Exhibit 10.3
Amendment No. 1 to the Long-Term Power
Transactions Agreement and Asset Purchase and Power
Exchange Agreement
This Amendment No. 1 to the Long-Term Power Transactions Agreement and
Asset Purchase and Power Exchange Agreement ("Amendment No. 1"), dated this 5th
day of April, 1995, is between PacifiCorp, an Oregon corporation, and Arizona
Public Service Company, an Arizona corporation ("APS"). PacifiCorp and APS are
sometimes referred to herein collectively as "Parties" and individually as
"Party."
On September 21, 1990, the Parties entered into a series of agreements
including a "Transmission Agreement," a "Long-Term Power Transactions Agreement"
and an "Asset Purchase and Power Exchange Agreement" ("Asset Agreement").
In light of changed circumstances, the Parties have determined that the
aforementioned three agreements should be amended. To that end, on even date
herewith, the Parties have executed a Restated Transmission Agreement.
Furthermore, the Parties agree that the Long-Term Power Transactions Agreement
and the Asset Agreement shall be amended as follows:
1. Subsection 1.13 of the Long-Term Power Transactions Agreement is hereby
amended by deleting that subsection in its entirety and substituting the
following therefor:
Page 1 - Amendment No. 1 to the Long-Term Power Transactions Agreement and
Asset Purchase and Power Exchange Agreement (PacifiCorp/APS)
"1.13 'Point of Delivery' for all transactions hereunder
means (1) Four Corners; (2) the Xxxx Canyon Substation or,
in the event the Navajo Loop-In Project is constructed,
Navajo; (3) the Pinnacle Peak Substation of the Western Area
Power Administration; (4) such other location(s) as may be
established by mutual agreement of the Parties' dispatchers,
schedulers, or authorized representatives; and (5) the
Cholla Generating Station 500 Kv switchyard under the
circumstances described in Subsection 15.03 of the Asset
Agreement and Subsection 7.5 of this Agreement."
2. Subsection 3.3 of the Long-Term Power Transactions
Agreement is hereby amended by deleting that subsection in its
entirety and substituting the following therefor:
"3.3 Increased Capacity Exchange. Upon the later of (i) the
completion of the Xxxx/ Phoenix Line or (ii) May 15, 1997,
and for the balance of the term of this Agreement, 100
megawatts of Exchange Capacity shall be made available in
addition to any Exchange Capacity available as a result of
the exchange option provided for in Subsection 3.2, subject
to the same terms and conditions set forth in Subsections
3.2.1, 3.2.2, 3.2.3 and 3.2.4."
3. Subsections 15.01 and 15.02 of the Asset Agreement are
hereby amended by deleting those subsections in their entirety
and substituting the following therefor:
"15. Transmission.
"15.01 In addition to the transmission rights provided for
in Section 13, during the Term of this Agreement, PacifiCorp
shall have a firm right to schedule a net of 350 MW of power
at (a) Pinnacle Peak or, in the event the Navajo Loop-In
Project is constructed, Navajo; (b) Four Corners; (c) the
Cholla Generating Station switchyard; (d) the Existing
Combustion Turbines; (e) Combustion
Page 2 - Amendment No. 1 to the Long-Term Power Transactions Agreement and Asset
Purchase and Power Exchange Agreement (PacifiCorp/APS)
Turbines installed pursuant to Section 12; and (f) Palo
Verde/Westwing, subject to the limitations set forth in
Subsection 15.02.
"15.02 PacifiCorp's transfer rights shall be subject to
Subsection 15.03 and shall be limited as follows:
"(a) Except as further limited by paragraphs (b) and (c),
PacifiCorp may not make a transmission request which, in and
of itself, (1) results in a net schedule of more than 350 MW
or (2) results in total exports from APS' control area of
more than 350 MW. PacifiCorp's net schedule shall be
calculated as the algebraic sum of transfers into APS'
control area and PacifiCorp generation internal to APS'
control area (counted as positive values) and transfers out
of APS' control area (counted as negative values).
"(b) When the output of Unit 4 is reduced below 150 MW for
any reason, PacifiCorp's right to schedule deliveries to
Palo Verde from Pinnacle Peak/Four Corners shall be reduced
megawatt-for-megawatt to the extent Unit 4 output is reduced
below 150 MW.
"(c) Transfers of power and energy under this Section 15
shall not include Firm Capacity acquired by APS from
PacifiCorp under the Power Agreement and delivered by
PacifiCorp at Xxxx Canyon/Four Corners."
This Amendment No. 1 shall be effective upon its
approval or acceptance for filing by the Federal Energy
Regulatory Commission.
Page 3 - Amendment No. 1 to the Long-Term Power Transactions Agreement and Asset
Purchase and Power Exchange Agreement (PacifiCorp/APS)
IN WITNESS WHEREOF, the Parties have signed this Agreement as of
the date first above written.
PacifiCorp
By Xxxxx X. Xxxxxxx
-------------------------------------
Title: Vice President, Power Systems
Arizona Public Service Company
By Xxxx X. Xxxxx
-------------------------------------
Title: Vice President
Generation and Transmission
Page 4 - Amendment No. 1 to the Long-Term Power Transactions Agreement and Asset
Purchase and Power Exchange Agreement (PacifiCorp/APS)
