MODIFICATION NO. 8
TO
SAN JUAN PROJECT CONSTRUCTION AGREEMENT
BETWEEN
PUBLIC SERVICE COMPANY OF NEW MEXICO
AND
TUCSON ELECTRIC POWER COMPANY
This Modification No. 8 to the San Juan Project
Construction Agreement between PUBLIC SERVICE COMPANY OF NEW MEXICO
("New Mexico") and TUCSON ELECTRIC POWER COMPANY ("Tucson"),
hereinafter referred to collectively as the "Parties" or
"Participants", is hereby entered into and executed as of the 12
day of January, 1994
WITNESSETH:
WHEREAS, the Parties entered into an agreement
described as the San Juan Project Construction Agreement effective
July 1, 1969, as modified by Modification No. 1 on May 16, 1979,
Modification No. 2 on December 31, 1983, Modification No. 3 on July
17, 1984, Modification No. 4 on October 25, 1984, Modification No.
5 on July 1, 1985, Modification No. 6 on April 1, 1993 and
Modification No. 7 on April 1, 1993 ("Construction Agreement"),
which establishes certain terms and conditions relating to their
participation and responsibility in the construction of the San
Juan Project; and
WHEREAS, as of May 27, 1993, New Mexico and Utah
Associated Municipal Power Systems, a political subdivision of the
State of Utah ("UAMPS"), entered into the Restated and Amended San
Juan Unit 4 Purchase and Participation Agreement ("UAMPS PPA"),
whereby UAMPS agreed to purchase from New Mexico a 7.028 percent
undivided ownership interest in San Juan Unit 4; and
WHEREAS, the UAMPS PPA provides, among other things,
that UAMPS, upon closing of the transaction provided for in the
UAMPS PPA, will have the voting rights and obligations of a Unit
Participant on San Juan Project Committees as said rights and
obligations are set forth in the Project Agreements; and
WHEREAS, New Mexico and Tucson desire to clarify the
rights and responsibilities of Participants and Unit Participants
in the San Juan Project as a result of UAMPS' purchase of a 7.028
percent undivided interest in Unit 4 pursuant to the UAMPS PPA.
NOW, THEREFORE, the Parties agree that the Construction
Agreement is hereby amended as follows:
1.0 Effective Date. This Modification No. 8 shall
become effective immediately upon the closing of UAMPS' purchase of
the 7.028 percent undivided interest in Unit 4 pursuant to the
UAMPS PPA.
2.0 Amended Section 21.14.3. Section 21.14.3 shall be
amended to read in its entirety as follows:
21.14.3 With respect to matters involving and not
solely related to Unit 4, New Mexico will in good faith solicit the
views of the City of Farmington, Los Alamos County, the City of
Anaheim and UAMPS on matters involving the San Juan Project which
affect Unit 4.
3.0 Amended Section 22. Section 22 shall be amended to
read in its entirety as follows:
22.0 RECOGNITION OF M-S-R, THE CITY OF FARMINGTON,
CENTURY POWER CORPORATION, LOS ALAMOS COUNTY, SCPPA, THE CITY OF
ANAHEIM AND UAMPS ACKNOWLEDGEMENT.
22.1 The Parties recognize that M-S-R, the City of
Farmington, Century Power Corporation, Los Alamos County, SCPPA,
the City of Anaheim, and UAMPS each has acknowledged that it is
familiar with the Project Agreements as amended between New Mexico
and Tucson and such agreements govern the activities of the San
Juan Project. Where a specific provision of the EPPA, the
Farmington PAPA, the County PPA, the Anaheim PPA, or the UAMPS PPA
is in conflict with the provision in one or more of the San Juan
Project Agreements, then (a) as between New Mexico and M-S-R, the
provisions of the EPPA shall govern, all as provided in Section 5.2
of such EPPA, and (b) as between New Mexico and the City of
Farmington, the provisions of the Farmington PAPA shall govern, all
as provided in Section 8.2 of the Farmington PPA, and (c) as
between New Mexico and Los Alamos County, the provisions of the
County PPA shall govern, all as provided in Section 5.2 of the
County PPA, and (d) as between New Mexico and the City of Anaheim,
the provisions of the Anaheim PPA shall govern, all as provided in
Section 7.2 of the Anaheim PPA, and (e) as between New Mexico and
UAMPS, the provisions of the UAMPS PPA shall govern, all as
provided in Section 7.2 of the UAMPS PPA. "EPPA" shall mean the San
Juan Unit 4 Early Purchase and Participation Agreement entered into
by New Mexico and M-S-R on September 26, 1983. "Farmington PAPA"
shall mean the San Juan Unit 4 Purchase Agreement and Participation
Agreement entered into by New Mexico and the City of Farmington on
November 17, 1981. "County PPA" shall mean the Amended and Restated
San Juan Unit 4 Purchase and Participation Agreement entered into
by New Mexico and Los Alamos County on December 28, 1984. "Anaheim
PPA" shall mean the San Juan Unit 4 Purchase and Participation
Agreement entered into by New Mexico and the City of Anaheim on
April 26, 1991. "UAMPS PPA" shall mean the Restated and Amended San
Juan Unit 4 Purchase and Participation Agreement entered into by
New Mexico and UAMPS as of May 27, 1993.
4.0 Amended Section 18.10. Section 18.10 shall be
amended to read in its entirety as follows:
18.10 Except as modified by the provisions set forth in
Modification No. 8, all of the terms and conditions of the
Construction Agreement, effective as of July 1, 1969, as modified
by Modification No. 1 on May 16, 1979, Modification No. 2 on
December 31, 1983, Modification No. 3 on July 17, 1984,
Modification No. 4 on October 25, 1984, Modification No. 5 on July
1, 1985, Modification No. 6 on April 1, 1993 and Modification No.
7 on April 1, 1993, shall remain in full force and effect.
IN WITNESS WHEREOF, the Parties hereto have caused this
Modification No. 8 to the Construction Agreement to be executed as
of the 12 day of january, 1994.
PUBLIC SERVICE COMPANY OF NEW MEXICO
By: /s/ M. Phyllis Bourque
Its: Senior Vice President
TUCSON ELECTRIC POWER COMPANY
By: /s/ N. B. Johnson
Its: Vice President