BOARD MEMBER ANGEL CARRILLO BOARD MEMBER (Person/Group shall be allowed to speak without interruption up to five (5) minutes maximum time, subject to compliance with applicable meeting rules. Questions to the speaker or responses to the speaker's questions or comments shall be handled after the speaker has completed his/her comments. Public Participation will be limited to sixty (60) minutes time.) 001 B. UTILITIES DIRECTOR COMMENTS C. UTILITY BOARD MEMBER COMMENTS D. CONSENT CALENDAR The Consent Calendar adopting the printed recommended action will be enacted with one vote. If Staff or Councilmembers wish to address any item on the Consent Calendar individually, it will be considered under SPECIAL CALL ITEMS. Minutes. Recommendation: Approve minutes of regular meeting on September 28, 2009 as written. UB Min. pdf 2. Transfer Services Agreement for Interactive Voice Response (IVR) from Systems and Software to First Data. Recommendation: Approve the transfer of IVR agreement from Systems and Software to First Data and authorize the Mayor to sign agreement. 1 IVR Contract. pdf First Data-Agnnt.pdf Recommendation: Accept the completion of Project WVF-207, Canyon Filtration Plant Membrane Upgrade and Expansion, and direct City Clerk's Office to record NOC at the Office of the Los Angeles County Recorder. Efft- WFP-NOC.pdf NOC-SSC-WVF207.p df 4. Notice of Completion (NOC) to A.R. Sarmiento for Project W-262. Recommendation: Accept the completion of Project W-262, Water Main Replacement in Rowland Avenue in West Covina, and direct City Clerk's Office to record NOC at the Office of the Los Angeles County Recorder. W-262 NOC.pdf - NOC-ARSarniento.p df 50 5. Additional Compensation for RBF Consulting Incorporated for Project W-266. Recommendation: Approve additional compensation to RBF Consulting, Incorporated for additional compensation for design engineering services for Project W-266, Pipeline Replacement, in amount of $14,478. CO to RBF RBF Ex_A.pdf RBF Ex—B. pdf RBF Letter. pdf Contract. pdf 6. Time Extension for Wren & Associates, Incorporated Contract for Rosedale Inspection. Recommendation: Approve extension of time for Wren & Associates, Incorporated for continuing inspection services for pipeline installation at Rosedale Development from June 30, 2009 to December 31, 2009. Wren Extensbn.pdf One -Year Extension of San Juan Unit #3 Firming Agreement between the City and Arizona Public Service (APS). Recommendation: Approve extension of firming agreement through 2011 for San Juan Unit #3 with APS and authorize the.Mayor to execute agreement. T_4 Rpt -SJ Firning Ex -S] Firning Agnnt.pdf Agrmt.pdf E. SCHEDULEDITEMS California Independent System Operator Corporation (CAISO) Restated Agreements with City of Azusa. Recommendation: Approve the (1) Scheduling Coordinator Agreement, (2) Meter Service Agreement for Scheduling Coordinator, and (3) Congestion Revenue Rights Entity Agreement between CAISO and the City, and (4) authorize the Director of Utilities to execute and administer said agreements. 2. Electric Fund Financial Review and Possible Rate Adjustment. Recommendation: (1) Adopt a resolution to implement a 9.3% across-the-board increase in electric rates effective December 1, 2009; and (2) approve electric utility cost of service study scope of work and authorize staff to solicit proposals from qualified consultants. I Electric Financial Reso Elec Rates. pdf CAISO Proforma CAISO-Coverttr. pdf CRR-Agnt.pdf SchedCwrdAgnt.pd MeterServAgrt.pdf Agnts.pdf f 2. Electric Fund Financial Review and Possible Rate Adjustment. Recommendation: (1) Adopt a resolution to implement a 9.3% across-the-board increase in electric rates effective December 1, 2009; and (2) approve electric utility cost of service study scope of work and authorize staff to solicit proposals from qualified consultants. Reserve Test. pdf Tra nsfer Test. pdf Scope of Work pdf 003 I Electric Financial Reso Elec Rates. pdf Debt Coverage Report.pdf Test. pdf Reserve Test. pdf Tra nsfer Test. pdf Scope of Work pdf 003 F. STAFF REPORTS/COMMUNICATIONS Basin Water Supply Update (Verbal) LED Technology Programs LED Prgrrs Rpt.pdf 3. California Municipal Utilities Association (CMUA) Capitol Day and Board Meeting, February 1-2, 2010 Hyatt Regency, Sacramento (Verbal) 4. American Public Power Authority (APPA) Legislative Rally, February 22-25, 2010 Mayflower Hotel, Washington DC (Verbal) G. ADJOURNMENT Adjournment. "In compliance with the Americans with Disabilities Act, ifyou need special assistance to participate in a city meeting, please contact the City Clerk at 626-812-5229. Notification three (3) working days prior to the meeting or time when special services are needed will assist staff in assuring that reasonable arrangements can be made to provide access to the meeting." "In compliance with Government Code Section 54957.5, agenda materials are available for inspection by members of the public at the following locations: Azusa City Clerk's Office - 213 E. Foothill Boulevard, Azusa City Library - 729 N. Dalton Avenue, and Azusa Light & Water -729 N. Azusa Avenue, Azusa CA." = Electric Financial Review Key Financial Projections: FYI Expenses $42.6M FYI Revenue $36.5M FY10 Shortfall $6.1M FYI Shortfall w/ Interest Transfer $6.8M FY09 YE Cash Reserve* $25.OM FYI YE Cash Reserve* $18.8M Cash Reserve Target $20.3M FYI Debt Coverage -0.61 Debt Coverage Requirement 1.10 Cash Needed for Debt Coverage $1.6M Rate Increase Information: 12 Month Revenue for 1% Increase $300K Increase Needed for Debt Coverage 5.4% (12 months $1.6M) 9.3%(7 months)' $25.6 10.8% (6 months) Increase Needed to Break-even Cash 22.8% (12 months ($6.8M) +1.5M Other Financial Information: FY08 Change in Cash Reserves -$1.OM FY09 Change in Cash Reserves -$1.4M FYIO Comparisons to Prior Years: FY07 FY10 Difference Interest Income $2.1M $0.6M -$1.5M Purchased Power $21.9M $25.6 +$3.7M Transmission/Dispatch $3.2M $4.7M +1.5M * Includes $5.3M RDA loan as part of cash reserve 10/26/2009 Residential: Utility Res SfkWh Santa Clara 0.0900 Redding 0.1025 SMUD 0.1033 Palo Alto 0.1151 LADWP 0.1159 Roseville 0.1199 Azusa 0.1243 Anaheim _0.12011 0.1221',. Lompoc 0.1227' Alameda 0.1250 '.. Burbank 0-1307 Azusa 49.3% 0.1313 -0-1341 IID -- - 0.1345 Turlock ID 0.1455 Pasadena 0.1504 Riverside 01583 Merced ID 0.1598 MID 0.1626' Glendale 0.1702'. Lodi 0.1770 PG&E 0.1764 SDG&E 0.1815 SCE 0.1893 11 R.Cucamonga - 1 State Avg Rate Comparisons Expected 2009 Average Residential Rate In $IKM Last Update: May 5, 2009 SCE 0.189 SOG&E 0.181 PG&E 0.176 Ludt 0.177 Glendale 0.170 MID 0.10 Merced ID 0.160 Riverside 0.1% Pasadena 0.150 Turlock ID 0.116 RD 0.13. ""a 49.3% 0.131 Burbank 0.131 Alameda 0.125 Lompoc 0.123 Anaheim 0.122 Azusa 0.120 ' Roseville aaa1.121 LADWP 0.116 Palo Alto 0.115 SMUD NONE 0.103 Redding aea0.103 Sana Clara 0.090 Average Residential Customer: May 5.20M Azusa Current 9.3% 0.1201 0.1313+ An average residential customer who uses 481 kilowatt-hours per month has an average monthly bill of $58.74. The proposed 9.3% rate increase would raise this monthly bill by $5.46 per month or $65.55 per year. Commercial: UOlity Comm. $/kWh Redding 0.1012 SMUD. 0.1017 Roseville 0.1066 Palo Allo 0.1092 LADWP 0.1186 Anaheim 0.1227 Azusa 0.1243 IID 0.1287 Turlock ID 0.1290 Alameda 0.1290 MID 0.1296 Santa Clara 0.1320 Burbank 0.1345 Azusa 49.-3%0 1359 Lompoc _ 01373 Pasadena 0.1376 Merced ID 0.1477 Lodi 0.1620 Riverside 0.1641 Glendale 0.1763 PG&E 0.1583 SCE 0.1730 SDG&E 0.1848 R.Cucamonga - Stale Av Expected 2009 Average Commercial Rate In $/KWh Last Update: May 5, 2009 SDG&E 0.185 SCE 0.173 PG&E 0.158 Glendale 0.178 Riverside 0.164 Lodi 0.192 Merced ID 0.149 Pasadena 0.138 Lompoc 0.137 Azusa 49.3% 0.136 Burbank 0.135 Same CIMa 0.132 MID 0.130 Alameda0.129 TurloNt ID 0.129 IID 0.129 Azusa 1 0.124 Arahak0 0.123 LADWP 0.119 Palo Attu 0.109 Roseville 0.107 SMUD 0.102 6,2M Azusa Current 9.3%1 L,0.1243 0.13591 May DROUG-H, T _ Water Conservation Continues Southern California continues to experience severe drought conditions and some areas in the San Gabriel Valley have reached historically low groundwater levels. While Azusa Light & Water presently has an adequate supply, continued lack of sufficient rainfall in the region beyond October is likely to produce severe shortages in supply. Thank you for all you have done to conserve water. Continued conservation is necessary, however, to ensure that all customers will have sufficient water to meet critical needs until the rainy season. Currently, water customers are required to restrict outdoor watering for residential customers to 3 days per week. If rain is delayed or is below normal levels, further restrictions to conserve water will be necessary. PLEASE CONTINUE TO LIMIT WATER USAGE UNTIL FURTHER NOTICE. THANK YOU! Current Phase 2 drought requirements Residential Customers: Watering schedule 6 PM to 6 AM the next day. SUN' ,MON TUES ,r WED' THUR FJOD ♦ 0 EVEN ODD EVEN ODD- EVEN NO Ifyou have any questions, please call Customer Service at (626) 812-5225. AZUSA MINUTES OF THE REGULAR MEETING OF THE AZUSA UTILITY BOARD/CITY COUNCIL A7_USA (14X1 6 II A MONDAY, SEPTEMBER 28, 2009 — 6:30 P.M. The Utility Board/City Council of the City of Azusa met in regular session, at the above date and time, at the Azusa Light and - Vater Conference Room, located at 729 N. Azusa Avenue, Azusa, California. Chairman Macias called the meeting to order. Call to Order ROLL CALL Roll Call PRESENT: BOARD MEMBERS: GONZALES, CARRILLO, MACIAS, HANKS, ROCHA ABSENT: BOARD MEMBERS: NONE r., ALSO PRESENT: Also Present City Attomey Ferre, City Manager Delach, Assistant City Manager Makshanoff, Director of Utilities Morrow, Assistant to Utilities Dire_ ctor Kalscheuer, Assistant Director Customer Care and Solutions Vanca, Director of Public Works/Assistant City Manager Haes, Assistant Director of Water Operations Anderson, Azusa Police Sergeant Madaloni, City Clerk Mendoza, Deputy City Clerk Toscano. Public Participation Pub Part Mr. Mike Lee addressed the Board Members wishing all a happy Yom Kippur, welcoming New Director of M. Lee Utilities Morrow; and comments re: choices for planning commission, and good luck to new commissioners. Comments Mr. Paul Barcenas, Mr. Eddie Gonzales, Ms. Joanne Barcenas, Ms. Manuela Gonzales, and Mr. Richard Public Rodriguez addressed the Board Members expressing their frustration with problems occurring at the catwalk Comments which connects Citrus Avenue and Haltem Street. They talked about trash, needles, bottles, loitering, criminal Catwalk Citrus activities, and drugs there, and most recently the home of the Barcenas family was burglarized. They urged & Haltern that the catwalk be closed. Mr. Jorge Rosales addressed the Board Members, welcoming the new Director of Utilities George Morrow and J. Rosales addressing item C-1, request for proposals for power supply study. He noted that several times in the past Comments years comprehensive studies and reports were conducted regarding power supply and suggested staff review the reports instead of conducting another study. The CONSENT CALENDAR consisting of Items B -I through B-4, was approved by motion of Board Consent Cal Member Carrillo, seconded by Board Member Gonzales and unanimously carried with the exception of item BI —B4 B-2 which was addressed along with item C-2, on the Agenda Agenda. Chairman Macias abstained from the B-2 w/C-2 minutes as he was absent from that meeting. 005 I. The minutes of the regular meeting of July 27, 2009, were approved as written Min appvd 2. Approval was given to extend the contract of Civiltec Design Engineers, Incorporated for Project WF- Extend agmt 221, South Reservoir demolition and replacement, from June 30, 2009 to December 31, 2009. Civiltic 3. Approval was given for additional compensation for Hall & Foreman, Incorporated for Project W-265, Add1comp. engineering design services for pipeline replacement, in amount of $24,950. Hall & Fmn 4. HANDLED WITH ITEM C-2 ON THE AGENDA. SPECIAL CALL ITEMS None. SCHEDULEDITEM Director of Utilities Morrow addressed item, request for proposals for power supply study, stating that the current integrated resource plan is out of date, is lacking analytical foundation, lack of modeling related to it that he could build upon to look at important issues in the future, i.e. Lodi Energy Center, AB 32, Greenhouse Gases, and evaluating alternatives and rules and requirements of RPS, Renewable Portfolio Standards. He responded to questions stating the proposed cost is $70,000, there are no resources to perform the study in- house, looking at small companies to perform study, it could be funded with salaries savings. Moved by Board Member Carrillo, seconded by Board Member Hanks and unanimously carried to approve statement of work for a power supply study and authorize staff to issue RFP for the study. Moved to C-2 Special Call None. Sched Items G. Morrow Request for Proposals Power Supply Study RFP Power Study Items B-4, additional compensation to Black & Veatch for construction management engineering services for B-4 and C-2 Project W VF -207, Canyon Membrane Water Treatment Plant (WTP) upgrade and expansion, in amount of Handled at $43,700, and C-2, approval of Change Order for SSC Construction, Incorporated for Project W VF -207, were this time handled together at this time. Assistant Director of Water Operations Anderson presented item C-2, stating that this is the final change order C. Anderson for SSC Construction, noting that there are two outstanding items. He responded to questions posed regarding Comments the relationship between the additional compensation to Black & Veatch, extended time, cost, and liquidated Discussion damages, he stated that those items were discussed and negotiation included or considered the additional time of Black and Veatch. Moved by Board Member Hanks, seconded by Board Member Carrillo and unanimously carried to approve Add'I Comp. additional compensation to Black & Veatch for construction management engineering services for Project Black & W VF -207, Canyon Membrane Water Treatment Plant (WTP) upgrade and expansion, in amount of $43,700. Veatch Moved by Board Member Hanks, seconded by Board Member Carrillo and unanimously carried to approve Change Order Change Order for SSC Construction, Incorporated for Project W VF -207 for additional compensation and time SSC Constr. to SSC Construction, Incorporated for additional work required for Project W VF -207, Canyon Filtration Plant Membrane Treatment upgrade and expansion project, in amount of $82,412.25. STAFF REPORTS/COMMUNICATIONS Assistant Director Customer Care and Solutions Vanca presented an update on the Consumer Service Customer Identification Theft Prevention program stating that the following occurred and/or deficiencies were noted and corrected: annual update training was provided, Server Room has been secured, there have been passwords placed on computers, vendors have placed controls on their systems as well, and they are also required to put in writing that they have reasonable control to protect the city's system, entrance to the back lobby has been secured, locks have been installed on cabinets, and shredders have been purchased to shred sensitive customer information. 09/28/09 PAGE TWO Staff Rpts K. Vanca Update Identity Theft Prevention JM Director of Utilities Morrow presented the information item on the San Juan Fuel Cost Adjustment stating that Dir of Util there is a net credit in the Fuel Cost Adjustment for the quarter and combined with the carry over from the San Juan Fuel previous quarter the credit is $275,657, which will be carried over to offset the foreseeable large San Juan Cost Adjust. FCA charges next year. Update Assistant Director of Water Operations Anderson provided an update on basin water supply and key well C. Anderson elevation stating that the basin is at a historical low level, responded to questions stating that we are now in Water Supply phase II of the drought and there is a need to watch the water level closely. They will encourage customers to Athen's continue to conserve water via press release/newsletter. Disposal Assistant to Utilities Director Kalscheuer provided Legislative Update stating that the Utility Board has taken a C. Kalscheuer positions on ten legislative bills this session and of those four have been approved by the State Legislature, AB Legislative 64 and SB 14 relate to Greenhouse Gas Legislation that require utilities increase the amount of renewable Update energy they sell to retail customers, the bills are linked, they don't allow the importation of renewable energy, the position is oppose, he detailed, AB 1404, which would impose a limit on the amount of emission reduction credits that can be obtained, position is oppose, and SB 488, after the City sent a letter to Senator Pavley's office, objectionable language was removed, Azusa is exempted, no need to oppose. Assistant to Utilities Director Kalscheuer presented the Solid Waste Recycling Programs Update, i.e. Used Oil C. Kalscheuer Recycling, Sharps Collection Program, Household Hazardous Waste event results, Beverage Container Recycling Recycling Program, Reusable Bag Program, Materials Reclaimed /Recycled from Target Demolition Permit, Programs and Athens Services Contract. He noted concerns about yard waste due to the Puente Hills Landfill closure in Update 2013, and losing waste diversion credit. Mr. Chris Carlos of Athen's Services, addressed the issue of the Puente Hills closure and potential increase of C. Carlos diversion rate to 75% due to new state legislation, stating that Athens has purchased a composting facility out Athen's in the desert which at this time is conducting a food waste program from the City of West Hollywood, are Disposal putting green waste to the test, as well as adding equipment that will be able to read fibers, etc. DIRECTOR'S COMMENTS Dir Cmts Director of Utilities Morrow addressed Board Members providing the following update: attended SCPPA, Dir of Util Southern California Public Power Authority meeting where issues of concern were addressed, i.e. San Juan 3,. Updates power resources; attended a Northern California meeting; talked about legislation regarding green house gases and sources of energy; had a participants committee meeting regarding Lodi; stated that Garnet Wind is very successful and he attended the Annual Meeting of Azusa Agricultural Company. Staff was directed to move subject matter "Director's Comments" to be placed on the Agenda after Public Change in Participation and add `Board Member Comments" following that title. Agenda format Board Member Rocha requested phone numbers to live operators for Code Enforcement and Utility Board Member Emergencies during weekends; discussed was letter from Ms. Rabb regarding a .35 issue on a water bill, Comments possible change in format of the letter, envelopes included in automatic payments, and all Board Members welcomed now Director of Utility George Morrow. Chairman Macias request staff to provide families regarding catwalk with an update on the situation. Moved by Board Member Gonzales, seconded by Board Member Carrillo and unanimously carried to adjourn. Adjourn TIME OF ADJOURNMENT: 7:59 P.M. SECRETARY NEXT RESOLUTION NO. 09-C79. 09/28/09 PAGE THREE 007 �•a AGUSA ONT L WATk1. CONSENT CALENDAR TO: HONORABLE CHAIRPERSON AND MEMBERS OF TH A UTILITY BOARD FROM: GEORGE F. MORROW, DIRECTOR OF UTILITIES DATE: OCTOBER 26, 2009 SUBJECT: REQUEST TO TRANSFER SERVICES AGREEMENT FOR INTERACTIVE VOICE RESPONSE FROM SYSTEMS AND SOFTWARE TO FIRST DATA RECOMMENDATION It is recommended that the Utility Board (1) approve the request to transfer the Interactive Voice Response (IVR) services agreement from Systems and Software to their subcontractor, First Data, and (2) authorize the Mayor to sign the agreement. BACKGROUND Since 2005 Azusa Light & Water has been under contract with Systems and Software (S&S), our Customer Information System vendor, for Interactive Voice Response (IVR) software and hardware maintenance. S&S subcontracts this service to First Data. If we have a need for support we would first call S&S and they in turn would contact First Data. The process would be more efficient if we could contact First Data directly. Recently both vendors agreed to change the maintenance support arrangement so we can work directly with First Data. This will require Azusa to enter into an agreement directly with First Data. S&S has refunded to Azusa the 2009-10 software support of $12,000 so we can pay it along with the previously committed $1,053 hardware support directly to First Data once the services agreement is executed. This arrangement will result in greater cooperation among the parties. Since the services agreement is greater than $10,000 it requires City Council approval. This Agreement has been reviewed by Best Best & Krieger. FISCAL IMPACT There is no additional cost for this change. Rather than paying Systems and Software for this service, payment will be made directly to First Data. 11M Request to Transfer Services Agreement for Interactive Voice Response October 26, 2009 Page 2 Prepared by: Karen Vanca, Assistant Director Customer Care & Solutions Attachment: Telepath Services Agreement 009 TELEPATH SERVICES AGREEMENT This Telepath Services Agreement ("Agreemenr) is dated tsr day of September, 2009 ("Effective Date"), by and between: (i) First Data Government Solutions, LP ("First Data"), and; (ii) Azusa Light and Water ("Customer") First Data and Customer agree as follows: 1. Services 1.1 Professional Services. First Data will provide certain professional and related services ("Professional Services") to develop and implement First Data's proprietary Telepath software platform (the "First Data System") for Customer, as further set forth in a Statement of Work (the "Statement of Work'). Any third -party software, as amended or superseded ("Third -Party Software") either delivered to Customer by First Data or purchased directly from a software vendor by Customer for use with the First Data System shall be described in an Exhibit, Schedule or Statement of Work. "Schedule(sr and/or "Exhibit(sr means the document(s) attached hereto and incorporated herein which set(s) forth additional terms relating to the Services to be provided by First Data to Customer, as may be amended from time to time. The First Data System includes the computer software and hardware identified in a Schedule or Statement of Work to this Agreement, attached hereto and made a part hereof, together with all related software documentation and/or manuals, all subsequent documentation and/or manuals, Modifications, Applications and Updates (such capitalized terms as defined herein). "Application" means a program (function) or group of programs (functions) that serve to solve a related need. 1.2 Support Services. Customer may elect to receive system maintenance support services. "Support Services' means Modifications, Bug fixes and other services described below or in a Schedule or Statement of Work. 1.2.1 First Data shall provide Modifications to the First Data System which will be made at Customer's expense, unless otherwise stated in the respective Schedule. "Modification" means a change to the First Data System requested by Customer to meet its specific needs and use, adding value, functionality and/or desirability for Customer. 1.2.2 First Data shall also provide general system maintenance services and Bug fixes to the First Data System; at no additional charge to Customer. "Bug" means software not meeting specifications as set forth in documentation 1.2.3 First Data Support Services only includes support of the software and hardware products listed in the Exhibit(s) attached hereto. First Data and Customer acknowledge that other software packages and systems software may co -exist on the First Data System. First Data will not, however, support any hardware or software packages used or provided to or by Customer which are developed or provided by third parties. If Customer desires support services for its third party hardware or software packages, Customer, shall obtain such support services directly from the applicable third party (including but not limited to Parity, Microsoft Windows, and Microsoft SQL Server). 1.2.4 When the First Data System is housed at Customer's location, it is the responsibility of Customer to maintain adequate data files and Application backups to provide protection against inadvertent data loss for any reason. First Data shall not be responsible or liable for any loss of such data. 1.2.5 First Data shall be responsible for using commercially reasonable efforts to correct verifiable and reproducible Bugs when reported to an authorized First Data contact via telephone or email, properly identifying the problem. 1.2.6 The time period for which Support Services will be provided shall be set forth in the Statement of Work, which shall in no event exceed one (1) year. Upon Customer's request, additional Support Services may be provided to Customer upon the execution of a Support Schedule, an example of which is attached hereto as Schedule A. 1.3 The Professional Services and Support Services are collectively referred to as the "Services." 1.4 The terms and conditions of this Agreement, including Exhibits and Schedules, shall apply to any Statement of Work executed by the parties during the term of this Agreement. 2. Fees and Method of Payment. 2.1 Fees. Customer shall pay First Data fees and charges incurred for the performance of the Services ("Fees") at the prices set forth in the Statement(s) of Work and/or Schedule(s), excluding charges for taxes and interest. For a time and materials 07/08 HE engagement, either (a) Customer's signature of time cards or (b) Customer's failure to object within thirty (30) days of delivery of Services, whichever comes first, shall constitute Customer's acceptance of the hours worked and of the work performed during such period. 2.2 Method of Payment. First Data shall invoice Customer monthly (unless otherwise stated in a Schedule), for Fees and any other fee, tax, interest payment, charge or amount due or payable to First Data under this Agreement as set forth in each Statement of Work. Customer agrees to pay all Fees and expenses within thirty (30) days of the date of any invoice and interest at the rate of the lesser of 1.5% per month or the maximum rate permitted by applicable law on any overdue amounts. Invoice discrepancies must be identified in writing by Customer within ninety (90) days of the invoice date unless the discrepancy could not be reasonably ascertained from a review of the invoice. 2.3 Taxes. Customer will pay, or reimburse First Data for, any and all applicable sales, use, excise, franchise or other taxes (collectively, "Taxes'), whether federal, state or local, however designated, which are levied or imposed with respect to the Services; excluding, however, income or employment taxes imposed upon or separately payable by First Data with respect to its employees, agents, contractors or affiliates. The Fees listed in any Statement of Work are in addition to, and not in lieu of any Taxes. 3. Term. This Agreement commences on the Effective Date and will extend for a term of one (1) year ("Initial Term"). Upon the expiration of the Initial Term, this Agreement will automatically renew for successive one (1) year terms (each a "Renewal Tern"), unless First Data or Customer gives the other party written notice of its intention not to renew this Agreement at least thirty(30) days prior to the end of the Initial Term or the then current Renewal Term. Collectively the Initial Term and Renewal Term are referred to as the "Teffrr of this Agreement. Each year of the Term is a "Service Year." 4. Termination. 4.1 Either party may terminate this Agreement or any Statement of Work, at any time, on sixty (60) days prior written notice, which notice shall specify the exact date of termination. 4.2 Either party may terminate this Agreement if the other: (a) breaches a material representation, warranty, term, condition or obligation under this Agreement, and fails to cure such breach within thirty (30) days after receiving written notice of such breach; or (b)(i) is dissolved, becomes insolvent, generally fails to pay or admits in writing its general inability to pay its debts as they become due; (ii) makes a general assignment, arrangement, or composition agreement with or for the benefit of its creditors; (iii) files a petition in bankruptcy or institutes any action under federal or state law for the relief of debtors; (iv) seeks or consents to the appointment of an administrator, receiver, custodian, or similar official for the wind up of its business; or (v) becomes the subject of an involuntary petition in bankruptcy or any involuntary proceeding related to insolvency, receivership, liquidation or composition for the benefit of creditors, and such proceeding is not dismissed or stayed within thirty (30) days. 4.3 First Data may terminate this Agreement or suspend all or a portion of its Services immediately if (i) Customer's performance of its obligations or use of the Services violates any federal, state or local law, rule or regulation; (ii) it reasonably determines that a material adverse change has occurred in Customer's financial condition, or that such a change is reasonably likely to occur in the next twelve (12) months; or (iii) Customer fails to pay any amount due thirty (30) days of its due date. 4.4 Customer may terminate this Agreement immediately, without penalty, pursuant to Section 12.3, First Data determines the First Data System is not recoverable. 4.5 In the event of any termination or expiration of this Agreement or any Statement of Work, Customer shall remain responsible for all obligations or liabilities arising from Services performed prior to the date of termination. S. Compliance with Law. Customer will comply with, and will not use the Services in violation of, any federal, state or local laws, regulations, judicial or administrative decisions, executive orders, rules or interpretations ("Legal Requirements') applicable to its business, and will be solely liable for any violation of applicable Legal Requirements. Customer will use the Services in accordance and compliance with this Agreement, the First Data System requirements and the written policies and procedures provided by First Data from time -to -time. First Data will comply with, and will not provide the Services in violation of, any Legal Requirements applicable to it as a provider of the Services. 6. Representations and' Warranties. Customer and First Data each represent and warrant: (i) they have corporate authority to execute this Agreement; (ii) executing this Agreement does not constitute a material conflict with, breach or default under any applicable law, their respective charter or bylaws, or any documents, agreements or other instruments which are binding upon the parties; and (iii) this Agreement creates valid, legal and binding obligations that are enforceable against the parties. E 07/08 011 7. Disclaimer of Warranties. EXCEPT AS SPECIFICALLY SET FORTH IN THIS AGREEMENT, FIRST DATA DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, WHICH RELATE TO THE SERVICES PROVIDED UNDER THIS AGREEMENT. FURTHER, FIRST DATA DOES NOT WARRANT THAT CUSTOMER'S USE OF THE SERVICES WILL BE UNINTERRUPTED OR ERROR -FREE. THIS AGREEMENT IS A SERVICE AGREEMENT, ANY EQUIPMENT PROVIDED TO CUSTOMER UNDER THIS AGREEMENT IS INCIDENTAL TO THE SERVICES PROVIDED, AND THE PROVISIONS OF THE UNIFORM COMMERCIAL CODE DO NOT APPLY TO THIS AGREEMENT. 8. Limitation of Liability 8.1 First Data's and Customer's cumulative liability to each other for any loss or damage, from any cause whatsoever, will be limited to the lesser of (i) Two Hundred, Fifty Thousand Dollars ($250,000); (ii) the amount of the Fees paid to First Data for Services performed in the preceding Service Year; or (iii) the amount of Fees incurred for Services performed through the date of any such loss or damage during the first Service Year. 8.2 FIRST DATA AND CUSTOMER WILL NOT BE LIABLE TO EACH OTHER UNDER ANY THEORY FOR SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL (INCLUDING LOST PROFITS), EXEMPLARY OR PUNITIVE DAMAGES; REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE OR EITHER PARTY WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. 8.3 Neither party may bring an action (regardless of form) for breach of this Agreement more than two (2) years after such party first knew or should have known of such breach; provided, however, this limitation will not apply to breaches of the confidentiality requirements herein. Each party will act to mitigate its damages. 9. Indemnification. 9.1 Customer Indemnity. Customer will indemnify, defend and hold harmless First Data, its directors, officers, employees, affiliates and agents against any third party claims, losses, costs, fines, penalties or damages (including court costs and reasonable attorneys' fees) (collectively, "Claims") arising out of or connected with Customer's (its users, affiliates, employees, agents or representatives) (i) gross negligence or willful misconduct; (ii) breach of this Agreement; (iii) handling of any Payment by First Data in accordance with Customer's or its Consumer's instructions (including, without limitation, First Data placing a stop or void, or dishonoring any check, at Customer's or its users' request or in accordance with this Agreement); (iv) actual infringement of any patent, copyright, trademark, service mark, trade secret or other proprietary right of a third party; and (v) erroneous instructions or information provided to First Data for use in providing the Services. Customer will not indemnify First Data for Claims arising from First Data's acts or omissions for which Customer is entitled to indemnification. 9.2 First Data Indemnity. First Data will indemnify, defend and hold harmless Customer, its directors, officers, employees, affiliates and agents against any third party Claims arising out of or in connection with First Data's (its affiliates, employees, agents or representatives) (i) gross negligence or willful misconduct; (ii) breach of this Agreement; or (iii) actual infringement of any patent, copyright, trademark, service mark, trade secret or other proprietary right of a third party by the First Data System, except to the extent such claim is caused by, relates to or arises out of (a) Customer's failure to use the First Data System or Services as permitted under this Agreement or (b) Customer's configuration or use of the First Data System or Services in combination with other software, equipment, services, processes, elements, components or systems that are not provided by First Data. First Data will not indemnify Customer for Claims arising from any errors or omissions in any information, data or instructions Customer provides to First Data for use in connection with the Services, or Customer's or its users' acts or omissions for which First Data is entitled to indemnification. 10. Confidential Information; Information Security. 10.1 Confidential Information. "Confidential Information" means all of First Data's or Customer's data or information that is competitively sensitive material and/or not generally known to the public; including, but not limited to, information which is marked confidential or proprietary, customer lists, technology, inventions, systems, operations, facilities, products, services, discoveries, ideas, concepts, research, development, processes, operating procedures, marketing, business and development plans, pricing, policies and financial information. Confidential Information does not include information which: (i) is or becomes part of the public domain; (ii) was already known to the receiving party prior to its disclosure; (iii) is lawfully obtained from a third party without obligations of confidentiality; or (iv) is independently developed by the receiving party. 10.2 Disclosure and Use Restrictions. Neither party will disclose, reproduce, transfer nor use the other party's Confidential 3 07/08 012 Information except (i) as necessary in connection with providing the Services; (ii) as specifically allowed under this Agreement; or (iii) to the extent necessary to comply with Legal Requirements or a valid court order, provided the disclosing party must use reasonable efforts to notify the other party prior to disclosure (unless such notification is prohibited by Legal Requirements or a valid court order) so the other party may seek a protective order or otherwise prevent or limit disclosure of its Confidential Information. Each party's employees, affiliates, agents, advisors or subcontractors with access to the other's Confidential Information will comply with the confidentiality provisions of this Agreement. Each party will take such steps to prevent disclosure of the other party's Confidential Information as it would take to prevent disclosure of its own; including, at a minimum, commercially reasonable steps. 10.3 Information Security. Each party is responsible for: (a) the security of non-public or personally identifiable information ("Personal Information") on the systems under its control; and (b) data security issues arising from its systems, or directly resulting from its use of third party vendors or subcontractors (if any) in connection with the Services. Each party will maintain information security practices designed to prevent unauthorized or unlawful access to, use, disclosure or alteration of Personal Information (collectively, a "Security Incident). In the event of a Security Incident, the affected party will promptly (i) assess the nature and scope of the Security Incident; (ii) identify the Personal Information involved, if any; (iii) take appropriate steps to contain, control and stop the Security Incident; and (iv), in the event Personal Information was compromised and it is reasonably suspected that misuse will result, notify the other parry of the Security Incident, subject to any request by law enforcement or other government agency to withhold such notice pending the completion of an investigation. First Data is not responsible for and does not control third party telecommunication lines used to provide the Services; and will not be responsible for the security of transmissions using these lines. 10.4 Ownership. This Agreement does not provide either party with any right, title or interest in or to the Confidential Information of the other party. Each party will, at the request of the other party, return or destroy (and certify the destruction of) the other party's Confidential Information. 10.5 Equitable Relief. First Data and Customer agree there is no adequate remedy at law for a breach of the confidentiality, disclosure, use, safeguarding and ownership requirements (collectively, the "Confidentiality Requirements•') related to Confidential Information and Personal Information under this Agreement. A breach of the Confidentiality Requirements will cause irreparable harm such that the non -breaching party will not have an adequate remedy at law; and, therefore, the non -breaching party will be entitled to seek injunctive relief (without posting a bond or other security) against the breaching party in addition to any other rights or remedies available at law or in equity. 11. Intellectual Property 11.1 Except as otherwise set forth in this Section 11 or a Statement of Work, as between First Data and Customer, First Data owns all right, title, and interest in and to any inventions (patentable or otherwise), discoveries, improvements or copyrightable works (collectively, "New Intellectual Property') that First Data creates in connection with its performance of Services hereunder as well as the First Data System and all of First Data's pre-existing (prior to the Effective Date) proprietary information ("Pre-existing Intellectual Property'), methodologies, software, materials, concepts,.or project tools ("Methodologies') used by First Data to create the New Intellectual Property. Customer shall provide all reasonable assistance requested by First Data in its protection of the Intellectual Property. The term "Intellectual Property' shall mean and include First Data's Pre-existing Intellectual Property, New Intellectual Property, Methodologies and the First Data System. 11.2 Notwithstanding First Data's ownership of the Intellectual Property, Customer retains ownership of any and all of its pre- existing (prior to the Effective Date) intellectual property rights, and any third -parry which has provided software products to Customer retains all rights in its software products. 11.3 Effective upon completion of the Services and payment by Customer of the corresponding Fees, First Data hereby grants to Customer a limited, non-exclusive, non -transferable, non -assignable license to use the First Data System on the equipment specified in the Statement of Work and related end-user materials in machine-readable form for internal use only. Customer shall not decompile, reverse assemble or otherwise reverse engineer the First Data System or use the First Data System for third parry transactions, commercial time-sharing or service bureau use. 11.4 Notwithstanding Section 11.3 above, Customer's rights in and obligations with respect to any Third -Party Software, whether or not obtained with the assistance of First Data, shall be determined in accordance with the agreements between such software vendors and Customer. Customer agrees to be bound by the terms and restrictions of any software license included with any Third -Party Software and to execute a required end-user agreement with the execution of this Agreement. 11.5 Use of Marks and Publicity. Neither party will use any trademark, service mark, trade name nor other proprietary designation (collectively, "Marks") owned, licensed or registered by the other party without prior written consent; provided, however, C! 07/08 013 First Data may use Customer's name in publicity indicating that Customer and First Data have entered into a contractual relationship, as well as customer lists or other advertising identifying the customers of First Data. Neither party will use or reference the other's Marks in any manner that disparages or portrays the other in a negative light. Neither party may alter, modify, or change the other's Marks in any way. A breach of the terms of this Agreement related to the use of a party's Marks will cause irreparable harm such that the non -breaching party will not have an adequate remedy at law and, in addition to any other rights or remedies available at law or in equity, will be entitled to seek injunctive relief against the breaching party (without posting a bond or other security). 12. First Data System 12.1 Data Conversion. Customer acknowledges that data conversion is subject to the likelihood of human and machine errors and omissions, including inadvertent loss of data or damage to media. First Data shall not be liable for any such loss or damage, unless caused by its gross negligence. Customer is responsible for adopting reasonable measures to limit the impact of such problems, including backing up data, adopting procedures to ensure the accuracy of input data examining and confirming results prior to use and adopting procedures to identify and correct errors and omissions, replace lost or damaged media and reconstruct data. 12.2 Updates to the First Data System. First Data may update the First Data System from time to time in its sole discretion. First Data will provide Customer with written notice of any material change to the First Data System. 12.3 Customer acknowledges and understands that the First Data System may not be recoverable in the case of a serious system failure due to (i) the age of the system and (ii) the third parry hardware and third party software is no longer supported by the original third party provider(s). FDGS will determine in its sole discretion if the system is not recoverable. 13. General. 13.1 Governing Law. Delaware law will govern the interpretation, validity and enforcement of this Agreement, without regard to its conflicts of law. 13.2 Severability. Any provision of this Agreement that is determined to be illegal, invalid or unenforceable will be deemed void and the remainder of this Agreement will continue in full force and effect. The parties will substitute a valid provision approximating the intent and economic effect of any invalidated provision. 13.3 Headings. The headings in this Agreement are for reference only. 13.4 Entire Agreement; Amendments. This Agreement constitutes the entire agreement between Customer and First Data, and supersedes all prior agreements, written or oral, related to the Services. This Agreement includes, and incorporates, any attached Schedules or Exhibits. Any amendment to this Agreement must be in writing and signed by First Data and Customer. 13.5 Counterparts. This Agreement may be executed in two or more counterparts, each of which is deemed an original, and all of which together constitute one and the same instrument. Facsimile, electronic or other copies of the executed Agreement are deemed valid and effective. 13.6 No Third -Party Beneficiaries. There are no third -party beneficiaries to this Agreement and it will not be construed to create such rights, benefits or remedies generally. 13.7 Assignment. This Agreement may not be assigned (voluntarily or by operation of law) by either party without prior written consent from the other party, which will not be unreasonably withheld; provided, however, consent is not needed for either party to assign this Agreement to an affiliate or in connection with a merger, acquisition or sale of all or substantially all of the assigning party's assets or of a controlling equity interest. Any assignment in violation of this subsection will be deemed null and void. This Agreement will extend to and be binding upon any permitted successors and assigns. 13.8 Subcontractors. First Data may subcontract all or any portion of the Services using vendors both within and outside the United States; provided, First Data will remain responsible for the performance of the Services provided through its vendors (if any). 13.9 Notices. All notices or other communications under this Agreement will be deemed given when mailed by (i) first class registered or certified mail, postage prepaid, return receipt requested; or (ii) by nationally recognized courier service to the address below or such other address as such party may designate in writing. All notices or other communications will be effective upon receipt. 07'DB 014 If to First Data: First Data Government Solutions, LP Attn: Contract Manager 11311 Cornell Park Drive, Suite 300 Cincinnati, OH 45242 with a copy to: First Data Government Solutions, LP Attn: Legal Department 6855 Pacific Street Omaha, NE 68106 Fax: (402) 222-7700 If to Customer: Azusa Light and Water 729 North Azusa Avenue Azusa, CA 91702 Attn: Karen Vance with a copy to: Attn: 13.10 Survival of Obligations. Articles 2 and 6 through 11 will survive termination of this Agreement. 13.11 Independent Contractors. First Data and Customer are independent contractors. Nothing in this Agreement will be deemed to create a joint venture, partnership, employment or similar relationship between the parties. Except as specifically provided for herein, neither party is an agent or representative of the other and neither party will represent otherwise. There are no third party beneficiaries to this Agreement. 13.12 Waiver. No delay or single, partial, failure, abandonment or discontinuance of either party to exercise any right, power or privilege hereunder will affect such right, power or privilege. The parties' rights and remedies under this Agreement are cumulative and not exclusive. Any waiver, consent or approval of any failure to comply, breach or default under this Agreement must be in writing, will be effective only to the extent set forth in such writing and will not continue to apply to additional failures to comply, breaches or defaults. 13.13 Force Majeure. Neither party will be in default under this Agreement, and will be excused from performing its obligations, if its performance is prevented, restricted, delayed or interfered with due to a Force Majeure Event, whether foreseen or not. A "Force Majeure Event" includes (i) labor disputes, strikes, not or other civil unrest; (ii) flood, hurricane, tornado, lightning, severe weather, earthquake or other natural disaster; (iii) rationing or other shortage of materials; (iv) utility failures, electronic transmission failures or other electronic or communication failures or delays; (v) terrorism, embargo, blockade, revolution or other acts of war; (vi) any change in laws, orders, rules, regulations, ordinances or other governmental or judicial acts impairing performance, or (vii) other acts of God, all of which are beyond the parties' reasonable control. IN WITNESS WHEREOF, the parties have caused this Agreement to be executed by their authorized representative as of the Effective Date. CUSTOMER: Azusa Light and Water By: Name: Joseoh R. Rocha Title: Date: October 27, 2009 07/08 FIRST DATA GOVERNMENT SOLUTIONS, LP By: FOGS Group, LLC, its general partner By: Name: Title: Date: 015 SCHEDULE A SUPPORT SCHEDULE This Support Schedule ("Schedule") is dated 200 ("Schedule Effective Date") and is attached to, and made a part of, the Services Agreement ("Agreement) dated , 200 by and between First Data Government Solutions, LP ("First Data") and ("Customet") and is effective as of the date set forth below. All terms and conditions contained in the Agreement shall remain in full force and effect and shall apply to the extent applicable to this Schedule, except as expressly modified herein. To the extent that the terms and conditions of this Schedule are in conflict with the terms and conditions of the Agreement, or any other incorporated item, this Schedule shall control relative to the Support Services provided hereunder. 1. Term: The term of this Schedule shall commence on the Schedule Effective Date and shall extend for a term of one (1) year ("Initial Term"). Upon the expiration of the Initial Term, this Schedule will automatically renew for successive one (1) year terms (each a "Renewal Term ), unless First Data or Customer gives the other party written notice of its intention not to renew this Agreement at least thirty (30) days prior to the end of the Initial Term or the then current Renewal Term. Collectively the Initial Term and Renewal Term are referred to as the "Term" of this Schedule. 2. System Maintenance: The Support Services are more particularly described in Exhibit A attached hereto. 3. Fees: The Fees for the Support Services are due on'an annual basis prior to the commencement of this Schedule and prior to any Renewal Term, and are non-refundable. After the Initial Term, on pan annual basis First,Data may increase the Fees in an amount not to exceed five percent (5%). The Fees for the Support Services are more particularly described in the maintenance quote in Exhibit B and in the IVR phrase change pricing schedule'Ekhibit C attached hereto: IN WITNESS THEREOF, the parties have caused this Agreement to be executed by their respective duty authorized representatives as of the Schedule Effective Date. CUSTOMER: FIRST DATA GOVERNMENT SOLUTIONS, LP By: FOGS Group, LLC, its general partner By: Name: Sample Only Title: I -- Date: 07/08 By: Name: Sample Only Title: Date: Me NUANCE LICENSE TERMS AND CONDITIONS EXHIBIT 1. Limited Use. First Data grants to End -User a limited, non-exclusive, non -transferable, right to use the Nuance Communications, Inc. ("Nuance") software, in object code form and any updates thereto ("Software"), in connection with its licensed use of the First Data System. End User shall not copy or use the Software except as expressly set forth herein. 2. Ownership of Software. End -User acknowledges and agrees that Nuance owns all right, title and interest in the original, and any copies, of the Software, including all intellectual property rights. Except as otherwise expressly stated herein, End User does not acquire any rights, express or implied, in the Software. 3. Acknowledgment of Proprietary Materials, Limitations on Use. End -User acknowledges that the Nuance Software and related documentation are protected by the intellectual property laws of the United States and other countries, and that they embody valuable confidential and trade secret information of Nuance. End -User agrees to hold them in confidence and agrees that neither it nor its personnel shall use, copy or disclose the same for any purpose that is not specifically authorized under this Agreement. 4. Reverse Engineering. End -User shall not cause or permit the modification, reverse engineering, decompilation, disassembly or other translation of the Software, except under limited circumstances expressly set forth in the Agreement. 5. Third Party Beneficiary. End -User agrees that (i) Nuance is a third -party beneficiary to this End -User License Agreement; and (ii) such provisions are made expressly for the benefit of Nuance and are enforceable by Nuance and First Data. 6. Limitation of Liability. End -User agrees that Nuance shall not be liable to End -User for any special, indirect, incidental, or consequential damages, or damages for loss of profits, savings, revenue, use damaged files or data, or business interruption, regardless of how arising, regardless of the cause of action in tort, contract or otherwise, and regardless of whether advised beforehand of the possibility of such damages. In no event shall Nuance be liable for any damages for claims based upon the recognition accuracy or verification or authentication accuracy of the Nuance Software, including without limitation, claims based upon any alleged false acceptance or false rejection of a user's identity. The liability of Nuance and its licensors and suppliers to End -User and its officers, customers and employees for any claim arising under this Agreement, or otherwise arising from the transactions contemplated herein, regardless of the form of action (including, but not limited to actions for breach of contract, negligence, strict liability, rescission and breach of warranty) will not exceed the lesser of (a) the aggregate license fees for the Nuance Software actually paid to Reseller during the six (6) month period preceding such claim of damages, or (b) the actual damages sustained by End -User. 7. Disclaimer. THE NUANCE SOFTWARE IS PROVIDED "AS IS" AND, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NUANCE AND RESELLER PROVIDE NO WARRANTY, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, AND ALL WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON - INFRINGEMENT ARE EXPRESSLY EXCLUDED. NUANCE AND RESELLER DO NOT WARRANT THAT THE NUANCE SOFTWARE WILL BE ERROR FREE OR WILL OPERATE WITHOUT INTERRUPTION. 8. Authorized Ports. End User shall not (i) cause or permit the number of simultaneously connected calls to exceed the number of authorized ports; or (ii) share the number of authorized ports among a greater number of connected calls on an utterance -by -utterance basis, or otherwise. 9. Audit Rights. Upon request, End User will provide First Data with all assistance and information (including but not limited to copies of applications, other software, access phone numbers for applications and call logging data) required to enable First Data to determine whether End User is in compliance with the license granted by First Data. 10. In -Service Data. End User (i) shall deliver to Nuance, upon Nuance's request, all In -Service Data generated by the use of the First Data System and (ii) acknowledges Nuance's right to use such In -Service Data for system tuning, grammar tuning, training of acoustic models and other models, tools and algorithms and other purposes related to the Software or Nuance technology. "In -Service Data" means the audio input to the Software during the course of End User telephone calls to the First Data System, whether in pilot, trial or production use. 8 07/08 017 h CONSENT CALENDAR TO: HONORABLE CHAIRPERSON AND MEMBERS OF THE AZUSA UTILITY BOARD FROM: GEORGE F. MORROW, DIRECTOR OF UTILITIES DATE: OCTOBER 26, 2009 SUBJECT: NOTICE OF COMPLETION - PROJECT WVF-207, CANYON FILTRATION PLANT MEMBRANE TREATMENT UPGRADE AND EXPANSION RECOMMENDATION It is recommended that the Utility Board accept Project WVF-207, and direct the City Clerk's Office to execute the Notice of Completion and have the same recorded at the Office of the Los Angeles County Recorder. BACKGROUND On November 20, 2006, the Azusa City Council accepted the bid of SSC Construction, Inc. to construct Project WVF-207, Canyon Filtration Plant Membrane Treatment Upgrade And Expansion. SSC's bid for the project construction was $35,905,500.00. Including subsequent Change Orders, the Final Contract Price is $36,598,114.40. The retainage to be paid following the waiting period after recording is $2,109,259.11. FISCAL IMPACT The fiscal impact of approving Notice of Completion involves the return of $2,109,259.11 currently held by the City as retainage on this project following the statutory 35 day waiting period. Prepared by: Chet F. Anderson, P.E., Assistant Director, Water Operations RECORDING REQUESTED BY City of Azusa AND WHEN RECORDED MAIL TO: NAME Azusa City Clerk STRECT ADDRESS 213 E. Foothill Blvd. CITY, srATE& Azusa, CA 91702 zIPCODE NOTICE OF COMPLETION Notice pursuant to Civil Code Section 3093, must be filed within 10 days after completion. (See reverse side for Complete requirements) Notice is hereby given that: 1. The undersigned is owner or corporate officer of the owner of the interest or estate stated below in the property hereinafter described: 2. The full name of the owner is The City of Azusa 3. The full address of the owner is 729 N. Azusa Avenue, Azusa, CA 91702 4. The nature of the interest or estate of the owner is: In fee. (IF OTHER THAN FEE. STRIFE M FEE AND INSERT. MR E ,WINZ, PUR61ASER UNDER CONTRACT OPNRCNASE, OR I.RSSM) 5. The full names and full addresses of all persons, if any, who hold title with the undersigned as joint tenants or as tenants in common are: NAMES ADDRESSES 6. The full names and full addresses of the predecessors in interest of the undersigned, if the property was transferred subsequent to the commencement of the work or improvements herein referred to: NAMES ADDRESSES 7. A work of improvement on the property hereinafter described was completed on Seotember 28, 2009 The work done was: Canyon Filtration Plant Membrane Treatment UDaade & Expansion - Project W-207 8. The name of the contractor, if any, for such work of improvement was SSC Construction, Inc. 2073 Railroad Street. Corona, CA 92880 HF NO CONTRACTOR FOR WORK OF IMMOVEMENT AS A WHOM INSERT NONE) (OATC OFCONTMCTI 9. The property on which said work of improvement was completed is in the City of Azusa, County of Los Angeles, and State of CA; and is described as follows: 10. The street address of said property is _ 1870 Ranch Road, Azusa. CA 91702 Joseph R. Rocha, Mayor Dated: (SIGNATURE OF OWNER OR WNOMTEOFFIC6R OF OWNER RAINED M PARAGRAPH 2 OR MS AGENT) VERIFICATION I, the undersigned, say: I am the person who signed the foregoing notice. I have read said notice of completion and know its contents, and the facts stated therein are true of my own knowledge. I declare under penalty of perjury that the foregoing is true and correct. Executed at Azusa, California, this day of October, 2009. Joseph R. Rocha, (SIGNATURE) 019 A7_U5A LIR ♦Ween CONSENT CALENDAR TO: HONORABLE CHAIRPERSON AND MEMBERS OF THE AZUSA UTILITY BOARD FROM: GEORGE F. MORROW, DIRECTOR OF UTILITIES DATE: OCTOBER 26, 2009 SUBJECT: NOTICE OF COMPLETION - PROJECT W-262, WATER MAIN REPLACEMENT IN ROWLAND AVENUE IN WEST COVINA It is recommended that the Utility Board/City Council accept Project W-262, and direct the City Clerk's Office to execute the Notice of Completion and have the same recorded at the Office of the Los Angeles County Recorder. BACKGROUND The Water Division prepared plans for this water main replacement project to replace water mains in Rowland Avenue in West Covina that were experiencing problems with flow and leaks due to the age of the mains. The mains replaced in this project had leak problems requiring constant repair and excessive manhours spent making the repairs. Also, the mains replaced by this project were in a street designated by the City of West Covina to be resurfaced this year, and this project allowed the Water Division to lessen the probability of leaks within the newly paved street. The award of contract for this project was approved at the April 27, 2009, Utility Board meeting. The contractor for this project was A. R. Sarmiento, Inc., who bid $928,567.48 on the project. FISCAL IMPACT The fiscal impact of approving Notice of Completion involves the return of $88,207.23 currently held by the City as retainage on this project following the statutory 35 day waiting period. Prepared by: Chet F. Anderson, P.E., Assistant Director, Water Operations 020 RECORDING REQUESTED BY City of Azusa AND WHEN RECORDED MAR. TO: NAME Azusa City Clerk STREET ADDRESS 213 E. Foothill Blvd. CITY. STATE& Azusa, CA 91702 ZIP CODE NOTICE OF COMPLETION Notice pursuant to Civil Code Section 3093, must be filed within 10 days after completion. (See reverse side for Complete requirements.) Notice is hereby given that: I. The undersigned is owner or corporate officer of the owner of the interest or estate stated below in the property hereinafter described: 2. The full name of the owner is The City of Azusa 3. The full address of the owner is 729 N. Azusa Avenue, Azusa, CA 91702 4. The nature of the interest or estate of the owner is: In fee. MOTHER THAN FEE STPINE IN M AND WSERT. FOR F%M.d•IE. PURCHASER UNDER COfrkC OF PURCHASE, OR UISSEE) 5. The full names and full addresses of all persons, if any, who hold title with the undersigned as joint tenants or as tenants in common are: NAMES ADDRESSES 6. The full names and full addresses of the predecessors in interest of the undersigned, if the property was transferred subsequent to the commencement of the work or improvements herein referred to: NAMES ADDRESSES ' None 7. A work of improvement on the property hereinafter described was completed on October 16. 2009 The work done was: Waterline Replacement in Rowland Avenue - Proiect W-262 8. The name of the contractor, if any, for such work of improvement was —.A.R. Sarmiento Inc. 3033 51h Avenue, Suite 300 San Dieeo, CA 92103 May 18, 2009 (R'NO CONIRA R WR WORK OF PbROVFME.YI AS A WHOUL INSERT NONE) IDATEOFCONTRACT 9. The property on which said work of improvement was completed is in the City of West Covina, County of Los Angeles, and State of CA; and is described as follows: Rowland Avenue - Protect W-262 10. The street address of said property is None Joseph R. Rocha, May Dated: (SGNATURE OF OWNER OR CORMRATEOMCER OF OWNER NAMED W PARAGRAPH r OR HE AOENt) VERIFICATION 1, the undersigned, say: I am the person who signed the foregoing notice. 1 have read said notice of completion and know its contents, and the facts stated therein are tnPe of my own knowledge. I declare under penalty of perjury that the foregoing is true and correct. Executed at Azusa, California, this day of October, 2009. Joseph R. Rocha, (SIGNATURE) 021 CONSENT CALENDAR TO: HONORABLE CHAIRPERSON AND MEMBERS OF THE AZUSA UTILITY BOARD FROM: GEORGE F. MORROW, DIRECTOR OF UTILITIES DATE: OCTOBER 26, 2009 SUBJECT: COMPENSATION TO RBF CONSULTING, INC. FOR EXTRA COST RELATED TO ADDITIONAL WORK FOR PIPELINE REPLACEMENT PROJECT W-266 DESIGN ENGINEERING SERVICES RECOMMENDATION It is recommended that the Utility Board approve the addition of $14,478 to the RBF Consulting (RBF) contract to provide Design Engineering Services for Pipeline Replacement Project W-266. BACKGROUND At its regular meeting of March 23, 2009, the Utility Board approved award of a contract for consultant design services for Project W-266, Pipeline Replacement ($113,414) to RBF. RBF's work on the project began in early July, 2009. During their pipeline design work, ALW staff and RBF identified some additional areas where pipeline replacements are necessary. As delineated in the attached Exhibit A, additional pipeline replacements are necessary on Citrus Avenue south of Gladstone Avenue; on the east side of Big Dalton Wash from Traymore Avenue to Barranca Avenue; and, in order to avoid repaving most of the street, an additional waterline will be placed on San Gabriel Avenue north of 12th Street. As a result of this additional replacement pipeline design work, RBF incurred additional expenses ($14,478) as is itemized in attachment to this Staff Report, labeled Exhibit B. Staff has reviewed the proposed change order and finds it to be reasonable. FISCAL IMPACT The fiscal impact of this additional cost is $14,478 (a 13% increase in the original design services contract amount). This request is the first addition to the scope and cost of RBF's contract. This additional cost will be paid from Account 32-80-000-721-7130/72107B-7130 in FY 2009-2010 capital improvement program budget. Prepared by: Chet Anderson, Assistant Director- Water Operations 022 wininlog CON5.LIl_TING' October 19, 2009 Attn: Chet Anderson, P. E. Azusa Light & Water 729 N. Azusa Avenue Azusa, CA 91702-9500 JN 10-106802 Subject: Additional Design Services — Water Main Replacement Project W-266 Dear Mr. Anderson: Thank You for meeting with me on October 8, 2009 to discuss your review comments on the design drawings for the above referenced project. During the meeting we discussed some additional areas where water line replacements are necessary. One of the areas identified was the replacement of an old 6" water line in Citrus Avenue south of the intersection with Gladstone Avenue. The second area identified was replacement of an old 6" water line in Gladstone Avenue east of Big Dalton Wash. The scope of work involved in providing additional design in these areas is more particularly described in exhibit A attached. Compensation for design services is outlined in exhibit B also attached. RBF is pleased to provide these additional design services for water main replacement project W- 266. By replacing these older and problematic water lines in the water distribution network of piping, Azusa Light & Water can reduce the number of leaks and minimize maintenance issues, ensuring more reliable service to their customers. If you have any questions, feel free to give me a call at (949) 855-3638. ince 4Mais, Michael .ESenior Ate Water Resources H-."a1a11010680TJdrrm%=ftcWdwd=%A ridum Cover LeRer101909.doc PLANNING ■ DESIGN ■-CONSTRUCTION 14725 Ahon Parkway, Irvine, CA 92618-2027 • P.O. Boz 57057, Wre. 0492619-7057 a 949.472.3505 • Fax 949.472.8373 Offices fixated throughout Califomla, Ar®na & Nevada • www.RBPmm 023 WATERLINE REPLACEMENT EXHIBIT A IMPROVEMENT PROJECT W-266 _ ADDENDUM I EXHIBIT A ADDENDUMI ADDITIONAL DESIGN SERVICES FOR PIPELINE REPLACEMENT IMPROVEMENT PROJECT W-266 Task 1 - Additional Waterline Replacement— Citrus South of Gladstone Azusa Light & Water (ALW) has requested that RBF design approximately 800 LF of 8" replacement waterline alignment along Citrus Avenue south of Gladstone Avenue. A new drawing will be provided and the base sheet will be developed from the atlas maps provided by ALW. Utilities in this area are outside the boundary of the original utility search, RBF will contact the utility agencies to obtain information in the expanded project area. Utility information will be plotted on the base sheet so that an alignment corridor may be selected for the replacement pipeline. The alignment will be stationed and shown in plan view only. Existing water meters and hydrants that are currently connected to the waterline being replaced, will be shown on the drawing for re -connection to the replacement waterline. The old 6" waterline being replaced will be shown as abandoned in place in accordance with ALW standards. Task 2 - Additional Waterline Replacement— East of Big Dalton Wash ALW has requested that RBF design approximately 300 LF of 8" replacement waterline on the east side of Big Dalton Wash from Traymore Avenue to Barranca Avenue. In addition, ALW has requested that a portion of the existing 12" line running south in Traymore Avenue be replaced up to the 12" valve, the location of which is not currently known but will be provided ALW. This task assumes that a maximum of 100 LF of replacement waterline will be required. This task also includes modification of the connections on both sides of Big Dalton Wash, by removing a portion of the old pipeline and installing a blind flange on the north side of the hydrant tee at each location. A new drawing will be provided and the base sheet will be developed from the atlas maps provided by ALW. Utilities in this area are outside the boundary of the original utility search, RBF will contact the utility agencies to obtain information in the expanded project area. Utility information will be plotted on this base sheet so that an alignment corridor may be selected for the replacement pipeline. The alignment will be stationed and shown in plan view only. Existing water meters and hydrants that are currently connected to the waterline being replaced, will be shown on the drawing for re -connection to the replacement waterline. The old 6" waterline being replaced will be shown as abandoned in place in accordance with ALW standards. Task 3 - Additional Connection Details ALW identified a new length of pipeline on the west side of San Gabriel Avenue north of 12th street. It is estimated that approximately 40 individual services are connected to this existing pipe. In order to minimize disturbance to these customers, RBF will connect into this existing pipeline on both sides of these services, thereby avoiding the need to re -connect each to the replacement pipeline. A connection detail will be on each side of the service connections. In addition, connection details will be provided for the waterline replacements in Citrus Avenue and at Big Dalton Wash described in tasks 1 and 2 above. This task assumes that one additional drawing with a maximum of 6 connection details will be sufficient to complete the work. Azusa Light & Water H:\pdata\ 10106802\Ad minlcmtract\AddendumVAzus a-EzA_Add t-101809.do Page - 1 024 Exhibit B Addendum 1 Azusa Light & Water Pipeline Replacement Improvement Project W-266 Principal In Charge Work Hours by Classification s2 Project Project Proj Designer/ Manager Engineer Engr Drafter -Person Survey Total Labor & Crew Reprographics Task Number& Description $195 $155 $110 $105 $100. 240 -"' - 0.5 4 20 0 20 0 $ 4,918 0.5 4 20 0 20 0 $ 4,918 o 0. 3 8 01 32 O$ 4,643 TOTALS 1.5 11 48 0 72 D $ 14,478 H:\pdata\101068021Admin\contractWddendum\Azusa-ExB Add2-101809.xls 025 CONSENT CALENDAR TO: HONORABLE CHAIRPERSON AND MEMBERS OF THE USA UTILITY BOARD FROM: GEORGE F. MORROW, DIRECTOR OF UTILITIES DATE: OCTOBER 26, 2009 SUBJECT: EXTENSION OF TIME TO THE WREN & ASSOCIATES CONTRACT FOR CONTINUING INSPECTION OF THE ROSEDALE DEVELOPMENT PIPELINE INSTALLATION RECOMMENDATION It is recommended that the Utility Board/City Council approve the extension of time of completion to the Wren & Associates contract for continuing inspection of the Rosedale Development pipeline installation from June 30, 2009 to December 31, 2009. BACKGROUND At their December 19, 2005 regular meeting, the Utility Board approved a Professional Services Contract with Wren & Associates to perform inspection of water pipeline installations by ALP, the developer of the Rosedale development. Due in part to the current poor housing market, ALP experienced delays in the completion of the Rosedale waterline improvements. Wren & Associates' contract terminated on June 30, 2009. Because ALP is finishing water pipeline installations it is necessary to extend the Wren Inspection Contract termination date of June 30, 2009 to December 31, 2009. The costs of the inspection are reimbursable by ALP, the developer of Rosedale. Staff has reviewed the provision of a time extension for Wren and finds it to be necessary for the completion of the Rosedale water pipelines. FISCAL IMPACT There is no fiscal impact from the extension of time of this contract Prepared by: Chet Anderson, Assistant Director - Water Operations 026 CONSENT CALENDAR TO: HONORABLE CHAIRPERSON AND MEMBERS OF THE AZUSA UTILITY BOARD FROM: GEORGE F. MORROW, DIRECTOR OF UTILITIES DATE: OCTOBER 26, 2009 SUBJECT: APPROVAL OF A ONE YEAR EXTENSION OF SAN JUAN UNIT #3 FIRMING ARRANGEMENT BETWEEN THE CITY AND ARIZONA PUBLIC SERVICE RECOMMENDATION It is recommended that the Utility Board authorize the staff to extend through 2011 the firming arrangement for San Juan unit #3 with the Arizona Public Service (APS) and authorize the Mayor to execute the agreement with APS upon the preparation of the execution copy. BACKGROUND Since 1998 the City has been actively managing its power resources. Due to the unit contingency nature of City's San Juan resource and the predominant importance of San Juan resource to the City, the City has almost always mitigated the operational and risk management complexities of managing this resource by entering into contractual arrangements with third parties to exchange or otherwise sell the San Juan unit output and purchase firm resources to meet our retail needs. The current contractual arrangement for firming San Juan energy will expire at the end of 2010 and staff was approached by APS with the interest to extend the agreement thru the end of 2011. The arrangement between Azusa and APS has served favorably since 2008 as the exchange allows Azusa to count on firm power from the southwest. In addition APS has proposed extending such firming service with the same rate, terms and conditions as the 2009 and 2010 exchanges. The proposed arrangement from APS under the extension has an expected minimum cost of $32,760 per month plus replacement energy costs at market prices when San Juan is forced out. FISCAL IMPACT Funds will be budgeted accordingly in FY 10-11 and FY 11-12 for the proposed extension of this firming arrangement. 027 San Juan Unit #3 Firming Agreement October 26, 2009 Page 2 Prepared by: George F. Morrow, Director of Utilities Attachment: I APS -City of Azusa Energy DRAFT Excha APS Contract No. DRAFT Energy Exchange Confirmation between Arizona Public Service Company and City of Azusa Dated—, 2009 Party A - Arizona Public Service Company ("APS") Party B - City of Azusa ("Azusa") Firming Fee: Azusa will pay APS a fee in the amount of $1.50/MWh for Q3 and $1.40/MWh for Q1, Q2 and Q4 for all 30 MW, 24 hours per day for the Term of this transaction. Product 1) Azusa Unit Contingent Output: Azusa will deliver 30MW of unit commitment energy from San Juan Unit #3 pursuant to WSPP Service Schedule B. 2) APS Firm Energy Sale: APS will deliver 30 MW of firm energy at Palo Verde 500kV pursuant to WSPP Service Schedule C. Term January 1, 2011 — December 31, 2011, excluding the period from — due to the San Juan Unit 3 scheduled maintenance outages. Azusa's Delivery Provider- Azusa Recipient - APS Amount - On -Peak: 30 MW per hour Off -Peak: 30 MW per hour Hours - On -Peak hours: 606, HE 0700 through HE 2200 (PPT) Monday thru Saturday (16 hours each day), excluding Sundays and NERC holidays. Off -Peak hours: 6x8 + 1x24; HE 2300 through HE 0600 (PPT) Monday through Saturday (8 hours each day) and HE 0100 through HE 2400 (PPT) Sundays and NERC Holidays (24 hours each day). Level of Firmness — WSPP Service Schedule B — Unit Commitment at San Juan Unit 3 Delivery Points — San Juan 345kV, Westwing 500kV, or Palo Verde 500kV via resource contingent transmission per the Tucson Electric Power Company ('TEP") and Century Power Corporation Interconnection Agreement, dated October 7, 1992, Section C.6 (APS' sole daily option), and Four Corners 345 kV contingent upon TEP's rights and ability to deliver to Four Corners 345 W. Special Conditions- Azusa will notify TEP that APS will be scheduling Azusa's 30 MW per hour San Juan Unit 3 supply entitlement on a daily basis for the Term and will retain Azusa's delivery point Page 1 of 4 Document In MUlility Board AgendalUB Agenda 2009WEI Agenda 2009-10-2G\Review FoIder\San Juan Firming_APS.doc 029 APS Contract No. flexibility. APS shall schedule Azusa's San Juan Unit 3 output directly with TEP. The Parties shall notify each other as soon as practicable of ay interruption or curtailment of San Juan Unit 3 affecting this transaction. Azusa should notify APS by calling 602-250- 3585 and APS should notify Azusa by calling 626-812-5138. It is further understood that energy deliveries to Westwing 500 kV, Four Corners 345, or Palo Verde 500 kV are solely from San Juan Unit 3, (i.e., if San Juan Unit 3 is de -rated or forced out, such deliveries shall be adjusted in accordance with such de -rates or forced outages, and the underlying transmission from San Juan bus to Palo Verde 500 kV, Four Corners 345, or Westwing 500 kV cannot be used for any other resource). Scheduling- Scheduling will be done on a day -ahead prescheduled basis per WECC trading timelines. APS will coordinate with Azusa any scheduling, tagging, and unit de -rates related to San Juan Unit 3. APS will perform generator and control area checkouts for day -ahead, hour - ahead, and real-time schedule changes and prepare necessary tagging changes. APS will notify Azusa on a daily basis of any prior day San Juan Unit 3 de -rates to facilitate accounting for replacement energy costs and reconciliation. Both parties will schedule for all hours and all amounts, no partial amounts or hours will be allowed, except as set forth in Curtailments below. Curtailments - Azusa can curtail energy deliveries to APS in the event of a unit outage or de -rate at San Juan Unit 3. Curtailments may not occur for economic reasons. Replacement Cost- In the event San Juan Unit 3 is de -rated or trips offline, Azusa will reimburse APS for replacement energy in Q3 at the Daily Firm Dow Jones Index for Palo Verde ("DJI @ PV") plus $0.95/MWh, for the respective On/Off-Peak index for the delivery day, for megawatts not made available to schedule 45 minutes prior to the respective operating hour or for megawatts not generated. Azusa will reimburse APS for replacement energy in Q1, Q2 and Q4 at the Daily Firm Dow Jones Index for Palo Verde ("DJI@PV") plus $0.75/MWh, for the respective On/Off-Peak index for the delivery day, for megawatts not made available to schedule 45 minutes prior to the respective operating hour or for megawatts not generated. The Replacement Price calculation is as follows for 03: MW not generated X (Applicable DJI @ PV + $0.95/MWh). The Applicable DJI @ PV is defined as follows: (i) for Monday through Saturday (excludes NERC holidays) use the DJI @ PV respective On/Off-Peak index; and (ii) for Sundays and NERC holidays use the DJI @ PV 24-hour index. In the event the Daily Firm Dow Jones Index for Palo Verde is no longer published and made available, the parties will utilize a mutually agreed upon substitute index. Timely Checkouts To ensure timely checkouts of the amount of San Juan Unit 3 provided and the replacement energy purchased by Azusa, the Parties shall attempt to check out once a week. The Parties shall endeavor to use a common format for check out purposes and try to resolve any discrepancies as soon as practicable. Monthly Settlement: Unless otherwise agreed to by both parties, this Energy Exchange Confirmation will settle both the Firming Fee and Replacement Cost as stated in the WSPP Agreement. Page 2 of 4 Document in XALW[fty Board Agenda\UB Agenda 2009\1JB Agenda 2009-10-261Review FolderlSan Juan Firming_APS.do4 APS Contract No. APS' Delivery Provider - APS Recipient - Azusa Amount - On -Peak: 30 MW per hour Off -Peak: 30 MW per hour Hours - On -Peak hours: 6x16, HE 0700 through HE 2200 (PPT) Monday thru Saturday (16 hours each day), excluding Sundays and NERC holidays. Off -Peak hours: 6x8 + 1x24; HE 2300 through HE 0600 (PPT) Monday through Saturday (8 hours each day) and HE 0100 through HE 2400 (PPT) Sundays and NERC Holidays (24 hours each day). Level of Firmness— WSPP Service Schedule C Delivery Points — Palo Verde 500kV Curtailments - In the event of a curtailment, APS will be obligated to pay damages pursuant to Service Schedule C of the WSPP Agreement. Scheduling- Pre -scheduling shall be exchanged for all deliveries of energy, including identifications of receiving and generating control areas under this Energy Exchange Confirmation by 11:00 a.m. Pacific Prevailing Time ("PPT") on the last work day observed by bath Parties prior to the scheduled date of delivery. Contract- This Energy Exchange Confirmation is being provided pursuant to the WSPP Agreement effective February 1, 2009. Notices Payments Page 3 of 4 All written notices under this Energy Exchange Confirmation shall be deemed properly sent if delivered in person or sent by facsimile, or registered or certified mail, postage prepaid to persons specified below: Other Than Confirmations of Transactions If to Azusa: If to APS: City of Azusa Light & Water Arizona Public Service Company 729 North Azusa Avenue 400 North Fifth Street, Mail Ste. 9860 City of Azusa, CA 91702 Phoenix, AZ 85004 Attn: Assistant Director of Resource Mgt. Attn: Contracts Manager Fax: 626-K4-3163 Fax: 602-250-3393 Confirmations of Transactions If to Azusa: Telephone: 626-812-5138 If to APS: Telephone: 602-250-2780 All payments shall be made by electronic wire transfer as follows: To Azusa: Wells Fargo Bank ABA#: 102000076 Account No. 4950041244 To APS: Wells Fargo Bank ABA#: 121000248 Account No. 4159540921 Document in X1U llity Board Agenda\UB Agenda 2009\UB Agenda 2009-10-26\Review Folder\San Juan Firming APSAD 3 1 Choice of Law - Disputes - Confidentiality - City of Azusa By: Printed Name: Title: Date: Page 4 of 4 APS Contract No. THIS ENERGY EXCHANGE CONFIRMATION SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK WITHOUT GIVING EFFECT TO PRINCIPLES OF CONFLICTS OF LAWS Any disputes between the Parties shall be resolved using binding arbitration, pursuant to Section 34.2 of the WSPP Agreement. All terms and conditions described in this proposal are confidential between APS and Azusa. Arizona Public Service Company Printed Name: Steve McAdams Title: Contracts Manager Date: Document in MUtillty Board Agenda\UB Agenda WOMB Agenda 2009-10-26\Review Folder<San Juan Firming_APS.doc 032 J #am w CONSENT CALENDAR TO: HONORABLE CHAIRPERSON AND MEMBERS OF THE AZUSA UTILITY BOARD FROM: GEORGE MORROW, DIRECTOR OF UTILITIES DATE: OCTOBER 26, 2009 SUBJECT: APPROVALS OF CAISO MRTU-VERSION PRO FORMA AGREEMENTS BETWEEN THE CAISO AND THE CITY RECOMMENDATION It is recommended that the Utility Board approve (1) the Scheduling Coordinator Agreement, (2) the Meter Service Agreement for Scheduling Coordinator, and (3) the Congestion Revenue Rights Entity Agreement between the California Independent System Operator and the City. It is further recommended to authorize the Director of Utilities to execute and administer the agreements. BACKGROUND Recently the California Independent System -Operator Corporation ("CAISO") has implemented a new market design, called the Market Redesign and Technology Upgrade ("MRTU"). As a part of the new market design, the CAISO has updated their FERC -approved tariff along with their pro forma service agreements. The CAISO has requested all market participants (such as the City of Azusa) become signatories to these new MRTU service agreements to replace existing outdated service agreements. Under the Scheduling Coordinator (SC) Agreement, entities who wish to participate in the CAISO market have to adhere and conduct business according to the CAISO tariff. Since the inception of the CAISO, the City has operated independently to schedule electric power with the California Independent System Operator (CAISO) within California electric system. The SC Agreement essentially provides the means for the City to participate in the CAISO market. Under the Meter Service Agreement (MSA), the City is required to submit City's hourly electric consumption data in a timely manner in order to settle CAISO related charges. The MSA grants CAISO access to the City's hourly electric consumption data on a real time basis, and allows for the upload of this data directly into CAISO's settlement system on a daily basis. 033 CAISO MRTU Agreements October 26, 2009 Page 2 Under the Congestion Revenue Rights (CRR) Entity Agreement, a CRR instrument entitles its holder to certain revenue stream tied to the transmission congestion on the power grid. Essentially CRR instrument serves as an insurance product against transmission congestion. CAISO intends to allocate the CRR instruments at no charge to the users of the transmission grid on a non discriminatory basis through an elaborate allocation process. In order to participate in the allocation process administered by the CAISO and be eligible to hold CRR instruments, the market participant will need to abide by certain rules. The CRR Entity Agreement establishes such rules for an entity to hold the CRR instruments. By renewing the agreements, it will enable the City to comply and continue to participate in the CAISO market. FISCAL IMPACT There is no fiscal impact. Prepared by: George Morrow, Director of Utilities SchedCoordAgrrt.pd MeterServAgnt.pdf CRR-Agnt.pdf f ,A California ISO Your Link to Power October 5, 2009 Via FedEx delivery George Morrow Director of Utilities City of Azusa 729 N. Azusa Avenue Azusa, CA 91702 Dear Mr. Morrow: California Independent System Operator Corporation RECEIVED OCT 062009 AZUSA LIGHT & WATER As you may know, the California Independent System Operator Corporation ("CAISO") has been working diligently to implement the Market Redesign and Technology Upgrade ("MRTU"). MRTU includes a new version of the CAISO tariff and associated new versions of the CAISO's pro forma service agreements. After considerable efforts MRTU became a reality on April 1, 2009. As a result of this implementation, the CAISO will now begin the process of replacing the current pro forma service agreements with the new MRTU versions. Accordingly, enclosed are two (2) originals each of the MRTU version of the Scheduling Coordinator Agreement (SCA), the Meter Service Agreement for Scheduling Coordinators (MSA/SC) and the Congestion Revenue Rights Entity Agreement (CRREA) between City of Azusa ("AZUSA") and CAISO for execution by Azusa. Please obtain the appropriate signature, date, and fill in the name and title of the signatory where indicated in the signature block for each of the originals of the Agreement and return both signed originals to my attention at California ISO 151 Blue Ravine Road, Folsom, CA 95630. Please do not fill in the date on the first page of the Agreement. Once the CAISO signatory has executed the Agreement, I will fill in the date on the first page and return one fully executed original to you. Please note that this Agreement is an amended and restated version of the existing Agreement and that the existing agreement should be treated as superseded by the new agreement. 035 www.C3150.Cort1 1 151 Blue Ravine Road I Folsom, CA 95630 1 916.351.4400 If you have any questions about the execution version of the Agreement or the execution process, please feel free to contact me by email at rreese@caiso.com or by phone at (916) 608-7027. Sincerely, ' `i" ' `^ `�""`"'' Roni Reese Sr. Contracts Analyst Enclosures (2) cc: w/o enclosure Tish Collins Calitomia Indepegdent System Operator 036 CALIFORNIAA INDEPENDENT SYSTEM OPERATOR CORPORATION AND CITY, OF AZUSA SCHEDULING, COORDINATOR AGREEMENT 037 California ISO Y. L[AIo Pow, .. - SCHEDULING COORDINATOR AGREEMENT Scheduling Coordinator Agreement THIS AGREEMENT is made this day of and is entered into, by and between: (1) City of Azusa having a registered or principal executive office at 729 N. Azusa Avenue, Azusa, California 91702 (the"Scheduling Coordinator"); and (2) CALIFORNIA INDEPENDENT SYSTEM OPERATOR CORPORATION, a California nonprofit public benefit corporation having a principal executive office located at such place in the State of California as the CAISO Governing Board may from time to time designate (the "CAISO"). The Scheduling Coordinator and the CAISO are hereinafter referred to as the "Parties". Whereas: A. The Scheduling Coordinator has applied for certification by the CAISO under the certification procedure referred to in Section 4.5.1 of the CAISO Tariff. B. The Scheduling Coordinator wishes to submit Bids for Energy and Ancillary Services on the CAISO Controlled Grid under the terms and conditions set forth in the CAISO Tariff. NOW IT IS HEREBY AGREED as follows: Definitions and Interpretation. 1.1 Master Definitions Supplement. Terms and expressions used in this Agreement shall have the same meanings as those contained in the Master Definitions Supplement to the CAISO Tariff. 1.2 Rules of Interpretation. The following rules of interpretation and conventions shall apply to this Agreement: (a) if there is any inconsistency between this Agreement and the CAISO Tariff, the CAISO Tariff will prevail to the extent of the inconsistency; (b) the singular shall include the plural and vice versa; CAISO-040109 2 038- California ISO Your Unk iu It , SCHEDULING COORDINATOR AGREEMENT (c) the masculine shall include the feminine and neutral and vice versa; (d) "includes' or "including" shall mean "including without limitation"; (e) references to a Section, Article or Schedule shall mean a Section, Article or a Schedule of this Agreement, as the case may be, unless the context otherwise requires; (f) a reference to a given agreement or instrument shall be a reference to that agreement or instrument as modified, amended, supplemented or restated through the date as of which such reference is made; (g) unless the context otherwise requires, references to any law shall be deemed references to such law as it may be amended, replaced or restated from time to time; (h) unless the context otherwise requires, any reference to a "person" includes any individual, partnership, firm, company, corporation, joint venture, trust, association, organization or other entity, in each case whether or not having separate legal personality; (i) unless the context otherwise requires, any reference to a Party includes a reference to its permitted successors and assigns; (j} any reference to a day, week, month or year is to a calendar day, week, month or year; and (k) the captions and headings in this Agreement are inserted solely to facilitate reference and shall have no bearing upon the interpretation of any of the terms and conditions of this Agreement. 2. Covenant of the Scheduling Coordinator. 2.1 The Scheduling Coordinator agrees that: 2.1.1 The CAISO Tariff governs all aspects of bidding and scheduling of Energy and Ancillary Services on the CAISO Controlled Grid, including (without limitation), the financial and tech nica V criteria for Scheduling Coordinators, bidding, Settlement, information reporting requirements and confidentiality restrictions; 2.1.2 It will abide by, and will perform all of the obligations under the CAISO Tariff placed on Scheduling Coordinators in respect of all matters set forth therein including, without limitation, all matters relating to the bidding and scheduling of Energy and Ancillary Services on the CAISO Controlled Grid, obligations regarding CAISO-040109 3 039-. California ISO Y.0 U.M iw«e, SCHEDULING COORDINATOR AGREEMENT Resource Adequacy Plans and other requirements of Section 40 of the CAISO Tariff applicable to Scheduling Coordinators for affected Load Serving Entities, ongoing obligations in respect of scheduling, Settlement, system security policy and procedures to be developed by the CAISO from time to time, billing and payments, confidentiality and dispute resolution; 2.1.3 It shall ensure that each UDC, over whose Distribution System Energy or Ancillary Services are to be transmitted in accordance with Bids submitted to the CAISO by the Scheduling Coordinator, enters into a UDC Operating Agreement in accordance with Section 4.4 of the CAISO Tariff; 2.1.4 It shall ensure that each Generator for which it submits Bids enters into a Participating Generator Agreement in accordance with Section 4.6 of the CAISO Tariff; 2.1.5 It shall have the primary responsibility to the CAISO, as principal, for all Scheduling Coordinator payment obligations under the CAISO Tariff; 2.1.6 Its status as a Scheduling Coordinator is at all times subject to the CAISO Tariff. Term and Termination. 3.1 This Agreement shall commence on the later of (a) or (b) the date the Scheduling Coordinator is certified by the CAISO as a Scheduling Coordinator. 3.2 This Agreement may be terminated in accordance with the provisions of Section 4.5.4.4 and 4.5.4.5 of the CAISO Tariff; provided, however, any outstanding financial right or obligation or any other right or obligation under the CAISO Tariff of the Scheduling Coordinator that may have arisen under this Agreement, and any provision of this Agreement necessary to give effect to such right or obligation, shall survive such termination until satisfied. The CAISO shall timely file any notice of termination with FERC, if this Agreement has been filed with FERC, or must otherwise comply with the requirements of FERC rules regarding termination. 4. - Settlement Account. 4.1 The Scheduling Coordinator shall maintain at all times an account with a bank capable of Fed -Wire transfer to which credits or debits shall be made in accordance with the billing and Settlement provisions of Section 11 of CAISO-040109 4 040 California ISO SCHEDULING COORDINATOR AGREEMENT the CAISO Tariff. Such account shall be the account as notified by the Scheduling Coordinator to the CAISO from time to time by giving at least 20 days written notice before the new account becomes operational, together with all information necessary for the CAISO's processing of a change in that account. 5. Agreement to be bound by CAISO Tariff. 5.1 The CAISO Tariff is incorporated herein and made a part hereof. In the event of a conflict between the terms and conditions of this Agreement and any other terms and conditions set forth in the CAISO Tariff, the terms and conditions of the CAISO Tariff shall prevail. 6. Electronic Contracting. 6.1 All submitted applications, schedules, Bids, confirmations, changes to information on file with the CAISO and other communications conducted via electronic transfer (e.g. direct computer link, FTP file transfer, bulletin board, e-mail, facsimile or any other means established by the CAISO) shall have the same legal rights, responsibilities, obligations and other implications as set forth in the terms and conditions of the CAISO Tariff as if executed in written format. 7. Penalties and Sanctions. 7.1 The Scheduling Coordinator shall be subject to all penalties made applicable to Scheduling Coordinators set forth in the CAISO Tariff, 8. Costs. 8.1 The Scheduling Coordinator shall be responsible for all its costs incurred for the purpose of meeting its obligations under this Agreement. 9. Dispute Resolution. 9.1 The Parties shall make reasonable efforts to settle all disputes arising out of or in connection with this Agreement. In the event any dispute is not settled, the Parties shall adhere to the CAISO ADR Procedures set forth in Section 13 of the CAISO Tariff, which is incorporated by reference, except that any reference in Section 13 of the CAISO Tariff to Market Participants shall be read as a reference to the Scheduling Coordinator and references to the CAISO Tariff shall be read as references to this Agreement. CAISO-040109 5 041 California ISO row U.k to I'mnr 10. Representation and Warranties. SCHEDULING COORDINATOR AGREEMENT 10.1 Each Party represents and warrants that the execution, delivery and performance of this Agreement by it has been duly authorized by all necessary corporate and/or governmental actions, to the extent authorized by law. 11. Liability. 11.1 The provisions of Section 14 of the CAISO Tariff will apply to liability arising under this Agreement, except that all references in Section 14 of the CAISO Tariff to Market Participants shall be read as references to the Scheduling Coordinator and references to the CAISO Tariff shall be read as references to this Agreement. 12. Uncontrollable Forces. 12.1 Section 14.1 of the CAISO Tariff shall be incorporated by reference into this Agreement except that all references in Section 14.1 of the CAISO Tariff to Market Participants shall be read as a reference to the Scheduling Coordinator and references to the CAISO Tariff shall be read as references. to this Agreement. 13. Miscellaneous. 13.1 Assignments. Either Party may assign or transfer any or all of its rights and/or obligations under this Agreement with the other Party's prior written consent in accordance with Section 22.2 of the CAISO Tariff. Such consent shall not be unreasonably withheld. Any such transfer or assignment shall be conditioned upon the successor in interest accepting the rights and/or obligations under this Agreement as if said successor in interest was an original Party to this Agreement. 13.2 Notices. Any notice, demand or request which may be given to or made upon either Party regarding this Agreement shall be made in accordance with Section 22.4 of the CAISO Tariff, provided that all references in Section 22.4 of the CAISO Tariff to Market Participants shall be read as a reference to the Scheduling Coordinator and references to the CAISO Tariff shall be read as references to this Agreement, and unless otherwise stated or agreed shall be made to the representative of the other Party indicated in Schedule 1. A Party must update the information in Schedule 1 of this Agreement as information changes. Such changes shall not constitute an amendment to this Agreement. 13.3 Waivers. Any waiver at any time by either Party of its rights with respect to any default under this Agreement, or with respect to any other matter CAISO_040109 6 642 California ISO rw, Lmv.o row.. SCHEDULING COORDINATOR AGREEMENT arising in connection with this Agreement, shalknot constitute or be deemed a waiver with respect to any subsequent default or other matter arising in connection with this Agreement. Any delay, short of the statutory period of limitations, in asserting or enforcing any right under this Agreement shall not constitute or be deemed a waiver of such right. 13.4 Governing Law and Forum. This Agreement shall be deemed to be a contract made under, and for all purposes shall be governed by and construed in accordance with, the laws of the State of California, except its conflict of law provisions. The Parties irrevocably consent that any legal action or proceeding arising under or relating to this Agreement to which the CAISO ADR Procedures do not apply, shall be brought in any of the following forums, as appropriate: any court of the State of California, any federal court of the United States of America located in the State of California, or, where subject to its jurisdiction, before the Federal Energy Regulatory Commission. 13.5 Consistency with Federal Laws and Regulations. This Agreement shall incorporate by reference Section 22.9 of the CAISO Tariff as if the references to the CAISO Tariff were referring to this Agreement. 13.6 Merger. This Agreement constitutes the complete and final agreement of the Parties with respect to the subject matter hereof and supersedes all prior agreements, whether written or oral, with respect to such subject matter. 13.7 Severability. If any term, covenant, or condition of this Agreement or the application or effect of any such term, covenant, or condition is held invalid as to any person, entity, or circumstance, or is determined to be unjust, unreasonable, unlawful, imprudent, or otherwise not in the public interest by any court or government agency of competent jurisdiction, then such term, covenant, or condition shall remain in force and effect to the maximum extent permitted by law, and all other terms, covenants, and conditions of this Agreement and their application shall not be affected thereby, but shall remain in force and effect and the Parties shall be relieved of their obligations only to the extent necessary to eliminate such regulatory or other determination unless a court or governmental agency of competent jurisdiction holds that such provisions are not separable from all other provisions of this Agreement. 13.8 Amendments. This Agreement and the Schedules attached hereto may be amended from time to time by the mutual agreement of the Parties in writing. Amendments that require FERC approval shall not take effect until FERC has accepted such amendments for filing and made them effective. Nothing contained herein shall be construed as affecting in any way the right of the CAISO to unilaterally make application to FERC for a CAISO-040109 7 0 ' California ISO Yom Link to SCHEDULING COORDINATOR AGREEMENT change in the rates, terms and conditions of this Agreement under Section 205 of the FPA and pursuant to FERC's rules and regulations promulgated thereunder, and the Scheduling Coordinator shall have the right to make a unilateral filing with FERC to modify this Agreement pursuant to Section 206 or any other applicable provision of the FPA and FERC's rules and regulations thereunder; provided that each Party shall have the right to protest any such filing by the other Party and to participate fully in any proceeding before FERC in which such modifications may be considered. Nothing in this Agreement shall limit the rights of the Parties or of FERC under Sections 205 or 206 of the FPA and FERC's rules and regulations thereunder, except to the extent that the Parties otherwise mutually agree as provided herein. 13.9 Counterparts. This Agreement may be executed in one or more counterparts at different times, each of which shall be regarded as an original and all of which, taken together, shall constitute one and the same Agreement. CAISO_040109 8 044- Califomia ISO rwrtmt io rowoi SCHEDULING COORDINATOR AGREEMENT IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed by their respective authorized officials. California Independent System Operator Corporation By: Name: Title: Date: City of Azusa By: Name: George F. Morrow Title: Director of Utilities Date: CAISO 040109 9 045 ' California ISO Y.10u k,. P .n- SCHEDULING COORDINATOR AGREEMENT - SCHEDULE 1 NOTICES [Section 13.21 Scheduling Coordinator Name of Primary Representative: George Morrow Title: Director of Utilities Company: City of Azusa Address: 729 N. Azusa Avenue City/State/Zip Code: Azusa, CA 91702 Email Address: gmorrow@ci.azusa.ca.us Phone: (626)812-5171 Fax No: (626) 334-3163 Name of Alternative Representative: (Information Not Provided) Title: Company: Address: City/State/Zip Code: Email Address: Phone: Fax No: CAISO_040109 10 MR California ISO CAISO Name of Primary Representative: Title: Address: City/State/Zip Code: Email address: Phone:_ Fax: Name of Alternative Representative: Title: Address: City/State/Zip Code: Email address: Phone: Fax: SCHEDULING COORDINATOR AGREEMENT Ms. Roni L. Reese Sr. Contracts Analyst 151 Blue Ravine Road Folsom, CA 95630 rreese@caiso.com (916) 608-7027 (916) 608-7292 Christopher J. Sibley Sr. Contracts Negotiator 151 Blue Ravine Road Folsom, CA 95630 csibley@caiso.com (916) 608-7030 (916)608-7292 CAISO_040109 11 047 CALIFORNIA INDEPENDENT SYSTEM OPERATOR CORPORATION CITY OF AZUSA METER SERVICE AGREEMENT FOR SCHEDULING COORDINATORS ,,, California ISO METER SERVICE AGREEMENT FOR SCHEDULING COORDINATORS METER SERVICE AGREEMENT FOR SCHEDULING COORDINATORS THIS AGREEMENT is dated this day of and is entered into, by and between: (1) City of Azusa having its registered and principal place of business located at 729 N. Azusa Avenue, Azusa, California 91702 (the "SC"); and (2) California Independent System Operator Corporation, a California non-profit public benefit corporation having a principal executive office located at such place in the State of California as the CAISO Governing Board may from time to time designate, initially 151 Blue Ravine Road, Folsom, California 95630 (the "CAISO"). The Scheduling Coordinator and the CAISO are hereinafter referred to as the "Parties". Whereas: A. Section 10 of the CAISO Tariff requires the CAISO to enter into a meter service agreement with each Scheduling Coordinator responsible for providing Settlement Quality Meter Data for Scheduling Coordinator Metered Entities that it represents. B. Section 10 of the CAISO Tariff requires Scheduling Coordinators to ensure that the Scheduling Coordinator Metered Entities that they represent adhere to the requirements and standards for Metering Facilities set forth in Section 10.3. C. The Parties are entering into this Agreement in order to establish the terms and conditions upon which the CAISO and the Scheduling Coordinator shall discharge their respective duties and responsibilities pursuant to this Agreement and the CAISO Tariff. D. All obligations and responsibilities included in this Agreement may be set forth in further detail in the CAISO Tariff. CAISO-040109 1 049 California ISO mei U� .Po ., METER SERVICE AGREEMENT FOR SCHEDULING COORDINATORS ARTICLE I DEFINITIONS AND INTERPRETATION 1.1 Master Definitions Supplement. All terms and expressions used in this Agreement shall have the same meaning as those contained in the Master Definitions Supplement to the CAISO Tariff. 1.2 Rules of Interpretation. The following rules of interpretation and conventions shall apply to this Agreement: (a) if there is any inconsistency between this Agreement and the CAISO Tariff, the CAISO Tariff will prevail to the extent of the inconsistency; (b) the singular shall include the plural and vice versa; (c) the masculine shall include the feminine and neutral and vice versa; (d) "includes" or "including' shall mean "including without limitation"; (e) references to a section, article or schedule shall mean a section, article or a schedule of this Agreement, as the case may be, unless the context otherwise requires; (f) a reference to a given agreement or instrument shall be a reference to that agreement or instrument as modified, amended, supplemented or restated through the date as of which such reference is made; (g) unless the context otherwise requires, references to any law shall be deemed references to such law as it may be amended, replaced or restated from time to time; (h) unless the context otherwise requires, any reference to a "person" includes any individual, partnership, firm, company, corporation, joint venture, trust, association, organization or other entity, in each case whether or not having separate legal personality; (i) unless the context otherwise requires, any reference to a Party includes a reference to its permitted successors and assigns; (j) any reference to a day, week, month or year is to a calendar day, week, month or year; (k) the captions and headings in this Agreement are inserted solely to facilitate reference and shall have -no bearing upon the CAISO 040109 2 - p50 Cal ifomia ISO Your unk o Powm METER SERVICE AGREEMENT FOR SCHEDULING COORDINATORS interpretation of any of the terms and conditions of this Agreement; and (1) references to the CAISO Tariff and other CAISO Documents shall be interpreted in accordance with any exceptions or exemptions to such as may have been granted by the CAISO. ARTICLE 11 TERM AND TERMINATION 2.1 Effective Date. This Agreement shall be effective as of the later of the date of execution of this Agreement, or the date it is accepted and made effective by FERC, if such FERC filing is required, and shall remain in full force and effect until terminated by operation of law or pursuant to Section 2.2 of this Agreement. 2.2 Termination 2.2.1 Termination by CAISO. Subject to Section 4.2 the CAISO may terminate this Agreement by giving written notice of termination in the event that the Scheduling Coordinator commits any default under this Agreement and/or the CAISO Tariff which, if capable of being remedied, is not remedied within thirty (30) days after the CAISO has given it written notice of the default, unless excused by reason of Uncontrollable Force in accordance with Section 14.1 of the CAISO Tariff. With respect to any notice of termination given pursuant to this Section, the CAISO must file a timely notice of termination with FERC, if this Agreement was filed with FERC, or must otherwise comply with the requirements of FERC Order No. 2001 and related FERC orders. The filing of the notice of termination by the CAISO with FERC will be considered timely if: (1) the filing of the notice of termination is made after the preconditions for termination have been met, and the CAISO files the notice of termination within sixty (60) days after issuance of the notice of default; or (2) the CAISO files the notice of termination in accordance with the requirements of FERC Order No. 2001. This Agreement shall terminate upon acceptance by FERC of such notice of termination, if filed with FERC, or thirty (30) days after the date of the CAISO's notice of default, if terminated in accordance with the requirements of FERC Order No. 2001 and related FERC orders. 2.2.2 Termination by SC. In the event that the Scheduling Coordinator wishes to terminate this Agreement, the Scheduling Coordinator shall give the CAISO not less than ninety (90) days written notice. With respect to any notice of termination given pursuant to this Section, the CAISO must file a CAISO-040109 3 051 California ISO ro M,k W Pow r METER SERVICE AGREEMENT FOR SCHEDULING COORDINATORS timely notice of termination with FERC, if this Agreement has been filed with FERC, or must otherwise comply with the requirements of FERC Order No. 2001 and related FERC orders. The filing of the notice of termination by the CAISO with FERC will be considered timely if: (1) the request to file a notice of termination is made after the preconditions for termination have been met, and the CAISO files the notice of termination within thirty (30) days of receipt of such request; or (2) the CAISO files the notice of termination in accordance with the requirements of FERC Order No. 2001. This Agreement shall terminate upon acceptance by FERC of such a notice of termination, if such notice is required to be filed with FERC, or upon ninety (90) days after the CAISO's receipt of the Scheduling Coordinator's notice of termination, if terminated in accordance with the requirements of FERC Order No. 2001 and related FERC orders. ARTICLE III GENERAL TERMS AND CONDITIONS 3.1 Agreement Subject to CAISO Tariff. This Agreement shall be subject to the provisions of the CAISO Tariff which shall be deemed to be incorporated herein, as the same may be changed or superseded from time to time. The Parties agree that they will comply with the provisions of Section 10 and all other applicable provisions of the CAISO Tariff. 3.2 Requirements and Standards for Metering Facilities. The Scheduling Coordinator shall ensure that the Scheduling Coordinator Metered Entities it represents shall adhere to the requirements and standards for Metering Facilities of its Local Regulatory Authority. If that Scheduling Coordinator Metered Entity's Local Regulatory Authority has not set any requirements or standards in relation to any of its Metering Facilities, the Scheduling Coordinator representing that Scheduling Coordinator Metered Entity must comply with the requirements and standards for those Metering Facilities as set forth in this Agreement and the CAISO Tariff. 3.3 Obligations and Rights of the Scheduling Coordinator. 3.3.1 Meter Information. If the CAISO so requests, the Scheduling Coordinator shall provide in the format prescribed by Schedule 1 to this Agreement the required information with respect to the meters for all Scheduling Coordinator Metered Entities it represents including the reference to specific distribution loss factors or methodology it proposes to use as determined by the relevant UDC and approved by the relevant Local Regulatory Authority. The Scheduling Coordinator must immediately notify the CAISO of any changes to the information provided CAISO-040109 4 052 California ISO 1'owlln wfow[r METER SERVICE AGREEMENT FOR SCHEDULING COORDINATORS to the CAISO in accordance with this Section 3.3.1 and provide the CAISO with any information in relation to such change as reasonably requested by the CAISO. Any amendments or additions to Schedule 1 shall not constitute an amendment to this Agreement. 3.3.2 Assistance and Cooperation of Scheduling Coordinator. The Scheduling Coordinator shall ensure that the CAISO shall, upon reasonable notice, have access to the entire Metering Facilities of the Scheduling Coordinator Metered Entities that it represents from the meter data server to the Metering Facilities in order to inspect, test or otherwise audit those Metering Facilities. 3.3.3 Profiled and Cumulative Meter Data. The Scheduling Coordinator shall provide the CAISO with any applicable Approved Load Profile for each Scheduling Coordinator Metered Entity that it represents that is load profiled in accordance with the CAISO Tariff. The Scheduling Coordinator shall provide a copy of the Approved Load Profile applicable to each Scheduling Coordinator Metered Entity (if any) that it represents, which shall be set forth in Schedule 2 to this Agreement. The Scheduling Coordinator must immediately notify the CAISO of any changes to the Approved Load Profiles referred to in Schedule 2 to this Agreement and provide the CAISO with a copy of the new or amended Approved Load Profile. Such change to Schedule 2 shall not constitute an amendment to this Agreement. 3.3.4 Security and Validation Procedures. The Scheduling Coordinator shall apply to the Meter Data of the Scheduling Coordinator Metered Entities that it represents the security and validation procedures prescribed by the relevant Local Regulatory Authority. If the relevant Local Regulatory Authority has not prescribed any such procedures, the Scheduling Coordinator shall apply the procedures set forth in the CAISO Tariff. Meter Data submitted by a Scheduling Coordinator for Scheduling Coordinator Metered Entities shall conform to these standards unless the CAISO has, at its discretion, exempted the Scheduling Coordinator from these standards. 3.4 Obligations and Rights of the CAISO. 3.4.1 Exemptions Granted by CAISO. Any exemptions provided for under the CAISO Tariff that are granted by the CAISO shall be set forth in Schedule 3 to this Agreement. Any amendment or addition to Schedule 3 shall not constitute an amendment to this Agreement. 3.4.2 CAISO as Third -Party Beneficiary. The CAISO shall be a third -party beneficiary to the agreements between the Scheduling Coordinator and Scheduling Coordinator Metered Entities that the Scheduling Coordinator CAISO-040109 5 053 California ISO �a„ imk io rower METER SERVICE AGREEMENT FOR SCHEDULING COORDINATORS represents. Such agreements shall grant the CAISO access to any relevant information, records and facilities of the Scheduling Coordinator Metered Entity as needed for the CAISO to fulfill its obligations under this Agreement and the CAISO Tariff. ARTICLE IV PENALTIES & SANCTIONS 4.1 Penalties. If the Scheduling Coordinator provides inaccurate or incorrect Settlement Quality Meter Data or fraudulent Meter Data to the CAISO, the CAISO shall be entitled to impose penalties and sanctions, including but not limited to suspension of trading rights following 14 days written notice to the Scheduling Coordinator. Fraudulent Meter Data means any data provided to the CAISO by the Scheduling Coordinator that the Scheduling Coordinator knows to be false, incorrect or incomplete at the time it provided it to the CAISO. All penalties and sanctions shall be set forth in Schedule 4 Part A or in the CAISO Tariff. No penalties or sanctions, including the suspension of trading rights, may be imposed under this Agreement unless a Schedule or CAISO Tariff provision providing for such penalties or sanctions has first been filed with and made effective by FERC. Nothing in the Agreement, with the exception of the provisions relating to the CAISO ADR Procedures, shall be construed as waiving the rights of the Scheduling Coordinator to oppose or protest any penalty proposed by the CAISO to the FERC or the specific imposition by the CAISO of any FERC -approved penalty on the Scheduling Coordinator. The CAISO will provide notice to all Scheduling Coordinators of any filing of proposed penalties or sanctions with the FERC. The CAISO shall notify the Scheduling Coordinator of those approved penalties within 14 days of their approval by the FERC. 4.2 Corrective Measures. If the Scheduling Coordinator or any Scheduling Coordinator Metered Entity that it represents fails to meet or maintain the standards for Metering Facilities or comply with the audit or test procedures as set forth in the CAISO Tariff, the CAISO shall be permitted to take corrective measures. Details of the corrective measures and rights the CAISO may exercise upon any failure by any entity to meet those standards for Metering Facilities or to comply with the audit or test procedures shall be set forth in Schedule 4 Part B or in the CAISO Tariff. CAI SO_040109 M 054 r California ISO Your lJN,o Power METER SERVICE AGREEMENT FOR SCHEDULING COORDINATORS ARTICLE V v ACCESS TO METER DATA 5.1 Third Parties. Third parties that are authorized by the Scheduling Coordinator to access the Meter Data of a Scheduling Coordinator Metered Entity held by the CAISO and that are entitled to such Meter Data shall be identified in Schedule 5 to this Agreement. The Scheduling Coordinator shall not provide a third party access to Meter Data of a Scheduling Coordinator Metered Entity unless the Scheduling Coordinator has permission from that Scheduling Coordinator Metered Entity to provide that access. The relevant UDCs and TOs shall be included in Schedule 5 provided that the Scheduiing Coordinator Metered Entity has granted those UDCs and TOs access to its Meter Data. Any amendment or addition to Schedule 5 shall not constitute an amendment to this Agreement. The Scheduling Coordinator shall, on request by the Scheduling Coordinator Metered Entity, access the Meter Data held by the CAISO relating to that Scheduling Coordinator Metered Entity and provide that Meter Data to the Scheduling Coordinator Metered Entity in a timely manner. ARTICLE VI COSTS 6.1 Certification, Inspection and Auditing of Meters. The Scheduling Coordinator shall be responsible for all reasonable costs incurred by the CAISO or a CAISO Authorized Inspector in connection with them carrying out the certification, inspection, testing or auditing of the meters identified in Schedule 1 from which the Scheduling Coordinator provides Meter Data to the CAISO. The CAISO or CAISO Authorized Inspector will furnish the Scheduling Coordinator, upon request, an itemized bill for such costs. ARTICLE VII DISPUTE RESOLUTION 7.1 Dispute Resolution. The Parties shall make reasonable efforts to settle all disputes arising out of or in connection with this Agreement. In the event any dispute is not settled, the Parties shall adhere to the CAISO ADR Procedures set forth in Section 13 of the CAISO Tariff, which is incorporated by reference, except that all reference in Section 13 of the CAISO Tariff to Market Participants shall be read as a reference to the CAISO 040109 7 05! ' California ISO METER SERVICE AGREEMENT FOR SCHEDULING COORDINATORS -- Scheduling Coordinator Metered Entity and references to the CAISO Tariff shall be read as references to this Agreement.. ARTICLE VIII REPRESENTATIONS AND WARRANTIES 8.1 Representations and Warranties. Each Party represents and warrants that the execution, delivery and performance of this Agreement by it has - - - - - - been duly authorized by all necessary corporate and/or governmental actions, to the extent authorized by law. 8.2 Necessary Authority. The Scheduling Coordinator represents and warrants that all of the entities which it identifies on Schedule 1 as Scheduling Coordinator Metered Entities that it represents have granted all necessary authority to enable it to carry out its obligations under this Agreement and the CAISO Tariff, and, subject to the execution and delivery by the CAISO, this Agreement will be enforceable against the Scheduling Coordinator in accordance with its terms. 8.3 Meter Data Access. The Scheduling Coordinator represents and warrants that all third parties referred to in Schedule 5 to this Agreement have been authorized by the relevant Scheduling Coordinator Metered Entity as having access to its Settlement Quality Meter Data. ARTICLE IX LIABILITY AND INDEMNIFICATION 9.1 Liability and Indemnification. The provisions of Section 14 of the CAISO Tariff will apply to liability arising under this Agreement except that all references in Section 14 of the CAISO Tariff to Market Participants shall be read as references to the Scheduling Coordinator and references in the CAISO Tariff shall be read as references to this Agreement. ARTICLE X UNCONTROLLABLE FORCES 10.1 Uncontrollable Forces. Section 14.1 of the CAISO Tariff shall be incorporated by reference into this Agreement except that all references in CAISO-040109 056 California ISO m. ❑ k1. Pown METER SERVICE AGREEMENT FOR SCHEDULING COORDINATORS Section 14.1 of the CAISO Tariff to Market Participants shall be read as references to the Scheduling Coordinator and all references to the CAISO Tariff shall be read as references to this Agreement. ARTICLE XI MISCELLANEOUS 11.1 Assignments. Either Party may assign or transfer any or all of its rights and/or obligations under this Agreement with the other Party's prior written consent in accordance with Section 22.2 of the CAISO Tariff. Such consent shall not be unreasonably withheld. Any such transfer or assignment shall be conditioned upon the successor in interest accepting the rights and/or obligations under this Agreement as if said successor in interest was an original Party to this Agreement. 11.2 Notices. Any notice, demand or request which may be given to or made upon either Party regarding this Agreement shall be made in accordance with the Scheduling Coordinators Scheduling Coordinator Agreement and in accordance with Section 22.4 of the CAISO Tariff, provided that all references in Section 22.4 of the CAISO Tariff to Market Participants shall be read as a reference to the Scheduling Coordinator and references to the CAISO Tariff shall be read as references to this Agreement, and unless otherwise stated or agreed shall be made to the representative of the other Party indicated in Schedule 6. A Party must update the information in Schedule 6 as information changes. Such changes shall not constitute an amendment to this Agreement. 11.3 Waivers. Any waiver at any time by either Party of its rights with respect to any default under this Agreement, or with respect to any other matter arising in connection with this Agreement, shall not be deemed a waiver with respect to any subsequent default or other matter arising in connection with this Agreement. Any delay short of the statutory period of limitations in asserting or enforcing any right under this Agreement shall not constitute or be deemed a waiver of such right. 11.4 Governing Law and Forum. This Agreement shall be deemed to be a contract made under and for all purposes shall be governed by and construed in accordance with the laws of the State of California, except its conflict of law provisions. The Scheduling Coordinator irrevocably consents that any legal action or proceeding arising under or relating to this Agreement to which the CAISO ADR Procedures do not apply shall be brought in any of the following forums, as appropriate: any court of the State of California, any federal court of the United States of America CAISO-040109 9 057 California ISO rw+Ummaowei- METER SERVICE AGREEMENT FOR SCHEDULING COORDINATORS located in the State of California or, where subject to its jurisdiction, before the Federal Energy Regulatory Commission. 11.5 Consistency with Federal Laws and Regulations. This Agreement. shall incorporate by reference Section 22.9 of the CAISO Tariff as if the references to the CAISO Tariff were referring to this Agreement. 11.6 Merger. This Agreement constitutes the complete and final agreement of the Parties with respect to the subject matter hereof and supersedes all prior agreements, whether written or oral, with respect to such subject matter. 11.7 Severability. If any term, covenant, or condition of this Agreement or the application or effect of any such term, covenant, or condition is held invalid as to any person, entity, or circumstance, or is determined to be unjust, unreasonable, unlawful, imprudent, or otherwise not in the public interest by any court or government agency of competent jurisdiction, then such term, covenant, or condition shall remain in force and effect to the maximum extent permitted by law, and all other terms, covenants, and conditions of this Agreement and their application shall not be affected thereby, but shall remain in force and effect and the Parties shall be relieved of their obligations only to the extent necessary to eliminate such regulatory or other determination unless a court or governmental agency of competent jurisdiction holds that such provisions are not separable from all other provisions of this Agreement. 11.8 Amendments, This Agreement and the Schedules attached hereto may be amended from time to time by the mutual agreement of the Parties in writing. Amendments that are subject to FERC approval shall not take effect until FERC has accepted such amendments for filing and has made them effective. Nothing contained herein shall be construed as affecting in any way the right of the CAISO to unilaterally make application to FERC for a change in the rates, terms and conditions of this Agreement under Section 205 of the FPA and pursuant to FERC's rules and regulations promulgated thereunder, and the Scheduling Coordinator shall have the right to make a unilateral filing with FERC to modify this Agreement pursuant to Section 206 or any other applicable provision of the FPA and FERC's rules and regulations thereunder; provided that each Party shall have the right to protest any such filing by the other Party and to participate fully in any proceeding before FERC in which such modifications may be considered. Nothing in this Agreement shall limit the rights of the Parties or of FERC under Sections 205 or 206 of the FPA and FERC's rules and regulations thereunder, except to the extent that the Parties otherwise mutually agree as provided herein. CAI SO_040109 10 California ISO Vmvtln${o Pewx METER SERVICE AGREEMENT FOR SCHEDULING COORDINATORS 11.9 Counterparts. This Agreement may be executed in one or more counterparts at different times, each of which shall be regarded as an original and all of which, taken together, shall constitute one and the same Agreement. IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be duly executed on behalf of each by and through their authorized representatives as of the date hereinabove written. . California Independent System Operator Corporation By: Name: Title: Date: City of Azusa By: Name: George F. Morrow Title: Director of Utilities Date: CAISO 040109 11 059 California ISO METER SERVICE AGREEMENT FOR SCHEDULING COORDINATORS SCHEDULEI METER INFORMATION [Section 3.3.1] Meter Number Name of the Facility - - Contact details for Scheduling Coordinator Metered Entity Representative CAISO_040109 12 1.1 Calibmia ISO Ywr U* to Pw METER SERVICE AGREEMENT FOR SCHEDULING COORDINATORS SCHEDULE2 APPROVED LOAD PROFILE [Section 3.3.31 Attach details of each Approved Load Profile used by the Scheduling Coordinator Metered Entities represented by the Scheduling Coordinator, the names of the Scheduling Coordinator Metered Entities that use each of those Approved Load Profiles and the name of the Local Regulatory Authority that approved each of those Approved Load Profiles. CAI SO_040109 13 061 ' California ISO Y<, UA to ft a METER SERVICE AGREEMENT FOR SCHEDULING COORDINATORS SCHEDULE3 EXEMPTIONS FROM METERING STANDARDS AND OTHER REQUIREMENTS [Section 3.4.1] Exemption Attach variation with an explanation. Name of the relevant Local Regulatory Authority which sets security and validation standards for the Scheduling Coordinator Metered Entity. Other Exemptions CAI SO_040109 14 062 California lSO Y ,U41. p..� METER SERVICE AGREEMENT FOR SCHEDULING COORDINATORS SCHEDULE4 PART A CAISO IMPOSED PENALTIES AND SANCTIONS [Section 4.1] TO BE INSERTED UPON FERC APPROVAL PART B CORRECTIVE MEASURES [Section 4.2] TO BE DEVELOPED CAISO_040109 . 15 063 Califomia ISO Y.,U hmP.., METER SERVICE AGREEMENT FOR SCHEDULING COORDINATORS SCHEDULE5 ACCESS TO METER DATA [Section 5.1] List the third parties authorized by each Scheduling Coordinator Metered Entity represented by the Scheduling Coordinator to access that Scheduling Coordinator Metered Entity's Settlement Quality Meter Data. Southern California Edison Company CAISO_040109 16 Tm California ISO Name of Primary Representative: Company: Title: Address: City/State/Zip Code: Email address: Phone: Fax: Name of Alternative Representative: Company: Title: Address: City/State/Zip Code: Email address: Phone: Fax: CAI SO_040109 METER SERVICE AGREEMENT FOR SCHEDULING COORDINATORS SCHEDULE6 NOTICE [Section 11.2] George Morrow City of Azusa Director of Utilities 729 N. Azusa Avenue Azusa, CA 91702 gmorrow@ci.azusa.ca.us (626) 812-5171 (626) 334-3163 (Information Not Provided) 17 065 California ISO Y.Uu .P.. METER SERVICE AGREEMENT FOR SCHEDULING COORDINATORS CAISO: Name of Primary Representative: Title: Address: City/State/Zip Code: Email address: Phone: Fax: Name of Alternative Representative: Title: Address: City/State/Zip Code: Email address: Phone: Fax: CAISO_040109 Ms. Roni L. Reese Sr. Contracts Analyst 151 Blue Ravine Road Folsom, CA 95630 rreese@caiso.com (916) 608-7027 (916) 608-7292 Christopher J. Sibley Sr. Contracts Negotiator 151 Blue Ravine Road Folsom, CA 95630 csibley@caiso.com (916) 608-7030 (916) 608-7292 90 1.• CALIFORNIA INDEPENDENT SYSTEM I OPERATOR CORPORATION um CITY OF AZUSA CRR ENTITY AGREEMENT 067 California ISO YCONGESTION REVENUE RIGHTS ENTITY AGREEMENT CRR ENTITY AGREEMENT THIS AGREEMENT is dated this day of and is entered into, by and between: (1) City of Azusa having its registered and principal place of business located at 729 N. Azusa Avenue, Azusa, California 91702 (the "CRR Entity"); and (2) California Independent System Operator Corporation, a California nonprofit public benefit corporation having a principal executive office located at such place in the State of California as the CAISO Governing Board may from time to time designate, initially 151 Blue Ravine Road, Folsom, California 95630 (the "CAISO"). The CRR Entity and the CAISO are hereinafter referred to individually as a `Party" and collectively as the "Parties." Whereas: A. The CAISO Tariff provides that any entity that holds or intends to hold CRRs must register and qualify with the CAISO and comply with the terms of the CAISO Tariff, regardless of whether they are to acquire CRRs through the CRR Allocation or CRR Auction, or through the Secondary Registration System. A. The CRR Entity has completed the Candidate CRR Holder application process and is eligible to participate in the CRR Allocation or CRR Auction or register as a CRR Holder through the Secondary Registration System. C. The CAISO Tariff further provides that any entity who wishes to participate in the CRR Allocation or CRR Auction or register as a CRR Holder through the Secondary Registration System must meet all of the Candidate CRR Holder requirements and creditworthiness provisions in the CAISO Tariff and the relevant Business Practice Manual, including demonstration of its ability to accommodate the financial responsibility associated with holding CRRs. D. The CRR Entity intends to obtain CRRs either through the CRR Allocation or CRR Auction or to register as a CRR Holder through the Secondary Registration System and, therefore, wishes to undertake to the CAISO that it will comply with the applicable provisions of the CAISO Tariff. CAISO-040109 California ISO Y.., L:t.4 a. PT l CONGESTION REVENUE RIGHTS ENTITY AGREEMENT E. The Parties are entering into this Agreement in order to establish the terms and conditions pursuant to which the CAISO and the CRR Entity will discharge their respective duties and responsibilities under the CAISO Tariff. NOW THEREFORE, in consideration of the mutual covenants set forth herein, THE PARTIES AGREE as follows: ARTICLE I DEFINITIONS AND INTERPRETATION 1.1 Master Definitions Supplement. All terms and expressions used in this Agreement shall have the same meaning as those contained in the Master Definitions Supplement in Appendix A of the CAISO Tariff. 1.2 Rules of Interpretation. The following rules of interpretation and conventions shall apply to this Agreement: (a) if there is any inconsistency between this Agreement and the CAISO Tariff, the CAISO Tariff will prevail to the extent of the inconsistency;' (b) the singular shall include the plural and vice versa; (c) the masculine shall include the feminine and neutral and vice versa; (d) "includes" or "including" shall mean "including without limitation"; (e) references to a Section, Article, or Schedule shall mean a Section, Article, or a Schedule of this Agreement, as the case may be, unless the context otherwise requires; (f) a reference to a given agreement or instrument shall be a reference to that agreement or instrument as modified, amended, supplemented, or restated through the date as of which such reference is made; (g) unless the context otherwise requires, references to any law shall be deemed references to such law as it may be amended, replaced, or restated from time to time; (h) unless the context otherwise requires, any reference to a "person" includes any individual, partnership, firm, company, corporation, joint venture, trust, association, organization, or other entity, in each case whether or not having separate legal personality; CAISO-040109 a California ISO Y_ UA. Fw CONGESTION REVENUE RIGHTS ENTITY AGREEMENT (i) unless the context otherwise requires, any reference to a Party includes a reference to its permitted successors and assigns; Q} any reference to a day, week, month, or year is to a calendar day, week, month, or y6ar; and (k) the captions and headings in this Agreement are inserted solely to facilitate reference and shall have no bearing upon the interpretation of any of the terms and conditions of this Agreement. ARTICLE II ACKNOWLEDGEMENTS OF CRR ENTITY AND CAISO 2.1 Scope of Application to Parties. The CRR Entity and CAISO acknowledge that all Candidate CRR Holders or CRR Holders must sign this Agreement in accordance with section 4.10.1.9.1 of the CAISO Tariff. F-11300311:111 TERM AND TERMINATION 3.1 Effective Date. This Agreement shall be effective as of the later of the date it is executed by both Parties or the date accepted for filing and made effective by FERC, if such FERC filing is required, and shall remain in full force and effect until terminated pursuant to Section 3.2 of this Agreement. 3.2 Termination 3.2.1 Termination by CAISO. Subject to Article V, the CAISO may terminate this Agreement by giving written notice to the CRR Entity of termination in the event that the CRR Entity commits any material default under this Agreement and/or the CAISO Tariff as it pertains to this Agreement which, if capable of being remedied, is not remedied within thirty (30) days after the CAISO has given, to the CRR Entity, written notice of the default, unless excused by reason of Uncontrollable Forces in accordance with Article X of this Agreement or unless the CAISO agrees, in writing, to an extension of the time to remedy such material default. With respect to any notice of termination given pursuant to this Section, the CAISO must file a timely notice of termination with FERC, if this Agreement was filed with FERC, or must otherwise comply with the requirements of FERC Order No. 2001 and related FERC orders. The filing of the notice of termination by the CAISO with FERC will be considered timely if: (1) the filing of the notice of termination is made after the preconditions for termination have CAISO-040109 070 California ISO va,, u.w:o vim.... CONGESTION REVENUE RIGHTS ENTITY AGREEMENT been met and the CAISO files the notice of termination within sixty (60) days after issuance of the notice of default; or (2) the CAISO files the notice of termination in accordance with the requirements of FERC Order No. 2001. This Agreement shall terminate upon acceptance by FERC of such a notice of termination, if filed with FERC, or thirty (30) days after the date of the CAISO's notice of default, if terminated in accordance with the requirements of FERC Order No. 2001 and related FERC orders. 3.2.2 Termination by CRR Entity. In the event that the CRR Entity is no longer a CRR Holder, it may terminate this Agreement, on giving the CAISO not less than ninety (90) days' written notice; provided, however any outstanding financial right or obligation or any other obligation under the CAISO Tariff of the Candidate CRR Holder or CRR Holder that have arisen while the CRR Entity was a Candidate CRR Holder or a CRR Holder, and any provision of this Agreement necessary to give effect to such right or obligation shall survive until satisfied. With respect to any notice of termination given pursuant to this Section, the CAISO must file a timely notice of termination with FERC, if this Agreement has been filed with FERC, or must otherwise comply with the requirements of FERC Order No. 2001 and related FERC orders. The filing of the notice of termination by the CAISO with FERC will be considered timely if: (1) the request to file a notice of termination is made after the preconditions for termination have been met and the CAISO files the notice of termination within sixty (60) days after receipt of such request; or (2) the CAISO files the notice of termination in accordance with the requirements of FERC Order No. 2001. This Agreement shall terminate upon acceptance by FERC of such a notice of termination, if such notice is required to be filed with FERC, or upon ninety (90) days after the CAISO's receipt of the CRR Entity's notice of termination, if terminated in accordance with the requirements of FERC Order No. 2001 and related FERC orders. ARTICLE IV GENERAL TERMS AND CONDITIONS 4.1 CRR Holder Requirements. The CRR Entity must register and qualify with the CAISO and comply with all terms of the CAISO Tariff applicable to Candidate CRR Holders or CRR Holders, regardless of the manner in which they acquire CRRs whether by CRR Allocation, CRR Auction, or through the Secondary Registration System. 4.2 CRR Holder Creditworthiness Requirements. The CRR Entity must comply with the requirements for creditworthiness applicable to Candidate CAISO-040109 4 071 California ISO Y.., UA. P. CONGESTION REVENVE RIGHTS ENTITY AGREEMENT CRR Holders or CRR Holders, including the creditworthiness provisions of the CAISO Tariff and the relevant Business Practice Manual. 4.3 Settlement Account. The CRR Entity shall maintain at all times an account with a bank capable of Fed -Wire transfer to which credits or debits shall be made in accordance with the billing and Settlement provisions of Section 11 of the CAISO Tariff. Such account shall be the account referred to in Schedule 2 hereof or as notified by the CRR Entity to the CAISO from time to time by giving at least seven (7) days written notice before the new account becomes operational. Such changes to Schedule 2 shall not constitute an amendment to this Agreement. 4.4 Electronic Contracting. All submitted applications, bids, confirmations, changes to information on file with the CAISO and other communications conducted via electronic transfer (e.g., direct computer link, FTP file transfer, bulletin board, e-mail, facsimile or any other means established by the CAISO) shall have the same legal rights, responsibilities, obligations and other implications as set forth in the terms and conditions of the CAISO Tariff as if executed in written format. 4.5 Agreement Subject to CAISO Tariff. The Parties will comply with all provisions of the CAISO Tariff applicable to Candidate CRR Holders or CRR Holders. This Agreement shall be subject to the CAISO Tariff, which shall be deemed to be incorporated herein. UTA111974=1VA PERFORMANCE 5.1 Penalties. The CRR Entity shall be subject to all penalties made applicable to Candidate CRR Holders and CRR Holders set forth in the CAISO Tariff. Nothing in this Agreement, with the exception of the provisions relating to the CAISO ADR Procedures, shall be construed as waiving the rights of the CRR Entity to oppose or protest the specific imposition by the CAISO of any FERC -approved penalty on the CRR Entity. 5.2 Corrective Measures. If the CRR Entity or the CAISO fails to meet or maintain the requirements set forth in this Agreement and/or the CAISO Tariff as it pertains to this Agreement, the CAISO or the CRR Entity shall be permitted to take any of the measures, contained or referenced in the CAISO Tariff, which the Party seeking enforcement deems to be necessary to correct the situation. CAISO-040109 5 072 California ISO CONGESTION REVENUE RIGHTS ENTITY AGREEMENT Yeur pee m Vev.e, ARTICLE VI COSTS 6.1 Operating and Maintenance Costs. The CRR Entity shall be responsible for all its costs incurred in connection with all its CRR related activities. ARTICLE VII DISPUTE RESOLUTION 7.1 Dispute Resolution. The Parties shall make reasonable efforts to settle all disputes arising out of or in connection with this Agreement. In the event any dispute is not settled, the Parties shall adhere to the CAISO ADR Procedures set forth in Section 13 of the CAISO Tariff, which is incorporated by reference, except that any reference in Section 13 of the CAISO Tariff to Market Participants shall be read as a reference to the CRR Entity and references to the CAISO Tariff shall be read as references to this Agreement. ARTICLE VIII REPRESENTATIONS AND WARRANTIES 8.1 Representation and Warranties. Each Party represents and warrants that the execution, delivery and performance of this Agreement by it has been duly authorized by all necessary corporate and/or governmental actions, to the extent authorized by law. ARTICLE IX LIABILITY 9.1 Liability. The provisions of Section 14 of the CAISO Tariff will apply to liability arising under this Agreement, except that all references in Section 14 of the CAISO Tariff to Market Participants shall be read as references to the CRR Entity and references to the CAISO Tariff shall be read as references to this Agreement. CAISO-040109 073 y Califomia ISO Ya.. LJA W Pm. - CONGESTION REVENUE RIGHTS ENTITY AGREEMENT ARTICLE X UNCONTROLLABLE FORCES 10.1 Uncontrollable Forces Tariff Provisions. Section 14.1 of the CAISO Tariff shall be incorporated by reference into this Agreement except that all references in Section 14.1 of the CAISO Tariff to Market Participants shall be read as a reference to the CRR Entity and references to the CAISO Tariff shall be read as references to this Agreement. ARTICLE XI MISCELLANEOUS 11.1 Assignments. Either Party may assign or transfer any or all of its rights and/or obligations under this Agreement with the other Party's prior written consent in accordance with Section 22.2 of the CAISO Tariff and other CAISO Tariff requirements as applied to Candidate CRR Holders or CRR Holders. Such consent shall not be unreasonably withheld. Any such transfer or assignment shall be conditioned upon the successor in interest accepting the rights and/or obligations under this Agreement as if said successor in interest was an original Party to this Agreement. 11.2 Notices. Any notice, demand, or request which may be given to or made upon either Party regarding this Agreement shall be made in accordance with Section 22.4 of the CAISO Tariff, provided that all references in Section 22.4 of the CAISO Tariff to Market Participants shall be read as a reference to the CRR Entity and references to the CAISO Tariff shall be read as references to this Agreement, and unless otherwise stated or agreed shall be made to the representative of the other Party indicated in Schedule 1. A Party must update the information in Schedule 1 of this Agreement as information changes. Such changes to Schedule 1 shall not constitute an amendment to this Agreement. 11.3 Waivers. Any waiver at any time by either Party of its rights with respect to any default under this Agreement, or with respect to any other matter arising in connection with this Agreement, shall not constitute or be deemed a waiver with respect to any subsequent default or other matter arising in connection with this Agreement. Any delay, short of the statutory period of limitations, in asserting or enforcing any right under this Agreement shall not constitute or be deemed a waiver of such right. 11.4 Governing Law and Forum. This Agreement shall be deemed to be a contract made under, and for all purposes shall be governed by and CAISO-040109 7 074 Califomia ISO mu, Link vim.. CONGESTION REVENUE RIGHTS ENTITY AGREEMENT construed in accordance with, the laws of the State of California, except its conflict of law provisions. The Parties irrevocably consent that any legal action or proceeding arising under or relating to this Agreement to which the CAISO ADR Procedures do not apply, shall be brought in any of the following forums, as appropriate: (i) any court of the State of California, (ii) any federal court of the United States of America located in the State of California, except to the extent subject to the protections of the Eleventh Amendment of the United States Constitution or, (iii) where subject to its jurisdiction, before the Federal Energy Regulatory Commission. 11.5 Consistency with Federal Laws and Regulations. This Agreement shall incorporate by reference Section 22.9 of the CAISO Tariff as if the references to the CAISO Tariff were referring to this Agreement. 11.6 Merger. This Agreement constitutes the complete and final agreement of the Parties with respect to the subject matter hereof and supersedes all prior agreements, whether written or oral, with respect to such subject matter. 11.7 Severability. If any term, covenant, or condition of this Agreement or the application or effect of any such term, covenant, or condition is held invalid as to any person, entity, or circumstance, or is determined to be unjust, unreasonable, unlawful, imprudent, or otherwise not in the public interest by any court or government agency of competent jurisdiction, then such term, covenant, or condition shall remain in force and effect to the maximum extent permitted by law, and all other terms, covenants, and conditions of this Agreement and their application shall not be affected thereby, but shall remain in force and effect and the Parties shall be relieved of their obligations only to the extent necessary to eliminate such regulatory or other determination unless a court or governmental agency of competent jurisdiction holds that such provisions are not separable from all other provisions of this Agreement. 11.8 [NOT USED] 11.9 Amendments. This Agreement and the Schedules attached hereto may be amended from time to time by the mutual agreement of the Parties in writing. Amendments that require FERC approval shall not take effect until FERC has accepted such amendments for filing and made them effective. Nothing herein shall be construed as affecting in any way the right of the CAISO to make unilateral application to FERC for a change in the rates, terms, and conditions of this Agreement under Section 205 of the FPA and pursuant to FERC's rules and regulations promulgated thereunder, and the CRR Entity shall have the right to make a unilateral filing with FERC to modify this Agreement pursuant to Section 206 or any other applicable provision of the FPA and FERC's rules and regulations CAISO-040109 8 075 ISO SO YoCaliforniania tOovw:.' CONGESTION REVENUE RIGHTS ENTITY AGREEMENT thereunder; provided that each Party shall have the right to protest any such filing by the other Party and to participate fully in any proceeding before FERC in which such modifications may be considered. Nothing in this Agreement shall limit the rights of the Parties or of FERC under Sections 205 or 206 of the FPA and FERC's rules and regulations thereunder, except to the extent that the Parties otherwise mutually agree as provided herein. The standard of review the Commission shall apply when acting upon proposed modifications to this Agreement by the CAISO shall be the "just and reasonable" standard of review rather than the "public interest" standard of review. The standard of review the Commission shall apply when acting upon proposed modifications to this Agreement by the Commission's own motion or by a signatory other than the CAISO or non -signatory entity shall also be the "just and reasonable" standard of review. Schedules 1 and 2 are provided for informational purposes and revisions to those schedules do not constitute a material change in the Agreement warranting Commission review. 11.10 Counterparts. This Agreement may be executed in one or more counterparts at different times, each of which shall be regarded as an original and all of which, taken together, shall constitute one and the same Agreement. CAISO-040109 9 076 California ISO Yoin L°*'°F." , CONGESTION REVENUE RIGHTS ENTITY AGREEMENT IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be duly executed on behalf of each by and through their authorized representatives as of the date hereinabove written. California Independent System Operator Corporation M Name: Title: Date: City of Azusa By: Name: George F. Morrow Title: Director of Utilities Date: CAISO 040109 10 . 077 440 Califomia ISO v u.k.e Power CRR Entity Name of Primary CONGESTION REVENUE RIGHTS ENTITY AGREEMENT SCHEDULE1 NOTICES [Section 11.2] Representative: George Morrow Title: Director of Utilities Company: City of Azusa Address: 729 N. Azusa Avenue City/State/Zip Code: Azusa, CA 91702 Email Address: gmorrow@ci.azusa.ca.us Phone: (626)812-5171 Fax No: (626) 334-3163 Name of Alternative Representative: (Information Not Provided) Title: Company: Address: City/State/Zip Code: Email Address: Phone: Fax No: CAISO_040109 11 078 California ISO CONGESTION REVENUE RIGHTS ENTITY AGREEMENT Name of Primary Representative: Roni L. Reese Title: Sr. Contracts Analyst Address: 151 Blue Ravine Road City/State/Zip Code: Folsom, CA 95630 Email address: rreese@caiso.com Phone: (916) 608-7027 Fax: (916)608-7292 Name of Alternative Representative: Christopher J. Sibley Title: Sr. Contracts Negotiator Address: 151 Blue Ravine Road City/State/Zip Code: Folsom, CA 95630 Email address: csibley@caiso.com Phone: (916) 608-7030 Fax: (916) 608-7292 CAISO 040109 12 U%9 California ISO Y., u & m P.v CONGESTION REVENUE RIGHTS ENTITY AGREEMENT SCHEDULE2 SETTLEMENT ACCOUNT [SECTION 4.31 CRR Entity Account Information Settlement Account No: 4950041244 Title: City of Azusa General Account Sort Code: 121 000 248 Bank: Wells Fargo Bank CAISO_040109 13 m TO: HONORABLE CHAIRPERSON AND MEMBERS BOARD LUSA HTT L W4TEk AGENDA ITEM OF THE A UTILITY FROM: GEORGE F. MORROW, DIRECTOR OF UTILITIES DATE: OCTOBER 26, 2009 SUBJECT: ELECTRIC FUND FINANCIAL REVIEW AND RATE ADJUSTMENT RECOMMENDATION It is recommended that the Azusa Utility Board: 1. Approve attached resolution implementing a 9.3% increase across-the-board in electric rates effective December 1, 2009. 2. Approve electric utility cost of service study scope of work and authorize staff to solicit proposals from qualified consultants. BACKGROUND The FY 2009-10 electric utility operating budget included a deficit of about $6.2 million when it was submitted back in March 2009. Former staff overseeing the electric fund reported at the time that it would be necessary to adjust Electric rates during FY 2009-10. In light of these circumstances, a preliminary financial review of the electric fund was recently completed. Initial findings indicate that consideration of a rate adjustment of 9.3% is necessary to comply with minimum debt coverage requirements of installment sales agreements approved in 2003. Staff's financial review not only examined the debt -coverage requirements, but also the ability of the electric fund to meet minimum reserve levels previously set by the Utility Board and to generate a positive net income. Each of these is discussed below in more detail. Minimum Debt Coverage Test Section Ten of Exhibit D of Series B and C Installment Sales Agreements requires Electric Fund Net Revenues from Rates and Service Charges to be no less than 1.10 times the amount Electric Fund Financial Review October 26, 2009 Page 2 necessary to pay debt service on the 2003 COPS. This Net Revenue is similar to what is shown in City's CAFR, however, it is typically adjusted for Depreciation and transfers to the City. Combined debt service, i.e., principal and interest, on Series B and C COP obligations is as follows: Projected 09-10 Projected 10-11 Projected 11-12 ProjectedProjected 12-13 13-14 $947,783 $948,614 $948,151 $946,397 $943,349 Franchise Fees and In -Lieu Fees are excluded as expenses for purposes of calculating the Debt - Coverage Test. However, even when these "expenses" are not counted, it appears the Debt - Coverage Test would not be met if approved appropriations are expended during this fiscal year and projected revenue is received. In order to meet the debt coverage obligation for FY 2009-10, net cash available for debt service needs to be $1,042,561. Since current forecast is ($580,522), rates would need to be set so that $1,623,083 of additional revenue would be realized by June 30, 2010. In order to meet this requirement over a 7 month period an increase of 9.3% would be required. While meeting the reserve requirement would require a larger increase, it is recommended that a study be conducted once the audited financial statements are available for FY 2008-09, to determine with greater certainly what level of increase is necessary to fulfill the reserve policy. Minimum Reserve Fund Test On July 28, 2008, the Utility Board adopted an Electric Fund reserve policy which set minimum reserves to $20.27 million. The following Comprehensive Annual Financial Report (CAFR) line items on "Statement of Net Assets" are considered as constituting the Electric Fund Reserve: FY 2007-08 — CAFR Amount Cash and Investments $12,044,796 Due from Other Funds 5,300,000 Rate Stabilization Fund 9,140,416 Total: $26,485,212 The amount included in above for "Due from Other Funds" is a short term loan to redevelopment agency. The rate stabilization fund noted above was set up pursuant to Resolution No. 97-05 and Azusa Municipal Code Section 78-40. Since the reserve forecast is based on cash flow, the attached "Reserve Test" spreadsheet excludes depreciation and includes estimated capital improvement expenditures as well as principal on outstanding debt. Principal on long term debt during FY 2009-10 will be $455,000 according to the Installment Sales Agreement dated August 1, 2003, on Series C Certificates of M Electric Fund Financial Review October 26, 2009 Page 3 Participation. The Capital Improvement Program (CEP) budget for FY 2009-10 is about $1.7 million. Since there is no net income beginning in FY 2008-09, the Reserve Test spreadsheet assumes that there will be no transfer out of interest income. (See below discussion of Net Income Test.) Based on preliminary accounting information for FY 2008-09, it appears that the Electric fund will have about $25 million in reserves which will meet the reserve policy requirement for that year. For FY 2009-10, however, the electric reserve is projected to be $18.8 million in attached by fiscal year end (see attached Reserve Test spreadsheet) which is short of reserve requirement by about $1.4 million. Since the change in cash by fiscal year end (-$6.2 million) is expected to continue in to future years, the reserve is projected to further erode going forward. Net Income Test The long-term sustainability of any business operation is dependent on its ability to match revenues and expenses in order to generate positive net income. For the City, this test is especially important given Resolution No. 04-C37 (adopted by the Utility Board on May 24, 2004) which provides that the interest income of the electric fund to be transferred annually into a capital improvement fund for general City purposes. This "transfer out", however, is contingent upon the Electric fund having "positive net income". To assess whether the electric fund will have positive net income, an income statement was prepared to show both historical information and what might be expected this year and next. Revenue for the Electric fund includes retail sales, wholesale revenue, miscellaneous revenue, San Juan Fuel Cost Adjustment (FCA), and interest income. Total revenue for FY 2009-10 is expected to be $36.5 million. Expenses include all purchased power costs, transmission and dispatching, operations and maintenance, including engineering, and administrative, customer service and overhead costs. Since this is an Income Statement, the principal on outstanding debt and capital improvement expenditures are not considered, however, is depreciation included along with interest expense on debt as well as franchise and in -lieu fee expenses. Total expenses for FY 2009-10 are expected to be about $41.6 million. This results in a projected negative net income for electric of $5.1 million for this year. The result of this negative net income would preclude the transfer of interest income to the City for capital improvements, which has typically been about $1 million annually in recent years and is projected to be about $650,000 for FY2009-10. Discussion: As noted above, the electric fund's debt service coverage for FY 2009-10 is not expected to meet the required 1.10 level without a revenue increase of about $1.6 million (or 9.3% if implemented on December 1, 2009). Such a rate adjustment is projected to enable the electric fund to meet i Electric Fund Financial Review October 26, 2009 Page 4 Board established minimum reserve level for FY 2009-10. but the electric fund is projected to operate in the "red" from a cash flow standpoint by about $4.6 million for this fiscal year and by over $3 million a year going forward. Staff believes an additional rate adjustment may be necessary in the 5 to 15 percent range for Fiscal Year 2010-11 to enable minimum cash reserve levels to be met for future years. Further review of the timing, magnitude and applicable rate classification(s) of this increase is proposed to be evaluated further by staff and a third party consultant over the next few months. FISCAL IMPACT A 9.3% increase in retail rates would amount to about $1.6 million in additional revenue by fiscal year end, and about $3 million annually thereafter. According to the California Municipal Rates Group (CMRG), Azusa's Residential rate was $0.1201 per kWh as of May 2009. A 9.3% adjustment would increase the rate to $0.1313 per kWh. Below shows rate comparison of current Residential Rates and how Azusa's rate would compare if increased by 9.3%: Utility Res SrkWh Santa Clara 0.0900 Redding 0.1025 SMUD 9.1033 Palo Ako 0.1151 LADWP 0.1159 Roseville 0.1199 Azusa 0.1201 Anaheim 0.1221 Lompoc 0.1227 Alameda 0.1250 Burbank 0.1307 Azusa -9.3% 0,1313 ID 0.1341 TudocklD 0.1455 Pasadena 0.1504 Riverside 0.1583 Merced ID 0.1598 MID 0.1626 Glendale 0.1702 Lodi 0.1770 PG&E 0.1764 SDG&E 0.1815 SCE 0.1893 R.Cucamonga - State Avg Expected 2009 Average Residential Rate In $lKWh Last Update: May 5, 2009 SCE 0.189 SDG&E 0.181 PG&E 0.176 Lodi 0.177 Glendale 0.170 MID 0.163 Mereed ID - 0.160 Riverside 0.158 Pasadena AM Turlock lD 0.146 nD 0.434 AZusa *9.3% 0.131 Burbank 0.131 Alameda .0.125 Lompoc 0.123 Anaheim 0.122 Azusa 0.120 Roseville 0.120 LADWP 0.116 Palo Alto 0.115 &MUo 0.103 Redding 0.103 Sam* Clam 0.090 May 5,21o9 Azusa Current 9.3% 0.1201 0.1313 Today, an average Azusa residential electric customer using 481 kilowatt-hours per month pays $57.95. The proposed 9.3%D rate increase would raise the monthly bill by $5.39 per month or $64.68 per year. This equates to $0.1317 per kWh. wo Electric Fund Financial Review October 26, 2009 Page 5 According to CMRG, Azusa's Commercial rate was $0.1243 per kWh as of May 2009. A 9.3% increase would increase the rate to $0.1359 per kWh. Below shows rate comparison of current Commercial Rates and how Azusa's rate would compare if increased by 9.3%D: Utility Comm. SfkWh Redding 0.1012 SMUD 0.1017 Roseville 0.1066 Palo Alto 0.1092 LADWP 0.1186 Anaheim 0.1227 Azusa 0.1243 IID 0.1287 Turlock ID 0.1290 Alameda 0.1290 MID 0.1296 Santa Clara 0.1320 Burbank 0.1345 Azusa +6.3% 0.1359 Lompoc 0.1373 Pasadena 0.1376 Merced ID 0.1477 Lodi 0.1620 Riverside 0.1641 Glendale 0.1763 PG&E 0.1583 SCE 0.1730 SDG&E 0.1848 R.Cucamonga - State Avg Expected 2009 Average Commercial Rate In $[KWh Last Update: May 5, 2009 SDG&E 0.185 SCE 0.173 PG&E 0.158 Glendale 0.176 Riverside 0.164 Lodi 0.162 Merced 10 0.148 Pasadena 0.138 Lompoc 0.137 Azusa+SA% 0.136 Burbank 0.135 Santa Clara 0.132 MID 0.130 Alameda - 0.129 Turlock to 0.128 IID 0.129 Azusa 1 0.124 Anaheim 0.1n LADWP 0.119 Palo Ano 0.109 Roseville 0.107 SMUD 0.102 Mal 5, 2009 Azusa Current 9.3% 0.1243 0.1359 The fiscal impact of the third party consultant study would be determined following receipt of proposals in response to our RFP. Prepared by: George Morrow, Director of Utilities Cary Kalscheuer, Assistant to the Director of Utilities Attachments 1. Resolution Approving 9.3% Rate Adjustment 2. Spreadsheet of Debt -Coverage Test 3. Spreadsheet of Reserve Policy Test 4. Spreadsheet of Transfer Policy Test 5. Scope of Work for Cost of Service Study RESOLUTION NO. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF AZUSA, CALIFORNIA, TO ADOPT NEW ELECTRIC RATES EFFECTIVE DECEMBER 1, 2009. WHEREAS, in August 2003, the City issued Certificates of Participation (COP) through Financing Authority for Resource Efficiency of California (FARECal) in the amount of $11,995,000 to finance the development of the Kirkwall Substation and other Electric Utility Infrastructure; and WHEREAS, Section Ten of Exhibit D of Series B and C Installment Sales Agreements requires Electric Fund Net Revenues from Rates and Service Charges to be 1.10 times the amount necessary to pay debt service on the 2003 COPS; and WHEREAS, it is estimated that without a rate adjustment during fiscal year 2009-2010, the debt -coverage ratio will be (0.61), which will be insufficient to comply with the Installment Sales Agreements entered into by the City in 2003; and WHEREAS, it is estimated that $1,623,000 in additional revenue will be required to meet the debt -coverage requirement of 1.10 by June 30, 2010; and WHEREAS, in order to increase the Electric Fund's revenue by $1,623,000 by June 30, 2010, a rate adjustment of 9.3% is necessary to be effective by December 1, 2009; and WHEREAS, the cost of service study conducted in 2007 determined that current rates allocate costs to customers in proportion to the cost of serving the respective customer classes and so an "across-the-board" application of the rate adjustment is appropriate; NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF AZUSA DOES HEREBY RESOLVE AS FOLLOWS: SECTION 1. Adoption of Electric Rate Schedule. That the electric rate schedule implementing an "across-the-board" 9.3% increase attached hereto and incorporated as Exhibit A is hereby adopted and that the new electric rates shall be effective for all utility bills mailed to customers on and after December 1, 2009. SECTION 2. Effective Date. This Resolution shall become effective upon its adoption. SECTION 3. Authorization. The Mayor shall sign and the City Clerk shall certify to the passage and adoption of this Resolution. PASSED, APPROVED AND ADOPTED THIS 26th day of October, 2009. EFFECTIVE 12/01/2009 Electric Rate Schedule - 1 ()86 Joseph Rocha, Mayor ATTEST: Vera Mendoza, City Clerk STATE OF CALIFORNIA ) COUNTY OF LOS ANGELES ) ss. CITY OF AZUSA ) I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Utility Board/City Council of the City of Azusa at a regular meeting of the Azusa Light & Water Utility Board on the 26th day of October, 2009. AYES: COUNCILMEMBERS: NOES: COUNCILMEMBERS: ABSENT: COUNCILMEMBERS: Vera Mendoza, City Clerk EFFECnVE 12/01/2009 Electric Rate Schedule - 2 EXHIBIT A ELECTRIC RATE SCHEDULES SCHEDULE D RESIDENTIAL SERVICE Applicability: This schedule is applicable to domestic service including lighting, heating, cooking, and power or combination thereof in a single-family accommodation. Territory: Rate: Within the electric service territory of the City of Azusa. Minimum Charge: per meter per month $1493.81 Energy Charge: First 250 kWh, per kWh 10.61 11.600 All excess kWh, per kWh 11604 14.870 Special Conditions: 1. The above rates are subject to fuel cost adjustment. 2. A State Surcharge Tax may be added to the above rates. 3. A State Public Benefit Program Charge may be added to the above rates. EFFECTIVE 12/01/2009 Electric Rate Schedule - 3 088 SCHEDULE WH/SH RESIDENTIAL SERVICE FOR WATER AND/OR SPACE HEATING Applicability: This schedule is applicable to domestic use of electricity as sole source of energy, other than solar for water and/or space heating. It is supplemental to Schedule D. Territory: Rate: Within the electric service territory of the City of Azusa. Minimum Charge: per meter per month $37493.81 Energy Charge: First 250 kWh, per kWh 10.61-11.60¢ Allowance for water heating, per month 250 kWh, per kWh 10.61 11.60o Allowance for space heating, per month* 550 kWh, per kWh 10.61 11.60¢ All excess kWh, per kWh 11604 14.87¢ *From November 1 to April 30 Special Conditions: 1. The above rates are subject to fuel cost adjustment. 2. A State Surcharge Tax may be added to the above rate. 3. Residence requesting discount rate shall be verified by City employee of its heating equipment on premises. EFFECTIVE 12/01/2009 Electric Rate Schedule - 4 p 009 SCHEDULE RL RESIDENTIAL SERVICE WITH LIFE-SUPPORT DEVICES This schedule is applicable to residential use of electricity for life-support devices in addition to lighting, heating, cooking and power or combination thereof in a single-family accommodation. Territory: Rate: Within the electric service territory of the City of Azusa Minimum Charge: per meter per month Energy Charge: First 250 kWh, per kWh Additional allowance for Life Support Device, per month All excess kWh, per kWh Special Conditions: $1 49 3.81 1&011.60¢ 19.1-11.600 Each eligible residential customer may be allowed an additional lifeline quantity of electricity, upon application to the utility where such customer provides certification that full-time resident of the household regularly requires the use of an essential life-support device which is defined below including heating and/or cooling as medically required for listed serious illnesses: Aerosol Tents Compressors Compromising Immune System Illnesses Hemodialysis Machines Electrostatic Nebulizers Electric Nerve Stimulators EFFECTIVE 12/01/2009 IPPB Machines Iron Lungs Life-threatening Illnesses Motorized Wheelchairs Multiple Sclerosis Paraplegia Pressure Pads Pressure Pumps Quadriplegia Respirators (all types) Scleroderma Suction Machines Ultrasonic Nebulizers Electric Rate Schedule - 5 E " o, Schedule RL (continued) Procedure for Certification: The Utility may require that: a. The customer have a medical doctor or osteopath licensed to practice medicine in the State of California provide the Utility with a letter, acceptable to the Utility, describing the type of regularly required life-support device and the utilization requirement in detail; or b. County, State or Federal agencies, using an established notification letter to electric utilities, provide the Utility with information relative to patients who regularly require the use of a life-support device in the house. Upon the above certification, the Utility shall estimate the monthly consumption of the particular life-support device, given the usual hours of operations per month, and within 30 days add the incremental estimated monthly usage to the customer's lifeline quantity. The Utility may require a new or renewed application and/or certification, when needed in the opinion of the Utility. 2. Verification: Not more than one lifeline quantity will be allowed for each single-family dwelling or accommodation on the premises. However, where there are multiple life-support devices at such single-family dwelling or accommodation, all such devices shall be totaled for one lifeline quantity. The number of single-family accommodations on the premises and the existence of the specified end use equipment required to obtain certain lifeline quantities of electricity, as set forth on the applicable rate schedules are subject to verification by the Utility. 3. Termination of Use: Customers shall give the Utility notice of termination of use of equipment or devices. In the event the Utility ascertains that the customer is not eligible for such additional lifeline quantity, such customer may be re -billed as if no such additional lifeline quantity had been allowed. 4. The above rates are subject to fuel cost adjustment. 5. A State Surcharge Tax may be added to the above rates. EFFECTIVE 12/01/2009 Electric Rate Schedule - 6 091 SCHEDULE G GENERAL SERVICE Applicability: Applicable to single and three-phase general service including lighting and power. Territory: Within the electric service territory of the City of Azusa. Rate G-1: Customer Charge: per meter per month $6.37 Energy Charge (to be added to customer charge) First 500 kWh, per kWh 3592 17.40¢ All excess kWh, per kWh 1-3.05 14.26¢ Minimum Charge: The monthly minimum charge shall be the monthly customer charge. Rate G-2: Demand Charge: First 20 KW or less of billing demand No Charge Additional KW of billing demand, per KW $7.68-8.39 Energy Charge: First 500 kWh, per kWh 15.99 17.48¢ Next 4,500 kWh, per kWh 44.09 15.390 Additional kWh, per kWh 869-9.50¢ Minimum Charge: The monthly minimum charge shall be $167.81133.53 if the energy charge is less than $167.81133.53. EFFECTIVE 12/01/2009 Electric Rate Schedule - 7 092 Schedule G (continued) Special Conditions: 1. Service will be supplied at one standard voltage through one meter. 2. Rate G-2 is applicable when a demand meter is installed in accordance with Condition 3. 3. A maximum demand meter will be installed when, in the opinion of the Utility, the customer's load and use characteristics indicate that the maximum demand may exceed 20 KW or when the customer requests a demand rate. 4. The billing demand of the month shall be the maximum kilowatt measured in the 15 -minute interval in that month, but not less than 50% of the highest demand established in the preceding 11 months. Billing demand shall be determined to the nearest 1/10 KW. 5. When the use of energy is seasonal or intermittent, no adjustment will be made for a temporary discontinuance of service. Any customer, prior to resuming service within 12 months after such service was discontinued, will be required to pay all charges which would have been billed if service had not been discontinued. 6. The above rates are subject to fuel cost adjustments. 7. A State Surcharge Tax may be added to the above rates. EFFECTIVE 12/01/2009 Electric Rate Schedule - E09 3 SCHEDULE GL LARGE GENERAL SERVICE Applicability: Applicable to single and three-phase general service including lighting and power. This schedule is mandatory for all customers whose monthly maximum demand has exceeded 200 KW for any 3 months during the preceding 12 months and whose average demand for the preceding 12 months also exceeds 200 KW. Any customer whose monthly maximum demand has fallen below 200 KW for any 3 months during the preceding 12 months and whose average demand for the preceding 12 months also is less than 200 KW may be required to take service on Schedule G-2. Territory: Rate: Within the electric service territory of the City of Azusa. (Identical to Rate G-2 with the exception of minimum charge and power factor adjustment.) Minimum Charge: The monthly minimum charge shall be the monthly demand charge or $167.81151 whichever is greater. Special Conditions: Service will be supplied at one standard voltage through one meter. 2. Billing Demand: The billing demand in any month shall be the average kilowatt input indicated or recorded by instruments to be supplied, owned and maintained by the utility and at the Utility's expense upon the consumer's premises adjacent to the watt-hour meter, in the 15 -minute interval in which the consumption of electric energy is greater than in any other 15 -minute interval in the month, but not less than 50% of the highest billing demand in the preceding 11 months. Billing demand shall be determined to the nearest KW. Whenever the measured maximum demand has exceeded 400 KW for 3 consecutive months and thereafter until it has fallen below 300 KW for 12 consecutive months, a 30 -minute interval will be used. Where the demand is intermittent or subjected to violent fluctuations, the maximum demand may be based on a shorter interval. EFFECTIVE 12/01/2009 Electric Rate Schedule - 9 B Schedule GL (continued) 3. Power Factor Adjustment: When the billing demand has exceeded 200 KW for 3 consecutive months, a kilovar-hour meter will be installed as soon as practicable. The charges will be increased for each KVAR in excess of 60% of the billing demand in the amount of 5046¢ per KVAR. The kilovars of reactive demand shall be calculated by multiplying the kilowatts of measured maximum demand by the ratio of the kilovar-hours to the kilowatt-hours. Demands in kilowatts and kilovars shall be determined to the nearest 1/10 (0.1) unit. A ratchet device will be installed on the kilovar-hour meter to prevent its reverse operations on leading power factors. 4. Voltage Discount: The charges before power factor and fuel cost adjustments will be reduced by 4% for service delivered and metered at 12 KV. 5. Temporary Discontinuance of Service: When the use of energy is seasonal or intermittent, no adjustments will be made for a temporary discontinuance of service. Any customer prior to resuming service within 12 months after such service was discontinued will be required to pay all charges which would have been billed if service had not been discontinued. 6. The above rates are subject to fuel cost adjustments. 7. A State Surcharge Tax may be added to the above rates. EFFECTIVE 12/01/2009 Electric Rate Schedule - 10 095 SCHEDULE TOU TIME -OF -USE General Service Demand Metered Applicability: Applicable to single and three-phase general service, including lighting and power. This schedule is mandatory for all customers whose monthly maximum demand has exceeded 200 KW for any 3 months during the preceding 12 months and whose average demand for the preceding 12 months also exceeds 200 KW. Any customer whose monthly maximum demand has fallen below 200 KW for any 3 months during the preceding 12 months and whose average demand for the preceding 12 months also is less than 200 KW may be required to take service on Schedule G-2. Territory: Rates: Within the electric service territory of the City of Azusa. Customer Charge: Demand Charge All kW of Maximum Demand, per KW (Non -time Related Component) Time Related Component (To be added to Non -time Related Component) All KW of on -peak maximum demand per KW Plus all KW of mid -peak maximum demand, per KW Plus all KW of off-peak Maximum Demand, per KW Energy Charge Per Meter per Month Summer Winter $194642.15 $3536 42.15 4444.50 44-24.50 6-.977.51 n/a 4.W 1.31 0:94 1.03 0.00 0.00 All on -peak kWh, per kWh $ 0.14140 0.15455 n/a All Fnid Feakt_x�,PeF kWh $0.09642 040928 All mid -peak kWh, per kWh $0.10439 0.11944 Alloff pea !-cFzc %, per-k*A $ 9.06428 0.06429 All off-peak kWh, per kWh $ 0.07026 0.07026 Charges for energy are calculated for customer billing using the components shown below. EFFECTIVE 12101/2009 Electric Rate Schedule - 1 1 RM TOU Rate (continued) Special Conditions: 1. Time period are defined as follows: On -peak: Noon to 6:00 p.m. summer weekdays except holidays. Mid -peak: 8:00 a.m. to noon and 6:00 p.m. to 11:00 p.m. summer weekdays except holidays, and 8:00 a.m. to 9:00 p.m. winter weekdays except holidays. Off-peak: All other hours. Off-peak holidays are New Year's Day, (January 1) Washington's Birthday (third Monday in February), Memorial day (last Monday in May), Independence Day (July 4), Labor Day (first Monday in September), Veterans' Day (November 11), Thanksgiving Day (fourth Thursday in November) and Christmas Day (December 25). The summer season shall commence at 12:00 a.m. on the first Sunday in June and continue until 12:00 a.m. of the first Sunday in October of each year. The winter season shall commence at 12:00 a.m. on the first Sunday in October of each year and continue until 12:00 a.m. of the first Sunday in June of the following year. 2. Voltage: Service will be supplied at one standard voltage. 3. Maximum Demand: Maximum demands shall be established for the on -peak, mid -peak, and off-peak periods. The maximum demand for each period shall be the measured maximum average KW -input indicated or recorded by instruments to be supplied by the City, during any 15 -minute metered interval. 4. Billing Demand: The demand charge shall include the following billing components: The time related components shall be for the kW of maximum demand recorded during the monthly billing period for each of the on -peak, mid and off-peak time periods. 5. Power Factor Adjustment: When the billing demand has exceeded 200 KW for 3 consecutive months, a kVAR-hour meter will be installed as soon as practicable. The charges will be increased for each kVAR in excess of 48.4% of the billing demand in the amount of 5046¢ per kVAR. The kVAR of reactive demand shall be calculated by multiplying the KW of measure maximum demand by the ratio of the kVAR-hours to the kW -hours. Demands in KW and kVAR shall be determined to the nearest 1/10 (0.1) unit. A ratchet device will be installed on the KVAR-hour meter to prevent its reverse operation on leading power factors. EFFECTIVE 12/01/2009 Electric Rate Schedule - 12 097 TOU Rate (continued) 6. Voltage Discount: The charges before power factor and fuel cost adjustments will be reduced by 4% for service delivered and metered at 12 kVAR. 7. Temporary Discontinuance of Service: When the use of energy is seasonal or intermittent, no adjustments will be made for a temporary discontinuance of service. Any customer prior to resuming within 12 months after such service was discontinued will be required to pay all charges which would have been billed if service had not been discontinued. 8. The above rates are subject to fuel cost adjustment. 9. A State surcharge tax may be added to the above rates. EFFECTIVE 12/01/2009 Electric Rate Schedule - 13 098 SCHEDULE MS MUNICIPAL SERVICE Applicability: Applicable to single or three-phase service which supplies electricity to the City of Azusa Municipal Agency (including City of Azusa water pumping service). Territory: Rate: Within the electric service territory of the City of Azusa. Customer Charge, per meter per month $649-7.09 Energy Charge (to be added to customer charge) Each kWh per meter per month 10.59 11.570 Minimum Charge: The monthly minimum charge shall be the Monthly Customer Charge Special Conditions: The above rate shall be subject to fuel cost adjustment. 2. A State Surcharge Tax may be added to the above rate. EFFECTIVE 12/0112009 Electric Rate Schedule - 14 M SCHEDULES STANDBY Applicability: Applicable to single or three-phase service where the entire electrical requirements on the Customer's premises only operate in emergency or are not regularly supplied by the Utility. Territory: Rate: Within the electric service territory of the City of Azusa. Standby Charge: All KW of demand, per KW per month $�5-2.79 Regular Schedule Charges (to be added to Standby Charge) All charges of the General Service Rate G-1 Minimum Charge: The monthly minimum charge shall be the Standby Charge plus the regular schedule customer charge. Special Conditions: 1. When the connected load cannot be determined in KW, the connected load will be estimated by the Utility based on tests and other information available. 2. This schedule shall apply only to service expected to operate for at least one year or longer. 3. The above rate shall be subject to fuel cost adjustment. 4. A State Surcharge Tax may be added to the above rate. EFFECTIVE 12/01/2009 Electric Rate Schedule - 15 100 SCHEDULE SL -1 STREET LIGHTING SERVICE DEPARTMENT -OWNED LIGHTING DISTRICTS Applicability: Applicable to lighting districts for street and highway lighting service where the Utility owns and maintains the street lighting equipment. Territory: Within the electric service territory of the City of Azusa Rates: Ave kWh per Month Incandescent 4,000 Lumen (300W) 104 Mercury Vapor 7,000 Lumen (175W) 60 11,000 Lumen (250W) 86 20,000 Lumen (400W) 138 High -Pressure Sodium 9,500 Lumen (100W) 35 22,000 Lumen (220W) 76 25,500 Lumen (250W) 86 Special Conditions: 1. The above rate is subject to fuel cost adjustment. 2. A State Surcharge Tax may be added to the above rate. 3. Hours of Service: approximately 4140 hours per year. Per Lamp per Month $14 92 15.32 14 49 15.74 18.59 20.32 25.47 27.84 1385 14.26 15:1-4 19.83 19.41 21.22 4. Other than Standard Equipment: Where the customer requests the installation of other than the standard equipment furnished by the Utility and such requested equipment is acceptable to the Utility, the Utility will install the requested equipment provided the customer agrees to advance the estimated difference in installed cost between such equipment and standard equipment. Advances made for this purpose will not be refunded. Facilities installed in connection with such agreements become and remain the sole property of the Utility. EFFECTIVE 12/01/2009 Electric Rate Schedule - 16 101 SCHEDULE SL -2 STREET LIGHT AND OUTDOOR AREA LIGHTING SERVICE CUSTOMER OWNED LIGHTING DISTRICTS Applicability: Applicable to un -metered, controlled for dusk -to -dawn operation of outdoor area lighting for purposes, such as bus shelters, street and highway lighting service parking lots, pedestrian walkways, monuments, and decorative areas where the customer owns and maintains the lighting equipment. Territory: Rates: Within the electric service area of the City of Azusa. 1. Customer charge per location per month is $1-A5 3.84. 2. Energy charge 10.08 11.02 cents per kWh. Avg kWh per Month Per Lamp Per Month Incandescent 4,000 Lumen (300W) 104 $1446 15.80 Mercury Vapor 7,000 Lumen (175W) 60 9.W 10.82 11,000 Lumen (250W) 86 1P 44 13.80 20,000 Lumen (400W) 138 18.10 19.78 High -Pressure Sodium 9,500 Lumen (100W) 35 15 7.81 22,000 Lumen (220W) 76 11.5-312.60 25,500 Lumen (250W) 86 12.63 13.80 Special Conditions: 1. The above rate is subject to fuel cost adjustment. 2. A state surcharge tax may be added to the above rate. 3. Hours of service: Approximately 4140 hours per year, 345 hours per month. EFFECTIVE 12/01/2009 Electric Rate Schedule - 17 102 Schedule SL -2 (continued) 4. For bus shelter and other services with more than one lamp per location. The applicable rate bases on the total wattage of the lamps installed. 5. The customer will comply, furnish, and install at their expense all necessary equipment required by local building codes. 6. All customer -owned un -metered facilities beyond the utility's point of delivery will be maintained, and operated by the customer. 7. For service at this schedule, the utility may, at its option, provide an additional point of delivery, separate from any other point of delivery provided under any other applicable rate schedule. 8. Voltages: Service under this schedule will be delivered at 120,120/240 volts or at the option of the utility at 120/208 or 277/480 three -wire single-phase. a. Installation of additional utility facilities shall be under existing Electric Utility Rule No. 15. EFFECTIVE 12/01/2009 Electric Rate Schedule - 18 103 SCHEDULE SL -3 STREET LIGHTING SERVICE CUSTOMER -OWNED LIGHTING MAINTAINED BY AZUSA LIGHT & WATER Applicability: Applicable to un -metered electric service for street and highway lighting where the Customer owns lighting facilities on private property and contracts with Azusa Light & Water to maintain the street lighting equipment. Territory: With the electric service territory of the City of Azusa. Rates: High -Pressure Sodium 9,500 Lumen (100W) 25,500 Lumen (250W) Special Conditions: Ave kWh per Month 35 86 The above rate is subject to fuel cost adjustment. 2. A State Surcharge Tax may be added to the above rate. 3. Hours of Service: approximately 4140 hours per year Per Lama Per Month $43 44 14.26 19-41- 21.22 4. The customer will furnish and install at their expense all necessary equipment including the standard equipment required and accepted by Azusa Light & Water according to street lighting codes. 5. The customer will own the equipment, but contract with Azusa Light & Water to replace bumed-out lamps and otherwise maintain the luminaire during regular daytime working hours, as soon as practicable following notification by the customer. The customer will be billed the cost of time and materials to their street light account. 6. Normal maintenance shall not include any replacement of posts or post parts when such damage is coincident with or is a result of partial or total demolition of post or when caused by riots, fire, explosions, earthquakes, disasters of major magnitude or acts of God, nor shall normal maintenance include that due to equipment developing defects in test or in service due to faults in design, manufacturing, or installation until such defects have been satisfactorily corrected. EFFECTIVE 12/01/2009 Electric Rate Schedule - 19 1-04 SCHEDULE OL OUTDOOR AREA LIGHTING SERVICE Applicability: Applicable to outdoor area lighting service, other than street and highway lighting service, where the Utility owns and maintains the area lighting equipment. Territory: Rates: Within the electric service area of the City of Azusa. Mercury Vapor Existing Pole 7,000 Lumen (175W) $465 16.01 20,000 Lumen (400W) 264 29.23 High Pressure Sodium 9,500 Lumen (100W) 195 14.26 25,500 Lumen (250W) 19.47 20.19 Special Conditions: New Pole $4 9.22 19.91 30.3A 33.12 16.61- 18.15 22.04 24.09 The Utility will, at its own expense, install, operate and maintain its standard overhead outdoor lighting equipment. Facilities will consist of a luminaire with a photo -electric switch control and a support, mounted on a Utility -owned pole at which 120V service is readily available. All facilities will be owned and maintained by the Utility. 2. The Utility will replace burned -out lamps and otherwise maintain the luminaire during regular daytime working hours as soon as practicable following notification by the customer. 3. This service will be furnished only if the installation is considered by the Utility to be of a permanent and established character. If the customer requests the removal of service during the first two years of service, there will be a $159-18173.98 charge to remove the facilities, or $636.78 695.91 charge if removal of the pole is required. 4. The above rate is subject to a fuel cost adjustment. 5. A State Surcharge Tax may be added to the above rate. EFFECTIVE 12/01/2009 Electric Rate Schedule - 20 105 Schedule OL (continued) 6. Energy: The Utility will supply the energy which is included in the monthly rate on the previous page. 7. Hours.of Service: Burning hours will be from dusk to dawn, aggregating approximately 4,080 hours per year. Credit will not be allowed for lamp outages. EFFECTIVE 12/01/2009 Electric Rate Schedule - 21 106 SCHEDULE FCA -SJ FUEL COST ADJUSTMENT — SAN JUAN RESOURCE (Adopted by Resolution No. 04-057) Background: The City's San Juan Unit 3 resource is its single largest resource providing up to 75% of City's annual energy requirement. Due to the sunk cost nature of San Juan resource, the cost incurred in procuring replacement power when the unit is derated, or unavailable due to scheduled or forced outages is an addition to the power resource cost that must be recovered. This rate schedule would ensure timely and prudent recovery of the replacement power costs for San Juan Unit 3 resource. Applicability: Applicable to all electric services. Territory: Within the electric service territory of the City of Azusa. Rate Determination: Rate: Energy Charge: As determined by the methodology below. The Azusa Light and Water shall determine the fuel cost adjustment component associated with its San Juan unit 3 resource pursuant to the following methodology each quarter. The Director of Utilities shall notify the City Council of the new fuel cost component associated with its San Juan unit 3 each quarter. It shall be applied to all electric bills beginning the first billing cycle of each quarter. 1. Determine the base San Juan replacement power cost for the quarter through the following calculation: (A) = Base San Juan Replacement Power Cost in $ = 30 x (N# of days during the quarter) x 24 x 0.15 x 40. 2. Determine the actual San Juan replacement power cost in $ incurred during the quarter (B). 3. Determine other San Juan associated costs (+) or credits (-), e.g. outage insurance premium payment (+), outage insurance payout (-) incurred during the quarter (C). EFFECTIVE 12/01/2009 Electric Rate Schedule - 22 t� 101 4. Derive the amount of Replacement Power Cost (RPC) eligible to be recovered through the following calculation: RPC = (A) — (B) + (C) 5. Adjust the RPC in accordance with the following to derive Adjusted Replacement Power Cost (ARPC): (i) If RPC< -$750,000, then ARPC= -$750,000 (ii) If -$750,000<RPC<-$100,000, then ARPC=RPC (iii) If -$ 1 00,000<RPC<+$ 100,000, then ARPC=$0 (iv) If $100,000<RPC<+$750,000, then ARPC=RPC (v) If RPC>+$750,000, then ARPC=+$750,000 6. Derive Replacement Power Cost Balancing Account (RPCBA) by subtracting ARPC from RPC, i.e., RPCBA=RPC-ARPC. 7. Forecast the retail sales for the immediately succeeding quarter (R). 8. Derive the fuel cost adjustment associated with the San Juan unit 3 resource by dividing ARPC by (R). 9. Any balance remaining in RPCBA shall be added to the RPC of the immediately succeeding quarter for recovery or credit. Subject to City Council's approval, the Director of Utilities may establish a minimum RPCBA threshold to be retained for the purposes of reducing the fluctuations in fuel cost adjustment. This rate schedule is applicable to San Juan energy resource only. To the extent a need arises to apply FCA provision to energy resources other than San Juan, the Director of Utilities may implement it with the approval of the Utility Board. EFFECTIVE 12/01/2009 Electric Rate Schedule - 23 IM Revenues Available for Debt Service Retail Revenues' Resale Revenue Other Miscellaneous Revenue Interest Income Operating Expenses used Power >mission/D ispatching ations and Maintenance dlectible Accounts inistrative and General Subtotal Operating Expenses Debt Coverage Ratio Test Electric - Enterprise Fund Actual Actual Projected1 1 Pro ected Projected 06-07 1 07-08 1 08-09 1 09-10 1 10-11 $29,291,633 $30,530,846 $31,274,785 $29,971,647 $30,000,000 5,367,877 5,201,029 3,463,315 �: 5,500,000 6,700,000 906,539 1,649,402 974,017 398,000 400,000 2,111,053 1,884,118 862,067 650,000 500,000 $37,677,102 $39,265,395 $36,574,184 $36,519,647 $37,600,000 $21,907,441 $25,829,427 $23,119,986 $25,580,000 $27,000,000 3,232,180 3,413,238 3,699,998 4,775,015 4,800,000 3,114,924 2,820,903 3,659,169 4,433,025 4,500,000 153,686 76,725 105,320 110,000 110,000 1,637,415 1,964,947 2,127,004 2,202,129 2,200,000 $30,045,646 $34,105,240 $32,711,478 $37,100,169 $38,610,000 Revenue Available for Debt Servicc $7,631,456 $5,160,155 $3,862,706 ($580,522) ($1,010,000) Debt Service $972,810 $972,749 $948,136 $947,783 $948,614 Debt Coverage Ratio 7.84 5.30 -4.07 (0.61) (1.06) (1.1 minimum required) FY 2008-09 Retail Revenue based on Customer Information System Billing Report. r 0 Reserve Test Electric - Enterprise Fund uaojecteojecte F- I 07-081 08-091 Pr09-10 d I Pr10-11 d at Beginning of Fiscal Year" Revenues" Revenue Miscellaneous Revenue st Income Total Revenues sting Expenses ased Power ations and Maintenance rllectible Accounts drustrative and General Subtotal Operating Expenses Interest Expense - LTD Franchise and In -Lieu -Tax Total Expenditures Add Principal on Long Term Debt Interest Income Transfer Capital Improvements Total Cash Expenditures Change in Cash/Reserve Ending FY Cash/Reserve Balance" $26,485,212 $25,043,988 18,873,700 $30,530,846 $31,274,785 $29,971,647 $30,000,000 5,201,029 3,463,315 5,500,000 6,700,000 1,649,402 974,017 398,000 400,000 1,884,118 862,067 650,000 500,000 $39,265,395 $36,574,184 $36,519,647 $37,600,000 $25,829,427 $23,119,986 $25,580,000 $27,000,000 3,413,238 3,699,998 4,775,015 4,800,000 2,820,903 („/3,659 4,433;035` 4,500,000' 76,7 10532-` 110,000 110,000 1,964,947 2,127,004 2,202,129 2,200,000 $34,105,240 $32,711,478 $37,100,169 $38,610,000 $547,749 $534,295 $492,785 $468,614 3,030,084 3,183,707 2,960,223 3,000,000 $37,683,073 $36,429,480 $40,553,177 $42,078,614 425,000 $435,000 $455,000 $480,000 $1,888,355 319,504 1,150,928 1,681, 758 1,681,758 $40,315,932 $38,015,408 $42,689,935 $44,240,372 ($1,050,537) ($1,441,224) ($6,170,288) ($6,640,372) $26,485,212 $25,043,988 $18,873,700 $12,233,329 'Cash on Statement of Net Assets+Short Term Loans to Other Funds+Rate Stablization Fund Amount ""FY 2008-09 Retail Revenue based on Customer Information System Billing Report. Simplified Income Statement - Interest Income Transfer Test Electric - Enterprise Fund Revenues' Revenue Miscellaneous Revenue st Income Total Revenues ding Expenses ased Power nission/Dispatching tions and Maintenance lectible Accounts nistrative and General Subtotal Operating Expenses Interest Expense - LTD Franchise and In -Lieu -Tax Total Expenditures Net Income Positive Net Income Test Met ActualI Actual I Projected Projected I Projected 06-07 07-08 08-09 09-10 10-11 $29,291,633 $30,530,846 $31,274,785 $29,971,647 $30,000,000 5,367,877 5,201,029 3,463,315 5,500,000 6,700,000 906,539 1,649,402 974,017 398,000 400,000 2,111,053 1,884,118 862,067 650,000 500,000 $37,677,102 $39,265,395 $36,574,184 $36,519,647 $37,600,000 $21,907,441 $25,829,427 $23,119,986 $25,580,000 $27,000,000 3,232,180 3,413,238 3,699,998 4,775,015 4,800,000 3,114,924 2,820,903 3,659,169 4,433,025 4,500,000 153,686 76,725 105,320 110,000 110,000 1,637,415 1,964,947 2,127,004 2,202,129 2,200,000 1,126,895 1,151,240 1,100,000 1,100,000 1,100,000 $31,172,541 $35,256,480 $33,811,478 $38,200,169 $39,710,000 $562,810 $547,749 $534,295 $492,785 $468,614 2,979,370 3,030,084 3,183,707 2,960,223 2,960,223 $34,714,721 $38,834,313 $37,529,480 $41,653,177 $43,138,836 $2,962,381 $431,082 ($955,296) ($5,133,530) ($5,538,836) Yes Yes No No No FY 2008-09 Retail Revenue based on Customer Information System Billing Report. Scope of Work Consultant shall perform a detailed cost and revenue analysis and determine what rate adjustments are necessary, if any, to maintain adequate revenues to cover expenses and meet reserve and debt service requirements. A. Study Work Plan a. Using at least two fiscal years of audited detailed trial balance information, breakdown revenues and expenses into appropriate categories and create a 5 -year forecast. b. Review existing policies governing: (1) transfers of interest income from electric fund to capital improvement fund; (2) electric fund reserves; and (3) debt - coverage ratio requirements. c. Using policy positions of city, formulate spreadsheets in proper format to measure compliance with existing policies based on revenue and expense forecasts with and without a rate adjustment. d. Determine level of retail rate adjustment, if any, necessary to meet revenue requirement and comply with noted policies over a 5 -year period. e. Analyze changes in costs and revenues since last rate adjustment to explain and justify any changes to rates. f. Based on "cost of service" principles, review allocation of costs to rate payers based on existing rate schedule, and propose changes necessary to meet revenue requirements and comply with existing policies. g. It is desirable that consultant give special consideration to purchase power cost fluctuations as well as resale revenue variations, and provide AL&W with some options on how best to manage these variances on an annual or semi-annual basis, possibly through a purchase power cost rate adjustment mechanism. h. In formulating cost and revenue forecasts, consider fiscal impacts of following: i. Purchase power transactions and offsetting wholesale revenue ii. Renewable energy portfolio requirements, current status of compliance and future purchases as may be necessary, including renewable energy credits, cost of greenhouse gas emission allocations, etc. iii. Capital project spending requirements iv. Compliance with debt coverage requirements i. Perform revenue tests to model and demonstrate accuracy of recommended rate adjustments using actual customer counts, meter types or sizes and consumption pattems--at least covering a full year of actual usage data during what might be considered a normal weather year. j. Proposed changes to rates or rate structure shall comply with all legal and regulatory requirements 113 i pop AZt CHI 6 %'4TCk INFORMATIONAL ITEM TO: HONORABLE CHAIRPERSON AND MEMBERS OF THE AZUSA UTILITY BOARD FROM: GEORGE F. MORROW, DIRECTOR OF UTILITIES DATE: OCTOBER 26, 2009 SUBJECT: LED TECHNOLOGY PROGRAMS BACKGROUND LED lamps consume less than a quarter of the electricity that fluorescent lights do and the lamps last about 10 times as long. This energy saving technology is attractive for a series of Public Benefits rebate programs called LED Technology Programs. Azusa's first LED project was the red traffic signal change out to LED close to a decade ago. The application of LED Technology has expanded beyond lighting to include, but is not limited to, LED backlit Liquid Crystal Display (LCD) televisions and computer monitors, traffic signals, indoor and outdoor lighting, exit signs, parking lot and street lights and sign boards. These ENERGY STAR® rated LED technologies have many advantages over standard technologies, such as: • Last up to 4 times longer than typical lighting technologies (up to 100,000 hours). • Produce less heat than the other models, so they're safer to operate and can cut energy costs associated with home and business cooling. • Considered to be Eco -Friendly and contain no mercury. • Are usually available in the same conventional sizes, colors and lighting temperatures. Our first residential and commercial Public Benefits LED rebate program is the LED Backlit LCD Television and Computer Monitor Rebate Program that provides a 25% rebate, up to a maximum of $750, for the purchase of ENERGY STAR® rated LED Backlit LCD televisions and computer monitors. 114 LED Technology Programs October 26, 2009 Page 2 In addition to the aforementioned attributes of all LED technologies, the LED backlit LCD televisions and computer monitors use much less energy than other conventional types: • About 40 percent less than regular cold cathode LCD. • Approximately 62 percent less than a typical cathode ray tube (CRT). • Almost 90 percent less than similar sized plasma screen models. Based on operating hours, a savings of about $200 or more in.electricity costs per year can be achieved over a similar plasma screen model. Going forward, Azusa Light and Water will continue to evaluate new LED technologies to incorporate into the LED Technology Program series. FISCAL IMPACT LED Technologies Rebate funds of $20,000 have been budgeted in Public Benefit Programs account number 24-40-739-082-6625/MTSLED. Prepared by: Paul Reid, Business Development/Public Benefit Programs Coordinator 115