20180723Application.pdf

Y ROCKY MOUNTAIN
m,E#"*
FlICEIVED
?8lB JiiL 23 AIl 9, l9
1407 W. North Temple, Suite 330
Salt Lake City, Utah 8416
July 23,2018
VA OVERNIGHT DELIVERY
Diane Hanian
Commission Secretary
Idaho Public Utilities Commission
472W. Washington
Boise,ID 83702
Re: CASE NO. PAC-E-18-06
IN TIM MATTER OF TI{E APPLICATION FOR APPROVAL OF TIIE
ASSET PURCHASE AGREEMENT BETWEEN ROCI(Y MOUNTAIN
POWER AI\[D TIIE CITY OF IDAHO FALLS - HOLMES DRTVE
Dear Ms. Hanian:
Enclosed for filing in the above mentioned matter are seven (7) copies of Rocky Mountain
Power and the city of Idaho Fall's Joint Application for approval of the transfer of electric
service to Century Link and Cable One along Holmes Drive as described in this Application.
Very truly yours,
i...i , .i !_lll,,' '. l. : ' ri':'Sl0l'l
Gr^"^-D
N,u.,onVice President,
Enclosures
Daniel E. Solander (ISB# 8931)
Rocky Mountain Power
1407 W. North Temple, Suite 320
Salt Lake city, utah 84116
Telephone: [phone]
Email : daniel.solander@oacifi com.com
Attorneysfor Rocky Mountain Power
IN THE MATTER OF THE
APPLICATION FOR APPROVAL OF
TIIE ASSET PURCHASE
AGREEMENT BETWEEN ROCKY
MOUNTAIN POWER AIID TIIE CITY
OF IDAIIO FALLS _ HOLMES DRIVE
BEFORE THE IDAHO PUBLIC UTILITIES COMMISSION
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CASE NO. PAC.E.18.O6
APPLICATION OF
ROCKY MOI]NTAIN POWER
Rocky Mountain Power, a division of PacifiCorp (the "Company"), pursuant to
provisions of the Electric Stabilization Act, I.C. $ 61-333 and I.C. $ 6l-328, hereby makes
application to the Idaho Public Utilities Commission ("Commission") for approval of the
Customer Transfer Agreement ("Agreement") between Rocky Mountain Power and the City
of Idaho Falls ("City"). This Agreement provides for Idaho Falls Power to supply electric
service to locations associated with the poles being relocated along Holmes Drive to
accommodate a road widening project in Idaho Falls, Bonneville County, as more particularly
described below. In support of this Application, Rocky Mountain Power states as follows:
1. Rocky Mountain Power, a division of PacifiCorp, dn Oregon Corporation,
whose address is 1407 WestNorth Temple, Suite 320 SaltLake City, Utah 84116, is authorized
to do and is doing business in the state of Idaho. The Company provides retail electric service
to approximately 75,000 customers in the state and is subject to the jurisdiction of the
Commission. The Company's retail certificated service territory encompasses portions of
Fremont, Madison, Teton, Clark, Jefferson, Lemhi, Oneida, Bannock, Franklin, Caribou,
APPLICATION OF ROCKY MOUNTAIN POWER Page I
Butte, Bingham, Bear Lake, and Bonneville counties. Rocky Mountain Power is a public utility
in the state pursuant to Idaho Code $ 61-129.
2. Idaho Falls, which is located in Bonneville County, owns and operates an
electric power system within the municipal boundaries of the city for the convenience of its
citizens. The City's municipal service territory is surrounded by Rocky Mountain Power's
service territory. The Company currently provides electric service to one or more electric
customers located within the boundaries of the City and the City provides service to one or
more customers within the Company's service territory.
I. BACKGROUNI)
3. Rocky Mountain Power and the City have been discussing the relocation of
Rocky Mountain Power facilities within the road widening project for South Holmes, located
approximately five hundred feet south of Townshipl4gfi South and extending one-half mile to
the south. On the west is Avalon Development (formerly Suntena) and the Cornerstone
Assembly of God development. On the east are Belmont Estates 2 and Belmont Estates 1.
4. On May 23,2018, the City served Rocky Mountain Power with a Notice and
Order to Vacate Construction Zone. Rocky Mountain Power and the City continued
negotiations regarding the relocation until June 13,2018, when the City filed a Verified
Complaint in the Seventh District Court alleging Trespass.
5. Rocky Mountain Power agreed to relocate the facilities on June 14, 2018, and
the facilities have been de-energized and removed. Attached to the poles that are being
relocated are two small communications facilities owned and maintained by Century Link and
Cable One that receive service from Rocky Mountain Power, and are now being served by
temporary facilities. The City has agreed to serve these customers using its new facilities in
APPLICATION OF ROCKY MOUNTAIN POWER Page2
the area. The customers have no objection to being served by the City going forward. There
are no Rocky Mountain Power facilities that need to be transferred to the City in order for the
City to serve the customers.
6. Because the load and revenue associated with the service to the communications
facilities are minimal, the Company and the City have agreed to transfer service at no cost to
any party.
II. REOTIEST FOR SERVICE TRANSFER
7. Rocky Mountain Power and the city of Idaho Falls hereby jointly petition the
Commission for approval of the transfer of electic service to Century Link and Cable One,
wherein Idaho Falls agrees to serve the load of the customers.
III. COMMUI\TICATION
8. Communications regarding this Application should be addressed to:
If to Roclry Mountain Power:
Ted Weston
Daniel E. Solander
1407 W. North Temple, Suite 330
salt Lake city, utah 84116
Telephone: [phone]
Fax: [phone]
Email : ted.weston@Facifi corp.com
daniel. solander@fracifi corp.com
If to the City of Idaho Falls:
Idaho Falls City Power
Jackie Flowers
140 South Capital Avenue
8ox50220
Idaho Falls, Idaho 83405
In addition, the Company respectfully requests that all data requests regarding this matter be
addressed to one or more of the following:
APPLICATION OF ROCKY MOUNTAIN POWER Page 3
By e-mail (preferred)
By regular mail
datarequest@Eracifi corp. com
Data Request Response Center
PacifiCorp
825 NE Multnomah, Suite 2000
Portland, OR 97232
IV. MODIFIED PROCEDURE
9. The Company 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 et seq.If, however, the
Commission determines that a technical hearing is required, the Company stands ready for
immediate consideration of its Application and will present its testimony to support the
Application in such hearing.
V. CONCLUSION
WHEREFORE, Rocky Mountain Power and the city of Idaho Falls respectfully request
that the Commission: 1) process this Application under Modified Procedure; 2) issue a final
order authorizingthe tansfer of elechic service for the customers described in the Agreement
between Rocky Mountain Power and the city of Idaho Falls.
DATED this 23'd day of July, 2018
Respectfu lly submitted,
By
Attorney for Rocky Mountain Power
APPLICATION OF ROCKY MOUNTAIN POWER Page 4
CUSTOMER TRANSFER AGREEMENT
BETWEEN
ROCKY MOI.'NTAIN PIOWER
AITID
CITY OF IDAHO FALLS, IDAHO
- r This Customer Transfer Agreement (the "Agrccment'). dated ,frir QSS day of
SrS\rn , 2018 betwcn thc City of Idatro Falls, Idaho, a municipal corporation of the State of
Idaho\Jbla ldaho Falls Power, ("Cig"); and PacifiCorp, Bn Oregon corporation. d6la in Idatro
as Rocky Mountain Power ("Rocky Mountain Power"). Rocky Mountain Power and City re
sometimes referred to collectively as "Parties'and individually as "Party."
WHEREAS, Rocky Mountain Power currcntly serves trvo small cornmunications
facilities ownod by Century Link and Cable One located at South Holmes. The combincd load of
the communications facilities is approximately 3 kilowatts.
WHEREAS, City has agrced to swe the oommunications facilities after the
relocation of Rocky Mountain Power's facilities currently serving the communications facilities.
in accordamce with and subject to all of the tarns aod conditions ofthe sale as expressed hercin.
NOW, THEREFORE, for and in considcration of 0p mutual promiscs and
cov€nanb and conditions set forth in this Agrement, the sufficiency of whictr is hemeby mutully
acknowlodged and acceptd thc Parties hereto agree as follows:
l. Definitions.
For purposes of this Agreement, the following terms usod trerein but not otheirrise
defined herein shall have the following meaning when used with initial capitalizuion, whethcr
singular or plural:
l.0l 'Assets" means those communicatio,ns facilities owned by Century Link and
Cablcorre.
l.U 'Commission" means the ldaho Public Utilities Commission.
1.03 "Transfcrred Customcrs" meanr the Cusromcrs thrt will bc hansfer€d to ldaho
Falls Pow€r as a result of this transaction.
1.04 "Transfcr Datc" means the date upon which all ofrhe Transfcrrod Customers
shall beome the cwtomers of ldaho Falls Power.
2. Sale and Purchase of Assets.
2.Ol Assets to-Fe Sold. No Rocky Mountain Power facilities will be transferred to
City as a result of the Transferod Customers being served by City.
3. Ownership: Squration a,rtd Transfer. Operation and Maintenance: Risk of Loss
iddo FrlbCity
rtsa hn*rrcAgEttEot
Erto I oft
3.01 Transfcr of C\rstomore. Rock Morrrtain Power *all rclinquish cloctioal scrrricc
!o the Traruferrd Customers at I l:59 a.m. Idaho Falls local time on the Transfcr Date, or such
ottrcr date as mutually agred to by the parties in writing. Rocly Mountain Powcr shall bc
obligatcd to continue to providc scrvicc ad catitlcd b receive paylncot ftrom thc salc and
delivery of elcctric scrrrim up to the Transfen Date and City shall have the authority and the
obligrtion to providc clec{ric scrvicc to thc Trangfcrcd Customcrs and shsll bc entitled to
roccive paymcnt from any cloctric swicc fiom and affer l2:00 p.m. Idatro Falls local time on thc
day of thc TransfEr Datc, unless otheru,iee agrcod to by thc Partics in writing. From ard aftcr the
Transfer Date, service to the Transfcrrod Custsncrs shall be prcvidod by Crty.
4. ReDrcsatstions and Warraoties of Rookv Mountsin Powcr.
Rocky Mountain Power rcprcsants md warrantr as follows:
4.01 Orgnnization and Powers of Roc,lcy Momtain Power. Rocky Mountain Powcr is
an Orrcg<rn corporation, duly organizod and validly cxisting trnder the laws of the State of
Orcgpn, and is duly quslifed to do tnrsincss in thc Slate of ldalro. Roclry Mountain Power has
all rcquisitc pow€r ard authority to providc elostric scrvice to the Asscts.
4.A2 Authority Relative to Asccrngnt Govcrmnenal Authorizdion Rodry Mountain
Powerhas the power and authority to crecute and deliracr thir Ageaneot and to onsummatc the
hursactions cont€mplatcd hereby. This Agrwncnt has besr duly and validly authorizcd and
constitutes the valid and binding obligltion of Rocky Mountain Power enforooable in accordancc
with its trenns, cxcept as cnforcanant may bc limited by applicable bankruptcy, insolvcncy,
rcorgurization, monrtorium or similar laws affccting ilrc anforcement of creditors' rights
gnncrally and except that the avrilability of the oquit$le remedies of spocific performance and
injrmctive relief arc $frjoct to 0rc discrttion of the out bcfurc whieh afly procecding may be
bnought. No doclaratio,n, filing or registration with, or notice to, or authorization, ooilrcnt or
approval of, any govcrnmental c regulatory body or authority is neccssary for the exeution and
delivery of this Agreenreirt by Rocky Morurtain Power or the consumnration by Rocky Mountain
Pows ofthc trmsactions oontemplatcd by this Agrccm€ot, provided that Rocky Mormtain
Power rnakes no rep,rcsentation or warranty with rcsp€ct to ap,provals which may be r€quired
from the ldaho Public Utilitics Commission or the Federal Energy Regulatory Commission.
4.03 Non-Contraveotion: Aplrmvals. The execttion and dclivc,ryof this Agrccment
and the consummation of the ransactions contemplat€d hocby will not violate, oonflict wi0r or
result in a breach of any p,rovision of, or con$ituta a dcfault und6, or rcsult in the termination of
any note, bond, mortgEgc, indenturc, dood of hrst, @nEact, lcase or othcr instrumcnt, oblig$ion
or agrqErn€,nt of any kind to which Rocky Mountain Power is now a Prty or by which any of its
asseb maybc bourd o,r affccted.
5. REres€ntEtions and Warantics ofCity.
City represatts srd warrants as follows:
ldlb FrbCity
ArchrchrcAframt
h;o2of t
5.01 Orgunization and Powers of City. City is duly qualifid to do busincss in the
State of Idaho. City has dl requisitc power and authority provide senrice to the Transferred
Crutonrers.
5.02 MrgdtyBelativeto A8rc€ilrenu Gov . Cityhas the
power and authority to exocuto and deliver this Agreernent and to consummatc the transac{ions
contcmplated hereby. This Agrccme,lrt has bocn duly and validly authorized and constitutes thc
valid and binding obligation of City enforseablc in acoodance with its tenns, except as
enforpernont may be limitd by applicable bankrupcy, insolvency, roorganization, moratoriunr
or similr laurs affecting the eirforcement of creditors'rights generally and exoept that the
availability ofthe cquitable remedics of spccific performance and injunctivc relicf are subject to
the discrstion of the court beforc which any proceoding maybe brought. No declaration, filing
or regishation with, or notice to, or autho,rization, conscnt or approval of, any govcmmental or
regulatory body or autlrority is ncccssary for the execution and dclivcry of &is Agreemerrt by
City.
5.03 Non-Contravcotion: Approvals. The execution and delivery of this Agrce,rnent
and the consummation of the hansactiom ontemplated hoeby will not violate, conflict with or
result in a breach of any provision of, or aonstitute a default under, or result in the termination of
any notg bond, mortgagc, indenturc, deod of trust, contut, lcase or ottrcr instnameirt, obligation
or agr€Gment of any kind to which City is now a Party or by which any of its asscts may be
boud or affocted.
6. Covenants of Rocky Mountain Power.
Rocky Mounain Powerovenants and agrces as follows:
6.01 Copduct of Business. Rocky Mountain Power shall provide scrvicc to the
Transftmed Customers forthe timeperiods sct for& in Sq;tion 3 of this Agrrrmcnt in
accordance with its past practices and shall cmgage in no material transsctions relating to the
Transferrod Customers out of the ordinary Goursc ofbruinesq including entering into any
contract or financing anangement that limits Rocky Mountain Porver'g abillty to transfer the
Transfened Customss to City.
6.02 Rcasonable Efforts. Subjec[ to the terms of this Agrcorncnt and fiduciary
oblig*ions undcr applicablc law, Rocky Mountain Power shall use commcrcially rcasonable
efforts to effectuate the transactions contemplated by this Agreement and to firlfill all of the
conditions of thc Parties' obligations uderthis Agreement and shall do all such acts ard things
as reasonably may be rquired to carry ou Roclcy Mounain Powcr's obligations herrunder and
to complde tlre tansaction contcrnplated by this Agreemeirl
6.03 Notification. Rocky Mountain Power will give City prompt urrittcn notice of any
event, condition or fact arising prior to the Transfer Date that would cause any of its
representations and warranties in this Agrcanent to be untnrc in any material respect.
7. Covenants of City.
trl$o FrllrCityArcafudtr3cetrEcol
PrsE3 oft
City oovenonts and agr€Gs as follows:
7.Ol Rgasmable Efforts. Subject to the tcnns of this Agreemant and fiduciary
obligations under applicablc law, City shall usc commercially reasonable cfforts to cftirctuate the
trursactions contsinplated by this Agr€€Nnem md to fulfill all of the conditions ofthe Parties'
obligations rmder this Agrccmcnt and shall do dl such acts and things as reasonably may be
required to crry out City's obligations hcreunder and to complete the tansaction contcmplated
bythis Agreement.
7.V2 Notificstion. City will givc Roclty Mormtain Powcr prcmp rvritten noticc of any
event condition or fact arising pnor to the Transfcr Darc that would causc any of its
rep,rcsentations and warrantics in this to bc untnrc in any matcrial rcspect
7.03 Indernnity. City shall defcnd, indanni$, and hold harmlcss Rocky Mountain
Powcr, its officcrs, directom, employees, and agents, fr,om and agdnst any and all liability, loss,
damaga claims, suit or causc of action arising out of or relating to City's service to the
Tramsferred Custorncrs causod by City nqgligcnoe. Thio obligation shall nnvive the tcnnination
of tris Agrwncnt and completion ofthe tansactions contanplatcd by this Agrocrre,lrt
7.U Bi$gghygy. Priorto the Transfcr Date CiU shall irdepadartly obtain at
City's own expense, all easemenB o,r other rcal Foperty ri$ts, licenscs or permissions, C'rights-
of.way") neoeslsry for City to lawftlly scrve the Transferrod Cwtomcrs.
E. Conditions Bcccd€nt Bill of SEle.
All of the obligltions of Rocky Mormtain Power undcrthis Agreanant arc subject to thc
fulfillmern, prior to and upon the Transfer Datg of cach of the following conditions:
8.01 Rcprescntations. Urarrantics and Cov€nants of City. All representations and
wrmnties rnade in this Agrecmont by City stull bG truc and corrfi in all mst€rial respocts as of
thc Transfer Datc as fully as thoudt nrch rcpreecotations and warrrrtics hrd been madc on and
as ofthc Transfer Datg and as of theTrursfcr Dde Crty shdl havc omplied in all macrial
rcspects with all covenants made by it in this Agrwncnt.
8.02 Compliance with tbc lrw. At the Tnnsfer Datc, thcrc shall not be any statute,
rule, rcgulation, or oun order enactd, by any strt€ or fed€ral gov€rnfirent or govemmcotal
aggrcy in the Unitcd Statce wtrich would prcvcnt or prohibit the perfonnansc qf rhis AgrecrucnL
Nothing in this paragrryh shdl limit the Partics firom scoking a judicial resolution on issucs
unrelatcd to transforiry the Transfiilrod Grstomers, who ars the subjoc{ of this qgrecment.
9. Survival of Rcorcscntations and Warrantics.
All representations md warrantics of the Partiee, and dl liabilitythcncfor, shall $rvivc
for a pcriod of one year past the Transfcr Dater at which time the obligations under this
agrcarient shall cease and apirc. Notwithstmdingthe forgoing obligations undcr Scction 7.04
of tris Agrecmcnt shall continue indefinitely.
E tordb(ItyArlaftr]tarcAs]urart
Prgc4 oft
10. 'l'ermination.
10.01 Tcrrnination. This Agreemcnt may be terminated and abandoned at any time
prior to the Transfer Date if:
(a) The Partics agree in writing to tcnninate this Agreement by mutual oonsont; or
(b) City delivers a written notice to Rocky Mountain Power to the effect that
Rocky Mountain Power has defaulted in a material r€spoct under one or mone of its cov€nants
and agreements contained her€in (which shall be specified in d€tail in such notice), and such
condition or conditions have not been satisfied or such default or defrults have not been
remedied (or waived by City) within thirty (30) days aftcr the dEte such notice is delivered by
City to Rocky Mountrin Power; or
(c) Rocky Mountain Powcr delivers a written noticc to City to the efrect that City
has defaultcd in a matcrial respcct under onc or morc of its oov€nanB and agrcenrents oontained
herein (which shEll b€ specified in detEil in sucb notice), and such condition or conditions have
not been satisficd or suctr dcfault or defaults have not been rcrredied (or waived by Rocky
Morurtain Power) within thirty (30) dap after the datc zuch noticc is dclivcred by Rocky
Mountain Power to City; or
(d) Thc Transfer Date has not occuncd on or beforc July 3l , 201 E, or nn:h latcr
date to which 0re term of this Agrccnrcnt may h extendad pursuant to mutual agrc€ilt€nt of the
Partics, p,rovidcd that one of tlrc Prties gives notie to the othcr so terminating this Agrcemcnt
and that thc Party seeking such termination has not defrultod in a manner responsible for
delayng the Transfer Date past July 31, 2018.
10.02 Effect of Termination. Except where specific terrns and mnditions ofthis
Agreerncnt p,rovide that suclt terms and mnditions survivc tcrmination of this Agrccmcnf any
tennination pursuant to this Section l0 shall reliwc both Partic hercto of their obligations set
forth hersin, and any such termination oonstitutcs a failure of the conditions to the obligations of
the Parties to implenrent this Agreem€nt, €xc€pt that nothing hcrein will reliwe any Party frrom
liability for any brcach of this Agreernent.
ll. Assignment.
Neither Party may assign its rights turder this Agreernont to any third party without the
written cons€nt of the other Party.
12. Jurisdiaion of Reeulatorv Authorities
In the event that the Commission or any oth€r statc, fodcral, or municipal autho,rity
dcennines that uryprovision of this Agreenrent conflicts with or is in violrtion of applicable
law, or issucs any rulcs, regulatiorn, ororders whiclt rsquirc Rooky Mormtrin Power to alteror
amcnd any of the pmvisions of this furccment or to tcnninate this Agreenrcnt, or that othenn isc
preclude or matcrially interfere with or r€scind ttre tansfer of assets conternplatod hcreirL this
Agreenrcnt automatically shall bc amcnded to comply with such detefinination, atrrendmert, rulc,
khtro FrllrCity
Alrr PudttcAt 6Et
Prfc 5 oft
regulation or ordcr; oG if so orderod, this Agreernent shall tcrminate without effectingtransferof
the Transf€rred Customcrs to City; and in any of thc fuegoing ev€nb, Rocky Mountain Power
shall mt be liablc to City for damages or losscs of any kind whatsower, including oonscqumtial
damages, which City may sustain as a result of such dcternrinatioq uncndment. rute, rcgulrtion,
or ord€tr, or modification or termination of 0ris transactior:.
13. Miscellaneous.
13.01 Amcndmcnt. This Agrccmcnt may bc amended onlyby an instrumcnt in writing
cxecutod by the Panics which expressly rcfcrs to this Agrrrmcnt and states that it is an
amdneoth€rcto.
l3.U Sq,{ion and PEraqrEoh Hcadiqs. The Section and Subsection hcadings containcd
in this Agrecrrcnt are for referenco prrrposst only and shall not in any way affect the meaning or
interprctation of this Agreernent.
13.03 Waiver. Any of the terms or onditions ofthis Agreanrat may bc waived at any
time and fiorr timc to time, in writing by the Party cntitlod to the bcncfit of ructr t€fins or
conditions.
13.O4 Jury Waiver. To thc futlcst Grtcnt penmittcl by law, eaclr of thc Partics waivcs
my rigfut it may havc to a trial by juy in rxpec't of litigation diroc{ly or indircctly arising out ot
under or in connoction with this Agreement. Eaei party frrtfr€r waives any right to consolidate
my action in which a jury trial has bcen waivod with any othcr ac'tion in whidr a jury tid cannot
bc or has not been waived.
t3.(X Limitation of Remodies. LJNDBR NO CIRCUMSTAIICESI SHALL EffHER
PARTY BE LIABLE FOR AI.IY CONSEQUENTLAL, EXEMPLARY, PLJNITM, SPECIAI4
INDIRECT OR INCIDENTAL DAMAGES OR ECONOMIC LOSSES ARISING OUT OF
A},[Y CLAIM, DEMAND, OR ACTION BROUG}IT WTTH RESPECT TO THIS
AGREEMENT.
13.05 Notices. All notices, r€quests, dcmands, and othcr connmunications given by City
or Rocky Mountain Power shail be in uniting and shall be dccmed to have bear duly giveo whcn
telecopied, when ddivcred penonally in rvriting or when dcpositod into the Unitcd States mail,
to the following address€s:
If to Rocky MourtainPowcr:Roclcy Mountain Powcr
Tim Solomon
127 East Main
Rexburg,lD E3440
With a opy to:RockyMountain Power
Officc of Gcneral Counsol
1407 N. West Ternple Suite 320
LhtDFdkCNgAet hrdn*Agscourt
P.fF 6 oft
Salt lake City, Utah 84116
lf to City:Idaho Falls City Power
Travis "Bear" hairie
140 South Caprtd Avanuc
Box 50220
Idalro Falls, ID 83405
or to snch other addross as City or Rocky Mountain Power may designate in urriting.
t3.06 lntcgratcd Arreemqt. This Agrecment, whcn executed, constitutes the cntire
agree,ment bAween the Parties hcrcto with rcspect to the AsEcts dcfined in this Agrecmcnt, and
supersodes and negatcs all prior line extcnsion agrocments and urderstandings, oral and written,
bctrreen the Partics hereto wirh respect to the Assets.
13.07 Counterpar,ts. This Agrccnrent may be exscutod in couterparts, each of which
shall ftr all prposes be deemed to be an original and which shall oonstitute one and the same
instrument.
IN WITNESS WHEREOF, the Partics have signed this Agrcement as of the date
first above writt€n-
TDAIIO FALLS POWER ROCKY
By:
Name:
Title: Mayor, Idatro Falls Title: Vice and Crenenal Counsel
fthF.lb(:ity
Arra hr*rc^frccount
P4c 7 ofE
By:
ATTEST:
CLERK
UTAH )
) ss.
County of Salt t-ake )
On this.ilFdw of l)idra-, 2018, personally apeaod b€for6 mc R. JeffRichrds,
whosc idcntity is personally known b me and who my mc walr duly sworn nr affirmod statd that
he is the Vie Presidcnt and Gonsal Counscl of Rocky Mountain Power and that said documcnt
was signod by him in bdralf of said Roclry Mountain Powcr by Authority of its Bfawq and said
R. JcffRichards acknowlodgpd to me that said Roety Mountain Powcr cxecut€d thc samc"
IN WIINESS WHEREOF, I have hcrcunto set my hand and affixod my officiai gcal the
day ad year first above written.
NotaryPublic Utatr
(Seal)
!ilnFrltrCiS
Alal hrdrrcAsrcmcnlhec8oft
CAROLA. MCCRACKEN|5IARVPT'ilEgTAIEtrUNHIrCffiit.E90610212€0-Corm knlt8886l
Sral
7
EXHIBIT D
Ilcvclopmed Pcrlod Imunncc Plrn
Each Psrty shall bc responsible for obtaining and maintaining during the Dcrrcloprncnt Period at its eole
cost and cxpen6e, the apprmpriate insurance (including, as applicablc, propcfty inrurancc) covctrgc
rplatcd to tlrc activities to be performed by such Party in connoction with thc activitia contcmplatcd by
this Agrcemcnt. lnsurancc sball bc obtaincd from insurcrs in such amoturts as the Party may &tcrmine in
accordancc with Good Utility hactice, Govcmmc,ntal Authorizations ard as dcemed sufficicnt to protect
both Partics: providod. horvever, thd the Partic acknowldge and agree that PacifiCorp's self-insurance
is sufficieot to moet its insurancc obligations udcrthc Derdopment Period Insurance Plan and to the
extcnt allowed by and rcgulatod by ldaho law, that IFP's pooled risk insumnce coverage through thc
Idaho Counties Risk Managemcrt Prognm flCRMP) is sufficient to mccf its insurancc obligations undcr
the Devclorp,ment Pcriod Insurancc Plan.
For purposcs of this Exhibit D, *Good Utility Practice" mesns any ofthc practices, mcthods ard scts
cngagcd in or approvcd by a sigrificant portion of the clecrric utility industry during thc relevant time
pcriod, or any of the practiccs, mahods and acts which in the excrcisc of reasonablc judgment in light of
thc facts known at the time the decision was made, would have bcen cxaoctcd to reomplieh thc dcsired
rczult at a Easonable mst ooneistent with geod bruincss prac'ticcs, rrliability, safcty and
expodition. Good Utility Prrcticc is not intcodcd to bc limitcd to thc optimum prac{ics. mcthod, or act to
the cxclusion of all others, but ratherto bc aoccptablc pmctices, methods. or acts gcncrally sccc?ted in the
rcgosl.