20230223Notice of Affiliate Transaction - Kern River Gas.pdf

VIA ELECTRONIC FILING

February 23, 2023

Idaho Public Utilities Commission
11331 West Chinden Boulevard
Building 8 Suite 201A
Boise, Idaho 83714-1021

Attention: Jan Noriyuki
Commission Secretary

Re: PacifiCorp Notice of Affiliate Transaction — PacifiCorp and Kern River Gas
Transmission Company
Case No. PAC-E-05-08

Dear Ms. Noriyuki:

Pursuant to Commitment I 17(2), incorporated in the Idaho Public Utilities Commission
Order No. 29973, issued February 13, 2006, as supplemented by Order No. 29998
March 14, 2006, in the above-referenced proceeding, approving the acquisition of PacifiCorp by
MidAmerican Energy Holdings Company (now Berkshire Hathaway Energy Company or BHE),
PacifiCorp hereby provides notice of an affiliated interest transaction with Kern River Gas
Transmission Company (KRGT).

PacifiCorp entered into an agreement with KRGT for a Non-Exclusive Temporary Use
Permit (the “Permit”). The Permit will allow KRGT to use as a provisional workspace a portion
of the real estate parcels that PacifiCorp owns, known as the Wildflower Geotech Sites (the
“Property”), in Utah County, Utah. A true copy of the Permit is included with this notice as
Attachment A.

PacifiCorp is a wholly-owned indirect subsidiary of BHE. Likewise, KRGT is a
wholly-owned indirect subsidiary of BHE, whose ownership interest in both PacifiCorp and
KRGT creates an affiliated interest relationship between them.

KRGT owns and operates a pipeline system, which transports natural gas to several
western states. This Permit is needed by KRGT to secure the Property as a temporary workspace
to transport, stage, assemble and install project material for the construction of a new segment of
its pipeline that will provide service to customers. As the sole owner of the Property, PacifiCorp
Timothy K. Clark
Senior Attorney
1407 W. North Temple, Suite 320
Salt Lake City, UT 84116
801-220-4565 Office
[e-mail]

... PA(IFl[QRP. J PacificPower . ~ Rocky Mountain Power
RECEIVED
Thursday, February 23, 2023 1:07:19 PM
IDAHO PUBLIC
UTILITIES COMMISSION

2

is the only entity that can grant the Permit to KRGT. Acquiring the Permit is in the public
interest because it facilitates KRGT’s service to its customers and the transaction also benefits
PacifiCorp’s customers. KRGT will pay PacifiCorp $13,000 for the Permit.

Please do not hesitate to contact me if you have any questions.

Sincerely,
Timothy K. Clark
Senior Attorney
PacifiCorp

Enclosure:
Attachment A.pdf

ATTACHMENT A

to

PacifiCorp Notice of Affiliate Transaction
NON-EXCLUSIVE TEMPORARY USE PERMIT
THIS NON-EXCLUSIVE TEMPORARY USE PERMIT (the "Permit"), mcluding all
attached Exhibits, is entered into by and between PACIFICORP, an Oregon corporation
("PacifiCorp"), and KERN RIVER GAS TRANSMISSION COMP ANY of 2755 E.
Cottonwood Parkway, Suite 300, Cottonwood Heights, UT 844121 (the "Permittee"), each a
'·Party" and together the "Parties".
RECITALS
A. PacifiCorp owns certain parcels located in Utah County, Utah, known as the
Wildflower Geotech Sites parcel 58-021-0334 located in W ½ of Section 3 and the W ½ of Section
10, T. 5 S., R. I W. S.L.M. (the "Property").
B. Permittee seeks PacifiCorp's permission to use a portion of the Property for
temporary workspace that will be used to transport, stage, assemble and install project material for
the construction of a new segment of pipeline. The work will include the use of excavators, side
booms, pipe bending machines, frac tanks, water trucks, pipe stringing trucks, material delivery
vehicles, construction pickup trucks and other general construction equipment.
C. PacifiCorp agrees to grant Permittee limited use of the Property for access purposes
subject to the terms and conditions contained herein.
TERMS AND CONDITIONS:
1. Premises: That portion of the Property more particularly shown in Exhibit A (the
"'Premises") Exhibit B ("Access Road and Hydrotest Discharge Area") and Exhibit C ("Topsoil
and Grading Plan").
2. Use: Permittee may use the Premises solely for temporary workspace that will be
used to transport, stage, assemble and install project material for the construction of a new
segment of pipeline. The work will include the use of excavators, side booms, pipe bending
machines, frac tanks, water trucks, pipe stringing trucks, material delivery vehicles, construction
pickup trucks and other general construction equipment. At no time shall Permittee place any
equipment or materials of any kind that exceed twelve (12) feet in height, or that create a material
risk of endangering PacifiCorp's facilities, or that may pose a risk to human safety underneath
the powerlines/ structures 01· any of PacifiCorp's equipment. Permittee's use of the Premises
shall comply with OSHA and Utah High Voltage Act Safety Clearance Standards. This Permit
is non-exclusive and in no way authorizes Permittee to access any PacifiCorp lands not
specifically referenced herein or to any property not owned by PacifiCorp. Permittee's
employees, invitees, lessees and agents ("Permittee's Representatives") may participate in the
use of the Premises, provided Permittee's Representatives abide by the terms and conditions of
this Permit as are applicable to Permittee. Permittee hereby assumes all responsibility for the acts
and omission of Permittee's Representatives and their compliance with the terms of this Permit
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3. Te1m: This Pe1mit commences on February 27, 2023 and terminates on June 2,
2023.
4. Payment: Permittee shall pay to PacifiCorp fee payment in the amount of
THIRTEEN THOUSAND DOLLARS AND NO/I 00 ($13,000.00) for the term of the Permit.
The payment shall be due and payable upon execution of this Permit.
5. Compliance with Laws: In its use of the Premises, Permittee agrees to comply
with (i) all applicable federal, state and local laws and regulations, and (ii) any safety rules
instituted by PacifiCorp.
6. Reserved Rights:
a) PacifiCorp, its successors and assigns, reserve the right at all times to enter
upon and occupy the Premises or any part thereof for any purpose. Permittee's use of the
Premises must not interfere with such use by PacifiCorp.
b) Collins Brothers its heirs, successor and assigns have the right to use the
Prope11y for agricultural purposes as long as such use does not interfere with PacifiCorp's use.
Permittee must not interfere with said reserved rights.
7. Condition of the Property: PacifiCorp makes no representation or warranty as to
the condition of the Premises. Permittee accepts the Premises AS-IS/WHERE-IS and with all
faults.
8. Improvements: Permittee must not make any improvements or changes to the
Premises other than grading which is required for the access road, as such access road is depicted
on Exhibit B. Access roads will maintain existing ground elevation beneath any overhead
powerlines. Temporary excavation of Permittee's easement will occur to conduct the pipe
replacement. Permittee agrees to keep and maintain all existing improvements if any, in good
condition. Permittee must not remove, or allow any other person to remove, any existing
improvements
9. Restoration of Premises: Upon or before termination of this Permit or any other
activities that disturb the surface of the Premises, Permittee shall promptly restore such land to
the condition it was in immediately prior to such disturbance or as otherwise reasonably required
by PacifiCorp. Any damage to the Premises caused by Permittee shall, within a reasonable period
of time, be repaired to its pre-construction condition and to PacifiCorp's satisfaction. If Permittee
fails to do so within a reasonable amount of time, PacifiCorp may perform the restoration work
at Permittee's expense. The obligations of this Section will survive expiration or termination of
this Permit.
10. Assignment of Permit: Permittee may not assign this Permit without PacifiCorp's
prior written consent.
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I l. Environmental Liability. Pennittee must not install, use, generate, store or
dispose of on or about the Premises any hazardous substances, toxic chemicals, pollutants or such
other materials (collectively "Hazardous Materials"), subject to regulation by or under any
federal, state and local laws and ordinances relating to the protection of the environment or the
keeping, use or disposition of environmentally hazardous materials, substances, or wastes,
presently in effect or hereafter adopted, all amendments to any of them, and all rules and
regulations issued pursuant to any of such laws or ordinances (collectively, "Environmental
Laws"). Permittee agrees to indemnify, defend and hold harmless PacifiCorp, its officers,
directors, partners, members, employees, agents, successors and assigns (''PacifiCorp
Indemnified Parties") from and against any and all liability, loss or expense, including reasonable
attorneys' fees, arising in connection with any federal or state statute, law, ordinance, regulation
or judgment related to the existence, disposal or release of contaminants or pollutants brought
onto the Premises by Permittee, or Permittee's Representatives.
12. General Indemnity: To the fullest extent permitted by law, Permittee specifically
and expressly agrees to indemnify, defend, protect, and hold harmless PacifiCorp, all affiliates,
and their officers, directors, employees and agents (hereinafte1 collectively "Indemnitees")
against and from any and all claims, demands, suits, losses, judgments, costs, expenses and
damages of every kind and description, including reasonable attorneys' fees and/or litigation
expenses, brought or made against or incurred by any of the Indemnitees resulting from or arising
out of, in whole or in part, Permittee's use of the Property, the acts, errors, omissions, or willful
misconduct of Permittee, its employees, agents, representatives or any personnel of any tier, their
employees, agents or representatives in the performance or nonperformance of Permittee's
obligations under this Permit or in any way related to this Permit. The indemnity obligations
under this Section shall include without limitation:
a) Loss of or damage to any property of PacifiCorp, Permittee or any third party;
b) Bodily inju1y to, or death of any person(s), including without limitation employees
of PacifiCorp, or of Permittee or its contractors of any tier; and
c) Claims arising out of workers' compensation, unemployment compensation,
disability, or similar such laws or obligations applicable to employees of Permittee or its personnel
of any tie1·, including claims that such Permittee or personnel of any tier are employees of
PacifiCorp.
Permittee's indemnity obligations owing to Indemnitees under this Atticle,are not limited by any
applicable insurance coverage identified in Section 13, Insurance. Permittee's indemnity obligation
under this Section shall not extend to the extent any liability is caused by the negligence or willful
misconduct of any of the Indemnitees.
The invalidity, in whole or in part, of any of the foregoing paragraphs will not affect the remainder
of such paragraph or any other paragraphs in this Section.
13. Insurance: Without limiting any liabilities or any other obligations of Permittee,
Permittee shall, prior to commencing any work, secure and continuously carry with insurers
having an A.M. Best Insurance Reports rating of A-:VII or better such insurance as will protect
Permittee from liability and claims for injuries and damages which may arise out of or result
Pac ID UTUT-0205
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from Pennittee's performance and operations under the Permit and for which Permittee may be
legally liable, whether such performance and operations are by Permittee or a contractor ( of any
tier) or by anyone directly or indirectly employed by any of them, or by anyone for whose acts
any of them may be liable. Permittee shall insure the risks associated with its work and this Permit
with the coverage and limits as set forth below:
Workers' Compensation. Permittee shall comply with all applicable workers' compensat10n laws
and shall furnish proof thereof to PacifiCorp prior to commencing Work.
Employers' Liability. Permittee shall maintain employers' liability insurance with a single limit
of$1,000,000 each accident, $1,000,000 disease each employee, and $1,000,000 disease policy
limit, and covering locations of all work places involved in this Permit.
Commercial General Liability. Permittee shalJ maintain commercial general liability insurance
on the most recently approved ISO policy form, or its functional equivalent with $1,000,000 per
occurrence/$2,000,000 general aggregate limits and sha11 include the following coverage:
a. Premises and operations coverage
b. No independent Permittee's exclusion
c. Blanket contractual liability
d. Products and completed operations coverage through the statute of limitations or
statute of repose, whichever is longer, and including any tolling extension of each
state
e. No exclusion for explosion, collapse, and underground property damage
f. Broad form property damage liability
g. Personal and advertising injury liability, with the contractual exclusion removed
h. Sudden and accidental pollution liability, as applicable
i. No subsidence or earth movement exclusion
J. Liability arising from wildfire
k. Operations on or adjacent to a railroad or railroad right of way, as applicable
Business Automobile Liability. Permittee shall maintain business automobile liability insurance
on the most recently approved ISO policy form, or its functional equivalent, with a single limit
of $1,000,000 each accident for bodily injury and property damage including pollution liability
resulting from an accident, with respect to Permittee's vehicles whether owned, leased, hired or
non-owned, assigned to or used in the performance of the work. If applicable, the automobile
liability policy will include pollution liability coverage equivalent to that provided under the ISO
Pollution Liability Broadened Coverage for Covered Autos endorsement (CA9948) and Motor
Carrier Act endorsement (MCS90) shall be attached.
Umbrella or Excess Liability. Permittee shall maintain umbrella or excess liability insurance with
a limit of $5,000,000 each occurrence/aggregate where applicable on a following form basis and
include drop-down coverage in the event the underlying limits are eroded, to be excess of the
insurance coverage and limits required in employers' liability insurance, commercial general
liability insurance and business automobile liability insurance above. If at any time the full
Pac ID UTUT-0205
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umbrella limit required under this Permit is not available, Permittee will ensure coverage of
additional limits, if requested by PacifiCorp.
Permittee's Pollution Liability. Permittee shall maintain Permittee's pollution liability insu1ance
on the most recently approved ISO policy form, or its functional equivalent, with a limit of
$3,000,000 per occurrence and $5,000,000 annual aggregate.
PacifiCorp does not represent that the insurance coverage specified herein (whether in scope of
coverage or amounts of coverage) are adequate to protect the obligations of Permittee, and
Permittee shall be solely responsible for any deficiencies thereof.
Except for workers' compensation, the policies required herein shall include provisions or
endorsements including PacifiCorp, its affiliates, parent organization, divisions, subsidiary
companies, co-lessees, co-venturers, and the officers, directors, agents, employees, servants and
insurers of the same as additional insured subject to policy terms and conditions. The commercial
general liability additional insured endorsement shall be ISO Form CG 20 IO and CG 20 37 or
their factual equivalent, including additional insured coverage for both on-going and completed
operations, subject to policy te1ms and conditions.
All policies required by this Permit shall include: (i) provisions that such insurance is primary
insurance with respect to the interests of PacifiCorp and that any other insurance maintained by
PacifiCorp is excess and not contributory insurance with the insurance required hereunder; and
(ii) provisions that the policy contain a cross liability or severability of interest clause or
endorsement in the commercial general liability, automobile liability and umbrella or excess
liability coverage; and (iii) provisions that such policies not be canceled or their limits of liability
reduced without. (a) ten (10) days prior written notice to PacifiCorp if canceled for nonpayment
of premium; or (b) thirty (30) days prior written notice to PacifiCorp if canceled for any other
reason. Should any of the above required policies be cancelled before the expiration date thereof,
notice will be delivered in accordance with the policy provisions. Unless prohibited by applicable
law, all required insurance policies shall contain provisions that the insurer will have no right of
recovery or subrogation against PacifiCorp, its parent, divisions, affiliates, subsidiary companies,
co-lessees or co-venturers, agents, directors, officers, employees, servants, and insurers, subject
to policy terms and conditions, it being the intention of the Parties that the insurance as effected
shall protect all of the above-referenced entities evidenced by waiver of subrogation wording.
Permittee is solely responsible for any deductibles or self-insured retentions associated with all
policies required by this Permit.
A certificate of insurance and/or self-insured letter shall be furnished to PacifiCorp confirming
the issuance of such insurance prior to commencement of any work by Permittee and upon the
renewal or replacement of any required policy.
Permittee shall require contractors who perform work on the Premises to carry industry standard
liability insurance.
Pac ID UTUT-0205
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The insurance requirements may be satisfied in whole or part through self-insurance by
Permittee. If Permittee elects to be self-insured, Permittee shall deliver a letter to PacifiCorp
stating that the Pe1mittee self-insures and describing the extent of such self-insurance. If
Permittee ceases to self-insure at any time during the Permit term, Permittee shall immediately
notify PacifiCorp in writing and the provisions of this Section, regarding commercial general
liability, automobile liability, excess liability and such additional insurance as may be required
by the applicable laws, rules or regulations shall be reinstated. Permittee shall, at that time, be
required to furnish certificates of insurance to PacifiCorp evidencing such required insurance.
14. Waiver. The failure of PacifiCorp to enforce any provision of this Permit or the
waiver thereof in any instance shall not be construed as a general waiver or relinquishment on
the part of any such provision, but the same remains in full force and effect.
15. Notice: Wherever in this Permit notice is provided or required to be given by one
Party to another, such notice must be in writing and transmitted by United States mail, national
express carrier (such as UPS or Federal Express) or by pet'sonal delivery to at the following
addresses, or such other address as either Party may, from time to time, designate for that purpose
by notice provided in accordance with this Section:
PacifiCorp:
PacifiCorp
Attn: Chris Jorgensen
I 407 W North Temple,
Suite 110
Salt Lake City, UT 84116
801-220-2252
Permittee:
Jessica Hunter
Land Representative
Kern River Gas Transmission Company
2755 E. Cottonwood Parkway I Suite 300
Cottonwood Heights, UT 84121
[e-mail]
(0) 801.937.6106 (C) 801.419.3070
17. Termination: This Permit may be terminated upon the happening of any of the
following events:
I 7.1 Breach: If Pe1mittee breaches any of the terms, covenants or provisions
of this Permit, PacifiCorp, at its option, may terminate this Permit and immediately re-enter and
repossess the Premises either with or without legal process and without giving notice to quit to
Permittee, which notice is expressly waived by Permittee in case of such breach.
17 .2 Termination bv Notice: Either Party may terminate this Permit prior to
expiration upon thirty (30) days' written notice to the other Paity.
17.3 Surrender of Premises Upon Expiration or Termination: Permittee must
repair, at its sole cost and expense, any damage it causes to the Premises and/or Property and,
prior to the termination or expiration of the Term, remediate any condition on the Premises and/or
Property resulting from the use as necessary to return the Premises and/or Property to the
condition it was in immediately prior to the commencement of the Term. In the event Permittee
fails to make such repairs and/or perform such remediation in a reasonably satisfactory manner
to PacifiCorp, PacifiCorp may make such repairs and/or perform such remediation and bill
Permittee for the actual costs of the repairs and/m remediation so performed. Permittee's
Pac ID UTlIT-0205
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obligation to repair/remediate and/or reimburse such costs will survive expiration or termination
of this Permit
18. Authority: Each individual executing this Permit warrants that he or she has been
duly authorized to sign this Permit in the capacity and for the entity where he or she signs.
19. Jury Waiver: To the fullest ex.tent permitted by law, each of the parties hereto
waives any right it may have to a trial by jury in respect of litigation directly or indirectly arising
out of, under or in connection with this Permit. Each party further waives any right to consolidate,
or to request the consolidation of, any action in which a jury trial has been waived with any other
action in which a jury trial cannot be or has not been waived. This Section shall survive the
termination of this Permit.
20. Execution in Counterparts; Digital Signature; Electronic Transmittal: This Permit
may be executed in counterparts, each of which shall be deemed an original, but all of which shall
constitute one and the same instrument. Said counterparts may be signed with digital signatures
and be transmitted by one Party to the other by electronic mail.
IN WITNESS WHEREOF, the Parties to this Permit have executed this Permit on the last
date indicated below.
PacifiCorp
PACIFICORP,
an Oregon corporation
Pac. ID: UTUT-0205
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Titl
Date:
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Page 7 of 10
r
Wildflower North
Pipe Replacement
Project -Rocky
Mountain Power
Pac. ID: UTIJT-0205
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EXHIBIT A
Depiction of Premises
Page 8 of JO
Legend
,.1 Begin 1600 Replacemem MPl58.43 L.:J End 1600 ReplacemontMP159.75
Vloh Counlr PIrcc1S
, /, Ullh Power & llghl
Acceu Road
Ttmpo11,y W>rl!space 24.24110111
KRGTROW
Section•
Kam Rlv11AL1nt
Kem River e Line
Pac. ID: UTUT-0205
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EXHIBITB
Access Road and Hydrotest Discharge Area
Page 9 of 10
~· i ~ i 1, J\
! hi!J §
51 1i5;! ~
~ ,~\t~ 1 m:1 11;: • I s H,tH -HHU ~fl!V t:½H' t: $1 )•ii! l? ·f,H !.1111 . ,ii(! o I
Pac. ID: UTUT-0205
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EXlllBITC
Topsoil and Grading Plan
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