RES-2014-036RESOLUTION NO. 2014- 036
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
ANAHEIM FOR APPROVAL OF AND AUTHORIZATION TO
EXECUTE AND DELIVER THE SECOND AMENDATORY
POWER SALES CONTRACT
WHEREAS, the City of Anaheim ( "Anaheim ") is a party to a Power Sales
Contract, as amended (the "Power Sales Contract "), with Intermountain Power Agency ( "IPA "),
pursuant to which Anaheim acquired a portion of the generation capacity and transmission
capacity of the Intermountain Power Project ( "IPP ") through June 15, 2027 ( "Termination
Date "); and
WHEREAS, IPA is a party to substantially identical power sales contracts with
other parties (such other power sales contracts together with the Power Sales Contract being,
collectively, the "Power Sales Contracts" and such other parties together with Anaheim being,
collectively, the "Purchasers "); and
WHEREAS, IPA has engaged in negotiations to provide for the continuation of
IPP beyond the Termination Date; and
WHEREAS, current California state law prohibits California utilities from
entering into new or renewed long -term contracts that do not meet certain emission performance
standards ( "EPS "); and
WHEREAS, IPP cannot comply with California state law unless it is repowered
from a coal facility to an EPS - compliant natural gas - fueled facility; and
WHEREAS, IPA desires to amend the Power Sales Contracts to provide for,
among other things, the repowering of IPP to a EPS - compliant natural gas - fueled facility
( "Repowering ") so Purchasers that want to continue beyond the Termination Date may be in a
position to consider, pursuant to the terms of Section 33 of the Power Sales Contracts, an offer to
renew their entitlements in the generation capacity and the transmission capacity under certain
circumstances beyond the Termination Date ( "Renewal Offer "); and
WHEREAS, the Public Utilities Department ( "Department ") conducted an
evaluation of the technical, economic, environmental, and regulatory factors associated with IPP
and recommends that Anaheim no longer be an IPP Purchaser beyond the Termination Date; and
WHEREAS, in order to minimize exposure and continue to maintain low rates for
Anaheim residents and businesses while meeting legislative and regulatory requirements, the
City Council of the City of Anaheim ( "City Council ") hereby determines that it is in the best
interests of Anaheim that Anaheim no longer be an IPP Purchaser beyond the Termination Date;
and
WHEREAS, there has been presented to the City Council the form of the Second
Amendatory Power Sales Contract between IPA and Anaheim, which amends the Power Sales
Contract to provide for, among other things, the Repowering, and contains forms of the Renewal
Power Sales Contract, Offer Letter, Offer Acceptance, and Agreement for Sale of Renewal
Excess Power, all of which are attached as exhibits to the form of the Second Amendatory Power
Sales Contract; and
WHEREAS, the City Council hereby determines that it is in the best interests of
Anaheim not to accept a Renewal Offer to be delivered to all Purchasers, including Anaheim, to
enter into the Renewal Power Sales Contract and the related documents contemplated in the
Second Amendatory Power Sales Contract; and
WHEREAS, the Second Amendatory Power Sales Contract will not become
effective until each of the IPP Purchasers have approved similar amendments to their respective
Power Sales Contracts; and
WHEREAS, the City Council has reviewed and considered the Second
Amendatory Power Sales Contract; and
WHEREAS, the City Council has determined that it is in the best interests of
Anaheim to approve the Second Amendatory Power Sales Contract and the transactions
contemplated thereby and authorize Anaheim's execution, delivery, and performance of the
Second Amendatory Power Sales Contract.
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of
Anaheim as follows:
1. The City Council hereby approves the Second Amendatory Power Sales
Contract, which amends the existing Power Sales Contract, between Intermountain Power
Agency and the City of Anaheim in the form thereof on file with the City Clerk, together with
such additions, omissions, and changes therein as are approved by an Authorized Officer, such
approval to be conclusively evidenced by the execution and delivery thereof.
2. The Public Utilities General Manager and designees (each an "Authorized
Officer "), are each hereby authorized to execute, and the City Clerk is hereby authorized to attest
and affix the seal of the City of Anaheim to, the final form of the Second Amendatory Power
Sales Contract, for and in the name and on behalf of the City of Anaheim. The City Council
hereby authorizes the delivery and performance of the Second Amendatory Power Sales
Contract.
3. The Public Utilities General Manager, the Public Utilities Assistant General
Manager —Joint Services, the City Attorney, the City Clerk, and the other officers, employees and
agents of the City of Anaheim are hereby authorized and directed, jointly and severally, for and
in the name of the City of Anaheim, to do any and all things and to take all actions, including
execution and delivery of any and all such additional documents, certificates of purchaser,
opinions of counsel, agreements, instruments, notices, consents, memorandums of
understanding, compliance certifications, instruments of conveyance, certificates, opinions,
assignments, and warrants which they, or any of them individually, may deem necessary,
appropriate, or advisable in order to consummate the transactions contemplated by the Second
Amendatory Power Sales Contract and this Resolution, and such actions previously taken by
such officers, employees and agents are hereby ratified and confirmed.
4. The Second Amendatory Power Sales Contract will not become effective
until all the Intermountain Power Project Purchasers have approved similar amendments.
5. The City Council of the City of Anaheim hereby finds and determines that it
is in the best interests of the City of Anaheim not to be an Intermountain Power Project
Purchaser beyond the Termination Date. The Public Utilities General Manager, and designees,
are hereby authorized and directed to take any and all actions necessary and consistent herewith,
including, but not limited to, not accepting a Renewal Offer to enter into the Renewal Power
Sales Contract and the related documents contemplated in the Second Amendatory Power Sales
Contract.
THE FOREGOING RESOLUTION was approved and adopted by the City
Council of the City of Anaheim at a regular meeting of said City Council held on the 25th day
of February, 2014, by the following roll call vote:
AYES: Mayor Tait, Council Members Eastman, Murray, Brandman and Kring
NOES: None
ABSENT: None
ABSTAIN: None
CITY OF ANAHEIM
a
MAYOR OF THE dITY OF ANAHEIM
ATTEST:
, a
CITY CLERK OF THE CITY OF ANAHEIM
100277
STATE OF CALIFORNIA )
COUNTY OF ORANGE )
CITY OF ANAHEIM )
I, Linda N. Andal, City Clerk of the City of Anaheim, do hereby certify that the foregoing
Resolution No. 2014- 036 was introduced and adopted at a regular meeting of the City
Council of the City of Anaheim duly called, noticed and held on the 25th day of February,
2014, by the following vote of the members thereof:
AYES: COUNCIL MEMBERS: Mayor Tait, Council Members Eastman, Murray,
Brandman and Krinq
NOES : COUNCIL MEMBERS: None
ABSENT: COUNCIL MEMBERS: None
ABSTAIN: COUNCIL MEMBERS: None
AND I FURTHER certify that the Mayor of the City of Anaheim signed said Resolution
No. 2014- 036 on the 25th day of February, 2014.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed the seal of the City of
Anaheim this 25th day of February, 2014.
CI Y CLERK OF THE CITY OF ANAHEIM
(SEAL)
I, Linda N. Andal, City Clerk of the City of Anaheim, do hereby certify that the foregoing is the
original Resolution No. 2014- 036 duly passed and adopted by the Anaheim City Council on
this 25t day of February, 2014.
CITY CLERK OF THE CITY OF ANAHEIM