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RESOLUTION NO. 85-57
RESOLUTION APPROVING THE AGREEMENT FOR SALE OF
SURPLUS CAPACITY AND ENERGY OF THE NORTH FORK
STANISLAUS RIVER HYDROELECTRIC DEVELOPMENT PROJECT
WHEREAS, NCPA and each of the Project Participants have entered into
the Third Phase Agreement pursuant to which NCPA has agreed to provide, and
each of the Project Participants has agreed to take or cause to be taken,
their respective Project Entitlement Percentages of the capacity and energy
of the Project; and
WHEREAS, the City of Redding has determined not to participate in the
Project; and
WHEREAS, in order to finance the cost of the Project, it is necessary
that the aggregate of the Project Entitlement Percentages of all Project
Participants willing to participate in the Project equal 100%; and
WHEREAS, in order to permit the financing to proceed, the Purchasing
Participants have agreed to take, or cause to be taken, the City of
Redding's Project Entitlement Percentage and to that end, each will enter
into the Transfer Agreement; and
WHEREAS, Sections 9 and 10 of the Third Phase Agreement authorize each
Project Participant, subject to the terms and conditions thereof, to
transfer, assign, sell or exchange all or a portion of the surplus Project
capacity and energy to which it is entitled; and
WHEREAS, Section 10 of the Third Phase Agreement provides certain
terms and conditions to the sale by NCPA of surplus Project capacity and
energy; and
WHEREAS, as an inducement to the Purchasing Participants to enter into
the Transfer Agreement and to take, or cause to be taken, the Purchased
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Project Entitlement Percentages, the other Project Participants have
determined that, notwithstanding their rights to sell surplus Project
capacity and energy under the Third Phase Agreement, to permit any such
transfer or sale under a Long Term Power Purchase Contract to be deemed a
transfer or sale of the Purchased Project Entitlement Percentages, all on
the terms and conditions contained in the Agreement for Sale of Surplus
Capacity and Energy of the North Fork Stanislaus River Hydroelectric
Development Project (the "Sale Agreement");
WHEREAS, there has been proposed and submitted to this meeting a form
of the Sale Agreement.
NOW THEREFORE, BE IT RESOLVED by the City Council of the City of
Ukiah, as follows:
Section 1. The City Council hereby finds and determines that the
terms and conditions of the Sale Agreement in substantially the form
submitted to this meeting and made a part hereof as though set forth in
full herein be, and the same is hereby, approved.
Section 2. The City is hereby authorized to enter into the Sale
Agreement and the Mayor and the City Clerk are hereby authorized to execute
and deliver the Sale Agreement by and on behalf of the City with such
changes, insertions and omissions as may be approved by Ukiah, said
execution being conclusive evidence of such approval.
Section 3. The Mayor and Clerk, and any other proper officer of the
City, acting singly, be and each of them hereby is authorized and directed
to execute and deliver any and all documents and instruments and to do and
cause to be done any and all acts and things necessary or proper for
carrying out the transactions contemplated by the Sale Agreement and by
this resolution.
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PASSED AND ADOPTED BY THE CITY COUNCIL OF THE CITY OF UKIAH, this 20th
day of March, 1985, by the following vote:
AYES: Councilmembers Henderson, Kier, Hickey and Mayor Myers
NOES: None
ABSENT: Councilmember Kelley
ATTEST:
Ci,~ Clerk
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