HomeMy WebLinkAboutRES 2000-18 - Board RESOLUTION No. 2000-18
A RESOLUTION AUTHORIZING THE EXECUTION AND DELIVERY OF THE
RESOURCE 2000 PROJECT POWER SALES CONTRACT WITH UTAH
ASSOCIATED MUNICIPAL POWER SYSTEMS IN CONNECTION WITH THE
RESOURCE 2000 PROJECT OF UAMPS AND RELATED MATTERS.
WHEREAS,Truckee Donner Public Utility District, a public utility district organized under
the laws of the State of California (the "Member") is a member of Utah Associated Municipal
Power Systems ("VAMPS") pursuant to the provisions of the Utah Associated Municipal Power
Systems Amended and Restated Agreement for Joint and Cooperative Action, as amended and
supplemented(the "Organization Agreement");
WHEREAS one of the u _purposes of VAMPS under the Ord
acquisition of electric generating facilities in order to secure reliable, :r n
power and energy for its members;
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WHEREAS, DAMPS has proposed to pursue the acquisition o:
facilities (the "Project"); f
WHEREAS,in order to obtain a long-term supply of electric energ `' y
proceed with the acquisition of the Project, the Member desires to ent
Project Power Sales Contract (the "Power Sales Contract") with UAM
WHEREAS,the Member acknowledges that the absolute and uncoi
Member to make the payments provided for in the Power Sales Contract m
of the Member and an operating expense of the Member's electric system,I.
and other available funds of the electric system, whether or not the Project _, r,1.«un thereof is
acquired, completed, operable or operating and notwithstanding the suspension, interruption,
interference,reduction or curtailment of the output thereof for any reason whatsoever;
Now, THEREFORE, BE IT RESOLVED by the Governing Body of Truckee Donner Public
Utility District, a public utility district, California, as follows:
Section 1. Execution and Delivery of the Power Sales Contract. The Power Sales
Contract, in substantially the form attached hereto as Exhibit B, is hereby authorized and approved,
and the President of the Board of Directors is hereby authorized, empowered and directed to execute
and deliver the Power Sales Contract on behalf of the Member, and the Clerk of the District is hereby
authorized, empowered and directed to attest such execution and to affix the corporate seal of the
Member to the Power Sales Contract,with such changes to the Power Sales Contract from the form
attached hereto as Exhibit A as shall be necessary to complete the form of the Power Sales Contract
or to correct any minor irregularities or ambiguities therein and as are approved by the President of
the Board of Directors, his execution thereof to constitute conclusive evidence of such approval.
Truckee Res
0864876/JCB/mt Authorizing Resolution
Section 2. Other Actions with Respect to the Power Sales Contract. The President of the
Board of Directors, the General Manager, legal counsel for the Member and other officers and
employees of the Member shall take all actions necessary or reasonably required to carry out, give
effect to, and consummate the transactions contemplated hereby and shall take all actions necessary
to carry out the execution and delivery of the Power Sales Contract and the performance thereof,
including, without limitation, the delivery of such closing certificates and opinions as may be
requested from time to time by UAMPS in connection with the issuance of Bonds to finance or
refinance the costs of the Project.
Section 3. Miscellaneous; Effective Date. (a) This resolution shall be and remain
irrepealable until the expiration or termination of the Power Sales Contract in accordance with its
terms.
(b) All previous acts and resolutions in conflict with this resolution or any part hereof
are hereby repealed to the extent of such conflict.
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(c) In case any provision in this resolution shall be invalid,illegal or unenforceable,the
validity, legality and enforceability of the remaining provisions shall not in any way be affected or
impaired thereby.
(d) This resolution shall take effect immediately upon its adoption and approval.
ADOPTED AND APPRovED this 20th day of September, 2000.
TRUCKEE DONNER PUBLIC UTILITY D TRICT
BY: all c
Ro a )g, Pr sident
ATTEST:
Peter L. Holtzmeister, General Manager