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Resolution 14556CITY OF ALAMEDA RESOLUTION NO. 1 4 5 5 6 RATIFYING THE PUBLIC UTILITY BOARD'S APPROVAL OF AMENDMENT TWO TO AGREEMENT FOR CONSTRUCTION, OPERATION AND FINANCING OF GEOTHERMAL PROJECT NUMBER 3; AMENDED AND RESTATED GEOTHERMAL PROJECT OPERATING AGREEMENT BETWEEN NORTHERN CALIFORNIA POWER AGENCY AND THE GEOTHERMAL PROJECT PARTICIPANTS, AND AMENDMENT NUMBER ONE TO NORTHERN CALIFORNIA POWER AGENCY FACILITIES AGREEMENT WHEREAS, the Turlock Irrigation District (TID) has provided the required two-year notice of termination of membership in the Northern California Power Agency ("NCPA') Joint Powers Agreement (JPA) and the NCPA Commission has accepted that two-year notice to be effective April 1 2011; and WHEREAS, TID's termination of membership in the JPA affected its rights and obligations under various agreements between TID and NCPA members and between TID and NCPA, requiring those agreements to be either terminated, clarified or amended in some fashion; and WHEREAS, any signatory to the JPA terminating its membership in the JPA is obligated to pay its pro-rata share of all debts, liabilities and obligations of NCPA as of the date of termination as a condition precedent to such termination and withdrawal; and WHEREAS, TID and NCPA staff have worked together to identify all agreements needing to be either terminated, clarified or amended, and have arrived at a recommended settlement amount that would satisfy TID's obligation to pay its pro-rata share of all debts, liabilities and obligations of NCPA as of the date of termination; and WHEREAS, the agreements requiring NCPA member approval to effectuate TID's withdrawal from the JPA are as follows: • Amendment Number Two to Agreement for Construction, Operation and Financing of Geothermal Generating Project Number 3; • Amended and Restated Geothermal Project Operating Agreement Between Northern California Power Agency and the Geothermal Project Participants; and • Amendment Number One to Northern California Power Agency Facilities Agreement. WHEREAS, the NCPA Commission has approved all the necessary Geothermal Agreement and Facilities Agreement modifications and approved the Membership Withdrawal and Exit Agreement between NCPA and Turlock Irrigation District on February 24, 2011; and WHEREAS, in order to finalize TID's withdrawal from NCPA the Alameda Public Utilities Board approved: (1) Amendment Number Two to Agreement For Construction, Operation And Financing Of Geothermal Generating Project Number 3; (2) Amended And Restated Geothermal Project Operating Agreement Between Northern California Power Agency And The Geothermal Project Participants; and (3) Amendment Number One To Northern California Power Agency Facilities Agreement at its February 28, 2011 public meeting. NOW, THERFORE, BE IT RESOLVED by the Council of the City of Alameda that the Council hereby ratifies the Public Utilities Board s approval of (1) Amendment Number Two to Agreement For Construction, Operation And Financing Of Geothermal Generating Project Number 3; (2) Amended And Restated Geothermal Project Operating Agreement Between Northern California Power Agency And The Geothermal Project Participants; (3) Amendment Number One To Northern California Power Agency Facilities Agreement; and (4) Authorize the General Manager of Alameda Municipal Power to execute all three agreements. 1, the undersigned, hereby certify that the foregoing Resolution was duly and regularly adopted and passed by the Council of the City of Alameda during the Regular Meeting of the City Council on the 15th day of March, 2011, by the following vote to wit: AYES: Councilmembers Bonta, deHaan, Johnson, Tam and Mayor Gilmore — 5. NOES: None. ABSENT: None. ABSTENTIONS: None. IN WITNESS, WHEREOF, 1 have hereunto set my hand and affixed the official seal of said City this 15th day of March, 2011. Lara Weisiger, «i !erk City of Alameda