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Home My WebLink AboutRESO 6091-CERT I FI ED- ORIGf NAL RESOLUTION NO. 6091 RESOLUTION OF THE COUNCIL OF THE CITY OF PALO ALTO RATIFYING, APPROVING AND AUTHORIZING THE EXECUTION OF AN ARBITRATION AGREEMENT BY AND BETWEEN THE NORTHERN CALIFOP.NIA POWER AGENCY AND PACIFIC GAS AND ELECTRIC COMPANY, SUBJECT TO CONDITIONS SUBSEQUENT The Council of the City of Palo Alto does RESOLVE as follows~ SECTlON 1. The Arbitration Agreement by and between the Northern California Power Agency and the Pacific Gas al".d Electric CoJ'A-pany, con- cerning the binding arbitration of terms and conditions of i Intercon- nection Agreement is hereby ratified ar.d approved, providea that such ratification and approval will be of no force and effect in the event that issues arising under Sections 5.7, 6.2.5, 6.2.7(b), 7.1.9, 9.5.3, and 9.12.4(e), of the •12/30 Mark-up• va~eion of the agreement and the January 26, 1983 letter from Robert Grimshaw to ~lmer Ball remain un- resolved by the good faith efforts of NCPA and Pacific Gas and Electric Company or are declared or determined either by the arbitrator or a court of competent jurisdiction to be outside ~he issues subject to arbitration in this proceeding. SECTION 2. The Mayor is hereby authorized to execute said agree- ment c~ behalf of the City, s~bject to the foregoing conditions' subsequ~;!t. ADOPTED this 27th day of ________ ..-.J~a~n~u~a~rAy--~, 1983. INTRODUCED AND PASSED: January 27. 1983 AYES: Bechtel, Cobb, Eyerly, Fazzino, Fletcher, Renze1, Witherspoon NOES: None ABSTENTI~NS: ~9,~' \' I ABSENT-: ,~1 ei n. Let(y . . . \ ' ' J ": .. ' I I ' ·. ~· .. Cttt-~.\· APPROVED: ~!kt41 " TliE !(,f":[,~:1::;(, DOC:.i~~ENT IS crnTlF!E.:J T·i m· A l· :·:..:F.Gr \v, ··y OF THE OfiiGl!~,iL [ 'i f ':.f I:; .. , ~:; '.);·f!CE. .. ' . .. . '" • -ARBITRATION AGREEMENT Pacific Gas and Electric Company (PGandE) anj the Northern Colifornia Power Agency (NCPA), by and through their undersigned representatives, hereby agree that: Whereas PGandE and NCPA desire to perfect an Interconnection Agreement; and Whereas PG&ndE and NCPA have been able to resolve many issues related to said Intereon.~ection Agreement but have not been able to resolve others: 1. The parties will continue to diligently pursue negotiations vith respect to reaching a mutually acceptable Interconnection A9reeaent. 2. If the above described negotiations have not resulted in an agreement autually acceptable to the parties by December 10, 1982, unless otherwise agreed to by the parties, the matter will be deemed •ubmitted for binding arbitration by Dr. Michael T. Rosenzwei9 (Arbitrator) on December 11, lt82. 'fhe fom and subject of t.hat arbitration vill be as follows: (a) The Arbitrator vill resolve all differences remaining between the parties •• of Decelllber 10, 1982, relative to PGandE'• Interconnection Agreement 4raft of September 23, 1982 (Offer) ancl JllCPA'• revision of that draft of October 21•29, 1182 (Counteroffer). ~---------~---------------------------, •. • .. U.J la resolYi_.. MJd rwillbt tiftenncee .. tveu ttae Offu 8Dd tlMt Counteroffer. Ute et.andud to .. -.~ a., t.M Al'b.itrator et.all M aa followa1 (i) NaftG Qall .. Obl.t .. u.i to ca.ply Wit.b tM ewlJeable pnwle!-. of Uoae lfuclear ~·'°l'J Cea faai• li•ue CODditiou to ~·· OiMlo Clmfon QDi~ Ito. 1 ....... 00 6 cal~ :"•f•ned to .. the ~--.1 ta.au. a-&rb1 uato~ eMll 9ot ....-U-... .a vldaout it.a ooae=t .. ,_,._ ..,, Mt ~--.... upr... term ef tM ftai•1-CH•!tMat.s l'OuG ill ~ .WipU!d -,.,.,... UOlpt tlai• prowlaloD 91!1•11 eoc 4£••1• tM Wtntor fna nca1ria9 ......... -pobt •f ~-. lf Sa ... ti ... , ........ "" ..... letnt Wltlt. Ill.le ••Wlft _. a ....... la .. CAii Wt a. WU ... llMJ.l .-•111a -UMt ...... ._. • ., to ., tlae ~ wf.U..t U..lr •••t• ...... , .., ..... lea l..Wabl• -• ""' ....... ••111111 ., .............. ., ............ .--ill ... Oflu -CO..tlllOf,_. a. ~v.-..._. -.ii .. '9t _, .... _.. eM.e ............ .-u-. ••'11 Mt ....... 1, .,,..,. ...... 1 ... 1.e ~ •••••Id• ......u-.. ....... ....., •• el..u,. .,. .. . ... --· e.ltMI' ........ ftolate -........ .. • ' ' ~ . . . t . law or governmental requlation imposed upon ••14 party by any entity (other than the party itself) of competent jurisdiction. (c) All disputes between the parties as to procedures to ~ utilized in the arbitratio~ •hall be resolved by the Arbitrator. (d) 'l'he Arbitrator shall advise the parties of his deci•ion in writing no later than 45 days after the matter ia deemed submitted fo~ arbitration, which may, in the discretion of the Arbitrator, be extended for one additional 45-day period, unless otherwise agreed to by the parties. The Arbitrator aay or aay not, in his discretion, provide explana- tion (or said decision. Said decision will be expressed in terms that permit installation ln t.~e format of the Offer and Counteroffer. 3. Upon receipt of the Arbitrator'• decision, the parties will promptly undertake to prepare an agreement for acceptance by the parties and filing vith the Federal Energy Jle9ulatory Commission (PERC) that contains the terms agreed to by the parties and those established through arbitration. Disputes ahall be reaolved by th• Arbitrator. The parties shall promptly ~ecute and be bound by said Interconnection Agreement which will then be promptly filed with FERC. The p&rtiea •hall take all reasonable action necessary to •ecure approval ~y FERC of ••id Interconnection Agreement in ita entirety and without chan9e or condition. _,_ .. ~ . • I • 4. If the California Public Utilities Commission (CPUC) determines that aaid Interconnection Agreement, its operation or effect is unlawful, unreaeonable, imprudent or otherwise not in the public interestt then PGandE shall be entitled to file wi1;h the FERC changes in the Interconnection A9reement which it believes would eliminate aaid CPOC deter- aination, subject to Section 206 of the Federal Power Act. NCPA shall be entitled, within 30 dayu of PGandE'a filing, to file a request for further change which will preserve . for each party the balance of benefits established by the Interconnection Agreement. Neither party •hall be barred by the Sierra-Mobile doctrine. Both parties shall request that the FERC determine in a aingle proceeding the justness and reasonableness of the requested modifications and place the resultant determination in effect pursuant to the provisions of Section 206 cf the Federal Power Act. A copy of the Interconnection Agreement prepared in accordance with paragraph l ahall be submitted to the Director, Office of Ruclear Reactor Regulation of KRC (Director). If within 30 days of receipt thereof Director notifies the parties in writin~ that ••id Interconnection Agreement is inconsiatent with the Stani•lau. Commitments, then the arbitration proceeding •hall be reopened for farther con.aideration by the Arbitrator in accordance with -·- ' I .. . . . . , ,. t • S. Ambiguities in t.he wording of this agreement shall not be construed for or against either party, but shall be construed in a aanner which most accurately reflects the intent of the parties. 6. In order t:o proceed expeditiously and avoid the delay inherent in o~taining tJ\e explicit ratification of NCPA ••ber cu•tomera (City of Aluaeda, City of Bigg*, City of Gridley, City of ~ealdabur9, City of Lodi, City of Lompoc, City Qi Palo Alto, City of Redding, City of Roseville, City of Santa Clara, City of Ukiah, and Plumas Sierra Jtural Electric Cooperative) prior to execution o~ this arbitration agreement, PGancJE and NCPA further agree as follows: Prior to the Arbitrator'• advising the parties of his decision, and in no event lat.er than .. 35 day• after the aatter i• deemed aubm.itt.ed for arbitration, each llCPA member customer •hall, through ita appropri•~• procedures, ratify this arbitration agreement and agree t:o be bound by its terms aa if eact. were an oric;inal •ignatory to thia arbitration •9J:" ... •nt. Bach 11CPA ....,t,er customer •hall, through a duly •utborized represen~tive and within the ti .. period ••t forth above, uecuta a counterpart copy of this arbitz"ation agr..-.nt, delivering the original to the Arbitr•tor and certified copiea to PGan4E ancS lie.PA. If any llCPA llember customer fail• t:o C'Omt'lY with ~· foregoing requir.-.nta, at PGanclB'• option thi• arbitration agreement .. Y be voided and no 4eciaion rendered by the Arbitrator or this ar~itration a9reement .. Y r ... in in full for'• and effect as between PGudE, llCPA and those llCPA -..ber cuatOWlra -s- I • .• which complied with the foregoing requirements. Time ia of the essence to this provision. For purposes of this arbitra- tion agreement, ICCPA and these NCPA member customers whic.h comply with the forft9oing requirements shall be deemed one party and PG&ndE shall be deemed one party. 7. It is Wlder•tood. anc:l agreed that the sole subject of. thi• arbitration agreement ia_an Interconnection Agreement between PGandE and NCPA.. '!"he City of Santa Cle.ra has expressed a desire for a separate contract wi'th PGandE. It is ag-reed that ratification of this arbitration agreement by Santa Clara will not foreclose Santa Clara from requesting and rece!.vinq a separate interconnection agreement pursuant to the Stanislaus Commitments, nor will tbe terms of a PGandE- Santa Clara contract be pxescribed by this arbitration agreement or the Interconnection Agreement develo~ there- under. I. The actions of the Arbitrator under this agreement, including but not limited to ~· Arbitrator'• 4eci•ion, do not constitute an official act by the PERC or of any individual Comliasioner t.hereof J the parties agree that the Arbitrator shall not be liable to them for any act or Clliasion ari•iDCJ out of or related to thi• arbitration agreement or the performance of bi• duties •• Arbitrator thereunder. t. Both parti•• ~ecopise that this arbitration agreuient and the Interconnection Agr .... nt which aay result therefrom is, for a variety of reason•, unique and in the nature of • aettlemcmt agr-nt, -4 it: ehall not. aerve •• i I I ! I I ! • I • • • . . . ; . . I ' . " '' a precedent for any future negotiations or agreements either between th~ partiea or between one of the parties and anothe~ entity. The si9nators below represent and warrant that they are fully authorized to execute thi• agreement on behalf of the paxty indicated. Paeif ic Gas and Electric Campany _,J~{~a .. Z._; Execu(i;e Vice President - Facilities ' Electric Reaourcea Development,, Pacific Gas anc:S Eleetric Company Power Agency rt General Manager, llorthern Califo~nia Power Agency -1- Date: DEC 10 1982 Dates -~. .. . . ,• • • • \ -8- ..,*'t ADDEtIDUM TO ARBITRATION AGREEMEHT Pacific Gas and Electric Company (PGandE) and the Northern California Power Agency (NCPA), by and through their undersigned representatives, hereby agree that the Arbitration A9reement dated December, 1982, is amended and modified as follows: l. In accordance with paragraph 2 of the Arbitration Agreement, the parties hereby agree t.hat the matter will be deemed submitted for binding arbitration on December 24, 1982, instead of December 11, 1982. 2. The fo:lowing sentence shall be added as the second sentence to paragraph 2(c) of the Arbitration Agreement: The Arbitrator is vested with all reasonable procedural powers he deems necessary to conduct and compl•te the arbitration in accordance with • this agreement. Pacific Gas and Electric Company ~~-~i~~ Execu ive Vice President Facilities ' Electric Resources Develoi;:aent, Pacific Gas and Electric COrapany Date: Date: ThE .·r.Rt,~01:1,:-; OflC!NfNT IS cr.rmrn:n Tu bE .', l.;H/ii•:.;r l-l)i \ Of THE G<l.C.~t.AL :H~ ~llf 1~; r,,1:; Ci'ciC:E .. DEC 1 O 1982 l-'~ l l, l'i'll-