20210525Exhibit 40.pdf

Exhibit 40

February 11, 2021
Email from Bryan Case and
Attachments
From:Bryan Case
To:Moore, Kyle (PacifiCorp) {Mkt Function}; Mifsud, Cynthia Hansen (PacifiCorp); Greg Adams
Cc:Dave Peterson; Angela Haws; [e-mail]; Alex Swerzbin
Subject:RE: Fall River Rural Elect. Coop."s Chester Project - Final Review for Signatures
Date:Thursday, February 11, 2021 5:08:13 PM
Attachments:image002.pngimage003.pngFRREC_Chester Hydr_Existing Offsystem QF.pdf
Kyle,

Thank you for the agreement. Attached is the agreement with Fall River’s signature. Please let me
know if you would like me to send a hard copy through the mail.

Thank you,

Bryan L. Case
CEO/General Manager
Office [phone]
Cell [phone]

From: Moore, Kyle (PacifiCorp) {Mkt Function} <[e-mail]>
Sent: Thursday, February 11, 2021 7:16 AM
To: Mifsud, Cynthia Hansen (PacifiCorp) <[e-mail]>; Greg Adams
<[e-mail]>
Cc: Bryan Case <[e-mail]>; Dave Peterson
<[e-mail]>
Subject: Fall River Rural Elect. Coop.'s Chester Project - Final Review for Signatures

Greg,

The PPA is in the final review process in our organization and I should have approval for signatures
early next week. I expect to be able to deliver signatures on the 17th as long as no issues arise. If you
want to send me a signed copy I will use that when we sign.

Thanks,

Kyle Moore
Rocky Mountain Power
Commercial Services
O 801.220.4467
C 385.210.4209
Exhibit 40 Page 1
From: Mifsud, Cynthia Hansen (PacifiCorp) <[e-mail]>
Sent: Wednesday, February 10, 2021 11:51 AM
To: Greg Adams <[e-mail]>; Moore, Kyle (PacifiCorp) {Mkt Function}
<[e-mail]>
Cc: Bryan Case <[e-mail]>; Dave Peterson
<[e-mail]>
Subject: RE: [INTERNET] FW: Fall River Rural Elect. Coop.'s Chester Project - PPA Turn 12-11-2020

Greg,
Kyle has been tied up this week, but I know we have agreed to the changes you proposed in the
January draft. I just don’t have a sense yet of where we are at on our internal approvals.

Kyle,
When you have a moment, can you please reply as to an ETA for when we are likely to send out an
executable agreement?

Thanks. CHM

Cynthia Mifsud
Assistant General Counsel
PacifiCorp
Pacific Power
825 NE Multnomah Blvd, Suite 2000
Portland, Oregon 97232
503-813-6566 (direct dial)
[e-mail]

From: Greg Adams <[e-mail]>
Sent: Tuesday, February 9, 2021 7:47 AM
To: Moore, Kyle (PacifiCorp) {Mkt Function} <[e-mail]>; Mifsud, Cynthia Hansen
(PacifiCorp) <[e-mail]>
Cc: Bryan Case <[e-mail]>; Dave Peterson
<[e-mail]>
Subject: RE: [INTERNET] FW: Fall River Rural Elect. Coop.'s Chester Project - PPA Turn 12-11-2020

* * Remember SAIL when reading email * *
Are you expecting the message from this SENDER ? Are you expecting anATTACHMENT ? Does the message subject include INTERNET ? Verify LINKS beforeclicking.

Exhibit 40 Page 2
Kyle and Cynthia, It has been over a month since we communicated that Fall River was prepared to
execute the latest draft of the Chester Project PPA that I sent to you on January 5, 2021. We have
not heard back from PacifiCorp as to the process you would like to follow for execution. Should we
execute the agreement and send it to you?

Greg AdamsRichardson Adams, PLLC515 N. 27th StreetBoise, Idaho 83702Voice: 208.938.2236Facsimile: 208.938.7904
Information contained in this electronic message and in any attachments hereto may contain information that is
confidential, protected by the attorney/client privilege and/or attorney work product doctrine. Inadvertent disclosure
of the contents of this email or its attachments to unintended recipients is not intended to and does not constitute a
waiver of the attorney/client privilege and/or attorney work product doctrine. If you have received this email in
error, please immediately notify the sender of the erroneous receipt and destroy this email and any attachments of
the same either electronic or printed. Thank you.

From: Greg Adams <[e-mail]>
Sent: Wednesday, January 27, 2021 8:36 AM
To: Moore, Kyle (PacifiCorp) {Mkt Function} <[e-mail]>; Mifsud, Cynthia Hansen
(PacifiCorp) <[e-mail]>
Cc: Bryan Case <[e-mail]>; Dave Peterson
<[e-mail]>
Subject: RE: [INTERNET] FW: Fall River Rural Elect. Coop.'s Chester Project - PPA Turn 12-11-2020

Kyle, I am checking in again on the Chester PPA. Fall River would like to get the PPA executed and
move forward with the sales under the PPA. Please let us know PacifiCorp’s preferred process for
doing so. Thanks.

Greg AdamsRichardson Adams, PLLC
515 N. 27th StreetBoise, Idaho 83702
Voice: 208.938.2236Facsimile: 208.938.7904
Information contained in this electronic message and in any attachments hereto may contain information that is
confidential, protected by the attorney/client privilege and/or attorney work product doctrine. Inadvertent disclosureof the contents of this email or its attachments to unintended recipients is not intended to and does not constitute awaiver of the attorney/client privilege and/or attorney work product doctrine. If you have received this email inerror, please immediately notify the sender of the erroneous receipt and destroy this email and any attachments ofthe same either electronic or printed. Thank you.

From: Moore, Kyle (PacifiCorp) {Mkt Function} <[e-mail]>
Sent: Thursday, January 21, 2021 9:52 AM
To: Greg Adams <[e-mail]>; Mifsud, Cynthia Hansen (PacifiCorp)
Exhibit 40 Page 3
<[e-mail]>
Cc: Bryan Case <[e-mail]>; Dave Peterson
<[e-mail]>
Subject: RE: [INTERNET] FW: Fall River Rural Elect. Coop.'s Chester Project - PPA Turn 12-11-2020

Greg,

Cynthia and I discussed the contract again yesterday, I am just waiting for her final okay, if she sees
no further concerns I will move this toward final internal approvals, I will follow up early next week
on progress.

Thanks,

Kyle Moore
Rocky Mountain Power
Commercial Services
O 801.220.4467
C 385.210.4209

From: Greg Adams <[e-mail]>
Sent: Friday, January 15, 2021 3:00 PM
To: Moore, Kyle (PacifiCorp) {Mkt Function} <[e-mail]>; Mifsud, Cynthia Hansen
(PacifiCorp) <[e-mail]>
Cc: Bryan Case <[e-mail]>; Dave Peterson
<[e-mail]>
Subject: [INTERNET] FW: Fall River Rural Elect. Coop.'s Chester Project - PPA Turn 12-11-2020

* * Remember SAIL when reading email * *
Are you expecting the message from this SENDER ? Are you expecting anATTACHMENT ? Does the message subject include INTERNET ? Verify LINKS beforeclicking.

Kyle and Cynthia,

I am checking in on this Chester PPA. As noted in my comment below, Fall River is prepared to
execute the PPA with the minor clarification we added to the PPA to accommodate the time for
PUC-approval of the PPA. We have not heard back from you yet, but would like to get this executed
and move forward with the sales under the PPA. Thanks.

Greg AdamsRichardson Adams, PLLC515 N. 27th StreetBoise, Idaho 83702
Exhibit 40 Page 4
Voice: 208.938.2236Facsimile: 208.938.7904
Information contained in this electronic message and in any attachments hereto may contain information that is
confidential, protected by the attorney/client privilege and/or attorney work product doctrine. Inadvertent disclosureof the contents of this email or its attachments to unintended recipients is not intended to and does not constitute awaiver of the attorney/client privilege and/or attorney work product doctrine. If you have received this email inerror, please immediately notify the sender of the erroneous receipt and destroy this email and any attachments ofthe same either electronic or printed. Thank you.

From: Greg Adams <[e-mail]>
Sent: Tuesday, January 05, 2021 6:07 PM
To: Moore, Kyle (PacifiCorp) {Mkt Function} <[e-mail]>; Dave Peterson
<[e-mail]>; Mifsud, Cynthia Hansen (PacifiCorp)
<[e-mail]>
Cc: Bryan Case <[e-mail]>
Subject: RE: Fall River Rural Elect. Coop.'s Chester Project - PPA Turn 12-11-2020

Kyle and Cynthia,

We are proposing revision to Sections 11.1.2(a) and 11.2.4, which is shown in the attached. Our
concern is that the Idaho PUC is taking longer than normal to approve PPAs this past year and that it
has taken longer than expected to finalize the PPA when we determined to use June 1 as the date
for First Energy. Our intent is to clarify that the First Energy delay default and termination provisions
would essentially be tolled until a reasonable period after PUC approval of the PPA, given that sales
will not begin until after that time.

We can discuss that on the call we are trying to schedule if you would like. Otherwise, this draft is
acceptable to Fall River and we are prepared to get it executed and filed with the PUC.

Greg Adams
Richardson Adams, PLLC
515 N. 27th Street
Boise, Idaho 83702
Voice: 208.938.2236
Facsimile: 208.938.7904
Information contained in this electronic message and in any attachments hereto may contain information that is
confidential, protected by the attorney/client privilege and/or attorney work product doctrine. Inadvertent
disclosure of the contents of this email or its attachments to unintended recipients is not intended to and does not
constitute a waiver of the attorney/client privilege and/or attorney work product doctrine. If you have received this
email in error, please immediately notify the sender of the erroneous receipt and destroy this email and any
attachments of the same either electronic or printed. Thank you.

From: Greg Adams <[e-mail]>
Sent: Tuesday, January 5, 2021 3:35 PM
To: Moore, Kyle (PacifiCorp) {Mkt Function} <[e-mail]>; Dave Peterson
Exhibit 40 Page 5
<[e-mail]>; Mifsud, Cynthia Hansen (PacifiCorp)
<[e-mail]>
Cc: Bryan Case <[e-mail]>
Subject: RE: Fall River Rural Elect. Coop.'s Chester Project - PPA Turn 12-11-2020

Kyle, I am just checking back in on when you would like to have this call. I can send the invite if that
would help.

Greg Adams
Richardson Adams, PLLC
515 N. 27th Street
Boise, Idaho 83702
Voice: 208.938.2236
Facsimile: 208.938.7904
Information contained in this electronic message and in any attachments hereto may contain information that is
confidential, protected by the attorney/client privilege and/or attorney work product doctrine. Inadvertent
disclosure of the contents of this email or its attachments to unintended recipients is not intended to and does not
constitute a waiver of the attorney/client privilege and/or attorney work product doctrine. If you have received this
email in error, please immediately notify the sender of the erroneous receipt and destroy this email and any
attachments of the same either electronic or printed. Thank you.

From: Greg Adams <[e-mail]>
Sent: Thursday, December 31, 2020 9:10 AM
To: Moore, Kyle (PacifiCorp) {Mkt Function} <[e-mail]>; Dave Peterson
<[e-mail]>; Mifsud, Cynthia Hansen (PacifiCorp)
<[e-mail]>
Cc: Bryan Case <[e-mail]>
Subject: RE: Fall River Rural Elect. Coop.'s Chester Project - PPA Turn 12-11-2020

Kyle, The following times work for us, with a preference for Wednesday—

Wed 1/6: 12:30-3
Thu 1/7: 9-10 or 3-4

Please send an invite out for the time that works best for PacifiCorp.

Greg Adams
Richardson Adams, PLLC
515 N. 27th Street
Boise, Idaho 83702
Voice: 208.938.2236
Facsimile: 208.938.7904
Information contained in this electronic message and in any attachments hereto may contain information that is
confidential, protected by the attorney/client privilege and/or attorney work product doctrine. Inadvertent
Exhibit 40 Page 6
disclosure of the contents of this email or its attachments to unintended recipients is not intended to and does not
constitute a waiver of the attorney/client privilege and/or attorney work product doctrine. If you have received this
email in error, please immediately notify the sender of the erroneous receipt and destroy this email and any
attachments of the same either electronic or printed. Thank you.

From: Moore, Kyle (PacifiCorp) {Mkt Function} <[e-mail]>
Sent: Wednesday, December 30, 2020 2:17 PM
To: Greg Adams <[e-mail]>; Dave Peterson
<[e-mail]>; Mifsud, Cynthia Hansen (PacifiCorp)
<[e-mail]>
Cc: Bryan Case <[e-mail]>
Subject: RE: Fall River Rural Elect. Coop.'s Chester Project - PPA Turn 12-11-2020

Greg/Dave,

We have been able to verify that we currently do have access to interrogate the metering as
currently set up. Shall we set up a meeting next week to finalize this contract and work through any
final details. We are available the following times, all mountain time:

Tue 1/5: noon – 2
Wed 1/6: 12:30-3
Thu 1/7: 9-10 or 3-4

Thanks,

Kyle Moore
Rocky Mountain Power
Commercial Services
O 801.220.4467
C 385.210.4209

From: Moore, Kyle (PacifiCorp) {Mkt Function}
Sent: Friday, December 11, 2020 4:23 PM
To: 'Greg Adams' <[e-mail]>; 'Dave Peterson'
<[e-mail]>; Mifsud, Cynthia Hansen (PacifiCorp)
<[e-mail]>
Cc: 'Bryan Case' <[e-mail]>; Heng, Irene (PacifiCorp)
<[e-mail]>
Subject: Fall River Rural Elect. Coop.'s Chester Project - PPA Turn 12-11-2020

Greg/Dave,

Attached is a turn of the draft with updated language for the First Delivery Date. We have separately
verified the 1.9% loss factor on BPA’s system so that figure is acceptable. We are still trying to get
the meter communication verified, the latest I heard earlier today is that we are waiting for a call
back from a meter engineer on your side.
Exhibit 40 Page 7

Please let me know if you have any questions.

Thanks,

Kyle Moore
Rocky Mountain Power
Commercial Services
O 801.220.4467
C 385.210.4209

From: Moore, Kyle (PacifiCorp) {Mkt Function}
Sent: Tuesday, December 8, 2020 2:31 PM
To: 'Greg Adams' <[e-mail]>; Dave Peterson
<[e-mail]>; Mifsud, Cynthia Hansen (PacifiCorp)
<[e-mail]>
Cc: Bryan Case <[e-mail]>; Heng, Irene (PacifiCorp)
<[e-mail]>
Subject: RE: [INTERNET] RE: [INTERNET] RE: Fall River Rural Elect. Coop.'s Response Letter Re
Chester Project PPA Request - RMP Turn

Greg,

I have forwarded the contact information you sent over yesterday regarding making sure we can
read your meter, I will provide you the results of that as soon as I get it, hopefully they can get that
done this week.

We will provide a turn of the draft with the addressing the First Delivery Date by the end of the
week, hopefully everything will be wrapped up then to move forward.

Thanks,

Kyle Moore
Rocky Mountain Power
Commercial Services
O 801.220.4467
C 385.210.4209

From: Greg Adams <[e-mail]>
Sent: Tuesday, December 8, 2020 9:08 AM
To: Dave Peterson <[e-mail]>; Moore, Kyle (PacifiCorp) {Mkt Function}
<[e-mail]>; Mifsud, Cynthia Hansen (PacifiCorp)
<[e-mail]>
Cc: Bryan Case <[e-mail]>; Heng, Irene (PacifiCorp)
<[e-mail]>
Subject: [INTERNET] RE: [INTERNET] RE: Fall River Rural Elect. Coop.'s Response Letter Re Chester
Exhibit 40 Page 8
Project PPA Request - RMP Turn

* * Remember SAIL when reading email * *
Are you expecting the message from this SENDER ? Are you expecting anATTACHMENT ? Does the message subject include INTERNET ? Verify LINKS before
clicking.

Kyle and Cynthia, With the clarification that the existing metering is sufficient to comply with the
requirements of the proposed PPA, the only outstanding item for the Chester PPA is Section 11.2.4 –
PacifiCorp was going to provide a cure period for a failure to achieve the First Delivery Date. As we
previously communicated, the rest of the PPA is acceptable to Fall River and we would like to move
forward with getting it finalized as soon as possible. Thanks.

Greg Adams
Richardson Adams, PLLC
515 N. 27th Street
Boise, Idaho 83702
Voice: 208.938.2236
Facsimile: 208.938.7904
Information contained in this electronic message and in any attachments hereto may contain information that is
confidential, protected by the attorney/client privilege and/or attorney work product doctrine. Inadvertent
disclosure of the contents of this email or its attachments to unintended recipients is not intended to and does not
constitute a waiver of the attorney/client privilege and/or attorney work product doctrine. If you have received this
email in error, please immediately notify the sender of the erroneous receipt and destroy this email and any
attachments of the same either electronic or printed. Thank you.

From: Dave Peterson <[e-mail]>
Sent: Monday, December 7, 2020 11:34 AM
To: Moore, Kyle (PacifiCorp) {Mkt Function} <[e-mail]>; Greg Adams
<[e-mail]>; Mifsud, Cynthia Hansen (PacifiCorp)
<[e-mail]>
Cc: Bryan Case <[e-mail]>; Heng, Irene (PacifiCorp)
<[e-mail]>
Subject: RE: [INTERNET] RE: Fall River Rural Elect. Coop.'s Response Letter Re Chester Project PPA
Request - RMP Turn

Kyle:

The person to contact is:

Shannon Hill
Manager of Information Technology
Exhibit 40 Page 9
[e-mail]
[phone] Office
[phone] Cell

Thanks,
Dave

From: Moore, Kyle (PacifiCorp) {Mkt Function} <[e-mail]>
Sent: Friday, December 4, 2020 12:24 PM
To: Dave Peterson <[e-mail]>; Greg Adams
<[e-mail]>; Mifsud, Cynthia Hansen (PacifiCorp)
<[e-mail]>
Cc: Bryan Case <[e-mail]>; Heng, Irene (PacifiCorp)
<[e-mail]>
Subject: RE: [INTERNET] RE: Fall River Rural Elect. Coop.'s Response Letter Re Chester Project PPA
Request - RMP Turn

Dave,

I have spoken with our metering specialist and have confirmed that the metering information you
have provided below is sufficient to meet our needs as long as we can interrogate the meter. Can
you please provide the best contact for us to work with to make a test interrogation of the meter?

One other note worth mentioning, our metering specialist mentioned that our ability to interrogate
meters on BPAs system (meaning BPAs permission to do so) seems to ebb and flow sometimes, I’m
not 100% sure I understand the metering relationship here, but should BPA at some point act in such
a way that we could not interrogate the meter we would need you to provide an alternative
communication set-up.

Thanks,

Kyle Moore
Rocky Mountain Power
Commercial Services
O 801.220.4467
C 385.210.4209

From: Dave Peterson <[e-mail]>
Sent: Wednesday, December 2, 2020 9:11 AM
To: Moore, Kyle (PacifiCorp) {Mkt Function} <[e-mail]>; Greg Adams
<[e-mail]>; Mifsud, Cynthia Hansen (PacifiCorp)
<[e-mail]>
Cc: Bryan Case <[e-mail]>; McDermott, Jacob (PacifiCorp)
<[e-mail]>; Heng, Irene (PacifiCorp) <[e-mail]>
Subject: [INTERNET] RE: Fall River Rural Elect. Coop.'s Response Letter Re Chester Project PPA
Exhibit 40 Page 10
Request - RMP Turn

* * Remember SAIL when reading email * *
Are you expecting the message from this SENDER ? Are you expecting anATTACHMENT ? Does the message subject include INTERNET ? Verify LINKS before
clicking.

Kyle:

See answers below. Let me know if you have any other questions.

Thanks,
Dave

Dave Peterson
Manager of EngineeringFall River Electric Cooperative(208) 652-7050 Direct Office(208) 709-4870 Cell

From: Moore, Kyle (PacifiCorp) {Mkt Function} <[e-mail]>
Sent: Tuesday, December 1, 2020 5:09 PM
To: Greg Adams <[e-mail]>; Mifsud, Cynthia Hansen (PacifiCorp)
<[e-mail]>
Cc: Bryan Case <[e-mail]>; Dave Peterson
<[e-mail]>; McDermott, Jacob (PacifiCorp)
<[e-mail]>; Heng, Irene (PacifiCorp) <[e-mail]>
Subject: RE: Fall River Rural Elect. Coop.'s Response Letter Re Chester Project PPA Request - RMP
Turn

Greg,

Sorry about the delay here, can you please provide the following information on the meter that you
have in place that BPA current reads:
Meter type, SEL-734
meter accuracy, ANSI C 12.20 (1998) Accuracies are specified at 23°C and at nominal system
frequency, nominal voltage, and nominal current unless noted otherwise. Voltages VA, VB,
Exhibit 40 Page 11
VC: ±0.15% Voltages VAB, VBC, VCA: ±0.15% Currents IA, IB, IC: ±0.15% Current, Neutral IN:
±1.0% Frequency: ±0.01 Hz Energy (kWh), Imported/Exported Total: class 0.2 Peak Power
Demand (kW): class 0.2 Power (kW) Total: class 0.2 Power (kW), per Phase: class 0.2
accuracy of the instrument transformers CTs – GE Model 780-301 ANSI Metering Class B0.1
0.3
PTs – GE PTW5-2-110-123SS Accuracy Class 0.3.
WXMYZ 1.2 ZZ at 100 % rated voltage with 120 V
based ANSI burden
is it truly dial-up or is it through an IP address on BPs network? An IP address that can be
accessed.

Once I get this information I can re-verify with our metering specialist about whether we can access
the meter. If you have the information to access the meter we could also try accessing it right now
as well and may be a good verification.

Thanks,

Kyle Moore
Rocky Mountain Power
Commercial Services
O 801.220.4467
C 385.210.4209

From: Greg Adams <[e-mail]>
Sent: Monday, November 30, 2020 11:43 AM
To: Moore, Kyle (PacifiCorp) {Mkt Function} <[e-mail]>; Mifsud, Cynthia Hansen
(PacifiCorp) <[e-mail]>
Cc: Bryan Case <[e-mail]>; Dave Peterson
<[e-mail]>; McDermott, Jacob (PacifiCorp)
<[e-mail]>; Heng, Irene (PacifiCorp) <[e-mail]>
Subject: [INTERNET] RE: Fall River Rural Elect. Coop.'s Response Letter Re Chester Project PPA
Request - RMP Turn

** REMEMBER SAIL WHEN READING EMAIL **
Sender The sender of this email is [e-mail] using a friendly name ofGreg Adams .
Are you expecting the message? Is this different from the message senderdisplayed above?
Attachments Does this message contain attachments? No If yes, are you expecting them?
Internet Tag Messages from the Internet should have [INTERNET] added to the subject.
Links Does this message contain links? YesCheck links before clicking them or removing BLOCKED in the browser.
Cybersecurity risk assessment: Medium

Exhibit 40 Page 12
Kyle and Cynthia, I am checking in again regarding the draft PPA under discussion for Fall River’s
Chester project. It has been several weeks since we have heard from PacifiCorp. We would like to
move forward to finalizing the final outstanding issues itemized below, so we can get the agreement
executed and submitted for approval at the IPUC. Thanks.

Greg Adams
Richardson Adams, PLLC
515 N. 27th Street
Boise, Idaho 83702
Voice: 208.938.2236
Facsimile: 208.938.7904
Information contained in this electronic message and in any attachments hereto may contain information that is
confidential, protected by the attorney/client privilege and/or attorney work product doctrine. Inadvertent
disclosure of the contents of this email or its attachments to unintended recipients is not intended to and does not
constitute a waiver of the attorney/client privilege and/or attorney work product doctrine. If you have received this
email in error, please immediately notify the sender of the erroneous receipt and destroy this email and any
attachments of the same either electronic or printed. Thank you.

From: Greg Adams <[e-mail]>
Sent: Friday, October 16, 2020 9:50 AM
To: Moore, Kyle (PacifiCorp) {Mkt Function} <[e-mail]>; Mifsud, Cynthia Hansen
(PacifiCorp) <[e-mail]>
Cc: Bryan Case <[e-mail]>; Dave Peterson
<[e-mail]>; McDermott, Jacob (PacifiCorp)
<[e-mail]>; Heng, Irene (PacifiCorp) <[e-mail]>
Subject: RE: Fall River Rural Elect. Coop.'s Response Letter Re Chester Project PPA Request - RMP
Turn

Kyle and Cynthia, I am just checking in on the Chester PPA. We had understood we would hear back
from PacifiCorp this week regarding a few items in the draft PPA. To summarize the outstanding
items discussed below:

Section 4.1-Transmission losses- The BPA loss factor to be included in Section 4.1 is 1.9%. Fall
River is willing to agree to this item as edited by PacifiCorp with that loss factor.
Section 6.11 and 6.9 – PacifiCorp was going to respond on our inquiry as to whether the
meters and communications equipment at the plant are sufficient for purposes of these
sections of the PPA, and if not, what will be required and how long it will take PacifiCorp to
install such equipment if it is equipment PacifiCorp must install.
Section 11.2.4 – PacifiCorp was going to provide a cure period for a failure to achieve the First
Delivery Date, which is an item of concern particularly in light of the potential need for any
new metering or communication equipment, the timing of installation of which would likely
be beyond the control of Fall River.

Other than these clarifications, Fall River finds the draft PPA acceptable and would like to move
forward with execution as soon as possible.
Exhibit 40 Page 13

Thanks.

Greg Adams
Richardson Adams, PLLC
515 N. 27th Street
Boise, Idaho 83702
Voice: 208.938.2236
Facsimile: 208.938.7904
Information contained in this electronic message and in any attachments hereto may contain information that is
confidential, protected by the attorney/client privilege and/or attorney work product doctrine. Inadvertent
disclosure of the contents of this email or its attachments to unintended recipients is not intended to and does not
constitute a waiver of the attorney/client privilege and/or attorney work product doctrine. If you have received this
email in error, please immediately notify the sender of the erroneous receipt and destroy this email and any
attachments of the same either electronic or printed. Thank you.

From: Greg Adams <[e-mail]>
Sent: Friday, October 2, 2020 11:31 AM
To: Moore, Kyle (PacifiCorp) {Mkt Function} <[e-mail]>; Mifsud, Cynthia Hansen
(PacifiCorp) <[e-mail]>
Cc: Bryan Case <[e-mail]>; Dave Peterson
<[e-mail]>; McDermott, Jacob (PacifiCorp)
<[e-mail]>; Heng, Irene (PacifiCorp) <[e-mail]>
Subject: RE: Fall River Rural Elect. Coop.'s Response Letter Re Chester Project PPA Request - RMP
Turn

Kyle and Cynthia, To follow up on the information regarding losses discussed on the call
yesterday, Fall River checked with BPA and they communicated the loss factor is 1.9%.

See BPA OATT, Schedule 11 re the 1.9% BPA System Loss factor -
BLOCKEDbpa[.]gov/transmission/Doing%20Business/Tariff/Pages/default[.]aspxBLOCKED

Greg Adams
Richardson Adams, PLLC
515 N. 27th Street
Boise, Idaho 83702
Voice: 208.938.2236
Facsimile: 208.938.7904
Information contained in this electronic message and in any attachments hereto may contain information that is
confidential, protected by the attorney/client privilege and/or attorney work product doctrine. Inadvertent
disclosure of the contents of this email or its attachments to unintended recipients is not intended to and does not
constitute a waiver of the attorney/client privilege and/or attorney work product doctrine. If you have received this
email in error, please immediately notify the sender of the erroneous receipt and destroy this email and any
Exhibit 40 Page 14
attachments of the same either electronic or printed. Thank you.

From: Moore, Kyle (PacifiCorp) {Mkt Function} <[e-mail]>
Sent: Thursday, September 24, 2020 7:27 AM
To: Greg Adams <[e-mail]>; Mifsud, Cynthia Hansen (PacifiCorp)
<[e-mail]>
Cc: Bryan Case <[e-mail]>; Dave Peterson
<[e-mail]>; McDermott, Jacob (PacifiCorp)
<[e-mail]>; Heng, Irene (PacifiCorp) <[e-mail]>
Subject: RE: Fall River Rural Elect. Coop.'s Response Letter Re Chester Project PPA Request - RMP
Turn

Greg,

Next Thursday we are open Noon to 2 pm or 3-4 pm MDT.

Thanks,

Kyle Moore
Rocky Mountain Power
Commercial Services
O 801.220.4467
C 385.210.4209

From: Greg Adams [mailto:[e-mail]]
Sent: Wednesday, September 23, 2020 12:53 PM
To: Moore, Kyle (PacifiCorp) {Mkt Function} <[e-mail]>; Mifsud, Cynthia Hansen
(PacifiCorp) <[e-mail]>
Cc: Bryan Case <[e-mail]>; Dave Peterson
<[e-mail]>; McDermott, Jacob (PacifiCorp)
<[e-mail]>
Subject: [INTERNET] RE: Fall River Rural Elect. Coop.'s Response Letter Re Chester Project PPA
Request - RMP Turn

** REMEMBER SAIL WHEN READING EMAIL **
Sender The sender of this email is [e-mail] using a friendly name of
Greg Adams .Are you expecting the message? Is this different from the message senderdisplayed above?
Attachments Does this message contain attachments? No If yes, are you expecting them?
Internet Tag Messages from the Internet should have [INTERNET] added to the subject.
Links Does this message contain links? YesCheck links before clicking them or removing BLOCKED in the browser.
Cybersecurity risk assessment: Low
Exhibit 40 Page 15

Kyle, We another commitment on next Wednesday. Is there any time next Thursday after 10:00
MDT that would work?

From: Moore, Kyle (PacifiCorp) {Mkt Function} <[e-mail]>
Sent: Wednesday, September 23, 2020 10:54 AM
To: Greg Adams <[e-mail]>; Mifsud, Cynthia Hansen (PacifiCorp)
<[e-mail]>
Cc: Bryan Case <[e-mail]>; Dave Peterson
<[e-mail]>; McDermott, Jacob (PacifiCorp)
<[e-mail]>
Subject: RE: Fall River Rural Elect. Coop.'s Response Letter Re Chester Project PPA Request - RMP
Turn

How about Wednesday the 30th at either 10 am or 2 pm MDT? If those times don’t we have some
flexibility.

Thanks,

Kyle Moore
Rocky Mountain Power
Commercial Services
O 801.220.4467
C 385.210.4209

From: Greg Adams [mailto:[e-mail]]
Sent: Wednesday, September 23, 2020 9:58 AM
To: Moore, Kyle (PacifiCorp) {Mkt Function} <[e-mail]>; Mifsud, Cynthia Hansen
(PacifiCorp) <[e-mail]>
Cc: Bryan Case <[e-mail]>; Dave Peterson
<[e-mail]>; McDermott, Jacob (PacifiCorp)
<[e-mail]>
Subject: [INTERNET] RE: Fall River Rural Elect. Coop.'s Response Letter Re Chester Project PPA
Request - RMP Turn

** REMEMBER SAIL WHEN READING EMAIL **
Sender The sender of this email is [e-mail] using a friendly name of
Greg Adams .Are you expecting the message? Is this different from the message senderdisplayed above?
Attachments Does this message contain attachments? No If yes, are you expecting them?
Internet Tag Messages from the Internet should have [INTERNET] added to the subject.
Links Does this message contain links? YesCheck links before clicking them or removing BLOCKED in the browser.
Exhibit 40 Page 16
Cybersecurity risk assessment: Low

Kyle and Jacob, What times would PacifiCorp propose to discuss the edits to the Chester PPA in the
next week? We should be prepared to discuss that after an internal discussion we will have today.

From: Moore, Kyle (PacifiCorp) {Mkt Function} <[e-mail]>
Sent: Thursday, September 17, 2020 10:24 AM
To: Greg Adams <[e-mail]>; Mifsud, Cynthia Hansen (PacifiCorp)
<[e-mail]>
Cc: Bryan Case <[e-mail]>; Dave Peterson
<[e-mail]>; McDermott, Jacob (PacifiCorp)
<[e-mail]>
Subject: RE: Fall River Rural Elect. Coop.'s Response Letter Re Chester Project PPA Request - RMP
Turn

Greg,

Please find PacifiCorp’s turn of the document. We would like to set up a call to discuss metering
issues and Exhibit K to make sure we all have the same understanding of how the metering process
will work with Net Output. Do you have some time in the next couple of week for a discussion?

Thanks,

Kyle Moore
Rocky Mountain Power
Commercial Services
O 801.220.4467
C 385.210.4209

From: Greg Adams [mailto:[e-mail]]
Sent: Thursday, September 3, 2020 10:49 AM
To: Moore, Kyle (PacifiCorp) {Mkt Function} <[e-mail]>; McDermott, Jacob
(PacifiCorp) <[e-mail]>
Cc: Bryan Case <[e-mail]>; Dave Peterson
<[e-mail]>; Mifsud, Cynthia Hansen (PacifiCorp)
<[e-mail]>
Subject: [INTERNET] RE: Fall River Rural Elect. Coop.'s Response Letter Re Chester Project PPA
Request

** REMEMBER SAIL WHEN READING EMAIL **
Sender The sender of this email is [e-mail] using a friendly name of
Greg Adams .Are you expecting the message? Is this different from the message senderdisplayed above?
Attachments Does this message contain attachments? No If yes, are you expecting them?
Exhibit 40 Page 17
Internet Tag Messages from the Internet should have [INTERNET] added to the subject.
Links Does this message contain links? YesCheck links before clicking them or removing BLOCKED in the browser.
Cybersecurity risk assessment: Low

Kyle and Jake, I am checking in the edits to the Chester PPA. You indicated you would be supplying
those by last Friday, but I do not believe I received it.

Greg AdamsRichardson Adams, PLLC515 N. 27th Street, 83702P.O. Box 7218, 83707Boise, IdahoVoice: 208.938.2236Facsimile: 208.938.7904
Information contained in this electronic message and in any attachments hereto may contain information that is
confidential, protected by the attorney/client privilege and/or attorney work product doctrine. Inadvertent disclosure
of the contents of this email or its attachments to unintended recipients is not intended to and does not constitute a
waiver of the attorney/client privilege and/or attorney work product doctrine. If you have received this email in
error, please immediately notify the sender of the erroneous receipt and destroy this email and any attachments of
the same either electronic or printed. Thank you.

From: Moore, Kyle (PacifiCorp) {Mkt Function}
Sent: Wednesday, August 26, 2020 1:26 PM
To: Greg Adams <[e-mail]>; McDermott, Jacob (PacifiCorp)
<[e-mail]>
Cc: Bryan Case <[e-mail]>; Dave Peterson
<[e-mail]>; Mifsud, Cynthia Hansen (PacifiCorp)
<[e-mail]>
Subject: RE: Fall River Rural Elect. Coop.'s Response Letter Re Chester Project PPA Request

Greg,

We are finalizing our response to your redlines and hope to have it over to you by Friday, we
apologize for our delay and will make it up in our next response period.

Thanks,

Kyle Moore
Rocky Mountain Power
Commercial Services
O 801.220.4467
C 385.210.4209

From: Greg Adams [mailto:[e-mail]]
Sent: Friday, August 21, 2020 4:06 PM
Exhibit 40 Page 18
To: Moore, Kyle (PacifiCorp) {Mkt Function} <[e-mail]>; McDermott, Jacob
(PacifiCorp) <[e-mail]>
Cc: Bryan Case <[e-mail]>; Dave Peterson
<[e-mail]>; Mifsud, Cynthia Hansen (PacifiCorp)
<[e-mail]>
Subject: [INTERNET] RE: Fall River Rural Elect. Coop.'s Response Letter Re Chester Project PPA
Request

** REMEMBER SAIL WHEN READING EMAIL **
Sender The sender of this email is [e-mail] using a friendly name ofGreg Adams .Are you expecting the message? Is this different from the message senderdisplayed above?
Attachments Does this message contain attachments? No If yes, are you expecting them?
Internet Tag Messages from the Internet should have [INTERNET] added to the subject.
Links Does this message contain links? YesCheck links before clicking them or removing BLOCKED in the browser.
Cybersecurity risk assessment: Medium

Hello Kyle and Jake, I am checking in on this PPA request. I believe it has been over 30 days since we
submitted our comments and proposed revisions to the PPA. Can we expect PacifiCorp’s response
soon? Thanks.

Greg Adams
Richardson Adams, PLLC515 N. 27th Street, 83702
P.O. Box 7218, 83707Boise, Idaho
Voice: 208.938.2236Facsimile: 208.938.7904
Information contained in this electronic message and in any attachments hereto may contain information that is
confidential, protected by the attorney/client privilege and/or attorney work product doctrine. Inadvertent disclosureof the contents of this email or its attachments to unintended recipients is not intended to and does not constitute awaiver of the attorney/client privilege and/or attorney work product doctrine. If you have received this email inerror, please immediately notify the sender of the erroneous receipt and destroy this email and any attachments ofthe same either electronic or printed. Thank you.

From: Greg Adams
Sent: Monday, July 20, 2020 11:05 AM
To: Moore, Kyle {Mkt Function} <[e-mail]>; McDermott, Jacob
<[e-mail]>
Cc: Bryan Case <[e-mail]>; Dave Peterson
<[e-mail]>; Mifsud, Cynthia Hansen <[e-mail]>
Subject: RE: Fall River Rural Elect. Coop.'s Response Letter Re Chester Project PPA Request

Exhibit 40 Page 19
Kyle and Jake,

I attached Fall River’s proposed revisions to the Chester Hydro PPA. I also attached requested
materials related to the interconnection of the facility to Fall River’s distribution system and the
transmission path.

If you would like to discuss our edits, we can be available to do so.

Greg AdamsRichardson Adams, PLLC
515 N. 27th Street, 83702P.O. Box 7218, 83707
Boise, IdahoVoice: 208.938.2236
Facsimile: 208.938.7904
Information contained in this electronic message and in any attachments hereto may contain information that is
confidential, protected by the attorney/client privilege and/or attorney work product doctrine. Inadvertent disclosure
of the contents of this email or its attachments to unintended recipients is not intended to and does not constitute a
waiver of the attorney/client privilege and/or attorney work product doctrine. If you have received this email in
error, please immediately notify the sender of the erroneous receipt and destroy this email and any attachments of
the same either electronic or printed. Thank you.

From: Moore, Kyle {Mkt Function}
Sent: Thursday, June 18, 2020 5:07 PM
To: Greg Adams <[e-mail]>; McDermott, Jacob
<[e-mail]>
Cc: Bryan Case <[e-mail]>; Dave Peterson
<[e-mail]>; Mifsud, Cynthia Hansen <[e-mail]>
Subject: RE: Fall River Rural Elect. Coop.'s Response Letter Re Chester Project PPA Request

Greg,

Please find attached the draft PPA for the Chester Project as discussed.

Thanks,

Kyle Moore
Rocky Mountain Power
Commercial Services
O 801.220.4467
C 385.210.4209

From: Greg Adams [mailto:[e-mail]]
Sent: Wednesday, June 10, 2020 5:19 PM
To: Moore, Kyle {Mkt Function} <[e-mail]>; McDermott, Jacob
<[e-mail]>
Exhibit 40 Page 20
Cc: Bryan Case <[e-mail]>; Woodworth, Thomas
<[e-mail]>; Dave Peterson <[e-mail]>
Subject: [INTERNET] RE: Fall River Rural Elect. Coop.'s Response Letter Re Chester Project PPA
Request

** REMEMBER SAIL WHEN READING EMAIL **
Sender The sender of this email is [e-mail] using a friendly name of
Greg Adams .Are you expecting the message? Is this different from the message senderdisplayed above?
Attachments Does this message contain attachments? No If yes, are you expecting them?
Internet Tag Messages from the Internet should have [INTERNET] added to the subject.
Links Does this message contain links? YesCheck links before clicking them or removing BLOCKED in the browser.
Cybersecurity risk assessment: Medium

Jake and Kyle, I am touching base on the Chester Project PPA request. Please let us
know when we can expect to receive the draft PPA we had discussed. We would like to
move forward with that as expeditiously as possible. Thanks.
Greg AdamsRichardson Adams, PLLC515 N. 27th StreetBoise, Idaho 83702Voice: 208.938.2236Facsimile: 208.938.7904
Information contained in this electronic message and in any attachments hereto may contain information that is
confidential, protected by the attorney/client privilege and/or attorney work product doctrine. Inadvertent disclosure
of the contents of this email or its attachments to unintended recipients is not intended to and does not constitute a
waiver of the attorney/client privilege and/or attorney work product doctrine. If you have received this email in
error, please immediately notify the sender of the erroneous receipt and destroy this email and any attachments of
the same either electronic or printed. Thank you.

From: Greg Adams <[e-mail]>
Sent: Monday, May 11, 2020 10:33 AM
To: Moore, Kyle {Mkt Function} <[e-mail]>; McDermott, Jacob
<[e-mail]>
Cc: Bryan Case <[e-mail]>; Woodworth, Thomas
<[e-mail]>; Dave Peterson
<[e-mail]>
Subject: Fall River Rural Elect. Coop.'s Response Letter Re Chester Project PPA Request

Jake and Kyle, Please see the attached letter regarding the Chester Project PPA request.
Greg Adams
Richardson Adams, PLLC
Exhibit 40 Page 21
Boise, Idaho 83702Voice: 208.938.2236
Facsimile: 208.938.7904
Information contained in this electronic message and in any attachments hereto may contain information that is
confidential, protected by the attorney/client privilege and/or attorney work product doctrine. Inadvertent disclosure
of the contents of this email or its attachments to unintended recipients is not intended to and does not constitute a
waiver of the attorney/client privilege and/or attorney work product doctrine. If you have received this email in
error, please immediately notify the sender of the erroneous receipt and destroy this email and any attachments of
the same either electronic or printed. Thank you.

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