20210826Application.pdf

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DONOVAN E. WALKER
Lead Counsel
dwal ke r@ i da hopower. com
August 26,2021
VIA ELECTRONIC MAIL
Jan Noriyuki, Secretary
ldaho Public Utilities Commission
11331 West Chinden BIvd., BuiHing 8
Suite 201-A
Boise, ldaho 83714
Re Case No. IPC-E-21-27
Riverside lnvestments l, LLC -Arena Drop Hydro Project
ldaho Power Company's Application re the Fourth Amendment to the
Energy SalesAgreement
Dear Ms. Noriyuki:
Attached for electronic filing is ldaho Power Company'sApplication forApproval of
the Fourth Amendment to Energy Sales Agreement in the above entitled matter. If you
have any questions about the attached documents, please do not hesitate to contact me.
Very truly yours,
2dal/<-
Donovan E. Walker
DEW:cld
Enclosures
DONOVAN E. WALKER (lSB No. 5921)
Idaho Power Company
1221West ldaho Street (83702)
P.O. Box 70
Boise, ldaho 83707
Telephone: [phone]
Facsimile: [phone]
dwalker@ idahopower. com
Attorney for ldaho Power Company
BEFORE THE IDAHO PUBLIC UTILITIES COMMISSION
!N THE MATTER OF THE APPLICATION
OF IDAHO POWER COMPANY FOR
APPROVAL OR REJECTION OF THE
FOURTH AMENDMENT TO THE ENERGY
SALES AGREEMENT WITH RIVERSIDE
INVESTMENTS I, LLC FOR THE SALE AND
PURCHASE OF ELECTRIC ENERGY
FROM THE ARENA DROP HYDRO
PROJECT
CASE NO. .PC-E-21-27
APPLICATION FOR APPROVAL
OF THE FOURTH AMENDMENT
TO ENERGY SALES
AGREEMENT
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ldaho Power Company ("ldaho Power"), in accordance with RP 52 and the
applicable provisions of the Public Utility Regulatory Policies Act of 1978 ("PURPA'),
hereby respectfully applies to the ldaho Public Utilities Commission ("Commission") for
an order accepting or rejecting the Fourth Amendment ('Amendment") to the Energy
Sales Agreement ('ESA') between ldaho Power and Riverside lnvestments I LLC,
("Selle/') under which Seller sells and Idaho Power purchases electric energy generated
by the Arena Drop Hydro, project ("Facility") which is a PURPA Qualiffing Facility.
APPLICATION - 1
ln support of this Application, Idaho Power represents as follows:
I. INTRODUCTION AND BACKGROUND
1. ldaho Power and the Seller (ointly, "Parties") entered into an ESA on March
8,2010, for the purchase and sale of energy produced by the Facility. This ESA was
approved by the Commission in Case No. IPC-E 10-05, Order No. 31060, on April 1,
2010. The Parties entered into an Amendment to the ESA on October 2,2014, to amend
the definition of Mid-Columbia market Energy Cost. The Parties entered into a Second
Amendment to the ESA on March 17,2016, to change any references in the ESA from
"Riverside lnvestments, LLC" to "Riverside lnvestments l, LLC." The Parties entered into
a Third Amendment to the ESA on June 22,2016, to amend Article 6.2.3 of the Agreement
to include a change to the notification of Net EnergyAmount ("NEq"1 monthly adjustments
from three-month advanced notice to one-month advance notice. The Parties have now
entered into this Fourth Amendment to the ESA to provide for notice of NEA monthly
adjustments by the 25th of each month.
2. Section 6.2.3 of the ESA provides the Seller with the option to adjust the
monthly estimated NEA within a specified time period. After the execution and approval
of the ESA, the Seller requested a change to the time period for making the NEA
adjustments. The Seller would like to change the NEA adjustment time period in Section
6.2.3 so that they can make adjustments by the 25th day of the preceding month in which
a change is requested, similar to other such 25th day of the month provisions previously
approved by the Commission.
APPLICATION - 2
II. THE AMENDMENT
3. The Amendment provides for the deletion of Section 6.2.3, Seller's
Adjustment of Estimated Net Energy Amounts After the Operation Date, and replaces it
with a new Section 6.2.3 set forth in the Amendment as follows:
6.2.2 Seller's Adiustment of Estimated Net Enerqv Amounts
Afterthe Operation Date-Afterthe Operation Date, the Seller
may revise any future monthly Estimated Net Energy
Amounts by providing written notice no later than 5 PM
Mountain Standard time on the 25th day of the month that is
prior to the month to be revised. lf the 25th day of the month
falls on a weekend or holiday, then written notice must be
received on the last business day prior to the 25th day of the
month. For example, if the Seller would Iike to revise the
Estimated Net Energy Amount for October, they would need
to submit a revised schedule no later than September 25th or
the last business day prior to September 25th.
a.) This revision must be submitted using the electronic
portal provided by ldaho Power if available. lf the electronic
porta! is not available, then written notice must be provided
to Idaho Power by electronic notice (electronic mail) as
agreed by both parties.
b.) !f the Seller does not update the electronic portal or
provide written notice of changes to the Estimated Net
Energy Amounts, then it will be deemed to be an election of
no change from the most recently provided monthly
Estimated Net Energy Amounts. Except as otherwise
provided in this Agreement, ldaho Power is unable to accept
any requested changes to the Estimated Net Energy
Amounts if the date and time that ldaho Power receives the
requested change is after the deadline.
4. The Amendment does not othenrise change any of the obligations of the
Parties set forth in the ESA. A copy of the Amendment is attached to this Application as
Attachment 1 and is subject to the Commission's approval.
APPLICATION - 3
III. PROCEDURE
5. ldaho Power believes that a hearing is not necessary to consider the issues
presented herein and respectfully requests that this Application be processed under
Modified Procedure; i.e., by written submissions rather than by hearing. RP 201, ef seg.
IV. COMMUNICATIONS AND SERVICE OF PLEADINGS
6. Communications and service of pleadings, exhibits, orders, and other
documents relating to this proceeding should be sent to the following:
Donovan E. Walker
Lead Counsel
ldaho Power Company
1221West Idaho Street (83702)
P.O. Box 70
Boise, ldaho 83707
dwalker@ idahopower. com
dockets@ idahopower. com
Energy Contracts
Idaho Power Company
1221West ldaho Street @3702t.
P.O. Box 70
Boise, Idaho 83707
eneroycontracts@ idahopower. com
V. REQUEST FOR RELIEF
7. ldaho Power respectfully requests that the Commission issue an order: (1)
authorizing that this matter may be processed by Modified Procedure and (2) accepting
or rejecting the Amendment between ldaho Power and the Seller.
Respectfully submitted this 26th day of August 2021.
furdatq-
DONOVAN E. WALKER
Attorney for Idaho Power Company
APPLICATION .4
CERTIFICATE OF SERVICE
I HEREBY CERTIFY that on the 26th day of August 2021,1 served a true and
correct copy of the within and foregoing APPLICATION FOR APPROVAL OF A FOURTH
AMENDMENT TO ENERGY SALES AGREEMENT upon the following named parties by
the method indicated below, and addressed to the following:
Terry Daughefi
Riverside lnvestments !, LLC
Riverside Hydro l, LLC
P.O. Box 328
Adrian, OR 97901
_Hand Delivered
_U.S. Mail
_Overnight Mail
_FAXX Email - [e-mail]
Christy Davenport, Legal Assistant
APPLICATION - 5
BEFORE THE
IDAHO PUBLIC UTILITIES COMMISSION
CASE NO. IPC-E-21-27
IDAHO POWER COMPANY
ATTACHMENT 1
FOURTHAMENDMENT
TO TIIE
FIRM ENERGY SALES AGREEMENT
BETWEEN
IDAHO POWER COMPANY
AI\D
RTVERSIDE INVESTMENTS I, LLC
This Fourth Amendment of the Firm Energy Sales Agreement ("Fourth Amendment") is
entered into on this 1lth day of August 2021, by and between Idaho Power Company, an Idaho
corporation ("Idaho Power"), and Riverside Investments I, LLC, an Idaho limited liability
company ("Riverside" or "Seller") (individually a"P^rfy" and collectively the "Parties").
WHEREAS, Idaho Power entered into the Firm Energy Sales Agreement on March 8,
2010, (the "FESA") for the purchase and sale of generation produced by the Arena Drop Hydro
PURPA QualiSing Facility with a Maximum Capacity Amount of 520 kW that was approved by
the Idaho Public Utilities Commission's ("IPUC") in Order No. 31060 issued on April 1,2010;
and
WHEREAS, Idaho Power entered into a First Amendment to the FESA on October 2,2014
with (Riverside Investments, LLC) to amend the definition of Mid-Columbia Market Energy Cost;
and
WHEREAS, Idaho Power entered into a Second Amendment to the FESA on March 17,
2016, with (Riverside Investments I, LLC) to change any references in the FESA from "Riverside
Investments, LLC" to "Riverside Investments I, LLC"; and
WHEREAS, Idaho Power entered into a Third Amendment to the FESA on June 22,2016,
with (Riverside Investments I, LLC) to amend Article 6.2.3 of the Agreement to include a change
to the notification of Net Energy Amount monthly adjustments from three-month advanced notice
to one-month advance notice; and
WHEREAS, Seller and Idaho Power desire to amend Article 6.2.3 of the Agreement to
include a change to the notification of Net Energy Amount monthly adjusfrnents from one-month
advanced notice to the 25tr day of the month that is prior to the month to be revised. If the 25fr day
of the month falls on a weekend or holiday, then written notice must be received on the last
business day prior to the 25h day of the month;
NOW, THEREFORE, in consideration of the foregoing, and for other good and valuable
consideration, the receipt and adequacy of which are hereby acknowledged, and intending to be
legally bound, the Parties hereto agree as follows:
l. Incorporation of Recitals. The above-stated recitals are incorporated into and made a part of
this Agreernent, as amended, by this reference to the same extent as if these recitals were set forth
in full at this point.
2. Delinitions. Article 6.2.3 shall be deleted in its entirety and the following section shall be
substituted in its stead:
Firm Energy Sales Agreement
Projecl 21615205 Arena Drop Hydro Project
Fourth Amendment - Page I of 3
6.2.3 Seller's Adjustment of Estimated Net Eners.v Amounts After the Operation Date - After
the Operation Date, the Seller may revise any future monthly Estimated Net Energy
Amounts by providing written notice no later than 5 PM Mountain Standard time on the
256 day of the month that is prior to the month to be revised. If the 25h day of the month
falls on a weekend or holiday, then written notice must be received on the last business
day prior to the 25n day of the month. For example, if the Seller would like to revise the
Estimated Net Energy Amount for October, they would need to submit a revised schedule
no later than Septernber 25h or the last business day prior to September 25ft.
a.) This revision must be submitted using the electronic portal provided by
Idaho Power if available. If the electronic portal is not available, then
written notice must be provided to Idaho Power by electronic notice
(electronic mail) as agreed by both Parties.
b.) If the Seller does not update the electronic portal or provide written notice
of changes to the Estimated Net Energy Amounts, then it will be deemed to
be an election of no change from the most recently provided monthly
Estimated Net Energy Amounts. Except as otherwise provided in the
Agreement, Idaho Power is unable to accept any requested changes to the
Estimated Net Energy Amounts if the date and time that Idaho Power
receives the requested change is after the deadline.
3. Commission Approval. The obligations of the Parties under this First Amendment are subject
to the IPUC's approval of this First Amendment and such approval being upheld on appeal, if any,
by a court of competent jurisdiction. The Parties will submit this First Amendment to the IPUC
and request approval or rejection in its entirety pursuant toP.P 274.
4. Effect of Amendment. Except as expressly amended by this First Amendment, the Agreernent
shall remain in full force and effect.
5. Capitalized Terms. All capitalized terms used in this First Amendment and not defined herein
shall have the same meaning as used in the Agreement.
6. Scope of Amendment. This First Amendment shall be binding upon and inure to the benefit
of the Parties hereto, and their respective heirs, executors, administrators, successors, and assigns,
who are obligated to take any action which may be necessary or proper to carry out the purpose
and intent thereof.
7. Authority. Each Party represents and warrants that (i) it is validly existing and in good
standing in the state in which it is organized, (ii) it is the proper party to amend the Agreement,
and (iii) it has the requisite authority to execute this First Amendment.
8. Counterparts. This First Amendment may be executed in any number of counterparts, each
of which shall be deemed an original and all of which taken together shall constitute a single
instrument.
Finn Energy Sales Agreement
Project 21615205 Arena Drop Hydro Project
Fourth Amendment -Page2 of 3
IN WTTNESS WHEREOF, the Partics hercto havc caused this Fourth Amendment to be
duly executed as of the date above written.
I,LLC IDAHO COMPANY
By:
Name:Name:,1.
V
Title:
Date:
Firm Energy Sales Agreenrent
Pmject 21615205 fuena Drop Hydro Prcject
Fourth Amcndment - Page 3 of 3
Title: VP, j '' (' ' ;
Date: o/, /r,
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