Exhibit A-1
COMPOSITE CONFORMED COPY
ADDITIONAL POWER CONTRACT, dated as of February 1, 1984, between VERMONT
YANKEE NUCLEAR POWER CORPORATION ("Vermont Yankee"), a Vermont corporation, and
(the names of the Purchasers appear in the attached Appendix) (the "Purchaser").
It is agreed as follows:
1. Basic Understandings.
Vermont Yankee was organized in 1966 to provide for the supply of power to
its sponsoring utility companies (including the Purchaser), which utilities are
hereinafter called the "sponsors". It constructed a nuclear electric generating
unit of the boiling water type, having a maximum net capability of approximately
540 megawatts electric, at a site adjacent to the Connecticut River at Vernon,
Vermont (said unit being herein, together with the site and all related
facilities owned or to be owned by Vermont Yankee, referred to as the "Unit").
On February 28, 1973 Vermont Yankee was issued a full-term, operating license
for the Unit from the Atomic Energy Commission (now the Nuclear Regulatory
Commission which, together with any successor agency or agencies, is hereafter
called the "NRC"), which license expires on December 11, 2007, and the Unit
commenced commercial operation on November 30, 1972.
The Unit is operated to supply power to Vermont Yankee's sponsors, each of
which by a Power Contract dated as of February 1, 1968, as amended (collectively
the "Initial Power Contracts"), has undertaken to purchase a fixed percentage of
the capacity and output of the Unit for a term extending through November 30,
2002. The names of the sponsors and their respective percentages ("entitlement
percentages") of the capacity and output of the Unit are as follows:
ENTITLEMENT
SPONSOR PERCENTAGE
------- ----------
Central Vermont Public Service Corporation........................ 35.0%
Green Mountain Power Corporation.................................. 20.0%
New England Power Company......................................... 20.0%
The Connecticut Light and Power Company........................... 9.5%
Central Maine Power Company....................................... 4.0%
Public Service Company of New Hampshire........................... 4.0%
Western Massachusetts Electric Company............................ 2.5%
Montaup Electric Company.......................................... 2.5%
Cambridge Electric Light Company.................................. 2.5%
The sponsors have resold portions of their entitlement percentages of
capacity and output of the Unit under the Initial Power Contracts to other
utilities (the "secondary purchasers") on terms and conditions substantially
equivalent to those in the Initial Power Contracts: in 1969, the two Vermont
sponsors resold an aggregate of 7.426% of the Unit's capacity and output to
other utilities in Vermont; and in 1970 the non-Vermont sponsors resold an
aggregate of 4.5451% of the Unit's capacity and output to other New England
utilities outside of Vermont (collectively the "Resale Contracts"). In 1983 the
Initial Power Contracts were amended to incorporate provisions for collection of
funds to defray the ultimate cost of decommissioning the Unit, which costs are
being borne pro rata by said secondary purchasers under the Resale Contracts.
Vermont Yankee and its sponsors desire to provide for the orderly
continuation of the sale and purchase of the capacity and output of the Unit
during the useful life of the Unit to the extent it continues
beyond the termination date of the Initial Power Contracts and to provide
appropriate provisions for the collection of funds for and the payment of
decommissioning and any other costs with respect thereto both during and after
the useful life of the Unit. Vermont Yankee and its other sponsors are
entering into
Additional Power Contracts which are identical to this contract
except for necessary changes in the names of the parties.
2. Effective Date, Term and Waiver.
This contract shall become effective upon receipt by the Purchaser of
notice that Vermont Yankee has entered into
additional power contracts, as
contemplated by Section 1 above, with each of its other sponsors. The operative
term of this contract shall commence on December 1, 2002 notwithstanding the
fact that the useful service life of the Unit may have been terminated prior to
that date, and shall terminate upon the later to occur of (i) 30 days after the
date on which the last of the financial obligations of Vermont Yankee which
constitute elements of the purchase price calculated pursuant to Section 7 of
this contract has been extinguished by Vermont Yankee or (ii) 30 days after the
date on which Vermont Yankee is finally relieved of any obligations under the
last of any licenses (operating and/or possessory) which it now holds from, or
which may hereafter be issued to it by, the NRC with respect to the Unit under
applicable provisions of the Atomic Energy Act of 1954, as amended from time to
time (the "Act").
Vermont Yankee and the Purchaser acknowledge that, if the useful service
life of the Unit is terminated prior to December 1, 2002, then only the
provisions of this contract applicable to decommissioning of the Unit will
apply during the operative term of this contract.
The purchaser hereby irrevocably waives its rights to extend the contract
term of its Initial Power Contract pursuant to subsections (a) or (b) of Section
8 thereof.
3. Operation and Maintenance of the Unit.
Vermont Yankee will operate and maintain the Unit in accordance with good
utility practice under the circumstances and all applicable law, including the
applicable provisions of the Act and of any licenses issued thereunder to
Vermont Yankee. Within the limits imposed by good utility practice under the
circumstances and applicable law, the Unit will be operated at its maximum
capability and on a long hour use basis.
Outages for inspection, maintenance, refueling and repairs and
replacements will be scheduled in accordance with good utility practice and
insofar as practicable shall be mutually agreed upon by Vermont Yankee and the
Purchaser. In the event of an outage, Vermont Yankee will use its best efforts
to restore the Unit to service as promptly as practicable.
4. Decommissioning.
After commercial operation of the Unit permanently ceases, Vermont Yankee
will decommission the Unit in a manner authorized by Vermont Yankee's board of
directors and approved by the NRC in accordance with the Act and the rules and
regulations thereunder then in effect and by any agency having jurisdiction
over decommissioning of the Unit.
It is understood that, pursuant to the Initial Power Contracts and the
Resale Contracts, the sponsors and secondary purchasers are currently being
billed by Total Decommissioning Costs which, as of the date of this contract,
are being accumulated in a separate fund which was established for the purpose
of reimbursing Vermont Yankee for Decommissioning Expenses incurred in the
process of decommissioning the Unit and that such xxxxxxxx are subject to
change in accordance with the provisions of the Initial Power Contracts,
subject to the jurisdiction of FERC. It is contemplated that sufficient funds
will be accumulated pursuant to those contracts and paragraph 7 hereof to
reimburse Vermont Yankee for the full cost of decommissioning the Unit.
5. Purchaser's Entitlement.
The Purchase will, throughout the term of this contract, be entitled and
obligated to take its entitlement percentage of the capacity and net electrical
output of the Unit, at whatever level the Unit is operated or operable,
whether more or less than 540 megawatts electric.
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6. Deliveries and Metering.
The Purchaser's entitlement percentage of the output of the Unit will be
delivered to and accepted by it at the step-up substation at the site. All
deliveries will be made in the form of 3-phase, 60 cycle, alternating current at
a nominal voltage of 345,000 volts. The Purchaser will make its own arrangements
for the transmission of its entitlement percentage of the output of the Unit.
Vermont Yankee will supply and maintain all necessary metering equipment
for determining the quantity and conditions of supply of deliveries under this
contract, will make appropriate tests of such equipment in accordance with good
utility practice and as reasonably requested by the Purchaser, and will maintain
the accuracy of such equipment within reasonable limits. Vermont Yankee will
furnish the Purchaser with such summaries of meter readings as the Purchaser may
reasonably request.
7. Payment.
With respect to each month commencing on or after December 1, 2002, the
Purchaser will pay Vermont Yankee an amount equal to the Purchaser's entitlement
percentage of the sum of (a) Vermont Yankee's total fuel costs for the month
with respect to the Unit, plus (b) the Total Decommissioning Costs for the month
with respect to the Unit, plus (c) Vermont Yankee's total operating expenses for
the month with respect to the Unit, plus (d) an amount equal to one-twelfth of
the composite percentage for such month of the net Unit investment as most
recently determined in accordance with this Section 7.
"Composite percentage" shall be computed as of the last day of each month
during the term hereof (the "computation date") and for any month the composite
percentage shall be that computed as of the most recent computation date.
"Composite percentage" as of a computation date shall be the sum of (i) the
equity percentage as of such date multiplied by the percentage which equity
investment as of such date is of the total capital as of such date; plus (ii)
the stated interest rate per annum of each principal amount of indebtedness
bearing a particular rate of interest outstanding on such date for money
borrowed from other than sponsors multiplied by the percentage which such
principal amount is of total capital as of such date.
"Equity percentage" as of any date after the commencement of the operative
term hereof shall be that percentage which was the "equity percentage" in effect
on the last day of the term of the Initial Power Contracts or such other
percentage as may from time to time thereafter be approved by the Federal Energy
Regulatory Commission or any successor agency thereto ("FERC").
"Common stock equity investment" as of any date shall consist of equity
investment as of such date less the aggregate par value of all issues of
preferred stock outstanding on such date.
"Equity investment" as of any date shall consist of not less than the sum
of (i) all amounts theretofore paid to Vermont Yankee for all capital stock
theretofore issued (taken at the total par value thereof plus the total of all
amounts in excess of such par value paid thereon); plus all capital
contributions, loans and advances theretofore made to Vermont Yankee by its
sponsors, less the sum of any amounts distributed by Vermont Yankee to its
sponsors or stockholders in the form of stock repurchases or redemptions, return
of capital or repayments of loans and advances; plus (ii) any credit balance in
the capital surplus account (not included under (i)) and in the earned surplus
account on the books of Vermont Yankee as of such date.
"Total capital" as of any date shall be the equity investment plus the
total of all indebtedness then outstanding for money borrowed from other than
Vermont Yankee's sponsors.
"Uniform System" shall mean the Uniform System of Accounts prescribed by
the FERC for Class A and Class B Public Utilities and Licensees as from time to
time in effect.
Vermont Yankee's "fuel costs" for any month shall include (i) amounts
chargeable in accordance with the Uniform System in such month as amortization
of costs of fuel assemblies and components and burn-up of nuclear materials for
the Unit; plus (ii) all other amounts properly chargeable in accordance with the
Uniform System to fuel costs for the Unit less any applicable credits thereto;
plus (iii) to the extent not so chargeable, all payments (or accruals therefor)
with respect to lease or other financing
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obligations incurred in connection with such fuel assemblies and components,
including nuclear materials, for the Unit (provided such fuel assemblies and
components are not included in net Unit investment), and with the temporary or
permanent storage or disposal thereof.
Vermont Yankee's "operating expenses" shall include all amounts
properly chargeable to operating expense accounts (other than such amounts which
are included in Vermont Yankee's fuel costs), less any applicable credits
thereto, in accordance with the Uniform System; it being understood that for
purposes of this contract "operating expenses" shall include (i) depreciation
accrual at a rate at least sufficient to fully amortize the non-salvageable
plant investment over the estimated remaining useful life of the plant; and (ii)
obligations incurred in connection with the leasing of plant facilities.
The "net Unit investment" shall consist, in each case with respect to
the Unit, of (i) the aggregate amount properly chargeable at the time in
accordance with the Uniform System to Vermont Yankee's electric plant accounts
(including construction work in progress) less the amount of any accumulated
provisions for depreciation thereof; plus (ii) the aggregate amount properly
chargeable at the time in accordance with the Uniform System to accounts
representing fuel assemblies and components (including nuclear materials) and
other materials and supplies, less the balance, if any, at the time of the
accumulated amortization thereof; plus (iii) such reasonable allowances for
prepaid items and cash working capital as may from time to time be determined by
Vermont Yankee. The net Unit investment shall be determined as of the
commencement of each calendar year, or, if Vermont Yankee elects, at more
frequent intervals.
"Total Decommissioning Costs" for any month shall mean the sum of (x)
an amount equal to all accruals in such month to any reserve, as from time to
time established by Vermont Yankee and approved by its board of directors, to
provide for the ultimate payment of the Decommissioning Expenses of the Unit
plus (y) Decommissioning Tax Liability for such month. It is understood (i) that
such funds may be held by Vermont Yankee or by an independent trust or other
separate fund, as determined by said board of directors, (ii) that, upon
compliance with Section 17 hereof, the amount, custody and/or timing of such
accruals may from time to time during the term hereof be modified by said board
of directors in its discretion or to comply with applicable statutory or
regulatory requirements or to reflect changes in the amount, custody or timing
of anticipated Decommissioning Expenses, and (iii) that the use of the term "to
decommission" herein encompasses compliance with all requirements (other than
those relating to spent nuclear fuel) of the NRC for permanent cessation of
operation of a nuclear facility and any other activities reasonably related
thereto. "Decommissioning Expenses" shall include:
(1) All costs and expenses of removing the Unit from service,
including without limitation, dismantling, mothballing, removing
radioactive material (excluding spent nuclear fuel) to temporary and/or
permanent storage sites, decontaminating, restoring and supervising the
site, and any costs and expenses incurred in connection with
proceedings before governmental regulatory authorities relating to any
authorization to decommission the Unit or remove the Unit from service;
(2) All costs of labor and services, whether directly or
indirectly incurred, including without limitation services of foremen,
inspectors, supervisors, surveyors, engineers, security personnel,
counsel and accountants, performed or rendered in connection with the
decommissioning of the Unit and the removal of the Unit from service,
and all costs of materials, supplies, machinery, construction equipment
and apparatus acquired or used (including rental charges for machinery,
equipment or apparatus hired) for or in connection with the
decommissioning of the Unit and the removal of the Unit from service,
and all administrative costs, including services of counsel and
financial advisers, of any applicable independent trust or other
separate fund; it being understood that any amount, exclusive of
proceeds of insurance, realized by Vermont Yankee as salvage on any
machinery, construction equipment and apparatus, the cost of which was
charged to Decommissioning Expense, shall be treated as a reduction of
the amounts otherwise chargeable on account of the costs of
decommissioning of the Unit; and
(3) All overhead costs applicable to the Unit during its
decommissioning period, including, without limiting the generality of
the foregoing, taxes (other than taxes on or in respect of income),
charges, licenses, excises and assessments, casualties, surety bond
premiums and insurance premiums.
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"Decommissioning Tax Liability" for any month shall be an amount
established by Vermont Yankee and approved by its board of directors to meet
possible income tax obligations, which amount shall not exceed: the amount to be
included in the clause (x) portion of Total Decommissioning Costs for such month
multiplied by a fraction whose numerator is equal to the combined highest
statutory Federal and state marginal income tax rate and whose denominator is
equal to one minus the combined highest statutory Federal and state marginal
income tax rate.
Without limiting the generality of the foregoing, amounts expended or to be
paid with respect to decommissioning of the Unit or removal of the Unit from
service shall constitute part of the Decommissioning Expenses if they are, or
when paid will be, either (i) property chargeable to any account related to
decommissioning of a nuclear generating unit in accordance with the Uniform
System or generally accepted accounting principles as then in effect, or (ii)
properly chargeable to decommissioning of a nuclear generating unit in
accordance with then applicable regulations of the NRC or the FERC or any other
regulatory agency having jurisdiction.
8. Billing.
Vermont Yankee will xxxx the Purchaser, as soon as practicable after the
end of each month, for all amounts payable by the Purchaser with respect to the
particular month pursuant to Section 7 hereof. Such bills will be rendered in
such detail as the Purchaser may reasonably request and may be rendered on an
estimated basis subject to corrective adjustments in subsequent billing periods.
All bills shall be due and payable when rendered and any amount remaining unpaid
10 days following the date of issuance of bills should bear interest at an
annual rate equal to 2% in excess of the current prime rate then in effect at
The First National Bank of Boston, from the due date to the date payment is
received by Vermont Yankee.
9. Decommissioning Fund.
Vermont Yankee agrees to cause an appropriate decommissioning reserve to be
maintained in accordance with applicable regulatory requirements. As of the date
hereof, FERC has required an independent trust or other separate fund to be
created which has the necessary powers to hold and invest all funds collected
for the decommissioning of the Unit and to disburse the same to pay, or to
reimburse Vermont Yankee for, such costs when actually incurred for
decommissioning of the Unit or removal of the Unit from service. If during the
term of such trust or fund federal or state legislation or regulations are
promulgated which so permit or require, or an alternative entity is created for
funding decommissioning of the Unit, such trust has the authority, with the
concurrence of Vermont Yankee, to transfer its trust estate to such newly
authorized entity for the purpose of providing for the decommissioning of the
Unit or removal of the Unit from service.
Vermont Yankee agrees to credit to, or cause to be credited to, the
appropriate decommissioning reserve all funds collected hereunder for the
express purpose of decommissioning the Unit or removing the Unit from service
and further agrees that, after the tax consequences of decommissioning
collections have been resolved, any funds collected hereunder to meet
Decommissioning Tax Liability which are not used for that purpose will be
refunded to Purchaser.
10. Cancellation of Contract.
If deliveries cannot be made to the Purchaser because either
(i) the Unit is damaged to the extent of being completely or
substantially completely destroyed, or
(ii) the Unit is taken by exercise of the right of eminent domain or
a similar right or power, or
(iii) (a) the Unit cannot be used because of contamination, or because
a necessary license or other necessary public authorization cannot be
obtained or is revoked, or because the utilization of such a license or
authorization is made subject to specified conditions which are not met,
and (b) the situation cannot be rectified to an extent which will permit
Vermont Yankee to make deliveries to the Purchaser from the Unit;
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then and in any such case, the Purchaser may cancel the provisions of this
contract, except that in all cases other than those described in clause (ii)
above, the provisions relating to the payment of Total Decommissioning Costs
and of costs of permanent storage or disposal of spent nuclear fuel shall,
whether or not the Unit is operated or operable and notwithstanding any earlier
termination of the service life of the Unit, remain in full force and effect
until the expiration of the term hereof, it being recognized that such costs
represent deferred payments in connection with power theretofore delivered by
Vermont Yankee hereunder. Such cancellation shall be effected by written notice
given by the Purchaser to Vermont Yankee. In the event of such cancellation,
all continuing obligations of the parties hereunder as to subsequently incurred
costs of Vermont Yankee other than the obligations relating to the payment and
application of Total Decommissioning Costs and of costs of permanent storage or
disposal of spent nuclear fuel to the extent excluded from such cancellation by
the second preceding sentence, but including the Purchaser's obligations to
continue payments pursuant to clause (a) (other than those related to the costs
of permanent storage or disposal of spent nuclear fuel) and clauses (c) and (d)
of the first paragraph of Section 7 hereof, shall cease forthwith.
Notwithstanding the foregoing, the applicable provisions of this contract shall
continue in effect after the cancellation hereof to the extent necessary to
permit final xxxxxxxx and adjustments hereunder with respect to obligations
incurred through the date of cancellation and the collection thereof.
Any dispute as to the Purchaser's right to cancel this contract pursuant to the
foregoing provisions shall be referred to arbitration in accordance with the
provisions of Section 13.
Notwithstanding anything in this contract elsewhere contained, the
Purchaser may cancel this contract or be relieved of its obligations to make
payments hereunder only as provided in the next preceding paragraph of this
Section 10. Further, if, for reasons beyond Vermont Yankee's reasonable
control, deliveries are not made as contemplated by this contract, Vermont
Yankee shall have no liability to the Purchaser on account of such non-delivery.
11. Insurance.
Vermont Yankee presently has in effect, and hereafter will at all times
maintain until the expiration of the term hereof, insurance to cover its "public
liability" for personal injury and property damage resulting from a "nuclear
incident" (as those terms are defined in the Act), with limits not less than
Vermont Yankee may be required to maintain to qualify for governmental indemnity
under the Act and shall execute and maintain an indemnification agreement with
the NRC as provided by the Act. Vermont Yankee will also at all times maintain
such other types of liability insurance, including workmen's compensation
insurance, in such amounts, as is customary in the case of other similar
electric utility companies, or as may be required by law.
Vermont Yankee will at all times keep insured such portions of the Unit
(other than the fuel assemblies and components, including nuclear materials) as
are of a character usually insured by electric utility companies similarly
situated and operating like properties, against the risk of a "nuclear
incident" and such other risks as electric utility companies, similarly
situated and operating like properties, usually insure against; and such
insurance shall to the extent available be carried in amounts sufficient to
prevent Vermont Yankee from becoming a coinsurer. Vermont Yankee will at all
times keep its fuel assemblies and components (including nuclear materials)
insured against such risks and in such amounts as shall, in the opinion of
Vermont Yankee, provide adequate protection.
12. Audit.
Vermont Yankee's books and records (including metering records) shall be
open to reasonable inspection and audit by the Purchaser.
13. Arbitration.
In case any dispute shall arise as to the interpretation or performance of
this contract which cannot be settled by mutual agreement, such dispute shall be
submitted to arbitration. The parties shall if possible agree upon a single
arbitrator. In case of failure to agree upon an arbitrator within 15 days after
the delivery by either party to the other of a written notice requesting
arbitration, either party may request the American Arbitration Association to
appoint the arbitrator. The arbitrator, after opportunity for each of the
parties to be heard, shall consider and decide the dispute and notify the
parties in writing of his decision. Such decision shall be binding upon the
parties, and the expenses of the arbitration shall be borne equally by them.
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14. Regulation.
This contract, and all rights, obligations and performance of the parties
hereunder, are subject to all applicable state and federal law and to all duly
promulgated orders and other duly authorized action of governmental authority
having jurisdiction in the premises.
15. Assignment.
This contract shall be binding upon and shall inure to the benefit of, and
may be performed by, the successors and assigns of the parties, except that no
assignment, pledge or other transfer of this contract by either party shall
operate to release the assignor, pledgor or transferor from any of its
obligations under this contract unless consent to the release is given in
writing by the other party, or, if the other party has theretofore assigned,
pledged or otherwise transferred its interest in this contract, by the other
party's assignee, pledgee or transferee, or unless such transfer is incident to
a merger or consolidation with, or transfer of all or substantially all of the
assets of the transferor to, another sponsor which shall, as a part of such
succession, assume all the obligations of the transferor under this contract.
16. Right of Setoff.
The Purchaser shall not be entitled to set off against the payments
required to be made by it under this contract (i) any amounts owed to it by
Vermont Yankee or (ii) the amount of any claim by it against Vermont Yankee.
However, the foregoing shall not affect in any other way the Purchaser's right
and remedies with respect to any such amounts owed to it by Vermont Yankee or
any such claim by it against Vermont Yankee.
17. Amendments.
Upon authorization by Vermont Yankee's board of directors of uniform
amendments to all the
Additional Power Contracts with sponsors, Vermont Yankee
shall have the right to amend the provisions of Section 7 hereof by serving an
appropriate statement of such amendment upon the Purchaser and filing the same
with FERC (or such other regulatory agency as may have jurisdiction in the
premises) in accordance with the provisions of applicable laws and any rules and
regulations thereunder, and the amendment shall thereupon become effective on
the date specified therein, subject to any suspension order issued by such
agency. All other amendments to this contract shall be by mutual agreement,
evidenced by a written amendment signed by the parties hereto.
18. Interpretation.
The interpretation and performance of this contract shall be in accordance
with and controlled by the law of the State of Vermont.
19. Addresses.
Except as the parties may otherwise agree, any notice, request, xxxx or
other communication from one party to the other, relating to this contract, or
the rights, obligations or performance of the parties hereunder, shall be in
writing and shall be effective upon delivery to the other party. Any such
communication shall be considered as duly delivered when delivered in person or
mailed by registered or certified mail, postage prepaid, to the respective post
office address of the other party shown following the signatures of such other
party hereto, or such other address as may be designated by written notice given
as provided in this Section 19.
20. Corporate Obligations.
This contract is the corporate act and obligation of the parties hereto,
and any claim hereunder against any stockholder, director or officer of either
party, as such, is expressly waived.
21. All Prior Agreements Superseded.
This contract represents the entire agreement between the parties relating
to the subject matter hereof during the operative term hereof (i.e.,
post-December 1, 2002), and all previous agreements, discussions, communications
and correspondence with respect to the subject matter are hereby superseded and
are of no further force and effect.
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In WITNESS WHEREOF, the parties have executed this contract by their
respective officers thereunto duly authorized as of the date first above
written.
VERMONT YANKEE NUCLEAR POWER CORPORATION
By XXXXXXX X. XXXXXX
--------------------------------------
President
R.D. 0, Xxxxx Xxxx, Xxx 000
Xxxxxxxxxxx, Xxxxxxx 00000
(Purchaser)
By
--------------------------------------
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APPENDIX
Separate
Additional Power Contracts have been entered into, identical in
form with the foregoing except as to the execution thereof and except that the
names of the respective Purchasers were inserted in the opening paragraph,
executed as follows:
CENTRAL VERMONT PUBLIC SERVICE PUBLIC SERVICE COMPANY OF
CORPORATION NEW HAMPSHIRE
By XXXXX X. XXXXXXX By X. X. XXXXXXXX
---------------------------------- ----------------------------------
President and Chief President and Chief
Executive Officer Executive Officer
00 Xxxxx Xxxxxx 0000 Xxx Xxxxxx, X.X. Xxx 000
Xxxxxxx, Xxxxxxx 00000 Xxxxxxxxxx, Xxx Xxxxxxxxx 00000
CENTRAL MAINE POWER COMPANY MONTAUP ELECTRIC COMPANY
By XXXX X. XXXX By XXXX X. X. XXXXXXX, XX.
---------------------------------- ----------------------------------
President President
Edison Drive Xxx Xxxxxxx Xxxxxx, X.X. Xxx 0000
Xxxxxxx, Xxxxx 00000 Xxxxxx, Xxxxxxxxxxxxx 00000
NEW ENGLAND POWER COMPANY CAMBRIDGE ELECTRIC LIGHT COMPANY
By X. X. XXXXXX By E. G. XXXXXX
---------------------------------- ----------------------------------
President President
00 Xxxxxxxx Xxxxx 000 Xxxxxxxxxxxxx Xxxxxx
Xxxxxxxxxxx, Xxxxxxxxxxxxx 00000 Xxxxxxxxx, Xxxxxxxxxxxxx 00000
WESTERN MASSACHUSETTS ELECTRIC GREEN MOUNTAIN POWER
COMPANY CORPORATION
By E. XXXXX XXXXXXX By XXXX X. XXXXXX, XX.
---------------------------------- ----------------------------------
President and Chief President
Operating Officer
000 Xxxxxx Xxxxxx X.X. Xxx 000
Xxxxxx, Xxxxxxxxxxx 00000 Xxxxx Xxxxxxxxxx, Xxxxxxx 00000
THE CONNECTICUT LIGHT AND
POWER COMPANY
By E. XXXXX XXXXXXX
----------------------------------
President and Chief
Operating Officer
000 Xxxxxx Xxxxxx
Xxxxxx, Xxxxxxxxxxx 00000
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[COMPOSITE CONFORMED COPY]
[AS AMENDED AS OF JUNE 1, 1972,
AS OF APRIL 15, 1983,
AS OF APRIL 24, 1985 AND
AS OF JUNE 1, 1985]
POWER CONTRACT, dated as of February 1, 1968, between
VERMONT YANKEE
NUCLEAR POWER CORPORATION ("Vermont Yankee"), a Vermont corporation, and (The
names of the Purchasers appear in the attached Appendix) (the "Purchaser").
It is agreed as follows:
1. Basic Understandings.
Vermont Yankee has been organized to provide for the supply of power to its
ten sponsoring utility companies (including the Purchaser), which utilities are
hereinafter called the "sponsors". In the spring of 1967, it commenced the
construction of a nuclear electric generating unit of the boiling water type,
which is being designed to have a maximum net capability of approximately 540
megawatts electric, at a site adjacent to the Connecticut River at Vernon,
Vermont (the unit being herein, together with the site and all related
facilities to be owned by Vermont Yankee, referred to as the "Unit").
Construction of the Unit is being carried out under contracts with General
Electric Company and Ebasco Services Incorporated. It is presently estimated
that construction costs and working capital will aggregate approximately
$115,000,000, exclusive of fuel.
The Unit is to be operated to supply power to Vermont Yankee's sponsors, each
of which is undertaking to purchase a fixed percentage of the capacity and
output of the Unit. The names of the sponsors and their respective percentages
("entitlement percentages") of the capacity and output of the Unit are as
follows:
SPONSOR ENTITLEMENT
PERCENTAGE
Central Vermont Public Service Corporation ........... 35.0%
Green Mountain Power Corporation ..................... 20.0%
New England Power Company ............................ 20.0%
The Connecticut Light and Power Company .............. 6.0%
Central Maine Power Company .......................... 4.0%
Public Service Company of New Hampshire .............. 4.0%
The Hartford Electric Light Company .................. 3.5%
Western Massachusetts Electric Company ............... 2.5%
Montaup Electric Company ............................. 2.5%
Cambridge Electric Light Company ..................... 2.5%
Vermont Yankee and its other sponsors are entering into power contracts
which are identical to this contract except for necessary changes in the names
of the parties.
2. Effective Date and Term.
This contract shall become effective upon receipt by the Purchaser of
notice that Vermont Yankee has entered into power contracts, as contemplated by
Section 1 above, with each of its other sponsors. The term of this contract
shall expire 30 years after the plant completion date.
The "plant completion date" shall be the earlier of (i) December 31, 1972,
or (ii) the date on which the Unit is placed in commercial operation, as
determined by Vermont Yankee (the "commercial operation date").
3. Construction of the Unit.
Vermont Yankee will proceed with due diligence with construction of the
Unit, and will exercise its best efforts to complete and place it in commercial
operation by July 1, 1971, on the presently estimated schedule thereof and
within present cost estimates, and will keep the Purchaser reasonably informed
as to the progress of construction, material modifications in cost estimates,
and expected plant completion date.
4. Operation and Maintenance of the Unit.
Vermont Yankee will operate and maintain the Unit in accordance with good
utility practice under the circumstances and all applicable law, including the
applicable provisions of the Atomic Energy Act of 1954, as amended, and of any
licenses issued thereunder to Vermont Yankee. Within the limits imposed by good
utility practice under the circumstances and applicable law, the Unit will be
operated at its maximum capability and on a long hour use basis.
Outages for inspection, maintenance, refueling and repairs and replacements
will be scheduled in accordance with good utility practice and insofar as
practicable shall be mutually agreed upon by Vermont Yankee and the Purchaser.
In the event of an outage, Vermont Yankee will use its best efforts to restore
the Unit to service as promptly as practicable.
5. Purchaser's Entitlement.
The Purchaser will, throughout the term of this contract, be entitled and
obligated to take its entitlement percentage of the capacity and net electrical
output of the Unit, at whatever level the Unit is operated or operable, whether
more or less than 540 megawatts electric.
6. Deliveries and Metering.
The Purchaser's entitlement percentage of the output of the Unit will be
delivered to and accepted by it at the set-up substation at the site. All
deliveries will be made in the form of 3-phase, 60 cycle, alternating current at
a nominal voltage of 345,000 volts. The Purchaser will make its own arrangements
for the transmission of its entitlement percentage of the output of the Unit.
Vermont Yankee will supply and maintain all necessary metering equipment
for determining the quantity and conditions of supply of deliveries under this
contract, will make appropriate tests of such equipment in accordance with good
utility practice and as reasonably requested by the Purchaser, and will maintain
the accuracy of such equipment within reasonable limits. Vermont Yankee will
furnish the Purchaser with such summaries of meter readings as the Purchaser may
reasonably request.
7. Payment
With respect to each month commencing prior to the plant completion date,
the Purchaser will pay Vermont Yankee at the rate of 4 xxxxx per kilowatt hour,
for the Purchaser's entitlement percentage of the net electrical output (if any)
of the Unit during the particular month.
With respect to each month commencing on or after the plant completion date
or, in the case of payments under clause (b) below, commencing on or after the
date authorized by FERC, the Purchaser will pay Vermont Yankee an amount equal
to the Purchaser's entitlement percentage of the sum of (a) Vermont Yankee's
total fuel costs for the month with respect to the Unit, plus (b) the Total
Decommissioning Costs for the month with respect to the Unit, plus (c) Vermont
Yankee's total operating expenses for the month with respect to the Unit, plus
(d) an amount equal to one-twelfth of the composite percentage for such month of
the net Unit investment as most recently determined in accordance with this
Section 7.
"Composite percentage" shall be computed as of the plant completion date
and as of the last day of each month thereafter (the "computation date") and
for any month the composite percentage shall be that computed as of the most
recent computation date. "Composite percentage" as of a computation date
2
shall be the sum of (i) the equity percentage as of such date multiplied by the
percentage which equity investment as of such date is of the total capital as of
such date; plus (ii) the stated interest rate per annum of each principal amount
of indebtedness bearing a particular rate of interest outstanding on such date
for money borrowed from other than sponsors multiplied by the percentage which
such principal amount is of total capital as of such date.
"Equity percentage" as of any date shall be eight and one-half percent
(8 1/2%) or such greater percentage, if any, as shall be obtained by dividing
(a) the sum of (i) fifteen percent (15%) multiplied by common stock equity
investment as of such date plus (ii) the stated dividend rate per annum of each
issue of preferred stock bearing a particular dividend rate outstanding on such
date multiplied by the aggregate par value of said issue, by (b) equity
investment as of such date.
"Common stock equity investment" as of any date shall consist of equity
investment as of such date less the aggregate par value of all issues of
preferred stock outstanding on such date.
"Equity investment" as of any date shall consist of not less than the sum
of (i) all amounts theretofore paid to Vermont Yankee for all capital stock
theretofore issued (taken at the total par value thereof plus the total of all
amounts in excess of such par value paid thereon); plus all capital
contributions, loans and advances theretofore made to Vermont Yankee by its
sponsors, less the sum of any amounts distributed by Vermont Yankee to its
sponsors or stockholders in the form of stock repurchases or redemptions, return
of capital or repayments of loans and advances; plus (ii) any credit balance in
the capital surplus account (not included under (i)) and in earned surplus
account on the books of Vermont Yankee as of such date.
"Total capital" as of any date shall be the equity investment plus the
total of all indebtedness then outstanding for money borrowed from other than
Vermont Yankee's sponsors.
"Uniform System" shall mean the Uniform System of Accounts prescribed by
the Federal Power Commission for Class A and Class B Public Utilities and
Licensees as in effect on the date of this contract and as said System may be
hereafter amended to take account of private ownership of special nuclear
material.
Vermont Yankee's "fuel costs" for any month shall include (i) amounts
chargeable in accordance with the Uniform System in such month as amortization
of costs of fuel assemblies and components and burn-up of nuclear materials for
the Unit; plus (ii) all other amounts properly chargeable in accordance with the
Uniform System to fuel costs for the Unit less any applicable credits thereto;
plus (iii) to the extent not so chargeable, all payments (or accruals therefor)
with respect to lease obligations incurred in connection with such fuel
assemblies and components, including nuclear materials, for the Unit.
Vermont Yankee's "operating expenses" shall include all amounts properly
chargeable to operating expense accounts (other than such amounts which are
included in Vermont Yankee's fuel costs), less any applicable credits thereto,
in accordance with the Uniform System; provided, however, that for purposes of
this contract, the accrual of depreciation as an operating expense shall
commence on the plant completion date at the rate of 3.846% per annum, whether
or not the Unit is then in operation, and during each of the first 26 years
after the plant completion date, the amount included in operating expenses on
account of depreciation accruals (and amortization, if any, of property losses)
shall in no event be less than 3.846% of the excess of:
(a) the amount properly chargeable at the plant completion date in
accordance with the Uniform System to electric plant accounts (including
construction work in progress) with respect to the depreciable portion of
the Unit (or, if the plant completion date is prior to the commercial
operation date and the amount so chargeable with respect to the depreciable
portion of the Unit on the commercial operation date is greater than it was
on the plant completion date, then such greater amount),
over
(b) the amount of net available cash.
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The "net Unit investment" shall consist, in each case with respect to the
Unit, of (i) the aggregate amount properly chargeable at the time in accordance
with the Uniform System of Vermont Yankee's electric plant accounts (including
construction work in progress), less the sum of (x) the aggregate minimum
amount required by this Section 7 to be included in operating expenses from the
plant completion date to the date in question on account of depreciation
accruals (and amortization, if any, of property losses) reduced by the
aggregate of all amounts charged during such period against the accumulated
provision for depreciation plus (y) the amount of net available cash; plus (ii)
the aggregate amount properly chargeable at the time in accordance with the
Uniform System to accounts representing fuel assemblies and components
(including nuclear materials) and other materials and supplies, less the
balance, if any, at the time of the accumulated amortization thereof; plus
(iii) such reasonable allowances for prepaid items and cash working capital as
may from time to time be determined by Vermont Yankee. However, for purposes of
this contract, the net amount included at any date after the plant completion
date in net Unit investment under clause (i) of the immediately preceding
sentence shall in no event be less than the excess of:
(a) the amount properly chargeable at the plant completion date in
accordance with the Uniform System to electric plant accounts (including
construction work in progress) with respect to the Unit (or, if the plant
completion date is prior to the commercial operation date and the amount so
chargeable with respect to the Unit on the commercial operation date is
greater than it was on the plant completion date, then such greater
amount),
over
(b) the sum of (x) the aggregate minimum amount required by this
Section 7 to be included in operating expenses from the plant completion
date to the date in question on account of depreciation accruals (and
amortization, if any, of property losses) plus (y) the amount of net
available cash.
The net Unit investment shall be determined as of the plant completion date and
thereafter as of the commencement of each calendar year, or, if Vermont Yankee
elects, at more frequent intervals.
"Net available cash" means, at any date as of which the amount thereof is
to be determined, the excess of (a) the aggregate amount received by Vermont
Yankee after the plant completion date and prior to two years before the
determination date as insurance proceeds on account of loss or damage to the
Unit or as the proceeds of a sale or condemnation of a portion of the Unit,
over (b) the aggregate amount expended after the plant completion date and
prior to the determination date on account of rebuilding, repairs, replacements
and additions to the Unit, provided that insurance proceeds received with
respect to a particular loss shall be taken into account for purposes of the
foregoing computation only if the amount received with respect to the loss
exceeds $150,000.
"Total Decommissioning Costs" for any month shall mean the sum of (x) an
amount equal to all accruals in such month to any reserve, as from time to time
established by Vermont Yankee and approved by its board of directors, to
provide for the ultimate payment of the Decommissioning Expenses of the Unit
plus (y) Decommissioning Tax Liability for such month. It is understood (i)
that such funds may be held by Vermont Yankee or, if required, by an
independent trust or other separate fund, as determined by said board of
directors, (ii) that, upon compliance with Section 20 hereof, the amount,
custody and/or timing of such accruals may from time to time during the term
hereof be modified by said board of directors in its discretion or to comply
with applicable statutory or regulatory requirements or to reflect changes in
the amount, custody or timing of anticipated Decommissioning Expenses, and
(iii) that the use of the term 'to decommission' herein encompasses compliance
with all requirements (other than those relating to spent nuclear fuel) of the
Nuclear Regulatory Commission or its successors (NRC) for permanent cessation
of operation of a nuclear facility.
"Decommissioning Expenses" shall include:
(1) All costs and expenses of removing the Unit from service,
including without limitation, dismantling, mothballing, removing
radioactive material (excluding spent nuclear fuel) to temporary and/or
permanent storage sites, decontaminating, restoring and supervising the
site, and any costs and expenses incurred in connection with proceedings
before governmental regulatory authorities relating to any authorization to
decommission the Unit or remove the Unit from service;
4
(2) All costs of labor and services, whether directly or indirectly
incurred, including without limitation services of foremen, inspectors,
supervisors, surveyors, engineers, security personnel, counsel and
accountants, performed or rendered in connection with the decommissioning
of the Unit and the removal of the Unit from service, and all costs of
materials, supplies, machinery, construction equipment and apparatus
acquired or used (including rental charges for machinery, equipment or
apparatus hired) for or in connection with the decommissioning of the Unit
and the removal of the Unit from service, and all administrative costs,
including services of counsel and financial advisers, of any applicable
independent trust or other separate fund; it being understood that any
amount, exclusive of proceeds of insurance, realized by Vermont Yankee as
salvage on any machinery, construction equipment and apparatus, the cost of
which was charged to Decommissioning Expense, shall be treated as a
reduction of the amounts otherwise chargeable on account of the costs of
decommissioning of the Unit; and
(3) All overhead costs applicable to the Unit during its
decommissioning period, including, without limiting the generality of the
foregoing, taxes (other than taxes on or in respect of income), licenses,
excises and assessments, casualties, surety bond premiums and insurance
premiums.
"Decommissioning Tax Liability" for any month shall be an amount
established by Vermont Yankee and approved by its board of directors to meet
possible income tax obligations, which amount shall not exceed: the amount to be
included in the clause (x) portion of Total Decommissioning Costs for such month
multiplied by a fraction whose numerator is equal to the combined highest
statutory Federal and state marginal income tax rate and whose denominator is
equal to one minus the combined highest statutory Federal and state marginal
income tax rate. Vermont Yankee will use its best efforts to obtain as promptly
as possible favorable tax treatment of the payments for Total Decommissioning
Costs hereunder so that Decommissioning Tax Liability may be minimized.
Without limiting the generality of the foregoing, amounts expended or to be
paid with respect to decommissioning of the Unit or removal of the Unit from
service shall constitute part of the Decommissioning Expenses if they are, or
when paid will be, either (i) properly chargeable to any account related to
decommissioning of a nuclear generating unit in accordance with the Uniform
System or generally accepted accounting principles as then in effect, or (ii)
properly chargeable to decommissioning of a nuclear generating unit in
accordance with then applicable regulations of the NRC or the Federal Energy
Regulatory Commission or its successors (FERC) or any other regulatory agency
having jurisdiction.
Vermont Yankee will xxxx the Purchaser, as soon as practicable after the
end of each month, for all amounts payable by the Purchaser with respect to the
particular month. Such bills will be rendered in such detail as the Purchaser
may reasonably request and may be rendered on an estimated basis subject to
corrective adjustments in subsequent billing periods. All bills shall be paid in
full within 10 days after receipt thereof by the Purchaser.
7A. Decommissioning Fund.
Vermont Yankee agrees to cause an appropriate decommissioning fund to be
established in accordance with applicable regulatory requirements. It is
anticipated that FERC may require an independent trust or other separate fund to
be created which will have the necessary powers to hold and invest all funds
collected for the decommissioning of the Unit and to disburse the same to pay,
or to reimburse Vermont Yankee for, such costs when actually incurred for
decommissioning of the Unit or removal of the Unit from service. If during the
term of such trust or fund federal or state legislation or regulations are
promulgated which so permit or require, or an alternative entity is created for
funding decommissioning of the Unit, such trust will have the authority, with
the concurrence of Vermont Yankee, to transfer its trust estate to such newly
authorized entity for the purpose of providing for the decommissioning of the
Unit or removal of the Unit from service.
Vermont Yankee agrees to pay to, or cause to be paid to, said
decommissioning fund or trust all funds collected hereunder for the express
purpose of decommissioning the Unit or removing the Unit from
5
service and further agrees that, after the tax consequences of decommissioning
collections have been resolved, any funds collected hereunder to meet
Decommissioning Tax Liability which are not used for that purpose will be
refunded to Purchaser.
8. Make-up Term and Option Term.
(a) The Purchaser may elect to extend the contract term by written notice
to Vermont Yankee upon the following conditions and for the following period or
periods:
(i) In the event that the Unit is not in commercial operation on the
plant completion date, the contract term may be extended for a period equal
to the number of consecutive days by which commercial operation is delayed
beyond the plant completion date; and
(ii) if at any time after the commencement of commercial operation no
deliveries are made under this contract for a period of at least 120
consecutive days, the contract may be extended for a period equal to the
aggregate of such periods during which no deliveries were made.
If the term of the contract is extended pursuant to the provisions of this
subsection (a), all of the contract provisions shall remain in effect for the
extended term.
(b) Upon expiration of the initial term of this contract or upon
expiration of the term as extended in accordance with subsection (a) of this
Section 8, the Purchaser shall continue to be entitled, at its option, to its
entitlement percentage of the capacity and output of the Unit upon terms at
least as favorable as those obtained by any other person.
9. Cancellation of Contract.
If deliveries cannot be made to the Purchaser because either
(i) the Unit is damaged to the extent of being completely or
substantially completely destroyed, or
(ii) the Unit is taken by exercise of the right of eminent domain or a
similar right or power, or
(iii) (a) the Unit cannot be used because of contamination, or because
a necessary license or other necessary public authorization cannot be
obtained or is revoked, or because the utilization of such a license or
authorization is made subject to specified conditions which are not met,
and (b) the situation cannot be rectified to an extent which will permit
Vermont Yankee to make deliveries to the Purchaser from the Unit;
then and in any such case, the Purchaser may cancel the provisions of this
contract, except that in all cases other than those described in clause (ii)
above, the provisions relating to the payment of Total Decommissioning Costs
shall, whether or not the Unit is operated or operable and notwithstanding any
earlier termination of the service life of the Unit, remain in full force and
effect until December 31, 2002 or the completion of decommissioning, whichever
is earlier. Such cancellation shall be effected by written notice given by the
Purchaser to Vermont Yankee. In the event of such cancellation, all continuing
obligations of the parties other than the obligations relating to the payment
and application of Total Decommissioning Costs to the extent excluded from such
cancellation by the second preceding sentence, but including the Purchaser's
obligations to continue payments pursuant to clauses (a), (c) and (d) of the
second paragraph of Section 7 hereof, shall cease forthwith. Any dispute as to
the Purchaser's right to cancel this contract pursuant to the foregoing
provisions shall be referred to arbitration in accordance with the provisions of
Section 12.
Notwithstanding anything in this contract elsewhere contained, the
Purchaser may cancel this contract or be relieved of its obligations to make
payments hereunder only as provided in the next preceding paragraph of this
Section 9. Further, if for reasons beyond Vermont Yankee's reasonable control,
deliveries are not made as contemplated by this contract, Vermont Yankee shall
have no liability to the Purchaser on account of such non-delivery.
6
10. Insurance.
Prior to the first shipment of fuel to the plant site, Vermont Yankee will
obtain, and thereafter will at all times maintain, insurance to cover its
"public liability" for personal injury and property damage resulting from a
"nuclear incident" (as those terms are defined in the Atomic Energy Act of 1954
as amended), with limits not less than Vermont Yankee may be required to
maintain to qualify for governmental indemnity under said Act and shall execute
and maintain an indemnification agreement with the Atomic Energy Commission as
provided by said Act. Vermont Yankee will also at all times maintain such other
types of liability insurance, including workmen's compensation insurance, in
such amounts, as is customary in the case of other similar electric utility
companies, or as may be required by law.
Vermont Yankee will at all times keep insured such portions of the Unit
(other than the fuel assemblies and components, including nuclear materials) as
are of a character usually insured by electric utility companies similarly
situated and operating like properties, against the risk of a "nuclear incident"
and such other risks as electric utility companies, similarly situated and
operating like properties, usually insure against; and such insurance shall to
the extent available be carried in amounts sufficient to prevent Vermont Yankee
from becoming a co-insurer. Vermont Yankee will at all times keep its fuel
assemblies and components (including nuclear materials) insured against such
risks and in such amounts as shall, in the opinion of Vermont Yankee, provide
adequate protection.
11. Audit.
Vermont Yankee's books and records (including metering records) shall be
open to reasonable inspection and audit by the Purchaser.
12. Arbitration.
In case any dispute shall arise as to the interpretation or performance of
this contract which cannot be settled by mutual agreement, such dispute shall be
submitted to arbitration. The parties shall if possible agree upon a single
arbitrator. In case of failure to agree upon an arbitrator within 15 days after
the delivery by either party to the other of a written notice requesting
arbitration, either party may request the American Arbitration Association to
appoint the arbitrator. The arbitrator, after opportunity for each of the
parties to be heard, shall consider and decide the dispute and notify the
parties in writing of his decision. Such decision shall be binding upon the
parties, and the expenses of the arbitration shall be borne equally by them.
13. Regulation.
This contract, and all rights, obligations and performance of the parties
hereunder, are subject to all applicable state and federal law and to all duly
promulgated orders and other duly authorized action of governmental authority
having jurisdiction in the premises.
14. Assignment.
This contract shall be binding upon and shall inure to the benefit of, and
may be performed by, the successors and assigns of the parties, except that no
assignment, pledge or other transfer of this contract by either party shall
operate to release the assignor, pledgor or transferor from any of its
obligations under this contract unless consent to the release is given in
writing by the other party, or, if the other party has theretofore assigned,
pledged or otherwise transferred its interest in this contract, by the other
party's assignee, pledgee or transferee, or unless such transfer is incident to
a merger or consolidation with, or transfer of all or substantially all of the
assets of the transferor to, another sponsor which shall, as a part of such
succession, assume all the obligations of the transferor under this contract.
15. Right of Setoff.
The Purchaser shall not be entitled to set off against the payments
required to be made by it under this contract (i) any amounts owed to it by
Vermont Yankee or (ii) the amount of any claim by it against
7
Vermont Yankee. However, the foregoing shall not affect in any other way the
Purchaser's right and remedies with respect to any such amounts owed to it by
Vermont Yankee or any such claim by it against Vermont Yankee.
16. Interpretation.
The interpretation and performance of this contract shall be in accordance
with and controlled by the law of the State of Vermont.
17. Addresses.
Except as the parties may otherwise agree, any notice, request, xxxx or
other communication from one party to the other, relating to this contract, or
the rights, obligations or performance of the parties hereunder, shall be in
writing and shall be effective upon delivery to the other party. Any such
communication shall be considered as duly delivered when delivered in person or
mailed by registered or certified mail, postage prepaid, to the respective post
office address of the other party shown following the signatures of such other
party hereto, or such other address as may be designated by written notice given
as provided in this Section 17.
18. Corporate Obligations.
This contract is the corporate act and obligation of the parties hereto,
and any claim hereunder against any stockholder, director or officer of either
party, as such, is expressly waived.
19. All Prior Agreements Superseded.
This contract represents the entire agreement between us relating to the
subject matter hereof, and all previous agreements, discussions, communications
and correspondence with respect to the subject matter are hereby superseded and
are of no further force and effect.
20. Amendments
Upon authorization by Vermont Yankee's board of directors of uniform
amendments to all the sponsor power contracts, Vermont Yankee shall have the
right to amend the provisions of Section 7 hereof insofar as they relate to the
amounts collectible by Vermont Yankee pursuant to clause (b) of the second
paragraph of Section 7 hereof or to the timing of such collections by serving an
appropriate statement of such amendment upon the Purchaser and filing the same
with FERC (or such other regulatory agency as may have jurisdiction in the
premises) in accordance with the provisions of applicable laws and any rules and
regulations thereunder, and the amendment shall thereupon become effective on
the date specified therein, subject to any suspension order duly issued by such
agency. All other amendments to this contract shall be by mutual agreement,
evidenced by a written amendment signed by the parties hereto.
8
IN WITNESS WHEREOF, the parties have executed this contract by their
respective officers thereunto duly authorized as of the date first above
written.
VERMONT YANKEE NUCLEAR POWER
CORPORATION
By XXXXXX X. XXXX
President
00 Xxxxx Xxxxxx
Xxxxxxx, Xxxxxxx 00000
(Purchaser)
By
--------------------------------
(Officer and Title)
(Address)
--------------------------------
--------------------------------
9
APPENDIX
Separate Power Contracts and amendments thereto have been entered into,
identical in form with the foregoing except as to the execution thereof and
except that on page 1 the names of the respective Purchasers were inserted.
The original Power Contracts were executed by the respective parties
thereto, as follows:
VERMONT YANKEE NUCLEAR POWER PUBLIC SERVICE COMPANY OF
CORPORATION NEW HAMPSHIRE
By XXXXXX X. XXXX By X.X. XXXXXXX
Its President Its President
00 Xxxxx Xxxxxx 0000 Xxx Xxxxxx
Xxxxxxx, Xxxxxxx 00000 Xxxxxxxxxx, Xxx Xxxxxxxxx 00000
CENTRAL VERMONT PUBLIC SERVICE THE HARTFORD ELECTRIC LIGHT
CORPORATION COMPANY
BY XXXXXX X. XXXX By X.X. XXXXXXX
Its Chairman Its President
00 Xxxxx Xxxxxx X.X. Xxx 0000
Xxxxxxx, Xxxxxxx 00000 Xxxxxxxx, Xxxxxxxxxxx 00000
GREEN MOUNTAIN POWER WESTERN MASSACHUSETTS ELECTRIC
CORPORATION COMPANY
By XXXX X. XXXXXXXX By XXXX X. XXXXXXXX
Its President Its President
0 Xxxx Xxxxxx 000 Xxxxx Xxxx Xxxxxx
Xxxxxxxxxx, Xxxxxxx 00000 Xxxx Xxxxxxxxxxx, Xxxxxxxxxxxxx
00000
NEW ENGLAND POWER COMPANY MONTAUP ELECTRIC COMPANY
By R. XXXXX XXXXXXXXXX By XXXXXX X. XXXXXX
Its Financial Vice President Its Vice President
000 Xxxxxx Xxxxxx P.O. Box 391
Boston, Massachusetts Xxxx Xxxxx, Xxxxxxxxxxxxx 00000
THE CONNECTICUT LIGHT AND CAMBRIDGE ELECTRIC LIGHT
POWER COMPANY COMPANY
By XXXX X. XXXXXX By XXXX X. XXXX
Its President Its President
Xxxx Xxxxxx Xxx 0000 000 Xxxxxx Xxxxxx
Xxxxxxxx, Xxxxxxxxxxx 00000 Xxxxxxxxx, Xxxxxxxxxxxxx 00000
CENTRAL MAINE POWER COMPANY
By XXXXXXX X. XXXXXX
Its President
0 Xxxxx Xxxxxx
Xxxxxxx, Xxxxx 00000
10
