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Resolution 14485CITY OF ALAMEDA RESOLUTION NO. RATIFYING THE PUBLIC UTILITIES BOARD'S APPROVAL OF THE FIRST AMENDMENT TO AGREEMENT FOR CONSTRUCTION, OPERATION AND FINANCING OF CUMBUSTION TURBINE PROJECT NUMBER ONE AND THE QUITCLAIM DEED FORM FOR THE ROSEVILLE COMBUSTION TURBINE UNITS, AND AUTHORIZING THE GENERAL MANAGER OF ALAMEDA MUNICIPAL POWER TO EXECUTE THE FIRST AMENDMENT AND AUTHORIZING THE MAYOR TO EXECUTE THE QUITCLAIM DEED FORM WHEREAS, the City of Alameda is a participant in the Northern California Power Agency (NCPA) Combustion Turbine Project Number One (CT1), which consists of five separate generating units, each rated at approximately 24.5 megawatts, located in Roseville (two units), Alameda (two units) and Lodi (one unit); and WHERES, Alameda's project entitlement percentage, as specified in the Agreement for Construction, Operation and Financing of Combustion Turbine Project Number One (CT1 Third Phase Agreement), dated as of July 1, 1984, is 13.092 %, which amounts to 16.05 megawatts; and WHEREAS, at its September 17, 2007, public meeting, the Alameda Public Utilities Board (the Board) approved the Agreement for Layoff and Sale of Project Entitlement Percentage Relating to Combustion Turbine Project Number One (Layoff and Sale Agreement) between NCPA and each of the project participants and recommended City Council ratification; and WHEREAS, the Layoff and Sale Agreement provides for the transfer of full ownership of the two Roseville CT1 units, along with associated property and equipment, to the City of Roseville upon the retirement of the bonds for the project and further provides that the CT1 Third Phase Agreement shall be amended to: (i) remove Roseville as a project participant; and (ii) remove the two Roseville CT units from the project description; and WHEREAS, at its September 18, 2007, public meeting, the Alameda City Council approved the Layoff and Sale Agreement between NCPA and each of the project participants; and WHEREAS, the NCPA participants in the CT1 project including Alameda deem the transfer of ownership to be mutually beneficial given that Roseville's electric load and the two Roseville CTs are located the SMUDIWestern electric control area, whereas the two Alameda CTs, the Lodi CT, and each of the other CTI project participants are located in the control area administered by the California Independent System Operator; and WHEREAS, the bonds for the CTI project were retired on August 16, 2010, which triggers the need to amend the CT1 Third Phase Agreement as part of the transfer of ownership process; and WHEREAS, in order to complete the transfer, each remaining CTI project participant will need to sign a Quitclaim Deed Form to Roseville for the two Roseville CT units; and WHEREAS, upon completion of the transfer process, Alameda's entitlement percentage will increase from 13.092% to 21.821% though the resulting megawatt entitlement remains constant at 16.05 MW. NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Alameda that: 1. The Council ratifies the Public Utilities Board's approval of the First Amendment to Agreement for Construction, Operation and Financing of Combustion Turbine Project Number One and the Quitclaim Deed Form for the Roseville Combustion Turbine Units. 2. The General Manager of Alameda Municipal Power is authorized to execute the First Amendment without material change. 3. The Mayor is authorized to execute the Quitclaim Deed Form. 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 7th day of September, 2010, by the following vote to wit: AYES: Councilmembers deHaan, Gilmore, Matarrese, Tam and Mayor Johnson - 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 8th day of September, 2010. Lara Weisiger, C City of Alameda