EXHIBIT 10.11
WATER AND FUEL OIL AGREEMENT
This Agreement is made between Otter Tail Power Company, a division of
Otter Tail Corporation, as operating agent ("Agent") for Montana-Dakota
Utilities Co., a division of MDU Resources Group, Inc. and NorthWestern Public
Service, a division of NorthWestern Corporation, and Otter Tail Power Company
(collectively the "Big Stone Plant Co-Owners"), having its principle office at
the offices of Otter Tail Power Company, 000 Xxxxx Xxxxxxx Xxxxxx, Xxxx xx
Xxxxxx Xxxxx, Xxxxx of Minnesota, and Northern Lights Ethanol, LLC, having its
principle office at 1303 East Fourth Avenue, Milbank, South Dakota, ("Northern
Lights").
RECITALS
The parties recite and declare:
A. Northern Lights is to be the owner and operator of an ethanol facility
consisting of a plant and supporting elements located near the Big Stone
Generating Plant, Big Stone, South Dakota, which ethanol facilities are herein
referred to as the "project."
B. The parties believe there are a number of synergies that exist between
the project and the Big Stone Plant, including, but not limited to, water,
wastewater, water for fire protection, and rail access.
C. The parties desire to enter into an agreement to formally establish the
development, use, and cost of these synergies.
Now, therefore, in consideration of the mutual covenants and agreements
hereinafter set forth, Agent and Northern Lights agree as follows:
SECTION ONE. WASTEWATER
1.1 Agent will accept without compensation therefore wastewater from the project
so long as the quality of the wastewater is equal to or better than the quality
requirements set forth in Attachment A, and the temperature does not exceed 90
degrees Fahrenheit.
1.2 Northern Lights will:
a. Deliver to Agent wastewater of such quality that it is equal to or
better than the quality requirements set forth in Attachment A, and the
temperature does not exceed 90 degrees Fahrenheit.
b. Construct and maintain at its cost the pipeline, plumbing and any other
facilities necessary to transport wastewater from the project to the Big Stone
Plant Cooling Pond.
c. Provide sampling of the wastewater to monitor the quality and
temperature of the wastewater in accordance with the procedures set forth in
Attachment A. Data on quality and temperature will be shared with the Big Stone
Plant Manager.
SECTION TWO. DISTILLED WATER
2.1 Agent will:
a. Provide to the project up to 300 gallons per minute of distilled water
from its brine concentrator and/or makeup pond upon a schedule which will permit
Northern Lights to maintain continuous operation of the project based upon
Northern Lights providing storage capacity at the project site of 40,000 gallons
of distilled water.
b. Determine the amount of water provided Northern Lights and xxxx Northern
Lights for water delivered to the project at the rates set forth in Attachment B
attached hereto and made a part of this Agreement.
2.2 Northern Lights will:
a. Construct, maintain and pay all costs associated with the construction
and maintenance of pipelines to transport water from the Big Stone Plant brine
concentrator and makeup pond to the project.
b. Install and maintain at its expense a water meter and measure the water
received by Northern Lights from Agent's brine concentrator and makeup pond.
c. Pay within 30 days of receipt of Agent's invoice for water received from
the brine concentrator or makeup pond at the rates set forth in Attachment B.
d. Use water for industrial use as per the Big Stone Plant Water
Appropriation Permit.
e. Maintain a storage capacity for distilled water of at least 40,000
gallons.
x. Xxxxx Agent access to inspect water meter and make measurement as
described in 2.1.
2.3 Metering Testing:
a. Agent shall make special meter tests at any reasonable time at Northern
Lights' request. The costs of the tests shall be borne by Agent; provided,
however, that if any special meter test made at Northern Lights' request shall
disclose that the meter is recording accurately, Northern Lights shall reimburse
Agent for the cost of such test. If the meter registers not more than 2% above
or below normal, then the meter shall be deemed to be accurate. The readings of
the meter which have been disclosed by tests to be inaccurate shall be corrected
for the 90 days previous to such test in accordance with the percentage of
inaccuracy found by such test. If the meter should fail to register for any
period, Agent and Northern Lights shall agree as to the amount of water
furnished during such period and, Northern Lights shall pay said amount.
b. Agent shall notify Northern Lights in advance of the time of any special
meter reading or test so that Northern Lights' representative may be present at
such meter reading or test.
SECTION THREE. WATER FOR FIRE PROTECTION
3.1 Agent will:
a. Allow Northern to connect to Big Stone's 10" fire main at a location to
be mutually agreed upon by the parties and access the Big Stone Plant Cooling
Pond and auxiliary water supplies.
b. Make such water for fire protection available through access to the 10"
water main for an annual fee of $2,000.00 with the first payment due upon
commencement of operations by Northern Lights (the "Operations Date").
Subsequent annual fees shall be due upon the annual anniversary date of the
Operations Date.
c. Maintain continuous supplies of water for fire protection through its
main and auxiliary systems at water pressure rates mutually agreed upon by the
parties.
3.2 Northern Lights will:
a. Construct and maintain the necessary pipeline, fire protection and any
necessary pumping systems from the 10" water main to the project.
b. Pay $2,000.00 annually as a fee for access to water for fire protection
within 30 days of receipt of Agent's invoice.
c. Use water for fire protection purposes only.
d. Cooperate with the Big Stone Plant Manager to develop a notification
system for any activation of Northern Lights' fire protection system.
SECTION FOUR. RAIL ACCESS
4.1 Agent will:
a. Make available to Northern Lights the use of the Big Stone spur line
which runs from the main line of the Burlington Northern Santa Fe Railroad to
the Big Stone Plant.
b. Assess Northern Lights on a monthly basis a per car assessment for each
car that is brought across the Big Stone spur line to the project at the rates
set forth in Attachment B.
c. Permit Northern Lights to tie-in its spur line to the Big Stone spur
line at the location identified in the Access and Rail Agreement dated April 18,
2001, between Northern Lights and the Big Stone Plant Co-Owners (the "Access and
Rail Agreement").
4.2 Northern Lights will:
a. Construct and maintain the Northern Lights spur line necessary for the
project to receive deliveries from and to ship across the Big Stone spur line.
b. Pay within 30 days of receipt of Agent's invoice the per car assessment
for each car that is brought across the Big Stone spur line to the project.
SECTION FIVE. FUEL STORAGE
5.1 Agent will:
a. Maintain fuel oil storage capacity of at least 60,000 gallons.
b. Provide to Northern Lights at a rate not less than 20 gallons per minute
fuel oil from storage tanks located on the Big Stone Plant grounds.
c. Make available fuel oil from the Big Stone Plant for the average
purchase price for the oil in storage on a first-in, first-out basis, plus an
additional 15% for handling.
5.2 Northern Lights will:
a. Provide piping from the Big Stone Plant fuel oil storage tanks and
return lines to the project.
b. Provide metering for fuel oil consumed.
c. Pay Agent for fuel oil received within 30 days following receipt of
Agent's invoice.
5.3 Metering Testing:
a. Agent shall make special meter tests at any reasonable time at Northern
Lights' request. The costs of the tests shall be borne by Agent; provided,
however, that if any special meter test made at Northern Lights' request shall
disclose that the meter is recording accurately, Northern Lights shall reimburse
Agent for the cost of such test. If the meter registers not more than 2% above
or below normal, then the meter shall be deemed to be accurate. The readings of
the meter which have been disclosed by tests to be inaccurate shall be corrected
for the 90 days previous to such test in accordance with the percentage of
inaccuracy found by such test. If the meter should fail to register for any
period, Agent and Northern Lights shall agree as to the amount of fuel oil
furnished during such period and Northern Lights shall pay said amount.
b. Agent shall notify Northern Lights in advance of the time of any special
meter reading or test so that Northern Lights' representative may be present at
such meter reading or test.
SECTION SIX. MODIFICATIONS TO BIG STONE PLANT
Nothing in this Agreement shall require modifications or improvements to
the Big Stone Plant, except as such modifications or improvements are
specifically identified herein.
SECTION SEVEN. TERM
For wastewater, distilled water, water for fire protection and fuel oil
services, this Agreement shall continue in force for the term of ten (10) years
from, and after January 1, 2002, and shall be followed by two (2) additional
five (5) year terms, and thereafter from year to year; provided however that
either party shall have the right to terminate this Agreement on any of the
following dates: (a) date of expiration of the initial term upon 12 months'
advance notice by the terminating party; (b) date of expiration of any
subsequent contractual term upon 12 months' advance notice by the terminating
party; or (c) the date of sale or permanent discontinuance by Northern Lights of
the project at any time after the initial term. The foreclosure of an assignment
of this Agreement by Northern Lights' primary lender for operations and/or
facilities financing (the "Primary Lender"), and the reassignment of this
Agreement pursuant to a foreclosure action initiated by the Primary Lender shall
not be deemed an involuntary assignment, transfer or sale triggering the
termination provisions of the previous sentence. For rail access, this Agreement
shall continue in force for so long as the Access and Rail Agreement remains in
force, except as otherwise provided in Section Ten.
SECTION EIGHT. INTERRUPTIBILITY
Agent shall not interrupt any of the services provided herein, or any
component thereof, except in the case of casualty damage, or in the case of a
need to make repairs and systems enhancement, and in this later event only upon
notice to Northern Lights adequate to permit Northern Lights to provide back-up
services when required in Northern Lights' sole discretion. All repairs, whether
routine or due to casualty, and all enhancements shall be made as timely as
possible so as to provide as little disruption to Northern Lights' operations as
possible. Notice shall be given to the Northern Lights' Plant Manager for the
ethanol project.
SECTION NINE. GOOD FAITH BILLING DISPUTES
If Northern Lights disputes in good faith any xxxxxxxx or adjustments to
any xxxxxxxx for services rendered under this Agreement, then Northern Lights
shall pay the undisputed amount to Agent and pay the disputed amount into a
separate interest-bearing account at a
federally insured financial institution mutually agreed upon by the parties.
This financial institution will be the account agent on behalf of Agent and
Northern Lights. The disputed funds shall be held in this account during the
pendency of the dispute. After resolution of the dispute, both parties will
jointly designate to the account agent the proper distribution of all deposits,
funds and accumulated interest. Any expenses by the account agent shall be borne
equally by Agent and Northern Lights. Agent shall not have the right to suspend
or terminate the services provided herein as a result of any or all good faith
disputes.
SECTION TEN. BREACH OF AGREEMENT
10.1 If any of the following events of default shall occur: (a) if Northern
Lights or the Primary Lender shall fail to pay any amount due hereunder and such
failure shall continue for more than 30 days after written notice thereof from
Agent to Northern Lights and the Primary Lender; or (b) if Northern Lights or
the Primary Lender shall fail to perform or comply with any other term hereof
and such failure shall continue for more than 30 days after written notice
thereof from Agent to Northern Lights and the Primary Lender (or, if such
failure is of such a character as to require more than 30 days to cure and if
Northern Lights and/or the Primary Lender continue to use reasonable diligence
in curing such failure for more than that period of time reasonably necessary to
cure such failure); or (c) if any of the events or circumstances described in
Section Seven (c) above occurs; or (d) if any of the events or circumstances
described in Section Eighteen below occurs and the Primary Lender does not
assume this Agreement, then and in any such event Agent may, at its option,
terminate this Agreement and pursue any other legal rights or remedies at law or
equity to which Agent is entitled.
10.2 If any of the following events of default shall occur: (a) if Agent shall
fail to provide any of the services required hereunder, except as otherwise
permitted under Section Eight, and such failure shall continue for more than
three days after written notice thereof from Northern Lights; or (b) if Agent
shall fail to perform or comply with any other term hereof and such failure
shall continue for more than 30 days after written notice thereof from Northern
Lights (or, if such failure is of such a character as to require more than 30
days to cure and if Agent continues to use reasonable diligence in curing such
failure for more than that period of time reasonably necessary to cure such
failure), then and in any such event, Northern Lights may, at its option,
terminate this Agreement and pursue any other legal rights or remedies at law or
equity to which Northern Lights is entitled.
SECTION ELEVEN. INDEMNIFICATION, WAIVER OF SUBROGATION AND INSURANCE
11.1 Northern Lights shall protect, indemnify and save harmless Agent from and
against all liabilities, obligations, claims, damages, penalties, causes of
action, judgments, costs and expenses (including without limitation reasonable
attorneys' fees and expenses) imposed on or incurred by or assessed against
Agent or Agent's property during the term of this Agreement, for any of the
following: (a) any accidents or injury to or death of persons or loss of or
damage to property of third persons occurring on or about Northern Lights'
project site and/or Agent's facilities due to the negligence or tortuous act on
the part of Northern Lights or any of its agents, contractors sublessees,
licensees or invitees; or (b) any failure on the part of Northern Lights to
perform or comply with any of the terms of this Agreement; or (c) any mechanic's
or supplier's claim or lien in connection with for work done or materials
furnished relating to the Northern Lights' project site and/or Agents's
facilities. In case of any action, suit or proceeding is brought against Agent
by reason of any such occurrence, Northern Lights, on request of Agent, shall at
Northern Lights' expense defend the action, suit or proceeding with counsel
designated by Northern Lights and approved by Agent, which approval shall not be
unreasonably withheld. Northern Lights waives all claims against Agent for
damages to Northern Lights' facilities and property that are now on or will be
placed or constructed on the project site and to the property of Northern Lights
in, on or about the project site, from any cause arising at any time.
11.2 Agent shall protect, indemnify and save harmless Northern Lights from and
against all liabilities, obligations, claims, damages, penalties, causes of
action, judgments, costs and expenses (including without limitation reasonable
attorneys' fees and expenses) imposed on or incurred by or assessed against
Northern Lights or Northern Light's property during the term of this Agreement
for any of the following: (a) any accidents or injury to or death of persons or
loss of or damage to property of third persons occurring on or about Northern
Lights' project site or Agent's facilities due to the negligence or tortious act
on the part of Agent or any of its agents, contractors, sublessees, licensees or
invitees; or (b) any failure on the part of Agent to perform or comply with any
of the terms of this Agreement; or (c) any mechanic's or supplier's claim or
lien in connection with for work done or materials furnished relating to the
Northern Lights' project site and/or Agent's facilities. In case of any action,
suit or proceeding is brought against Northern Lights by reason of any such
occurrence, Agent, on request of Northern Lights, shall at Agent's expense,
defend the action, suit or proceeding with counsel designated by Agent and
approved by Northern Lights, which approval shall not be unreasonably withheld.
Agent waives all claims against Northern Lights for damages to Agent's
facilities and property that are now on or will be placed or constructed on the
project site
and to the property of Agent in, on or about the project site, from any cause
arising at any time.
11.3 Both parties hereby waive any and all rights of recovery which either of
them may have against the other for any loss of property which is covered by
insurance carried by the other party pursuant to the provisions of this
Agreement, or would have been covered had said party maintained the insurance
required under this Agreement, including without limitation any loss due to the
negligence or intentional acts of a party, or its agents or employees.
11.4 Both parties shall, at their own expense, procure and maintain, or cause to
be procured and maintained, in force throughout the term of this Agreement,
hazard insurance with extended coverage endorsement against loss or damage to
their respective facilities and property located therein, with coverage for
perils as set forth under the Causes of Loss-Special Form in an amount equal to
the full insurable replacement cost of said facilities and property. Said policy
shall require the insurer to give the other party at least 30 days' advance
written notice of any expiration or cancellation of any such policy.
11.5 Both parties shall, at their own expense, keep in effect commercial general
liability insurance, including contractual liability insurance, covering their
respective operations on and about their respective facilities and properties,
with such limits of liability as each shall reasonably determine from time to
time, but not less than combined single limits of $2,000,000.00 per occurrence
for bodily injury, death or property damage. The policies, endorsements,
insurers and/or insurance agents as the case may be, shall name the other party
as additional insureds with respect to their respective facilities, shall be
written on an "occurrence" basis and not on a "claims made" basis, shall be
endorsed to provide that it as primary to and not contributory to any policies
carried by the other, shall contain a severability of interests clause, shall
provide that it shall not be cancelable or allowed to expire without at least 30
days' prior written notice to the other party, and shall be issued in forms
satisfactory to the other party.
SECTION TWELVE. FORCE MAJEURE
Agent shall not be liable to Northern Lights for its failure to deliver
services hereunder, and Northern Lights shall not be liable to Agent for its
failure to receive said services, when such failure shall be due to accident to
or breakage of pipelines or equipment, failure of generating equipment or lines,
fires, floods, storms, weather conditions, strikes, lockouts, or other
industrial disturbance, riots, legal interference, governmental action or
regulation, acts of God or public enemy, or, without limitation by enumeration,
any other cause beyond Agent's or Northern Lights' reasonable control;
provided Agent or Northern Lights shall promptly and diligently take such action
as may be necessary and practicable under the then existing circumstances to
remove the cause of failure and resume delivery and use of service, except that
any labor disturbance may be settled at Agent's or Northern Lights' discretion.
The party seeking to invoke this provision shall provide notice within 24 hours
or such other time as is reasonable under the circumstances. The party shall
further notify the other party as to the time when a force majeure condition is
no longer in effect.
SECTION THIRTEEN. GOVERNING LAW
This Agreement shall be governed by, construed, and enforced in accordance
with the laws of South Dakota.
SECTION FOURTEEN. WAIVERS
No waiver of any breach of this Agreement shall constitute a waiver of any
other breach of the same or other provisions of this Agreement, and no waiver
shall be effective unless made in writing. In the event that any provision
herein shall be illegal or unenforceable, such provisions shall be severed and
the entire Agreement shall not fail, but the balance of the Agreement shall
continue in full force and effect.
SECTION FIFTEEN. ENTIRE AGREEMENT
This Agreement shall constitute the entire service agreement between the
parties, and any prior understanding or representation of any kind preceding the
date of this Agreement shall not be binding upon either party, except to the
extent incorporated in this Agreement.
SECTION SIXTEEN. MODIFICATION OF AGREEMENT
Any modification of this Agreement or additional obligation assumed by
either party in connection with this Agreement shall be binding only if
evidenced in writing, signed by each party or an authorized representative of
each party.
SECTION SEVENTEEN. GOVERNMENTAL JURISDICTION AND AUTHORIZATIONS
This Agreement shall at all times be subject to the jurisdiction of those
governmental agencies having control over the parties hereto and the subject
matter hereof, and the parties shall be subject to the conditions and
obligations as such governmental agencies may, from time to time, direct in the
exercise of their jurisdiction.
Both parties hereto agree to exert their best efforts to comply with all
applicable rules and regulations of all governmental agencies having authority
over either party to this Agreement. The parties shall take all reasonable
action necessary to secure all the required governmental approvals required by
or for this Agreement in its entirety and without charge.
SECTION EIGHTEEN. ASSIGNMENT
Except as provided in Sections Nineteen and Twenty below, Northern Lights
shall not assign this Agreement either in whole or in part without in each such
case receiving the prior written consent of Agent, which consent shall not be
unreasonably withheld. Any consent given by Agent hereunder shall be with
respect to the particular transaction for which such consent is requested, and
the giving of such consent shall not be deemed consent to a subsequent
transaction. No assignment shall release Northern Lights from, or in any respect
restrict or modify, any of the obligations that Northern Lights has assumed
hereunder.
SECTION NINETEEN. PROHIBITION OF INVOLUNTARY ASSIGNMENT; EFFECT OF BANKRUPTCY OR
INSOLVENCY
19.1 This Agreement shall not be subject to involuntary assignment, transfer or
sale, or to assignment, transfer or sale by operation of law in any manner
whatever, except as is otherwise provided in this Section. Any attempt at
involuntary assignment, transfer or sale except as is otherwise provided in this
section shall be void and of no effect.
19.2 Without limiting the generality of the provisions of the preceding
paragraph of this Section, Northern Lights agrees that in the event any
proceeding is commenced by or against Northern Lights under any bankruptcy act
as amended or replaced, and in the event that the bankruptcy trustee or debtor
in possession fails to assume timely this Agreement under the provisions of the
Bankruptcy Act, any such proceeding shall constitute an involuntary assignment
prohibited by the provisions of the preceding paragraph of this Section and
shall be deemed to constitute a breach of this Agreement by Northern Lights.
19.3 The foreclosure of an assignment granted by Northern Lights to the Primary
Lender on Northern Lights' interest in the Agreement, or the appointment of a
receiver as part of or in conjunction with a foreclosure action initiated by the
Primary Lender, and the subsequent sale by said Primary Lender to a third party
purchaser shall not be deemed an involuntary assignment, transfer or sale
prohibited under the first paragraph of this Section. If a receiver is appointed
in any other proceeding or action to which Northern
Lights is a party and such receivership is not discharged within a period of 180
days after the creation of the receivership by a court of competent
jurisdiction, or if Northern Lights has not posted a bond or obtained a surety
to indemnify the petitioner for the receivership in an amount satisfactory to
the court, then such receivership proceeding shall constitute an involuntary
assignment prohibited by the provisions of the first paragraph of this Section
and shall be deemed to constitute a breach of this Agreement by Northern Lights.
SECTION TWENTY. ENCUMBRANCE OF NORTHERN LIGHTS' INTEREST IN THIS AGREEMENT
20.1 Northern Lights may encumber and/or assign this Agreement as security for
any indebtedness provided by the Primary Lender. The execution of any security
agreement, assignment or other instrument, or the foreclosure of any security
agreement, assignment or other instrument, or any sale, either by judicial
proceeding or by virtue of any power reserve in said security agreement,
assignment or other instrument, shall not be held as a violation of any of the
terms or conditions of this Agreement, or an assumption by the Primary Lender
personally of the obligations of this Agreement. The foregoing notwithstanding,
the Primary Lender shall be personally liable for the payment and performance of
all amounts due hereunder and other obligations to be paid or performed on the
part of Northern Lights under this Agreement during any period the Primary
Lender succeeds to Northern Lights' interest under this Agreement by virtue of
foreclosure, conveyance in lieu of foreclosure or other transfer of Northern
Lights' interest to the Primary Lender, and should the Primary Lender thereafter
assign or otherwise transfer Northern Lights' interest under this Agreement to a
transferee, the Primary Lender shall be released from all obligations and
liabilities under this Agreement arising from and after the date of such
assignment or transfer provided that the assignee or transferee expressly
assumes in writing, for the benefit of Agent, such liabilities and obligations.
No encumbrances, foreclosure, conveyance or exercise of rights shall relieve
Northern Lights from its liability under this Agreement.
20.2 If Northern Lights shall encumber or otherwise assign to the Primary Lender
Northern Lights' interest in this Agreement, and if Northern Lights or the
Primary Lender shall give written notice to Agent of the existence of the
encumbrance and/or assignment and the address of the Primary Lender, then Agent
shall mail or deliver to the Primary Lender, at such address, a duplicate copy
of all material notices in writing which Agent may from time to time give to or
serve on Northern Lights under and pursuant to the terms and provisions of this
Agreement. The copies shall be mailed or delivered to the Primary Lender at, or
as near as possible to, the same time the notices are given to or served on
Northern Lights. The Primary Lender may, at its option, at any time before the
rights of Northern Lights shall be terminated as provided in this Agreement, pay
any of the amounts due under this Agreement, or do any other act or thing
required of Northern
Lights by the terms of this Agreement, or do any act or thing that may be
necessary or proper to be done in the observance of the covenants and conditions
of this Agreement or to prevent the termination of this Agreement. All payments
so made and all things so done and performed by the Primary Lender shall be as
effective to prevent a termination of the rights of Northern Lights hereunder as
the same would have been if done and performed by Northern Lights.
SECTION TWENTY ONE. ATTORNEYS' FEES
If any action at law or in equity shall be brought to recover any amounts due
under this Agreement, or for or an account of any breach of, or to enforce or
interpret any of the covenants, terms, or conditions of this Agreement, the
prevailing party shall be entitled to recover reasonable attorneys' fees and
costs from the other party.
SECTION TWENTY TWO. EASEMENTS
Each party shall grant to the other easements for ingress and egress to and
from their respective properties for the purpose of installing, maintaining,
inspecting, repairing the lines, meters and equipment to be installed pursuant
to the terms of this Agreement.
In witness whereof, each party to this Agreement has caused it to be
executed on the dates indicated below.
Dated: 8-14-01 NORTHERN LIGHTS ETHANOL, LLC
By: /s/ Xxxxxx Xxxxxxxx
---------------------------------
Title: President
------------------------------
Dated: 8-15-01 OTTER TAIL POWER COMPANY
As Agent for Co-Owners
By: /s/ Xxxx Xxxxxx
---------------------------------
Title: Plant Manager
------------------------------
ATTACHMENT A
WASTE WATER PARAMETERS AND TESTING FOR
NORTHERN LIGHTS ETHANOL
COD < 36 mg/liter
TSS < 25 mg/liter
TDS < 1,000 mg/liter
Oil and Grease < 15 mg/liter
Temperature < 90 degrees F
pH 6.0 to 9.0
Total Residual Chlorine < 1.5 mg/liter
The sampling location will be at a sample port in Northern Lights
mechanical building, past the last tee on the discharge line before the line
enters the ground to go to Big Stone Power Plant's Cooling Pond.
Sampling shall be by grab sample, once every two weeks. An independent lab
agreeable to both parties will be utilized to analyze for COD, TSS, pH, TDS, and
Total Residual Chlorine. Northern Lights Ethanol will pay for the testing.
The absence of an oil sheen will be sufficient evidence that oil and grease
is not present. If there are any signs of an oil sheen, the sample will be
analyzed for oil and grease.
The temperature shall be measured and recorded by the sample gatherer.
Northern Lights certifies that it will only use cooling tower water
treatment chemicals that would be acceptable for use in systems that are blown
down to surface water under NPDES permits for non-contact cooling water.
ATTACHMENT B
THE REDACTED PORTION OF THIS ATTACHMENT B IS FILED SEPARATELY WITH THE SEC
SUBJECT TO A REQUEST FOR CONFIDENTIAL TREATMENT.
RATES
WATER
Water shall be billed initially at $3.00 per 1,000 gallons. This rate is
subject to an annual adjustment as follows:
The water charge shall be adjusted by ***.
RAIL ACCESS
Rail access shall be assessed initially at $7.50 per car brought across the
Big Stone spur line to the Northern Lights' spur line. (Across spur line implies
round trip.) Rail access assessment shall be subject to adjustment every five
year period as follows:
The rail access assessment shall be adjusted upwards by 10% every five
years.
