Maui Electric Company, Ltd. PO Box 398 Kahului, Maui, HI 96733-6898
HECO Exhibit 10.3(f)
Maui Electric Company, Ltd.
000 Xxxx Xxxxxxxxxx Xxxxxx
XX Xxx 000
Xxxxxxx, Xxxx, XX 00000-0000
(000) 000-0000
|
|
July 2, 2007 |
Xxxxxx X. Xxxxxxxxx
President
Mr. G. Xxxxxxx Xxxxxxx
Plantation General Manager
Hawaiian Commercial & Sugar Company
P. X. Xxx 000
Xxxxxxx, Xxxx, Xxxxxx 00000
Re: Amended and Restated Power Purchase Agreement dated November 30,1989, by and between Alexander & Xxxxxxx, Inc., through its division Hawaiian Commercial & Sugar Company (“HC&S”), and Maui Electric Company, Limited (“MECO”), as amended by the First Amendment to Amended and Restated Power Purchase Agreement dated November I, 1990 (the Amended and Restated Power Purchase Agreement, as so amended, is referred to as the “PPA”)(1)
Dear Xx. Xxxxxxx:
In a letter dated June 28, 2005, MECO and HC&S agreed that neither company would give written notice of termination resulting in termination of the PPA prior to the end of the day on December 31, 2011. In light of the desire of HC&S to continue the existing PPA and MECO’s desire for assurance that HC&S’s commitment under the existing PPA to supply firm capacity and renewable electrical energy will continue after 2011, MECO proposes an agreement that neither party will give written notice of termination resulting in the termination of the PPA prior to the end of the day on December 31, 2014, as follows:
MECO and HC&S agree that neither party will give written notice of termination under Article XVII of the PPA(2), such that the PPA terminates prior to the end of the day on
(1) HC&S agreed, by acceptance dated December 14, 1990, to the conditions in MECO’s Conditional Notice of Acceptance letter dated December 7, 1990, and the parties confirmed their mutual understanding with respect to two minor and technical errors in the PPA, in HC&S’ letter dated January 8, 1991, and agreed to by MECD on January 17, 1991.
(2) Article XVll of the PPA provides that the PPA “shall continue in effect through December 31, 1999, and from year to year thereafter, subject to termination on or after January 1, 2000, on not less than two (2) years’ prior written notice by either party.” As was provided in letter agreements dated December 11, 1997 and October 22, 1998, no notice of termination was given prior to the end of 1997 or 1998. As a result, the PPA remained in full force and effect through December 31, 2001, and from year to year thereafter, subject to termination on or after January 1, 2002, on not less than two (2) years’ written notice by either party. By letter dated December 27, 1999, MECO provided written notice of terrnination of the PPA to HC&S (the “Termination Notice”), with the termination to be effective at the end of the day on December 31, 2001. By letter agreement dated January 23, 2001, the Termination Notice was rescinded, and the parties agreed that neither party would give written notice of termination under Article XVll of the PPA such that the PPA terminates prior to the end of the day on December 31, 2004. Subsequently, by letter agreements dated June 11, 2002 and June 28, 2005, respectively, the
December 31, 2014. As a result, the PPA remains in full force and effect through December 31, 2014, and from year to year thereafter, subject to termination on or after the end ofthe day on December 31, 2014 on not less than two (2) years’ prior written notice by either party. For the PPA to terminate as ofthe end ofthe day on December 31, 2014, written notice of termination must be provided by either party on or before December 31, 2012.
If the foregoing meets with your approval, please execute this letter where indicated below and return the executed letter to MECO. You may retain the enclosed copy of this letter for your records.
|
|
|
|
Sincerely, | |
|
|
|
|
|
|
|
|
|
|
Maui Electric Company, Limited | |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
By |
/s/ Xxxxxx X. Xxxxxxxxx |
|
|
|
|
|
Its President |
|
|
|
|
| |
|
|
|
|
| |
|
|
|
|
By |
/s/ Xxxxxx Xxxxx |
|
|
|
|
|
Its Assistant Secretary |
|
|
|
|
| |
|
|
|
|
| |
|
Acknowledged and Agreed: |
|
| ||
|
|
|
|
| |
|
Alexander & Xxxxxxx, Inc., through its division Hawaiian Commercial & Sugar Company |
|
| ||
|
|
|
|
| |
|
|
|
|
| |
|
By |
/s/ G. StephenHoladay |
|
| |
|
|
Its General Manager |
|
| |
|
|
|
|
| |
|
|
|
|
| |
|
By |
/s/ Xxxxx X. Xxxxx |
|
| |
|
|
Its Vice President |
|
| |
|
|
|
|
| |
|
|
|
|
| |
|
Date: |
July 2, 2007 |
|
| |
parties agreed that neither party will give written notice of termination under Article XVlI of the PPA such that the PPA terminates prior to the end of the xxx on December 31, 2007 and December 31, 2011, respectively. As a result, the PPA remains in full force and effect through December 31, 2011, and from year to year thereafter, subject to termination on or after the end of the day on December 31, 2011 on not less than two (2) years’ prior written notice by either party.
