20230808Compliance Filing_Attachment.pdf

MEGAN GOICOECHEA ALLEN
Corporate Counsel
[e-mail]

August 8, 2023

VIA ELECTRONIC MAIL

Jan Noriyuki, Secretary
Idaho Public Utilities Commission
11331 West Chinden Blvd., Building 8
Suite 201-A
Boise, Idaho 83714

Re: Case No. IPC-E-23-15
SISW LFGE Project
Idaho Power Company’s Application for Approval of First Amendment to
the Energy Sales Agreement

Dear Ms. Noriyuki:

Attached for electronic filing is Idaho Power Company’s Compliance Filing the
above-entitled matter. If you have any questions about the attached documents, please
do not hesitate to contact me.

Very truly yours,

Megan Goicoechea Allen

MGA:cld
Enclosures
RECEIVED
Tuesday, August 8, 2023 3:18:47 PM
IDAHO PUBLIC
UTILITIES COMMISSION

IDAHO POWER COMPANY’S COMPLIANCE FILING - 1
DONOVAN E. WALKER (ISB No. 5921)
MEGAN GOICOECHEA ALLEN (ISB No. 7623)
Idaho Power Company
1221 West Idaho Street (83702)
P.O. Box 70
Boise, Idaho 83707
Telephone: [phone]
Facsimile: [phone]
[e-mail]
[e-mail]

Attorneys for Idaho Power Company

BEFORE THE IDAHO PUBLIC UTILITIES COMMISSION

IN THE MATTER OF THE APPLICATION
OF IDAHO POWER COMPANY FOR
APPROVAL OF A FIRST AMENDMENT TO
THE ENERGY SALES AGREEMENT WITH
THE SISW LFGE PROJECT

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CASE NO. IPC-E-23-15

IDAHO POWER COMPANY’S
COMPLIANCE FILING

COMES NOW, Idaho Power Company (“Idaho Power” or “Company”) and,
pursuant to Idaho Public Utilities Commission (“Commission”) Order No. 35861, hereby
respectfully submits the following compliance filing pertaining to the Energy Sales
Agreement (“ESA”), as amended, for the Southern Idaho Regional Solid Waste District
Landfill Gas to Energy (“SISW LFGE”) Project, which is a qualifying facility (“QF” or
“Facility”) under the Public Utility Regulatory Policies Act of 1978 (“PURPA”).
1. The ESA dated March 13, 2017, was approved by the Commission in Case
No. IPC-E-17-04, Order No. 33772, issued on June 1, 2017. Recently, the parties entered

IDAHO POWER COMPANY’S COMPLIANCE FILING - 2
into the First Amendment to the ESA (“First Amendment”) dated April 27, 2023, which
was intended to correct and update certain information in the ESA but did not otherwise
change any of the obligations of the parties.
2. The Company initiated the instant case to request the Commission approve
the First Amendment that sought to ensure the contract description matches actual
Facility parameters and to incorporate recent Commission orders addressing contract
language related to different types of facility modifications.
3. On July 25, 2023, the Commission issued Order No. 35861 approving the
First Amendment contingent on the parties implementing the following additional updates
to the ESA and submit as a compliance filing within 14-days:
(i) The parties return the original Article XXIII language, requiring Commission
approval for amendments to the ESA, to the agreement in addition to the
new Article XXIII language regarding facility modifications; and
(ii) The parties remove the VAR Capability description from Appendix B.
4. As directed by the Commission, the Company has worked with the SISW
LFGE Project to incorporate the additional modifications to the ESA and is filing herewith
as Attachment 1 the fully executed Second Amendment to the ESA dated August 6, 2023,
which was entered into by the parties to incorporate the direction from, and comply with,
Commission Order No. 35861. More specifically, to address the issues identified by the
Commission, the Second Amendment revises Appendix B, Section B-1 to omit the
description of Var Capability and adds a new paragraph (23.8) to Article XXIII Facility
Modification, as amended, to retain language regarding modifications to the ESA.
5. Idaho Power appreciates the Commission’s review and consideration of the

IDAHO POWER COMPANY’S COMPLIANCE FILING - 3
issues in this case and the opportunity to make this compliance filing to address the
Commission’s concerns. Idaho Power believes the attached and executed Second
Amendment makes the necessary changes to the ESA required to implement the
Commission’s directives and respectfully requests that the Commission approve the
Second Amendment to the Energy Sales Agreement submitted herewith without change
or condition.
Respectfully submitted this 8th day of August 2023.

MEGAN GOICOECHEA ALLEN
Attorney for Idaho Power Company

IDAHO POWER COMPANY’S COMPLIANCE FILING - 4
CERTIFICATE OF SERVICE

I HEREBY CERTIFY that on this 8th day of August 2023, I served a true and correct
copy of the within and foregoing Idaho Power Company’s Compliance Filing upon the
following named parties by the method indicated below, and addressed to the following:

Michael Duval
Deputy Attorney General
Idaho Public Utilities Commission
11331 W. Chinden Blvd., Bldg No. 8,
Suite 201-A (83714)
PO Box 83720
Boise, ID 83720-0074

Hand Delivered
U.S. Mail
Overnight Mail
FAX
_____ FTP Site
X Email: [e-mail]

Nate Francisco
Executive Director and CEO
Southern Idaho Solid Waste
[phone]

Hand Delivered
U.S. Mail
Overnight Mail
Fax
X Email: [e-mail]

________________________________
Christy Davenport, Legal Assistant

BEFORE THE

IDAHO PUBLIC UTILITIES COMMISSION

CASE NO. IPC-E-23-15

IDAHO POWER COMPANY

ATTACHMENT 1

Project Number 20170214– SISW LFGE
Second Amendment Page 1 of 2
SECOND AMENDMENT TO THE
ENERGY SALES AGREEMENT
FOR THE
SISW LFGE PROJECT
This Second Amendment of the Energy Sales Agreement (“Second Amendment”) is
effective as of August 6, 2023 (“Effective Date”) and is entered into by and between Idaho Power
Company (“Idaho Power”), an Idaho corporation, and CAFCo Idaho Refuse Management LLC
(“Seller”) (individually a “Party” and collectively the “Parties”).
WHEREAS, Idaho Power and Seller entered into the Energy Sales Agreement (“ESA”)
on March 13, 2017, for the purchase and sale of energy from the Southern Idaho Regional Solid
Waste District Landfill Gas to Energy (“SISW LFGE”) Project (“Project”), a landfill gas to energy
facility with a five megawatt (“MW”) Maximum Capacity Amount to be located near Burley,
Idaho. The ESA was approved by the Idaho Public Utilities Commission (“the Commission”) in
Case No. IPC-E-17-04, Order No. 33772, issued on June 1, 2017; and
WHEREAS, Idaho Power and Seller entered into a First Amendment to the Agreement on
April 27, 2023, to: (1) revise Appendix B, specifically Section B-1, Description of Facility, and
Section B-4, Maximum Capacity Amount, to accurately reflect the Facility as built, and make
corresponding changes to other definitions and Appendix E that referenced the original design;
and (2) revise Article XXIII Modification in conformity with the language, which was approved
by the Commission in Order No. 35861 subject to the Parties implementing additional updates as
recommended by Commission Staff and directed by the Commission; and
WHEREAS, as a result, the Parties desire to enter into this Second Amendment to
incorporate the direction from, and comply with, Commission Order No. 35861, by amending
Appendix B, Section B-1 to omit the description of Var Capability and adding a new paragraph to
Article XXIII Facility Modification, as amended, to retain language regarding modifications to the
ESA.
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:
1.Incorporation of Recitals. The above-stated recitals are incorporated into and made a part of
the ESA, as amended, by this reference to the same extent as if these recitals were set forth in full
at this point.
2.Amendments.
A. Appendix B: Section B-1, Description of Facility, of Appendix B of the ESA is
hereby amended as follows: (Deleted language uses strikethrough).





   

Project Number 20170214– SISW LFGE Second Amendment Page 2 of 2
Var Capability (Both leading and lagging of initial unit): Leading is 0.8, Lagging is 0.8
B. Article XXIII: Facility Modification: A new paragraph 23.8 is added to Article
XXIII to follow existing provision 23.7:
23.8 No modification to this Agreement shall be valid unless it is in writing and signed by both Parties and subsequently approved by the Commission.
3. Commission Approval. The obligations of the Parties under this Second Amendment are
subject to the Commission’s approval of this Second Amendment and such approval being upheld
on appeal, if any, by a court of competent jurisdiction.
4. Effect of Amendment. Except as expressly amended by this Second Amendment, the terms and conditions of the ESA, as amended, remain unchanged.
5. Capitalized Terms. All capitalized terms used in this Second Amendment and not defined
herein shall have the same meaning as in the ESA.
6. Scope of Amendment. This Second 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 hereof.
7. Authority. Each Party represents and warrants that as of the Effective Date: (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 ESA, and (iii) it has the requisite authority to execute this Second Amendment.
8. Counterparts. This Second 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.
IN WITNESS WHEREOF, the Parties hereto have caused this Second Amendment to be
duly executed as of the date above written.
IDAHO POWER COMPANY
By: _________________________________ Name: _______________________________
Title: ________________________________
CAFCO IDAHO REFUSE MANAGEMENT LLC

By: _________________________________ Name: _______________________________
Title: ________________________________

DocuSign Envelope ID: 9A11F05C-B808-4AA0-88E3-68E1DDD41188
Nate Francisco
Executive Director & CEO
Ryan N. Adelman
VP, Power Supply