20120612Letter of Notification.pdf

HIDDEN HOLLOW ENERGY 2 LLC
do Fortistar Methane Group LLC
One North Lexington Avenue • White Plains, New York 10601
Tel. [phone] • Fax. [phone]
June 11, 2012
201? JUN 12 AM 11:02
tuAhU rUtL -.
UTILiTIES COMMISSION
Idaho Public Utilities Commission
472 W. Washington Street
Boise, Idaho 83702-5918
Attention: Commission Secretary
Re: Firm Energy Sales Agreement - Case No. IPC E-10-44
Dear Sirs and Madames:
We refer to the Firm Energy Sales Agreement between Idaho Power Company ("IPC")
and Hidden Hollow Energy 2 LLC ("Seller"), dated December 8, 2010 (as amended,
supplemented or otherwise modified, the "PPA"). Capitalized terms used in this letter without
definition have the meanings set forth in the PPA. The PPA was approved by the Idaho Public
Utilities Commission (the "Commission") on February 11, 2011 in Case No. IPC-E-10-44.
Several disputes between Seller and IPC have arisen under the PPA in connection with
the occurrence of two separate events of Force Maj cure, each of which has prevented Seller from
performing under the PPA. These events involve (i) the inability to date of Seller to obtain an air
permit from the Idaho Department of Environmental Quality due to actions taken solely by Ada
County (the "County"), and (ii) the execution of certain contracts by the County, IPC and
Dynamis Energy, LLC, which Seller believes make it impossible for Seller to receive the
quantity and quality of fuel necessary to operate its electric generating facility at the Ada County
Landfill, as required by the Landfill Gas Franchise Agreement between Seller and the County.
IPC (i) has notified Seller that IPC rejects Seller's position that events of Force Majeure
exist, and (ii) has threatened to terminate the PPA and assess significant monetary delay
liquidated damages against Seller.
Section 19.1 of the PPA provides that "All disputes related to or arising under this
Agreement, including, but not limited to, the interpretation of the terms and conditions of this
Agreement, will be submitted to the Commission for resolution". Thus, pursuant to Section 19.1
of the PPA, Seller hereby submits the aforementioned disputes to the Commission, and
respectfully requests the Commission's resolution of the same.
Under separate cover, Seller will supply the Commission with relevant documentation
relating to the disputes described above. Seller also requests from the Commission guidance as
to the Commission's evidentiary requirements, procedures and schedule for resolving the issues
outlined above.
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If you have any questions regarding the foregoing, please contact either Arthur Hayes,
General Counsel of Seller (914-421-4910 and ahayesfortistar.com ), or Stephen Thomas of
Moffatt Thomas Barrett Rock & Fields, Chtd. (208-345-2000 or [e-mail] ).
Very truly yours,
HIDDEN HOLLOW ENERGY 2 LLC
By:
Name: Arthur Hull Hayes III -
Title: General Counsel
Cc: Idaho Power Company
Stephen Thomas, Esq.
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