20160628Terrace Hills PedestalTransfer.pdf

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An TDACORP Company
LISA D. NORDSTROM
Lead Counsel
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June 28,2016
VIA HAND DELIVERY
Daphne Huang
Deputy Attorney General
ldaho Public Utilities Commission
472 West Washington Street
Boise, ldaho 83702
Re: Transfer of Title of Terrace Hi!!s Mobile Estates Meter Pedestals
Dear Ms. Huang:
ldaho Power Company ("ldaho Powe/' or "Company") intends to transfer title of
16 meter pedestals located in the Terrace Hills Mobile Estates mobile home park
("Terrace Hills") in Cascade, ldaho, to the joint owners of the property, Richard Stones
and Marcus Grant Stones (collectively the "Stones").
Priorto March 31,1981, ldaho Power installed, owned, and maintained mobile
home pedestals as part of the facilities for electric service to most mobile homes.
These pedestals are comparable to meter bases attached to buildings. Since March 31,
1981, new mobile homes have been served by pedestals owned and maintained by
customers as per ldaho Power's Rule H, Section (ZXg) under General Provisions, which
states "Owners of mobile home courts will install, own, operate, and maintain all
termination poles, pedestals, meter loops, and conductors from the Point of Delivery."
Because Company-owned pedestals pre-date 1981, they and their replacement
parts are no longer manufactured. When ldaho Power is required to perform repairs,
replacement parts must be made by the Company. Due to the expense in maintaining
and repairing the pedestals and to promote consistency of ownership among
customers, ldaho Power seeks to transfer title of Company-owned pedestals to the
customer whenever possible.
ldaho Power intends to update all 16 pedestals located within the mobile home
park. The Company will not, however, warrant the upgrades or the pedestals to any
degree. The Stones wil! inspect the pedestals and satisfy themselves as to the
pedestals' physical and environmental conditions following the upgrades by ldaho
Daphne Huang
Idaho Public Utilities Commission
June 28,2016
Page 2
Power. Terrace Hills has agreed to then take title to the meter pedestals. The Transfer
of Title Agreement between ldaho Power and Terrace Hills is attached to this letter.
ldaho Power has previously filed applications for the transfer of title of meter
pedestals pursuant to ldaho Code S 61-328. ldaho Code S 61-328 requires that electric
public utilities in ldaho obtain ldaho Public Utilities Commission ("Commission")
approval for the sale or transfer of property in ldaho "which is used in the generation,
transmission, distribution or supply of electric power and energy to the public or any
portion thereof." However, the Company has reconsidered this practice in light of the
Commission's recent determination that the "any portion thereof' language in Section
61-328 "contemplates the transfer of property that is already devoted to the public
service, not a transfer of property that serves only a single customer." Order Nos.
33514 at 8-9 and 33546 at 3.
ln light of this Commission interpretation of ldaho Code S 61-328, and because
transfer of the 16 meter pedestals to the single customer served by them will not impact
the rates of other customers, ldaho Power is issuing this letter to notify the Commission
of the transfer of title of 16 meter pedestals located within the Terrace Hills Mobile
Estates mobile home park. lf you agree with ldaho Power's assessment that the
proposed transfer of title as described above would not require formal Commission
process and approval, please provide confirmation to my attention at the address
above.
Sincerely,
fi,r-f,.fl^t-rr',"*,
Lisa D. Nordstrom
Enclosure
cc: Terri Carlock, IPUC
TRANSFER OF TITLE
AGREEMENT
This Transfer of Title Agreement ("Agreement") is entered into by and among Idaho
Power Company, an Idaho corporation, with principal o{fices at 122'1. West Idaho Street, Boise,
Idaho 83702 ("Wc"),Richard Stones, an individual residing at SbO I F"otRuvr, N€r,tr {f4eqA.wSl
and Marcus Grant Stones, an individual residing at 5L60 Southbend Dr. SE Salem, OR 97306 :Lb 636S
(collectively, the "Stones" who are the joint owrlers of the properly described herein) as of this
3-Ot\ day of Apnl 2016, subject to the authorization of the Idaho Pubtic Utilities Commission
("WUC" or "Commission") as required by I.C. S 61-328. IPC and the Stones may be referred to
individually as a"Party" or collectively as the "Parties."
WHEREAS, prior to 1981, IPC installed, owned, and maintained meter pedestals in
mobile home parks; since March 31, 1981, meter pedestals have been provided and owned by
mobile home homeowners or park owners;
WHEREAS, the meter pedestals installed by IPC prior to 1981. are no longer
manufacfured and replacementparts mustbe made to provide repairs;
WHEREAS, due to the expense involved in maintaining and repairing meter pedestals,
IPC desires to transfer ownership of said pedestals to mobile home owners; and
WHEREAS, IPC agrees to convey and, in exchange for the upgrade of existing meter
pedestalq the Stones agree to accept tifle of all meter pedestals within the Terrace Hills Mobile
Estates mobile home park;
NOW THEREFORE, in consideration of the mutual covenants, agreements, md
benefits hereinafter set forth, and for good and valuable consideration, the receipt and
sufficienry of which are hereby recognized IPC and the Stones hereby mutually agree as
follows:
1. Incorporation of Recitals. The above-stated recitals are incorporated into and
made a part of this Agreement by this reference to the same extent as if these recitals were set
forth in fulIat this point.
2. Commission Approval Required. This Agreement for kansfer of IPC assets is
contingent upon the approval and authorization of the IPUC as required in I.C. $ 61-328. The
Agreement shall be executed by the Parties and submitted to the IPUC for approval. The
transfer of title described herein shall go into effect one hundred twenty (120) calendar days
following IPUC approval and authorization of the transaction. If such IPUC approval is not
obtained, this Agreement shall not take effect.
Transfer of Title Agreement Page 1 of6
3. Transfer of Title. In consideration of the reduced maintenance and expense to
Idaho Power and other good and valuable consideration, the receipt and sufficienry of which
are hereby acknowledged, IPC, effective one hundred twenty (L20) calendar days following
approval of the Commission, hereby bargains, sells, assigns, transfers, Sants, and conveys unto
the Stones all of IPC's title and interest (subject to the limitations set forth below) in and to the
meter pedestals owned by IPC as hereinafter described (the "Pedestals"). The Pedestals are
electro-mechanical free-standing, partrally buried, one-piece units that house IPC's meter and
cable terminations, the customer's main circuit breakers, and the service terminations for service
to the manufactured home. Idaho Power owrrs and maintains a junction box adjacent to each
Pedestal and a service wire up to the point where said wire connects to each Pedestal. The
Pedestals transferred, conveyed, and assigned herein are all meter Pedestals contained within
the Terrace Hills Mobile Estates mobile home park located at 415 W. Patterson Street, Cascade,
ID. The Terrace Hills Mobile Estates mobile home park is approximately 4.4032 affes of land,
more or less, located in Section 26, Township L4 North, Range 3 E.B.M., Valley County, Idaho,
described as follows:
Commencing at Point on the East Line of Section 26, Township 14 North, Range 3
E.B.M., Valley County, Idaho; which point is North 724.7 f.eet from the Southeast corner
of Said Section 26;
Thence South 54"42'00' West24'a feet along the North line of the 4'h Addition to the City
of Cascade, Valley County, Idaho to the Real Point of Beginning;
Thence continue South 54"42'00" West, 188.58 fee!
Thence South 35"17'00' East,2'14.15 feet along the West line of said Addition;
Thence West 60.3 feeU
Thence South 406eet;
Thence West257. feet;
Thence North 609 feet to the South line of the public highway;
Thence South 210feet;
Thence North 66"30'00' East 51 fee!
Thence in a Souther$ direction in a straight line to the real Point of Beginning.
4. Unwarranted "As Is" Condition. Within one hundred twenty (120) days
following Commission authorization and approval of the transfer of titlg IPC shall update
sixteen non-updated Pedestals within Terrace Hills Mobile Home Park, which will include but
is not be lirrrited to the following work items: (1) remove sixteen existing non-updated meter
Pedestals; and (2) install sixteen new replacement meter Pedestals. Idaho Power will not
update or remove any items from the one meter Pedestal location that is abandoned, and is not
connected to Idaho Powels system.
IPC does not warrant the upgrades or the new Pedestals to any degree. It is understood
and agreed that the Stones will inspect the Pedestals and satisfy themselves as to the Pedestals'
physical and environmental condition following the upgrades and that the Stones, at the point
of transfer of title, hereby accepts all of the Pedestals in " AS IS" and "WITH ALL FAULTS"
condition and that IPC has not made, does not make, and will not make any warranty or
representatiory whether express or implied, about the performance capability of the Pedestals or
their present state of repair, condition or maintenance, ability to function i^ aoy respect, or
merchantability or fitress for a particular purpose. IPC makes no warranty, express or implied,
as to the accuracy or completeness of any data, informatiorL or materials heretofore or hereafter
furnished to the Stones in connection with the Pedestals. Any and all such dat4 information,
and other materials furnished by IPC is provided to the Stones as a convenience and any
reliance on or use of the same shall be at the Stones' sole risk and responsibility.
IPC and the Stones agree that to the extent required by *y applicable law to be
operative, the disclaimers of warranties contained in this paragraph are "conspicuous"
disclaimers for the purposes of any applicable law, rule or order. THE PEDESTALS ARE
BEING TRANSFERRED BY IPC TO THE STONES WITFIOUT RECOURSE (EVEN AS TO THE
RETURN OF THE PTIRCHASE PRICE), COVENANT, OR WARRANTY OF ANY KIND,
EXPRESS, IMPLIED, OR STATUTORY, AND IPC IS CONVEYING THE PEDESTALS
COVERED HEREBY ,,,{S IS, AND ,WM.I ALL FAULTS," AND WTIHOUT
REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, (ALL OF WHICH IPC FIEREBY
DISCLAIMS AND NEGATES) AS TO FMNESS FOR ANY PARTICULAR PURPOSE,
CONFORMITY TO MODELS OR SAMPLES OR MATERIALS, MERCHANTABILITY, DESIGN
QUALITY, CONDITION OPERATION COMPLIANCE WTIH SPECIFICATION, ABSENCE
OF LATENT DEFECTS, OR COMPLIANCE WTTFI LAWS AND REGULATIONS
(INCLTIDING, WTII{OUT LIMITATION THOSE RELATING TO HEALTH, SAFETY, AND
THE ENVIRONMENTD, TO TFIE EXTENT APPLICABLE AND PERMITTED BY LAW.
5. Release and Indemnification. The Stones hereby releases IPC and the employeeg
officers, directors, and agents of IPC and/or its affiliates from and against all claims, actions,
damages,losset penalties, and expenses, including reasonable attomey fees and disbursements,
of any kind or nafure whatsoever arising out of IPC's acts or omissions or the acts or omissions
of the Stones or any third party related to the transfer of Pedestals hereunder. This release and
transfer does not impact any remedies available, at law or in equity, relating to the installation
of the pedestals.
6. Entire Agreement. This Agreement including its Exhibits, constitutes the entire
agreement of the Parties with respect to its subject matter and supersedes all prior
communications, contracts, and agreements, both oral and written between them. This
Agreement may not be modified, and no tights will be waived, except by * instrument in
writing signed by a duly authorized representative of the Parties.
7. Section Numbering and Headings. Section headings are for the convenience of
reference only and shall not be construed to limit or extend the meaning of any provision and
will not be relevant in interpreting this Agreement. As used in this Agreement the term
"including" means by way of example and not limitation.
Transfer of Title Agteement Page 3 of 6
8. Severability. If *y provision of this Agreement is determined to be invalid or
unenforceable it will be deemed to be modified to the minimu:n extent necessary to be valid
and enforceable. If it cannot be so modified, it will be deleted and the deletion will not a{fect
the validity or enforceability of any other provision unless, as a result the rights of either Party
are materially diminished or the obligations and burdens of either Party are materially
increased so as to be unjust or inequitable.
[Signature Page Follows]
MARCUS GRANT STONES
IN WTINESSETH ITHEREOF, the Parties hereto execute this Agreement as of the date
and year first above written, and the assets are hereby conveyed, AS IS, WHERE I$ one
hundred twenty (120) days following Couunission approval.
county or [qiJ*,o|""'
on this -Lday of l4y in the year of.Zl7;,personatty appeared before me
f4 arc"s StnoS*rr"rffy mo*n ,o *% the person whose name is zubscribed to the within instrument,
and ad<nowledged to me thathe e<ecuH the sarne.
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OFFIC'AI SEAL
SIIIOY GAflIL BOTROUS
T{OTARY PUEUC - OREGON
coMMlsstoN N0. 475558
tollil$t0lt rxPriEl Estut[T
RICFIARD STONES
Name:
State of Idaho
County of
)
) ss.
)
On this dav of in the year of 2018 personally appeared before me
personally known to me to be the person whose name is subscdbed to the within instrument,
ard acknowledged to me thathe execuEd the same.
Notary Public for Idaho
Residing at:
My com:nission ocpires on:-
NoiaryPublic
Transfer of Title Agreement Page 5 of6
IN WITNESSETH WHEREOF, the Parties hereto execute this Agreement as of the date
and year first above writtery and the assets are hereby conveyed AS IS, Uru{ERE IS, one
hundred twenty (120) days following Commission approval.
MARCUS GRANT STONES
Name:
State of Idaho
County of
)
) ss.
)
On this dav of
personally known to me to be the person
and acknowledged to me that he executed the same.
State of Idaho )
) ss.
Countyof \Ae-^r5 )
the year of 2016, personally appeared before me
whose name is subscribed to the within instrument,
Notary Public for ldaho
Residing at:
My commission expires on:
n On this Q^L auy of Jh r*a , in the year of 2016, personally appeared before me
Kt chalA !\n.hlrror,Itty t no,"" a *" 4 u5ar,," p"*on *hos" name is subscribed to the within instrument,
and acknowledged to me that he executed the same.
A*G[L[,cyT,XltTo
State 01 ldano
Residing at: lA-{' l1
Transfer of Title Agreement Page 5 of 6
My commission expires on:_
Name: Vem Porter
Title: V.P. of Customer Operations
State of Idaho )
) ss-
County of )
on this l{-pth our"r fu\At-i- . in the year of.20t6,personally appeared before me vem
Potter, personally known to me to bedre person whose name is subscribed to the within instrument, and
acknowledged to me that he executed the same.
Notary Public for Idaho
Residing "t' Rn i.q€, Tela hO
My commission expires ot-eqQ:il] CZ {
t:."a-
'at r(