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W A T E R I E N E R 5 Y , L I F E RIVERSIDE PUBLIC UTILITIES - -- .'%_ W& Board Memorandum P U B L I C U T I L I T I E S BOARD OF PUBLIC UTILITIES DATE: June 4, 2010 ITEM NO: 6 SUBJECT: CLEARWATER ASSET PURCHASE - RELATED AGREEMENTS WITH SOUTHERN CALIFORNIA EDISON COMPANY ("SCE") AND THE CITY OF CORONA ("CORONA") ISSUE: Consideration of the following proposed agreements related to Riverside Public Utilities' (RPU) purchase of Corona's Clearwater Cogeneration Facility ("Clearwater"): (1) Wholesale Distribution Access Tariff Service Agreement ("WDAT Agreement") between City of Riverside and SCE; (2) Assumption, Assignment, and Consent Agreement ("Assumption Agreement") between City of Riverside and SCE; and (3) Clearwater Auxiliary Load Letter Agreement ("Letter Agreement") between City of Riverside and City of Corona. RECOMMENDATIONS: That the Board of Public Utilities recommend that the City Council: 1. Approve the Wholesale Distribution Access Tariff (WDAT) Service Agreement between Riverside and Southern California Edison (SCE); 2. Approve the Assumption Agreement between City of Riverside and SCE; 3. Approve the Letter Agreement between City of Riverside and City of Corona; and 4. Authorize the City Manager, or his designee, to execute any amendments the above-referenced agreements and any other documents related to the management of these agreements. BACKGROUND: The Board of Public Utilities and City Council approved RPU's acquisition of Corona's Clearwater Cogeneration Facility on February 5, 2010 and February 23, 2010, respectively. The purchase of Clearwater and its related assets brings to Riverside approximately 30 megawatts of power (sufficient for approximately 22,500 residential customers) and the 69,000 volt facilities necessary to move the power from Clearwater to the SCE electrical distribution system. As part of the acquisition, multiple contracts and agreements are required to be executed, conveyed, and/or transferred to affect a proposed "Closing Date" of July 1, 2010, when all actions necessary for Riverside's ownership of Clearwater have been completed and Riverside gains ownership and possession of the Clearwater assets. WDAT Agreement: The WDAT Agreement will provide the service needed to move Clearwater's power from the Clearwater plant located within SCE's distribution system to the nearest California Independent System Operator ("CAISO") interconnection point at the Mira Loma 220 kV Substation. There is no cost associated with the WDAT Agreement.