COSTAIN COAL INC.
September 20, 1996
TABLE OF CONTENTS
1. Contract Term ......................................................... 4
2. Quantity .............................................................. 4
3. Scheduling ............................................................ 6
4. Variations, Delays, and Interruptions in Deliveries ................... 7
5. Source ................................................................ 9
6. Price ................................................................. 11
7. Sampling and Analysis ................................................. 11
8. Adjustment for Quality ................................................ 16
9. Quality and Specifications ............................................ 18
10. Contract Price Adjustments ............................................ 20
11. Remedies .............................................................. 22
12. Notices ............................................................... 24
13. Shipping Notices ...................................................... 25
14. Transportation ........................................................ 26
15. Payments, Invoices .................................................... 28
16. Weights ............................................................... 29
17. Contract Administrator/Contracting Officer ............................ 31
18. Disputes .............................................................. 31
19. Clean Air Act and Other Environmental Requirements. ................... 33
20. Unilateral Termination Right .......................................... 33
21. Contract Components ................................................... 34
EXHIBIT I ................................................................. 35
APPENDIX A ................................................................ 37
APPENDIX B ................................................................ 38
GENERAL LONG-TERM CONTRACT CONDITIONS
TABLE OF CONTENTS
1. Verification of Data, Inspection of Records and Mine Sources .......... 39
2. Coal Mining Reclamation and Conservation Requirements ................. 39
3. Relationship of Parties - Producer's Statement ........................ 41
4. Nonassignability; Subcontracts; Designation and Termination of Agent .. 41
5. Waivers ............................................................... 42
6. Officials Not To Benefit .............................................. 42
7. Contingent Fees ....................................................... 42
8. Convict Labor ......................................................... 43
9. Walsh-Healey Act ...................................................... 43
10. Discrimination on the Basis of Age .................................... 43
11. Small Business Policy ................................................. 43
12. Liquidated Damages for Subcontracting Plans ........................... 43
13. Utilization of Woman-Owned Business Concerns .......................... 44
14. Affirmative Action and Equal Opportunity .............................. 45
15. Environmental Protection Agency (EPA) Regulations ..................... 46
16. Safety and Health ..................................................... 46
17. Anti-Kickback Procedures .............................................. 46
18. Drug-Free Workplace ................................................... 46
19. Environmentally Acceptable Facilities; Clean Air and Water ............ 46
20. Price or Fee Adjustment for Illegal or Improper Activity .............. 48
Contract___________________
CONTRACT FOR PURCHASE AND SALE OF COAL
THIS AGREEMENT, is made and entered into this 20 day of Sept, 1996, by and
between TENNESSEE VALLEY AUTHORITY, a corporation organized and existing under
an Act of Congress (hereinafter called "TVA"), and COSTAIN COAL INC.
(hereinafter called "Contractor").
W I T N E S S E T H:
In consideration of the mutual covenants hereinafter stated, the parties
hereto agree as follows:
Definitions: "Contract Year" shall mean a twelve-month period
commencing with the first day of the calendar month in which the Delivery
Commencement Date (as hereinafter defined) occurs.
"Delivery Commencement Date" shall be that date set forth in Section
1 hereof for commencement of deliveries. Such date may be changed only by
supplement to this contract that expressly refers to the term "Delivery
Commencement Date." The actual date of commencement of deliveries shall not
affect the Delivery Commencement Date.
"Contract Quarter" shall mean any of the four quarters of a Contract
Year.
"Contract Administrator" shall be that TVA representative designated
to administer the contract on behalf of TVA.
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"Destination Plant" shall mean TVA's Colbert, New Johnsonville and
Gallatin Fossil Plant or such other destination as TVA may elect under
Subsection 14.g. of this contract.
1. Contract Term: The Delivery Commencement Date shall be July 1, 1997 and
deliveries shall continue for six years unless terminated by agreement or as
otherwise provided herein. Provided, however, this contract may be reopened by
either party (9) months prior to the 36th-month anniversary of the Delivery
Commencement Date for the purpose of renegotiating price and other terms and
conditions or for the sole purpose of terminating deliveries. The party desiring
to exercise such reopener shall give the other party written notice at least (9)
months prior to the anniversary date and may, but shall not be required to,
specifics the purpose of such reopening. Nothing herein is intended to require a
party who has commenced renegotiations hereunder to continue such renegotiations
if, for any reason, such party determines it is not in its interests to do so.
If the reopener provision has been exercised, this contract will terminate on
the said 36-'month anniversary date unless TVA and the Contractor have mutually
agreed in writing six (6) months prior to the said anniversary date to continue
this contract. Neither party shall be under any obligation or liability to
continue this contract beyond said termination or have any liability for
refusing to do so, if either party desires to terminate deliveries in accordance
herewith. The Contract Administrator's agreement to any contract modification
arriving out of such renegotiations shall be subject to approval by TVA's Board
of Directors.
2. Quantity:
a. Subject to TVA's right to reduce or increase quantities to be
delivered, as hereinafter provided, the quantity of coal to be sold and
purchased hereunder during each Contract Year shall be 2,000,000 nominal tons,
which shall be divided into four (4) equal amounts to determine the quantity of
coal to be delivered per Contract Quarter, provided, however each Contract
Quarter TVA may either increase or decrease such purchases from Contractor by an
amount up to twenty percent (20%) of the quantity of coal per Contract Quarter
by giving at least thirty (30) days' written notice prior to the beginning of
each Contract Quarter (said
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nominated quantity being hereinafter referred to as the "Nominated Quarterly
Quantity'). Such notice shall also indicate the quantities to be delivered each
month for the Contract Quarter. In establishing such monthly quantities, subject
to meeting the Nominated Quarterly Quantity, TVA may elect as much as one
hundred and ten percent (110%) of the base monthly schedule or as little as
ninety percent (90%) of the base monthly schedule to be delivered in any one
month by providing notice in accordance with this Subsection 2.a.
TVA shall not be required to accept any quantity of coal
shipped during a month that is in excess of the total monthly amount scheduled,
but if TVA accepts such excess quantity of coal, TVA may, upon written notice to
Contractor, require that such excess amount be deducted from the quantities to
be shipped during the following or subsequent month(s).
This contract is not and shall not be construed as a contract
for all of TVA's coal requirements for the Destination Plant. TVA reserves the
right to purchase coal from other suppliers in any amount during the term of
this contract.
b. Notwithstanding the provisions of a. above, if generation of
electricity at the Destination Plant is curtailed or interrupted for a period of
one week or more as a result of the operating requirements of TVA's integrated,
electric generating system, including considerations of economic dispatch of
TVA's generating units, TVA may, from time to time, direct Contractor to (i)
suspend deliveries if the electric output of the Destination Plant is
interrupted or (ii) reduce scheduled shipments of coal by a percentage equal to
the percentage reduction in electric output of the Destination Plant resulting
from a curtailment. Such suspension or reduction in deliveries may continue as
long as generation at the Destination Plant is curtailed or interrupted;
provided, however, if TVA continues any such reduction or suspension for more
than one hundred eighty (180) days, Contractor may notify TVA in writing of
Contractor's intent to terminate this contract ninety (90) days from the date of
TVA's receipt of such written notice, and this contract shall, upon the passing
of such ninety-day (90-day) period, terminate without further cost or obligation
to either party, unless TVA shall have
5
directed resumption of the suspended or reduced deliveries within forty-five
(45) days of TVA's receipt of Contractor's notice of termination.
Except as provided in the preceding sentence, suspensions or
reductions under this subsection shall not affect the enforceability of this
contract, and, on termination of the suspension or reduction, shipments shall
resume pursuant to the terms and conditions of this contract. Both TVA and
Contractor shall be excused from their respective obligations hereunder with
respect to deliveries suspended or reduced pursuant to this Section and such
deliveries shall not be rescheduled for delivery except by mutual consent of the
parties.
c. Except in the case of any failure to deliver that is excused
under Subsection 4.b., TVA may exercise the remedies afforded it under Section
11, Remedies or as otherwise provided by law, in the event Contractor fails to
deliver coal as provided in this Section 2 or Section 3, Scheduling provided,
however, in lieu of other remedies, TVA may elect to reschedule for delivery any
deficiencies. This rescheduled coal shall be delivered in accordance with the
provisions of this contract and at the price in effect at the time during which
such deficiencies occurred.
3. Scheduling:
a. TVA shall provide Contractor with a monthly shipment schedule
indicating the dates and quantities of coal to be delivered to TVA consistent
with TVA's Nominated Quarterly Quantity and the requirements of Subsection 2.a.
Such schedule will be provided by TVA no later than fifteen (15) days prior to
the beginning of the affected month. Contractor shall deliver all coal in
accordance with such schedules. Provided Contractor provides at least one
hundred fifty (150) days' notice to TVA of the holiday and vacation periods for
its sources, TVA shall not schedule deliveries during such periods, unless such
deliveries are critical to the prudent operation of the plant(s) during such
periods.
6
TVA maintains the right to coordinate all deliveries under
this contract and others for purposes of establishing a uniform daily delivery
schedule for placement at TVA plants.
b. Whether TVA or Contractor contracts for transportation services
necessary to transport coal purchased and sold hereunder to the Destination
Plant, unless otherwise agreed, it shall be Contractors responsibility to make
timely arrangements for the availability of transportation equipment for moving
the coal at the scheduled rate of delivery. Contractor shall be responsible for
any demurrage that accrues at the loading point as provided in Section 14,
Transportation.
4. Variations, Delays, and Interruptions in Deliveries:
a. Time of delivery is of major importance to TVA. Contractor shall
immediately notify TVA's Fuel Transportation Department of any expected
deviation from the delivery schedule established in accordance with Section 2,
Quantity. and Subsection 3.a. of this contract and of the cause and extent of
deviation, except in the case of variations from schedule of up to five percent
(5%).
b. Subject to the conditions hereinafter stated, neither party shall
be liable to the other for failure to mine, deliver, take, or unload coal as
provided for in this contract if such failure was due to supervening causes
beyond its control and not due to its own negligence, and which cannot
reasonably be overcome by the exercise of due diligence. Such causes shall
include by way of illustration, but not limitation: acts of God or of the public
enemy; insurrection; riots; strikes; nuclear disaster; partial or total outages
of coal-fired units; floods; accidents; major breakdown of equipment or
facilities (including emergency outages of equipment or facilities to make
repairs to avoid breakdowns thereof or damage thereto); fires; shortages of
carriers' equipment; embargoes; orders or acts of civil or military authority;
or industry-wide shortages of materials and supplies. Nor shall TVA be obligated
to take coal hereunder so long as such causes wholly or partially prevent the
unloading, stockpiling, or burning of coal at the plant to which deliveries are
consigned at
7
the time the cause occurs, in which case, TVA shall have no obligation to
consign coal shipments to another plant in order to avoid the effect of an
excusable cause. Nor shall the refusal of either party to settle a strike on
terms other than it considers satisfactory preclude the strike from being
considered an excusable cause. TVA shall have the right, but not the obligation,
to require Contractor to make up any tonnage not delivered in accordance with
this Section.
A party's delays due to delays of its subcontractors will not
be excusable under this provision unless the delay of the subcontractor was also
due to causes beyond the control and without the fault of the subcontractor,
such as the causes listed above. The failure by Contractor or its subcontractor
to obtain and maintain all federal, state, and other regulatory agency coal
mining permits, certificates, and licenses shall not excuse Contractor from any
obligation under this contract. The provisions of this Subsection b. shall not
excuse a party unless such party failing to deliver or take coal shall give
written notice to the other of such failure and furnish full information as to
the cause and probable extent thereof within ten (10) calendar days after the
failure first occurs. In the case of the Contractor, said ten-day (10-day)
period shall begin with the day following that on which tonnage first becomes
deficient under the established delivery schedule. In the case of TVA, this
period shall begin on the day following that on which TVA first fails to take
coal duly and properly delivered. Failure to give such notice and furnish such
information within the time specified shall be deemed a waiver of all rights
under this provision with respect to tonnage scheduled for delivery prior to the
date such notice and information are actually furnished.
In the event of partial failure to deliver, take, or unload
coal which is excusable under this Subsection, the parties shall prorate
deliveries or receipts of coal in substantially the same proportion based upon
contractual commitments, (e.g. a fifty percent (50%) reduction in receiving or
production capacity would result in a fifty percent (50%) reduction in
scheduled deliveries for each supplier or consumer). However, the parties shall
not be obligated to prorate a reduction in receipts or deliveries under coal
supply contracts not affected by the failure because they have different modes
of delivery or have substantially different quality
8
requirements, or because their scheduled delivery dates are not affected by the
failure. During the periods TVA may experience such failures to take or unload
coal, Contractor shall be permitted to sell such coal normally intended for TVA.
In the case of the period during which Contractor may experience such failures
to deliver coal, TVA may purchase replacement coal. The disabling effects of
such failures to deliver, take, or unload coal shall be corrected by the party
experiencing such failure as soon as and to the extent reasonably practicable.
If a party's excused failure to deliver or receive coal in
amounts substantially in conformance with the schedule established under Section
2, Quantity, and Subsection 3.a. continues for a period exceeding one-hundred
eighty (180) days, the other party may terminate this contract. In the event of
such a termination, neither party shall have any further liability to the other
except for those liabilities which may have accrued with respect to performance
or defaults prior to said termination.
c. TVA, by providing at least forty-five (45) days' prior written
notice to Contractor, shall have the right to refuse any shipments otherwise
scheduled for delivery during plant maintenance or repair periods and shall have
no obligation to accept such shipments at a later time.
5. Source:
a. The source of coal delivered under this contract is of major
importance to TVA. The provisions of this contract pertaining to coal quality
and quantity requirements, price adjustments, federal and state legislation, and
other matters are directly related to the source of coal. As used in this
Section 5, "Source Area" shall mean the total coal reserve areas outlined in the
Specific Location Map(s) identified in Appendix B; provided, that, within the
Source Area, only the area(s), for surfaced-mined coal, or mine opening(s), for
underground-mined coal, covered by the mining permit(s) listed in the Term Offer
is an "Authorized Source" of coal for delivery under this contract. The mine
area(s) and/or opening(s) located -within the Source Area shown on the Specific
Location Map(s), but not covered by the mining permit(s) listed in the Term
Offer, may become
9
an Authorized Source under the following procedures as mining progresses and the
appropriate permit(s) and license(s) are obtained. Contractor shall notify TVA
in writing at least forty-five (45) days in advance of its intention to deliver
coal from any additional area(s) or mine opening(s) in the Source Area which is
not then authorized. TVA may, if it deems it is in TVA's best interests,
authorize such areas, but is under no obligation to do so. TVA reserves the
right to require Contractor to furnish any information and/or any guarantees TVA
deems necessary bearing on the ability of the source to meet the requirements of
this contract and to make that information a part of this contract
b. Contractor shall immediately notify TVA in writing of any events
affecting the size or location of the Authorized Source(s). All Authorized
Sources under this contract shall be in compliance with the Federal Mine Safety
and Health Act of 1977, as amended, all state and federal reclamation laws,
including the Surface Mining Control and Reclamation Act of 1977, as amended,
and regulations issued under such laws. If Contractor fails to comply with this
requirement, whether or not coal from such Authorized Source is then being
delivered hereunder, TVA may exercise its rights under Section 11, Remedies.
c. Contractor expressly assumes the risk that the Authorized
Source(s) will permit the production of coal in such quantities and of such
quality as will meet the requirements of this contract. Coal shall not be
delivered from any other source(s), or shipped from any other origin(s), or
mined by any other producer(s) or subcontractor(s), unless authorized by TVA in
writing prior to delivery.
d. Regardless of the cause of or reason for a request by Contractor
to approve a new Authorized Source, TVA shall be under no obligation to approve
the tendered source as an Authorized Source, and TVA may withhold its approval
on any basis or bases that TVA may deem appropriate, including purely economic
considerations.
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6. Price:
TVA shall pay Contractor $24.28 f.o.b. barge (hereinafter
referred to as the "Base Price") Caseyville Dock for each net ton of coal
purchased and delivered under this contract, plus or minus such adjustments as
herein provided. The Base Price shall be reduced by $0.25 per ton should TVA
elect, from time to time, to use Contractor weights and sampling. The Base Price
shall remain constant.
7. Sampling and Analysis:
a. The sampling location shall be the Destination Plant unless TVA
notifies Contractor in writing that samples will be taken at other locations.
Contractor may be present at the taking of samples, but TVA shall be under no
obligation to notify Contractor to be present. Samples shall be collected from
as much as is practical, but not less than fifty percent (50%) of the tonnage
delivered in each quarter.
b. Sampling and analysis shall be conducted generally in accordance
with the methods described in the latest published edition of the Annual Book of
ASTM Standards volume 05.05. The analysis location shall be the TVA Central Coal
Laboratory unless TVA notifies Contractor in writing that samples will be
analyzed at other locations. Contractor has observed the sampling and analysis
equipment and facilities or has taken such other steps as Contractor deems
appropriate to familiarize itself with such equipment and facilities, and
Contractor waives any claim, demand, defense, or objection thereto based on any
lack of conformance of such equipment and facilities to the requirements of this
Section 7, provided they are properly maintained during the term of this
contract.
c. Analysis data shall be promptly made available to Contractor
through access to a computer system or, at TVA's option, such data may be
provided by other means. Moisture, ash, and sulfur values shall be reported to
the nearest hundredth (.01) of a percent. Heat content in Btu/lb. SO2 content
shall be calculated and reported to the nearest hundredth (.01) of a pound.
11
d. All samples collected by TVA shall be prepared to No. 60 mesh
according to ASTM D 2013 and shall be divided into at least two parts and put in
suitable airtight containers, the first container in each case to be used by
TVA, or its designated commercial laboratory, and the second container in each
case to be held available by TVA for a period of not less than forty-five (45)
days from actual sampling date of the coal by TVA, properly sealed and labeled,
to be analyzed if a dispute arises between TVA and Contractor. If Contractor
wishes to dispute a sample or analysis, it shall notify TVA in writing within
such forty-five day (45) period. If Contractor fails to provide such notice of
dispute within such forty-five day (45) period, Contractor shall be deemed to
have waived any claim or defense based on errors or omissions in the sampling or
analysis operations as to the affected samples.
If a dispute is made over the result or method of such sampling
or analysis, TVA shall review and inspect the sampling and analysis equipment
and procedures, and the second sample split will be analyzed by a third party
commercial laboratory to check for reproducibility. The third party lab will
follow the same ASTM analysis procedures outlined in Subsection b and the
reproducibility limits in those same standards will be used to judge
reproducibility. If the review of the sampling and/or analysis indicates the
sampling or analysis was improperly performed or the results of the second
analysis are not within ASTM reproducibility limits, the original analysis
report shall be declared erroneous, and both the original and the second
analysis report shall be ignored. Otherwise, the original analysis report shall
remain in full force and effect.
e. Contractor shall also sample and analyze, or obtain services of a
third party to sample and analyze, all shipments of coal to TVA under this
contract. These analyses shall specify, at a minimum, the total moisture
content, the ash content (as-received), the heat content Btu/lb (as-received),
and the sulfur content (as-received), and must be electronically transmitted to
both the Destination Plant and the Contract Administrator in a format acceptable
to TVA. These analyses are required in order to provide information on the
contents of coal received by TVA prior to unloading. TVA reserves the right not
to unload coal at the Destination Plant until after the appropriate analysis is
received. Contractor shall be responsible for any demurrage charges
12
incurred by TVA as the result of Contractors failure to transmit the analyses
when and as required. TVA may reject coal based on these analyses; however,
nothing in this Subsection e. shall affect in any way TVA's rights to
appropriate contractual actions and adjustments for quality based on samples
collected and analyzed in accordance with Subsections a. and b. of this Section
7.
f. In the event that TVA does not sample at least fifty percent
(50%) of the tonnage received for a quarterly adjustment, the Contractor's
samples shall be used for the quality adjustment for such quarter under Section
8, Adjustments for Quality provided all Contractor samples for such quarter meet
all criteria below:
(1) One-hundred. percent (100%) of shipments shall have been sampled
and analyzed in accordance with the methods described in the latest published
edition of the Annual Book of ASTM Standards. volume 05.05. Samples must have
been collected utilizing mechanical systems meeting ASTM D 2234 Type I,
Condition B, which have been shown to be free of bias within the past year. The
bias testing procedure and precision used must be approved by TVA. Systems will
be subject to a critical inspections according to ASTM D 4702 prior to approval.
Analysis procedures used should be as follows unless otherwise approved in
writing by TVA:
Parameter Method
--------- ------
Residual Moisture ASTM D 5142
Ash ASTM D 5142
Sulfur ASTM D 4239
Btu ASTM D 1989
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(2) Sample analysis and other data required by TVA to match data
with shipment shall be provided to TVA in a format approved by TVA.
(3) The lot size for each sample shall be by barge for barge coal,
by trainload for rail coal, and by daily delivery for truck coal.
(4) Analysis for each sample shall have been received by TVA by
electronic data interchange within seven (7) days of collection of said sample.
(5) The sampling system shall be located such that the sample
collected for shipment is collected only from coal that is loaded for said
shipment.
If TVA samples twenty percent (20%) or more but less than
fifty percent(50%) of the tonnage received, and if any of Contractors samples
for the quarter do not meet all of the above criteria, TVA samples shall be used
for the quarterly adjustment.. If TVA samples less than twenty percent (20%) of
the tonnage received and any of Contractor's samples do not meet all of the
above criteria, no adjustment for quality will be made for the quarter.
7a. Optional Sampling:
TVA has the option from time to time, with 30 days' notice, to
switch the coal sampling location to Contractor's barge loading facility. In the
event TVA exercises this option then (during the period such option is in
effect) the following shall supersede Section 7:
a. The coal to be delivered hereunder shall be sampled by Contractor
at the barge loading point by use of a mechanical sampling device, conforming to
ASTM Standard D2234, Collection of a Gross
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Sample of Coal. Unless otherwise mutually agreed, sampling shall be conducted in
accordance with the most current published revision of the Annual Book of ASTM
Standards, Volume 05.05. Unless otherwise mutually agreed, sampling shall be on
a barge load by barge load basis. These samples shall be used to determine the
quality of the coal sold hereunder for contract purposes. In the event the
mechanical sampling system is not operating due to mechanical, electrical or
operational failure, Contractor shall notify TVA and accept TVA's samples at the
Destination Plant.
Contractor agrees to ensure that all sampling equipment is
properly maintained and adjusted so that each sample taken is proportionate and
representative of the coal delivered. TVA or its designated representative may
observe any sampling or sample preparation performed by Contractor. Contractor
shall furnish the results of bias tests on the sampling system, and the results
must be acceptable to TVA. The sample system shall be bias tested (dynamic bias
test) at least every twelve (12) months.
Contractor shall prepare the samples obtained as directed by
TVA and shall divide such samples into three splits. Contractor will analyze the
first split and fax the results to the Fuel Contract Administrator who
administers this contract for TVA and to the Coal Records Clerk and Yard
Operations Supervisor at the Destination Plant. Except as provided below, the
Contractor's results obtained on this first split will be utilized by TVA to
determine whether or not the coal covered by the sample will be unloaded at the
Destination Plant. TVA reserves the right not to unload coal at the Destination
Plant until after the appropriate analysis is received. Contractor shall be
responsible for any demurrage charges incurred by TVA as the result of
Contractor's failure to transmit the analyses when and as required. Contractor
will promptly obtain a TVA sample number from the Coal Records Clerk at the
Destination Plant and send, within twenty-four (24) hours of barge loading, the
second split identified by such sample number directly to TVA's Central
Laboratory by expedited delivery for analysis. The TVA analysis results obtained
from the second split shall supersede the first split sample results and will be
utilized for all contract purposes, including rejection of shipments and
determining the price adjustment required to compensate for the difference
between the quality of the coal
15
actually shipped and the contract guaranteed analysis. The third split ("referee
sample") will be retained by Contractor to be analyzed by an independent
laboratory (to be agreed upon by TVA and Contractor) in the event of a
disagreement between the parties regarding the results obtained on either of the
other two splits. If the results of the referee analysis indicate the analysis
was improperly performed or the results of the referee analysis are not within
ASTM reproducibility limits with the Central Laboratory results, then the
referee analysis result will be conclusive between the parties in regard to the
analysis of the sample in question. The cost of any such referee analysis shall
be borne by the party that requested it. If adjustment is made, then the cost of
any such analysis shall be equally shared by both parties.
8. Adjustment for Quality:
a. As used in this Section 8, a "Quarterly Average Value" shall mean
the weighted average value of the appropriate quality component determined from
all samples collected in accordance with Subsections 7.a. and 7.b. (or 7a., as
applicable) during a calendar quarter based, at TVA's election, on the tonnage,
number of railcars, or barges represented by the samples.
b. For the coal accepted in each calendar quarter, an adjustment,
calculated to the nearest cent per ton and using the Base Price, shall be
applied to the contract price to account for variations in the Quarterly Average
Value for as-received Btu/lb compared to the Typical Analysis for as-received
Btu. This adjustment shall in no way be affected by contract price adjustments
under Section 10, Contract Price Adjustments hereof. (See Exhibit I for example
of calculations)
c. For the coal accepted in each calendar quarter, an adjustment,
calculated to the nearest tenth of a cent per ton at a rate of either (I) $ 0.15
per ton (decrease) for each percentage point the Quarterly Average Value of ash
(on an as-received basis) exceeds the Typical Analysis for ash, or (2) $ 0.15
per ton (increase) for each percentage point for the Quarterly Average Value for
ash (on an as-received basis) is less
16
than the Typical Analysis for ash, shall be applied to the contract price. The
calculation shall be prorated to cover any fractional percentage. (see Exhibit I
for example of calculations)
d. For the coal accepted in each calendar quarter, an adjustment,
calculated to the nearest tenth of a cent per ton at a rate of either (1) $0.06
per ton (decrease) for each percentage point the Quarterly Average Value of
moisture exceeds the Typical Analysis for Moisture, or (2) $0.06 per ton
(increase) for each percentage point the Quarterly Average Value for Moisture is
less than the Typical Analysis for moisture, shall be applied to the contract
price. The calculation shall be prorated to cover any fractional percentage.
(see Exhibit I for example of calculations)
e. For the coal accepted in each calendar quarter, an adjustment,
calculated to the nearest cent per ton at a rate of either (1) $ 0.52 per ton
(decrease) for each tenth (1/10) of a pound per million Btus the Quarterly
Average Value of sulfur dioxide exceeds the Typical Analysis for sulfur dioxide,
or (2) $0.13 per ton (increase) for each tenth (1/10) of a pound per million
Btus the Quarterly Average Value for sulfur dioxide is less than the Typical
Analysis for sulfur dioxide, shall be applied to the contract price. The
calculation shall be prorated to cover any fractional amount tenth (1/10) of a
pound. (see Exhibit I for example of calculations)
f. As soon as practicable after the end of each calendar quarter,
TVA shall submit to Contractor a report showing the Quarterly Average Values and
any adjustments determined under this Section 8 of the contract. The number of
tons of coal received by TVA which are subject to adjustment shall be multiplied
by said adjustments, and any resulting amount shall be paid promptly (or
credited to the extent of any offsetting debit) to the party to whom it is due.
The assessment of adjustments in accordance with the foregoing does not in any
way impair TVA's rights under the contract or at law with respect to any failure
by Contractor to meet the Typical Analysis that gives rise to such adjustments.
17
9. Quality and Specifications:
a. All coal delivered under this contract shall conform to the
following Typical Analysis on a Quarterly average as determined by sampling and
analyses performed in accordance with Section 7, Sampling and Analysis:
TYPICAL REJECTION/SUSPENSION
ANALYSIS (1) SPECIFICATIONS(3)
Lbs of SO(2) per
million Btu(2) 3.7 lbs Not more than 3.8 lbs
Total Moisture 8.0 % Not more than 10.5 %
Sulfur (as-received) 2.3 % Not more than 2.6 %
Sulfur (as received) Not less than 1.7 %
Ash (as-received) 10.5 % Not more than 13.0 %
Ash (dry basis) 11.4 % Not more than 15.0 %
Btu/lb (as-received) 12,200 Not less than 11,834
Ash fusion temperature
reducing atmosphere
Initial 2300 (degrees)(F)
2300 (degrees)(F)
for Colbert and
Softening (Hemispherical) 2400 (degrees)(F)
Not less than 2100 (degrees)(F)
for all other plants
Fluid 2550 (degrees)(F)
Volatile Matter (dry basis) 36.0 % Not less than 32.0 %
Grindability (Hardgrove Index) 55 Not less than 50
Chlorine (dry basis) 0.29 % Not more than 0.29 %
(1) The Typical Analysis shall be used for the quality adjustment under
Section 8.
(2) At 97.5%
(3) Failure to comply with any of these specifications shall be basis
for rejections and suspensions or termination pursuant to
Subsections 9.c. and 9.d.
b. The coal as-received shall have a top size not greater than two
(2) inches or less than one and one-fourth (1-1/4) inches, with at least
fifty-five percent (55%) of the product larger than one-fourth (1/4) inch, and
with at least eighty-five percent (85%) of the product larger than 28 mesh. Such
sizes shall be determined by using screens with square openings. Coal shall not
exhibit a temperature in excess of 120 (degrees)(F), and
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it shall be substantially free from mining impurities and scrap such as drill
bits, pieces of scrap metal or plate, plastic, rubber, rope, cloth, wire, cable,
bone, slate, earth, rock, pyrite, wood, or water, which can be kept out or
removed with the exercise of reasonable care during mining, preparation, and
loading. It shall be loaded in a manner that will ensure reasonably uniform
consistency as to size and quality and shall not contain slurry pond material
(washer tailings), gob pile material (mine refuse), petroleum-coke, oxidized
coal, or blends of such materials, or create excessive amounts of dust during
the unloading and transferring to storage.
c. If any coal delivered fails to meet any of the
Rejection/Suspension Specifications in Subsection 9.a. or the requirements of
Subsections 9.b. on the basis of visual inspection or laboratory analysis, TVA
may reject the coal at the source, loading point, or Destination Plant. TVA's
acceptance of any amount of coal which does not meet these requirements shall
not constitute a waiver of any right which TVA may have under this contract or
as provided by law on account of the delivery of such coal. In case of rejection
of any coal in accordance with this Section, TVA will immediately notify
Contractor of the rejection and of the cause of rejection. In the case of coal
rejected after loading, unless the cause for rejection is corrected, Contractor
shall promptly remove the coal from the carrier's equipment or from TVA
premises, as the case may be, at Contractors expense. Contractor shall reimburse
TVA for any additional transportation costs, demurrage, equipment repair costs,
or handling expenses incurred by TVA in connection with any such rejection. TVA
shall not be under any obligation or liability to assist Contractor in any
corrective actions required to remedy the cause for rejection.
d. If any coal delivered fails to meet any of the
Rejection/Suspension Specifications stated in Subsection 9.a. or the
requirements of Subsection 9.b., TVA shall have the right to refuse to accept
further deliveries from any or all mine sources authorized under the contract
until Contractor provides assurance satisfactory to TVA that Contractor will
comply with the Rejection/Suspension Specifications and the Subsection 9.b.
requirements. Such assurance must be given in writing within seven (7) days
after the beginning of such suspension. If Contractor fails to provide such
satisfactory assurance within the time specified or provides such
19
assurance but does not correct the deficiencies that resulted in the
Contractor's failure to comply with any of the Rejection/Suspension
Specifications or the requirements of Subsection 9.b. within seven (7) days
after giving such assurance, TVA may then terminate Contractors right to make
further deliveries under this contract. Contractor shall be responsible for all
costs or damages incurred by TVA resulting from Contractors failure to comply
with the contract requirements. Damages or excess reprocurement cost may be
determined in accordance with Section 11, Remedies.
e. If the normal operations in conformance with the design
capabilities of TVA's fossil plants cannot be accomplished with the coal
delivered hereunder, although the coal complies with the quality and size
requirements of this Section 9, TVA may then terminate Contractor's right to
make further deliveries, and this contract shall be canceled without further
obligation or liability to either party. In the event of such a termination, the
Contractor may be given a reasonable opportunity to remedy the cause for
termination, which may include the offer of replacement coal. However, TVA is
not obligated to accept offers of replacement coal.
10. Contract Price Adjustments:
a. Effective the first day of the second Contract Year and each such
first day of each Contract Year thereafter, the then current adjusted price of
coal shipped under this contract will be increased by one percent (1%) of the
Base Price specified in Section 6, Price as such price may be modified under
Subsection d., below.
b. (1) In the event of enactment or amendment, after the proposal
closing date for the requisition under which this contract was awarded (or in
the case of establishment of a new Base Price under Subsections d., below, after
the effective date of such new Base Price), of a federal or state statute that
assesses on a per ton basis a tax, fee, or other similar charge on the coal
delivered hereunder ("Law Change"), Contractor shall notify TVA of such Law
Change and supply from its records information satisfactory to TVA showing the
20
effect, if any, of the Law Change upon the cost per ton of furnishing coal under
this contract. If a Law Change increases Contractors cost of providing coal to
TVA, a contract price increase shall be made by TVA for such Law Change
effective on the later of (a) the date TVA receives Contractors notice of the
Law Change or (b) the date Contractors cost of providing coal is increased by
the Law Change. If a Law Change decreases Contractor's cost of providing coal to
TVA, a price decrease shall be made by TVA for such Law Change effective on the
date such Law Change could be utilized to reduce Contractors costs whether or
not Contractor actually reduces such costs on such date. This Section l0.b.(l)
does not apply to (i) promulgation or amendment of rules and regulations except
to the extent such promulgation or amendment results from a Law Change, or (ii)
to implementation of statutes or amendments to statutes that are enacted on or
before the proposal closing date as described above.
(2) If (i) a price adjustment requested by Contractor under
this Subsection b. would result in a contract price increase exceeding ten
percent (10%) of the Base Price, or (ii) a combination of price adjustments
under this Subsection b. and any other provision of this contract that
collectively come into effect during any one-year period would result in a
contract increase exceeding ten percent (10%) of the Base Price, then TVA may,
at its sole discretion, terminate the contract upon sixty (60) days' written
notice given after such an adjustment(s) is requested by Contractor.
c. The increase or decrease under each subsection shall be
calculated separately to the nearest one-tenth (1/10) cent per ton. Any changes
(including a recalculation of a previously granted tentative price adjustment)
considered applicable by Contractor shall be reported to TVA by Contractor with
appropriate data necessary to verify the change. Contractor must furnish such
supporting evidence as may be requested by TVA. A request for a price adjustment
considered applicable by Contractor must be submitted to TVA with appropriate
documentation within one hundred eighty (180) days of the date Contractor incurs
a cost change. Failure to do so shall constitute a waiver of Contractor's right
to any upward adjustment. Any overpayment made under these provisions may be
deducted from any amounts otherwise due Contractor.
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Contractor agrees chat, in the event TVA reimburses Contractor
under this Section 10 for a cost incurred by Contractor and it is later
determined that Contractor is entitled to recover such cost from a third party,
at TVA's request Contractor shall use its best efforts to recover such cost and
upon such recovery shall reimburse TVA for amounts previously paid by TVA based
on said cost. Reasonable costs incurred by Contractor in pursuing such recovery
at TVA's request shall be reimbursed by TVA; provided that where contractor
and/or other purchasers from Contractor also receive a benefit from pursuing
such recovery, the cost thereof shall be equitably shared.
d. In the event TVA's transportation cost for shipment of coal
delivered hereunder increases during any one-year period at a rate greater than
ten percent (10%) of the transportation cost in effect at the time of contract
award, TVA may terminate the Contractors right to proceed under this contract
without further obligation or liability to either party hereunder or at law by
giving Contractor sixty (60) days' advance notice of such termination any time
within one year after TVA begins incurring such cost increase. However, in lieu
of termination, Contractor may elect to reduce the Base Price of coal to cover
the increased portion of the transportation cost above the aforementioned limit,
in which case the contract shall remain in full force and effect. Contractors
election must be set forth in writing within thirty (30) days of TVA's notice of
termination. Such election by Contractor shall be irrevocable and binding for
that increase and, shall be effective as of the date of notification by TVA of
the cost increase. TVA may invoke the provisions of this Subsection d. each and
every time its costs exceed the limit set forth above.
11. Remedies:
a. This Subsection 11.a. does not apply to a situation where another
contract provision provides a different procedure, such as Subsection 9.d. If
TVA in good faith believes that Contractor has failed to comply with any term or
condition of this contract, the Contract Administrator shall give Contractor
oral notice, to be followed by written confirmation, of any such violation.
22
(i) If Contractor fails to correct a curable contract
violation within seven (7) days of first notice, TVA shall have the right to
suspend Contractors right to make further deliveries until Contractor provides
adequate assurance to TVA that Contractor will comply with all provisions of
this contract, such assurance to be given in writing within seven (7) days after
such suspension. If Contractor fails to provide such adequate assurance within
the time specified or timely provides such satisfactory assurance but Contractor
does not correct the curable contract violation(s) within seven (7) days after
giving such assurance, TVA shall have the right, but not the obligation, to
terminate Contractor's right to make further deliveries under this contract.
(ii) In the case of a contract violation by Contractor that is
not curable (including, but not limited to, violations of Section 5, Source, of
this contract or of Section 6, Officials Not to Benefit of the General Long-Term
Contract Conditions), upon providing notice as described above, TVA shall have
the immediate right, but not the obligation, to terminate or suspend for up to
thirty (30) days, Contractors right to make further deliveries under this
contract. If TVA suspends Contractor's right to make further deliveries,
then, upon expiration of said thirty-day period, TVA shall either direct
Contractor to continue performance of this contract or terminate Contractors
right to make further deliveries.
b. Contractor shall be responsible for all costs or damages incurred
by TVA resulting from Contractor's failure to comply with the contract
requirements. TVA may, at its option, purchase in the open market or by contract
or otherwise procure coal to replace all or any part of that which the
Contractor has failed to deliver, except as provided in Subsection b. of Section
4, Variations. Delays. and Interruptions in Deliveries or that as to which its
right to deliver was terminated or suspended. Contractor shall be liable to TVA
for the excess cost occasioned by such purchase(s) and any other loss or damage
caused by Contractor's breach of the contract, including, but without limitation
to, liability incurred by TVA with respect to the transportation or other
handling of the coal. In the alternative, TVA may determine the loss or damage
sustained by Contractor's breach of contract by other methods as provided by
law. In addition to all other means of recovery, TVA may deduct any such excess
costs and damages from any amount otherwise due Contractor.
23
Unless TVA determines that the following method of calculating
damages is not practical and TVA notifies the Contractor in writing that TVA's
damages will be calculated in some other commercially reasonable manner, (I)
such part of the highest priced coal (of comparable quality under one or more
contracts) which TVA purchases at the next awarding of term or spot contracts
for delivery to any fossil plant in the TVA system as would be required to
replace coal which was scheduled for delivery under this contract after the date
the Contractors right to make deliveries under this contract was terminated
shall be deemed to have been purchased as replacement coal for Contractors
account; and (2) for unexcused deficiencies occurring before termination or
contract expiration, such part of the highest priced coal (of comparable quality
under one or more contracts) for which TVA awards spot contracts in the week
following each such deficiency, for delivery to any plant in the TVA system, as
equals the quantity of Contractor's deficiency shall be deemed to have been
purchased as replacement coal for Contractor's account. If no spot coal was
purchased before contract termination or expiration, TVA shall determine damages
for all unexcused deficiencies in the manner provided in item (1) above, whether
such deficiencies accrued before or after termination or expiration.
c. If TVA suspends or terminates Contractor's right to make further
deliveries hereunder or under any other provision of this contract and such
suspension or termination is finally determined in accordance with Section 18,
Disputes to have been improper, then Contractor's sole remedy for such improper
termination or suspension shall be to require rescheduling of all coal
Contractor was prevented from delivering due to such termination or suspension,
such coal to be rescheduled for delivery on dates acceptable do both parties,
but in any event not later than contract expiration. The price to be paid for
such rescheduled coal shall be that in effect at the time of delivery.
12. Notices: Unless otherwise provided for in the Agreement, any
contractual notice required to be given to either party shall be deemed duly
given by registered, certified, or first-class mail, telecopy or telegram, to
the intended party at the following address or at such changed address as may
from time to time be designated
24
in a notice similarly delivered or mailed. Except as expressly provided herein,
any notice shall be deemed to have been given when sent. Communications by
telecopy, or telegram shall be confirmed by depositing a copy of the same in the
post office for transmission by registered, certified, or first-class mail in
any envelope properly addressed as follows:
In the case of Contractor to:
Costain Coal Inc.
249 E. Main Street, Suite 200
Lexington, KY 40507
In the case of TVA to:
Linda Sallee, Contract Administrator
Tennessee Valley Authority
Fossil Fuels
1101 Market Street
Chattanooga, Tennessee 37402-2801
Attention: LP 5G
In addition, Contractor shall send a duplicate copy of every
such notice and communication to TVA's Contract Administrator as designated by
TVA from time to time. Either party may, by written notice to the other, change
the representative or the address to which such notices and communications are
to be sent.
13. Shipping Notices:
a. For all rail-delivered coal Contractor shall forward to the Plant
Manager and Contract Administrator a daily notification, in duplicate, as to
coal shipped. This shipping notice must include the Purchase Order number,
Release number, traffic control number, railcar numbers, origin, name of mine,
size of coal, shipping date, and approximate date of arrival. In addition,
Contractor must complete the bill of lading (provided by TVA), and forward this
document to the railroad and plant for proper identification. TVA shall have the
right to require Contractor to transmit all of the above-referenced information
via electronic data transfer direct to TVA's computer system.
25
b. For all barge-delivered coal Contractor shall forward to the
individual named in the consigning instructions, Plant Manager, Contract
Administrator, and Terminal Supervisor, if applicable, a daily notification, in
duplicate, as to coal shipped. This shipping notice must include the Purchase
Order number, Release number, traffic control number, barge numbers, origin,
name of mine, size of coal, shipping date, and approximate date of arrival. TVA
shall have the right to require Contractor to transmit all of the
above-referenced information via electronic data transfer direct to TVA's
computer system.
c. Contractor must take whatever steps are necessary to ensure that
shipping notices arrive at the plant prior to delivery of the coal. The plant
will not unload coal until a correct shipping notice is received and Contractor
will be responsible to carrier or TVA for any demurrage charges resulting from
delays due to late notification.
14. Transportation:
a. TVA reserves the right to specify reasonable limitations on the
type and size of transportation equipment, the method of transportation
(including train load lots and barge load lots where lots are necessary to
provide the lowest transportation rate possible), and the exact routing to be
used even though transportation charges are prepaid. TVA may reject any shipment
made in disregard of such specifications. If the contract is awarded upon the
basis of a price or prices which include transportation charges in whole or in
part to destination (f.o.b. destination contract), title to the coal (except in
the case of accelerated payments to Small Coal Operators) and risk of loss and
damage shall remain with Contractor until delivery in acceptable condition by
the carrier at destination.
b. For all coal to be delivered hereunder, it shall be Contractor's
responsibility to furnish loading devices which shall be suitable and fit for
the purpose contemplated in this contract. Contractor shall be governed by
carriers instructions regarding the height and distribution of the load, weight
of cargo, and other
26
instructions which carrier deems necessary for safe transportation. Contractor
shall allow carrier's inspection of loaded equipment to assure compliance with
carrier's loading instructions.
c. For all coal purchased, it shall be Contractors responsibility to
visually inspect the transportation equipment prior to each loading and
ascertain that the equipment is empty and suitable for loading. Any equipment
found mechanically unsound for loading or contaminated with material shall not
be loaded. Contractor shall be responsible for all costs incurred by TVA,
including the cost of any coal lost in transit, resulting from Contractors
failure to exercise such diligence.
d. For all coal purchased for delivery by rail, whether f.o.b.
railcar or f.o.b. Destination Plant, Contractor shall be responsible for loading
each car to the appropriate capacity as required by the rail carrier. In
addition, each trainload shipment tendered under this contract shall be loaded
to the minimum trainload weight as required by the rail carrier. Contractors
account will be charged with any penalties assessed to TVA because of
Contractor's failure to observe any minimum weight loading requirements. The
gross weight of each car shall not exceed the maximum allowed by the carrier. If
cars are found to be loaded in excess of such maximum, it shall be Contractor's
responsibility to correct the load at Contractor's expense, including but not
limited to, Contractor's payment to the carrier of a per car switching charge,
as well as any demurrage charges which may accrue while the car or cars await
correction in load.
e. For all coal to be delivered hereunder, whether f.o.b. origin or
f.o.b. Destination Plant, Contractor shall be responsible for any demurrage that
accrues at any loading point as a result of Contractor or its subcontractors not
being prepared to load the coal as scheduled. The carrier shall invoice
Contractor and Contractor shall pay said carrier for all origin demurrage
charges which accrue at the loading point(s).
f. The explicit obligation of this contract is that it will be
performed in accordance with all applicable laws. Therefore, transportation of
coal by Contractor to barge or rail loading facilities or, if
27
applicable, to the Destination Plant shall comply with applicable highway laws
and regulations governing the weight of vehicles. If any Contractor fails to
comply with such laws or regulations, TVA shall have the same rights provided
under Section 9, Quality and Specifications, for failure to meet the
requirements thereof, including but not limited to the right to reject coal
delivered in overweight trucks. To insure compliance with this provision and to
help protect the roads and highways, TVA may require that Contractor furnish a
copy of the "certified" truck weight ticket. Regardless of the actual weight of
any truck coal received, the maximum gross weight that can be recorded for a
single truck will be limited to the applicable maximum weight enforced by law.
Any weight exceeding that maximum weight may be deducted from the total weight
of coal used for payment purposes.
g. TVA reserves the right to ship to any plant any coal purchased
f.o.b. any shipping point. For coal purchased f.o.b. any plant or shipping
point, TVA may from time to time direct deliveries to any other plant or
shipping point, and if such deliveries cause an increase or decrease in the
transportation cost borne by Contractor in performing this contract, an
adjustment shall be made in the contract price to reflect the changes in such
cost. In addition, for coal purchased f.o.b. railcar and/or f.o.b. barge, TVA
may, by giving prior written notice to Contractor as soon as possible but not
later than thirty (30) days in advance, change the transportation mode of
delivery.
15. Payments, Invoices: Payments under this contract are subject to the
provisions of the Prompt Payment Act (31 U.S.C. Sections 3901-3907). Payments as
are provided for in the contract or by law will be made by check or, if a
participation agreement has been established between TVA and Contractor,
Electronic Fund Transfer (EFT). Except as provided for under TVA's Small Coal
Operators Assistance Program, EFTs will be made not more than thirty-four (34)
calendar days, and checks will be mailed not more than thirty (30) calendar
days, after the later of (1) receipt of a proper invoice(s) by TVA at the
Accounts Payable Department, P.O. Box 15500, Knoxville, Tennessee 37901-5500 or
(2) receipt and unloading of the coal at TVA's fossil plants. In preparing
invoices, Contractor shall multiply the number of tons delivered by the Base
Price applicable at the
28
f.o.b. point of delivery plus or minus any adjustments that have been made
effective under contract provisions.
For purposes of this provision only, "proper invoice" shall mean a
numbered and dated invoice containing the complete name of Contractor, agent's
name (if any), Purchase Order number, Release number, destination plant,
breakdown code, total amount due, correct weights (as defined below), traffic
control number, shipping date, mine at which the coal was produced, together
with any documentation required to be submitted therewith by any other provision
of the contract.
16. Weights:
a. Unless TVA determines circumstances require determination by
other methods, all coal delivered to destination by barge shall be weighed by
TVA on belt scales which are maintained and periodically calibrated by TVA or
third parties for accuracy.
b. Where at TVA's election coal is weighed by Contractor at origin,
Contractor shall notify TVA immediately upon the occurrence of inaccurate
weighing or absence of actual weighing. Contractor shall certify such
notification in writing to TVA within seven (7) working days of the date of each
such occurrence. Such certification shall identify each affected coal shipment
by contract number, breakdown code, shipping point, traffic control number,
shipping date, and car or barge number(s). Contractors account shall be adjusted
for any coal inaccurately weighed, or not weighed, and by the amount of the
carrier's weighing charge in effect at the time of shipment, such adjustment to
be made at whatever time such occurrence(s) becomes known to TVA. In the absence
of scale weights from Contractor, TVA and Contractor will mutually agree by what
means the weight of coal delivered hereunder shall be determined. Contractor
shall reimburse TVA for any cost or expense charged to or incurred by TVA as a
result of the absence of appropriate scale weights from Contractor. While TVA
may not undertake to weigh all coal received, it may at its option, check weigh
any coal received. In the event billed (invoiced) weights vary from TVA weights
by more than one and one-half percent
29
(1-1/2%), TVA's weights will govern.
If TVA has elected to have Contractor weigh the coal pursuant to
Subsection b., scale tests shall be performed semi-annually and calibrated to a
certified scale at the Contractor's expense. Scale tests shall be performed more
often than semi-annually when requested by TVA. TVA shall be responsible for the
cost of additional requested tests unless the results thereof show that the
scale failed to conform to certification standards, in which event Contractor
shall be responsible for such costs. The aggregate weights determined during any
payment period shall be acceptable as the quantity of coal sold and purchased
during such period for which invoices are to be rendered and payments to be
made.
TVA shall have the right to have a representative present at any and
all times during TVA loadings to observe determination of weights. If TVA should
at any time question the accuracy of the weights thus determined, TVA shall so
advise Contractor and Contractor shall permit TVA's representatives to test
Contractors weighing devices or methods. If such tests show the weighing devices
to be in error, or if the weighing devices otherwise are determined to be in
error, the weighing devices shall be adjusted to an accurate condition. In the
event TVA and Contractor are unable to agree upon such tests and adjustments, or
the devices or methods thereof, the weighing devices and methods shall be tested
and adjusted to a condition of accuracy by a qualified third party, mutually
chosen by TVA and Contractor, and the cost of the testing and adjusting by such
third party shall be shared equally by TVA and Contractor.
If Contractor's weighing devices or methods are determined to be in
error over 0.5%, an appropriate adjustment shall be made to the affected weights
and related invoices and payments. Such adjustments shall be made retroactively
to a date midway between the date on which the weighing devices were last tested
and calibrated and the date on which the inaccuracy in weighing methods or
devices was first questioned and prospectively until the date on which the
weighing methods and devices are corrected.
30
c. All scales used by Contractor to determine the governing weight
of coal shall be maintained and operated in accordance with the National
Institute of Standards and Technology Handbook 44.
17. Contract Administrator/Contracting Officer: The Vice President of Fuel
Supply and Engineering has designated the Contract Administrator who administers
this contract for TVA as his/her duly authorized representative to act on behalf
of TVA for all purposes in the administration of this contract, such designation
to continue until revoked or modified by the Vice President of Fuel Supply and
Engineering. The Contract Administrator shall serve as TVA's "Contracting
Officer" with respect to matters arising under terms of this contract that
provide for action by the Contracting Officer.
18. Disputes:
a. This contract is subject to the Contract Disputes Act of 1978,
Public Law No. 95-563, 92 Stat. 2383 ("the Act"), and TVA's implementing
regulations published at 18 C.F.R. pt. 1308, as they may be amended from time to
time.
b. Any dispute relating to this contract, whether arising before or
after completion of performance, including disputes as to any alleged violation
or breach thereof, which is not settled or disposed of by agreement of the
parties shall be decided by the Disputes Contracting Officer (who shall be
appointed by the TVA Vice President of Fuel Supply and Engineering) on the basis
of the contract file and any other facts which he/she may deem pertinent. Any
claim by Contractor shall be submitted in accordance with the Act and TVA's
implementing regulations. The Disputes Contracting Officer shall reduce his/her
decision to writing and promptly mail or otherwise furnish a copy thereof to
Contractor. Within ninety (90) calendar days from the receipt of such copy,
Contractor may appeal to the TVA Board of Contract Appeals by mailing or
otherwise furnishing the Disputes Contracting Officer a written notice of
appeal. Following the filing of a notice of appeal,
31
the TVA Board of Contract Appeals shall arrange for the decision of the appeal
in accordance with the Act and TVA's implementing regulations. The decision of
the TVA Board of Contract Appeals on any question of law shall not be final or
conclusive, but the decision on any question of fact shall be final and
conclusive, unless determined by a court of competent jurisdiction to have been
fraudulent, or arbitrary, or capricious, or so grossly erroneous as to
necessarily imply bad faith, or not supported by substantial evidence.
c. In lieu of an appeal to the TVA Board of Contract Appeals from
the decision of the Disputes Contracting Officer, Contractor may bring an action
against TVA directly on the claim in a United States District Court with proper
jurisdiction and venue pursuant to 28 U.S.C. Section 1337. Such an action shall
be brought within twelve (12) months from the date of receipt by Contractor of
the Disputes Contracting Officer's decision hereunder.
d. Pending final decision of an appeal, an action, or final
settlement, the decision of the Disputes Contracting Officer shall govern the
respective rights and obligations of the parties as to the matter in dispute
and, if directed to do so in the decision, Contractor shall proceed diligently
with the performance of the contract in accordance with the Disputes Contracting
Officer's decision; provided, that the decision of the Disputes Contracting
Officer shall be final and conclusive and not subject to review by any forum,
tribunal, or Government agency, unless an appeal or action is timely commenced
as authorized herein.
e. Contractor agrees that TVA's termination or suspension of
Contractor's right to make deliveries under the contract, TVA's withholding of
monies due under the contract, or TVA's pursuit of other remedies specifically
provided for herein shall not constitute relief, under TVA's implementing
regulations at 18 C.F.R. part 1308, as to which TVA must initiate the disputes
process prior to or after effecting; provided, however, nothing in this
Subsection e. shall restrict Contractor from pursuing its right to a Contracting
Officer's decision and other relief available pursuant to this Section 18 with
respect to any such termination, suspension, withholding, setoff, or other
remedy exercised by TVA.
32
19. Clean Air Act and Other Environmental Requirements: In the event of
enactment, implementation, amendment, or enforcement of the Clean Air Act, as
amended, or any other applicable federal, state, or local air pollution control
or environmental law, rule, or requirement which causes the continued use of the
coal purchased under this contract to be inconsistent with (i) TVA's air
pollution control strategies, as they may be modified for meeting such air
pollution control or environmental requirements, or (ii) an administrative or
judicial order, TVA may cancel this contract with no further obligation or
liability hereunder or at law by giving Contractor ninety (90) days' advance
notice of such cancellation. In the case of inconsistency with TVA's air
pollution control strategies, the parties will attempt to renegotiate the
contract during such notice period to provide for delivery of coal that will be
of a quality consistent with TVA's new air pollution control strategies. In the
event the parties do not reach agreement on such a renegotiated contract within
the 90-day notice period, the cancellation notice given by TVA shall remain in
effect and the contract shall terminate at the end of such period. In no event
will TVA be obligated to divert deliveries to any alternate coal-fired fossil
plant in TVA's system.
20. Unilateral Termination Right: In addition to any other termination
rights provided in this contract or at law, TVA expressly reserves the right,
upon 60 days' prior written notice to Contractor, to unilaterally terminate this
contract; provided, however, that TVA shall pay to Contractor an amount equal to
ten (10) percent of the Base Price, multiplied by the remaining number of tons
scheduled for delivery from the effective termination date herein through the
earliest applicable date for termination, pursuant to the reopening provisions
under Section 1, Contract Term; provided further, that the remaining number of
tons scheduled for delivery shall be based on the minimum Nominated Quarterly
Quantity in Section 2, Quantity. Said payment by TVA to Contractor shall
constitute Contractor's sole remedy against TVA for any loss, cost, or damage
incurred by Contractor as a result of TVA's termination under this Section. TVA
shall have no further obligation or liability under the contract or at law
except with respect to coal delivered prior to said termination date as
otherwise provided in Section 8, Adjustment for Quality, Section 15, Payment and
Invoices, and Section 16, Weights.
33
21. Contract Components: The attached Section I-III of the Request for
Proposals; Appendices A and B (Coal Producers Statement(s); and Specific
Location Map(s)); Exhibits I; Term Coal Proposal form 9910; General Long-Term
Contract Conditions; Award Letter; Limitation on Use of Outside Influence
(ID-67); Requirement for Certificate of Procurement Integrity (ID-50);
Subcontracting Plan.
IN WITNESS WHEREOF, the parties hereto have caused this agreement to be
executed as of the aforesaid date by their duly authorized representatives.
ATTEST: COSTAIN COAL INC.
/s/ John C. Dolan By: /s/ Eugene Holdaway
- --------------------------- ---------------------------
(Signature)
Title: Senior Vice President
ATTEST: TENNESSEE VALLEY AUTHORITY
/s/ Charles J. Gray By: /s/ R. Stephen Blackburn
- --------------------------- ---------------------------
(OGC) Asst. Secretary (Signature)
Title: Fuel Buyer
34
EXHIBIT I
EXAMPLE CALCULATION OF PRICE ADJUSTMENT
FOR QUALITY VARIATIONS
Assume: Typical Analysis Qtrly. Wtd. Avg. Analysis
Btu/lb (as-received) 13,000 13,100
Ash (as-received) 10.00% 9.00%
Total Moisture 8.00% 8.50%
SO(2) in lbs./mmBtu at 97.5% 2.50 2.60
35
Price equals $20.00
Ash Adjustment Increase/Decrease is $0.15 per percentage point
Moisture Adjustment Increase/Decrease is $0.06 per percentage point
Pounds of SO(2) per mmBtu Adjustment Increase is $0.13 and Adjustment Decrease
is $0.52 for each tenth of a pound.
Btu example for Section 8.b.
Btu Adjustment = (Quarterly Average Value - Typical Analysis) X Price
----------------------------------------------------
Typical Analysis
Btu Adjustment = (13,100 - 13,000) X $20.00
--------------------------
13,000
Btu Adjustment = $0.15 per ton
Ash example for Section 8.c.
Ash Adjustment Increase = (Typical Analysis - Quarterly Average Value)
X Adjustment
Ash Adjustment Increase = (10.00 - 9.00) X $0.15
Ash Adjustment Increase = $0.150 per ton
Moisture example for Section 8.d.
Moisture Adjustment Decrease = (Quarterly Average Value - Typical Analysis)
X Adjustment
Moisture Adjustment Decrease = (8.50 - 8.00) X $0.06
Moisture Adjustment Decrease = $0.030 per ton
Sulfur Dioxide example for Section 8.e. - If SO(2) is greater than Typical
Analysis then $0.52 is used and if SO(2) is less than Typical Analysis then
$0.13 is used.
SO(2) Adjustment Decrease = (((Quarterly Average Value - Typical Analysis)
X 10) X Adjustment
SO(2) Adjustment Decrease = (((2.6 - 2.5) X 10) X $0.52)
SO(2) Adjustment Decrease = $0.520 per ton
36
APPENDIX A
SCHEDULE OF MAINTENANCE/REPAIR OUTAGES
Description of Outage Expected Duration
--------------------- -----------------
1.
2. [INTENTIONALLY OMITTED]
3.
37
APPENDIX B
COAL PRODUCER'S STATEMENT AND SPECIFIC LOCATION MAP
38
TENNESSEE VALLEY AUTHORITY
COAL PRODUCER'S STATEMENT
DATE February 1996
If the coal offered will be produced by more than one producer or mine, or when
the coal reserves are not contiguous, the Producer must complete additional
copies of this form with an attachment estimating the percentage of coal to be
supplied from each source. Extra copies of this form will be provided upon
request. (See the section on required information and the source provisions of
the Base Contract, for term coal, or the section on required information and the
source provisions in form TVA 9910B, Part B, General Conditions For Spot Coal
Purchases, for spot or short-term coal, regarding the information required by
this statement.)
This statement must be completed and signed by the Producer. The signature must
be original and be than of an authorized official, if the Producer is a
corporation, or a partner when the Producer is a partnership, or the named
individual.
Part A
- --------------------------------------------------------------------------------
(1) The undersigned, herein referred to as Producer, is (check and complete the
one which applies):
|X| A corporation organized under the laws of the State of Delaware
or | | A partnership consisting of ________________________________________
(List All Partners' Full Names)
or | | An individual ______________________ of ____________________________
(Name) (City, State, and Zip Code)
trading as Costain Coal Inc.
(Full Company Name)
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
(2) Coal is available for sale from the mine described below and outlined on
the Specific Location Map. This mine is controlled by the Producer:
Mine Name: Baker
MSHA No(s): I5-14492 - ______________
(Sequence No.)
State Mine Permit No(s): 717-5002
Name of permittee if different from Producer. (Explain the relationship of
the parties on a separate sheet.):
______________________________________
______________________________________
Previous mine name and Producer, if any:
______________________________________
Mine Location: Sturgis
(Nearest Town)
Webster KY
(County) (State)
Mine Loading Point: Caseyville Dock
Providence, KY Tipple
(Dock or Tipple Name, City/State)
River name and mile point and/or rail lines serving loading point: MP
871.6 Ohio CSX - WKY District
Acres of property (coal reserves) controlled at this mine (See Item 3
below): 12,000
Proven mineable reserves: 40 (tons)
Seam Name(s) Average Thickness Elevation
------------ ----------------- ---------
WKY #13 85 inches
Type Mine (Check all which apply.):
Surface: | | Area | | Contour | | Auger | | Mtn. Top Removal | | Other
Underground: |X| Slope |X| Shaft | | Drift | | Conventional | | Continuous
|XX| Longwall
Days mine operated last 12 months: 346
Tons produced last 12 months: 4.3 saleable
Average number of production employees at this mine for in the last 12
months: 550
Twelve-month production at normal capacity: 4.8M (tons)
Expected mine life at normal production: 8 (years)
Is mine's full production at normal capacity available for sale? | | Yes
|X| No If no, what percentage? 75 %
Subcontractor(s) | | will | | will not mine any coal described herein.
List on a separate sheet each subcontractor's name, address, type of mine
operation, and the contractual basis for the production of coal.
Producer |X| will | | will not weigh on certified | | track or | | belt scales;
or | | will weight barge coal by displacement.
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
(3) Producer has been in the business of operating coal mines for 17 years |X|
owns the described mining property
or | | leases the described mining property from _________________________
on the basis of (royalty or otherwise) ___________________________________
The rights to the property are recorded in the public records of Webster
County, State of KY
volume Various, page Various.
- --------------------------------------------------------------------------------
TVA 19708 (PPROD 3-91) Page 1 of 2
- --------------------------------------------------------------------------------
(4) Representative analysis of coal available for sale to TVA from this mine:
(The analysis shown in the term, spot, or short-term coal offer shall be
used for evaluation and shall become the Guaranteed Analysis in the event
a contract is awarded.) Baker
Ash Softening temperature
Total Moisture 8 % (H - W on a reducing basis) 2465 'F
Ash (dry basis) 12 % Ash Fluid Temperature
Sulfur (as received) 2.1 % (on a reducing basis) 2550 'F
Btu/lb. (as received) 12,200 Volatile Matter (dry basis) 36 %
Lbs - of SO(2) per million Btu 3.1-3.6 Grindability (Hardgrove index) 55
| | Raw | | Washed |XX| Both Chlorine (dry basis) 0.29 %
Size: 2 " X 0 "
- --------------------------------------------------------------------------------
Part B (Part B is to be completed ONLY if the offer is submitted by an agent on
behalf of a coal Producer.)
- --------------------------------------------------------------------------------
Producer has designated Costain Coal Inc. as its |XX| authorized or | |
exclusive
sales agent to offer the described coal to TVA until revoked in writing.
The Producer also designates said agent as its attorney-in-fact for the
purpose of handling (check one) |XX| in Producer's name or | | in said
agent's name all transactions and relationships with TVA affecting the
Producer that are related to offering the described coal, including
specifically, but without limitations to, (1) entering into, amending, or
terminating a coal supply contract; (2) complying with contract's
reclamation and conservation requirements, including submitting,
modifying, and interpreting any required maps or plans; (3) settling any
claim or dispute and executing any release; (4) giving and receiving
notices; (5) billing for coal furnished; (6) receiving payment for coal
furnished; and (7) assigning money due or to become due.
- --------------------------------------------------------------------------------
Part C
- --------------------------------------------------------------------------------
The Producer has read and understands the provisions of the coal
solicitation which will become part of any contract awarded and is
prepared to produce and deliver in accordance with and subject to such
contract up to quoted tons of coal a week.
The Producer hereby certifies that the foregoing statements are true and
correct. If requested by TVA, the Producer will furnish additional
information bearing on its ability to produce the coal offered.
- --------------------------------------------------------------------------------
Producer (Full Company Name): Signature (must be original -
Please Print/Type and Sign):
Costain Coal Inc. /s/ Daniel L. Vaughn
- --------------------------------------------------------------------------------
Street or Box Number:
249 E. Main Street Director, Business Development
- --------------------------------------------------------------------------------
City, State, and Zip Code:
Lexington, KY 40507 (606) 255-4006
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
THE FOLLOWING NOTARIZATION IS NOT REQUIRED IF THE PRODUCER IS OFFERING THE
COAL IN ITS OWN NAME WITHOUT THE SERVICES OF AN AGENT.
STATE OF__________________, COUNTY OF________________, on
the_______________ day of________________, 19___.
_________________________________________________, to me personally known
(Name of Person Signing this Producer's Statement)
appeared before me and being by me duly sworn did say he/she
is_________(owner/partner*) of the firm described in the foregoing
instrument, and that he/she is executing the same with full authority so
to do and as the free act and deed of such Producer.
Witness my hand and seal this__________________________day of
___________________, 19_______.
My Commission Expires: __________________NOTARY PUBLIC___________________
- --------------------------------------------------------------------------------
*Designate which is applicable; if the Producer is a corporation, the person
signing the instrument should insert his/her official title.
TVA 19708 (P PROD 3-91) Page 2 of 2
TENNESSEE VALLEY AUTHORITY
COAL PRODUCER'S STATEMENT
DATE February 1996
If the coal offered will be produced by more than one producer or mine, or when
the coal reserves are not contiguous, the Producer must complete additional
copies of this form with an attachment estimating the percentage of coal to be
supplied from each source. Extra copies of this form will be provided upon
request. (See the section on required information and the source provisions of
the Base Contract, for term coal, or the section on required information and the
source provisions in form TVA 9910B, Part B, General Conditions For Spot Coal
Purchases, for spot or short-term coal, regarding the information required by
this statement.)
This statement must be completed and signed by the Producer. The signature must
be original and be than of an authorized official, if the Producer is a
corporation, or a partner when the Producer is a partnership, or the named
individual.
Part A
- --------------------------------------------------------------------------------
(1) The undersigned, herein referred to as Producer, is (check and complete the
one which applies):
|X| A corporation organized under the laws of the State of Delaware
or | | A partnership consisting of ________________________________________
(List All Partners' Full Names)
or | | An individual ______________________ of ____________________________
(Name) (City, State, and Zip Code)
trading as Costain Coal Inc.
(Full Company Name)
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
(2) Coal is available for sale from the mine described below and outlined on
the Specific Location Map. This mine is controlled by the Producer:
Mine Name: Smith UG #1
MSHA No(s): 15-16020 - ______________
(Sequence No.)
State Mine Permit No(s): 917-5012
Name of permittee if different from Producer. (Explain the relationship of
the parties on a separate sheet.):
______________________________________
______________________________________
Previous mine name and Producer, if any:
______________________________________
Mine Location: Providence
(Nearest Town)
Webster KY
(County) (State)
Mine Loading Point: Caseyville Dock
Providence, KY Tipple
(Dock or Tipple Name, City/State)
River name and mile point and/or rail lines serving loading point: MP
871.6 Ohio CSX - WKY District
Acres of property (coal reserves) controlled at this mine (See Item 3
below): 2200
Proven mineable reserves: 17 million (tons)
recoverable
Seam Name(s) Average Thickness Elevation
------------ ----------------- ---------
WKY #14 85 inches
Type Mine (Check all which apply.):
Surface: | | Area | | Contour | | Auger | | Mtn. Top Removal | | Other
Underground: | | Slope | | Shaft | | Drift | | Conventional | | Continuous
| | Longwall
Days mine operated last 12 months: 340
Tons produced last 12 months: 1.1 million saleable
Average number of production employees at this mine for in the last 12
months: 110
Twelve-month production at normal capacity: 1.2M (tons)
Expected mine life at normal production: 15 (years)
Is mine's full production at normal capacity available for sale? | | Yes
|X| No If no, what percentage? 50 %
Subcontractor(s) | | will | | will not mine any coal described herein.
List on a separate sheet each subcontractor's name, address, type of mine
operation, and the contractual basis for the production of coal.
Producer |X| will | | will not weigh on certified |XX| track or |XX| belt
scales; or | | will weight barge coal by displacement.
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
(3) Producer has been in the business of operating coal mines for 17 years and
|XX| owns the described mining property
or | | leases the described mining property from _________________________
on the basis of (royalty or otherwise) ___________________________________
The rights to the property are recorded in the public records of Webster
County, State of KY
volume Various, page Various.
- --------------------------------------------------------------------------------
TVA 19708 (PPROD 3-91) Page 1 of 2
- --------------------------------------------------------------------------------
(4) Representative analysis of coal available for sale to TVA from this mine:
(The analysis shown in the term, spot, or short-term coal offer shall be
used for evaluation and shall become the Guaranteed Analysis in the event
a contract is awarded.) Smith UG #1
Ash Softening temperature
Total Moisture 8.5 % (H = W on a reducing basis) 2020 'F
Ash (dry basis) 11 % Ash Fluid Temperature
Sulfur (as received) 3.0 % (on a reducing basis) 2370 'F
Btu/lb. (as received) 12,000 Volatile Matter (dry basis) 40 %
Lbs - of SO(2) per million Btu 4.8-5.8 Grindability (Hardgrove index) 55
| | Raw | | Washed |XX| Both 6 Chlorine (dry basis) 0.1 %
Size: 2 " X 0 "
- --------------------------------------------------------------------------------
Part B (Part B is to be completed ONLY if the offer is submitted by an agent on
behalf of a coal Producer.)
- --------------------------------------------------------------------------------
Producer has designated Costain Coal Inc. as its |XX| authorized or | |
exclusive
sales agent to offer the described coal to TVA until revoked in writing.
The Producer also designates said agent as its attorney-in-fact for the
purpose of handling (check one) | | in Producer's name or | | in said
agent's name all transactions and relationships with TVA affecting the
Producer that are related to offering the described coal, including
specifically, but without limitations to, (1) entering into, amending, or
terminating a coal supply contract; (2) complying with contract's
reclamation and conservation requirements, including submitting,
modifying, and interpreting any required maps or plans; (3) settling any
claim or dispute and executing any release; (4) giving and receiving
notices; (5) billing for coal furnished; (6) receiving payment for coal
furnished; and (7) assigning money due or to become due.
- --------------------------------------------------------------------------------
Part C
- --------------------------------------------------------------------------------
The Producer has read and understands the provisions of the coal
solicitation which will become part of any contract awarded and is
prepared to produce and deliver in accordance with and subject to such
contract up to quoted tons of coal a week.
The Producer hereby certifies that the foregoing statements are true and
correct. If requested by TVA, the Producer will furnish additional
information bearing on its ability to produce the coal offered.
- --------------------------------------------------------------------------------
Producer (Full Company Name): Signature (must be original -
Please Print/Type and Sign):
Costain Coal Inc. /s/ Daniel L. Vaughn
- --------------------------------------------------------------------------------
Street or Box Number:
249 E. Main Street Director, Business Development
- --------------------------------------------------------------------------------
City, State, and Zip Code:
Lexington, KY 40507 (606) 255-4006
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
THE FOLLOWING NOTARIZATION IS NOT REQUIRED IF THE PRODUCER IS OFFERING THE
COAL IN ITS OWN NAME WITHOUT THE SERVICES OF AN AGENT.
STATE OF__________________, COUNTY OF________________, on
the_______________ day of________________, 19___.
_________________________________________________, to me personally known
(Name of Person Signing this Producer's Statement)
appeared before me and being by me duly sworn did say he/she
is_________(owner/partner*) of the firm described in the foregoing
instrument, and that he/she is executing the same with full authority so
to do and as the free act and deed of such Producer.
Witness my hand and seal this__________________________day of
___________________, 19_______.
My Commission Expires: __________________NOTARY PUBLIC___________________
- --------------------------------------------------------------------------------
*Designate which is applicable; if the Producer is a corporation, the person
signing the instrument should insert his/her official title.
TVA 19708 (P PROD 3-91) Page 2 of 2
TENNESSEE VALLEY AUTHORITY
COAL PRODUCER'S STATEMENT
DATE 8/29/96
If the coal offered will be produced by more than one producer or mine, or when
the coal reserves are not contiguous, the Producer must complete additional
copies of this form with an attachment estimating the percentage of coal to be
supplied from each source. Extra copies of this form will be provided upon
request. (See the section on required information and the source provisions of
the Base Contract, for term coal, or the section on required information and the
source provisions in form TVA 9910B, Part B, General Conditions For Spot Coal
Purchases, for spot or short-term coal, regarding the information required by
this statement.)
This statement must be completed and signed by the Producer. The signature must
be original and be that of an authorized official, if the Producer is a
corporation, or a partner when the Producer is a partnership, or the named
individual.
Part A
- --------------------------------------------------------------------------------
(1) The undersigned, herein referred to as Producer, is (check and complete the
one which applies):
|X| A corporation organized under the laws of the State of Indiana "C"
or | | A partnership consisting of ________________________________________
(List All Partners' Full Names)
or | | An individual ______________________ of ____________________________
(Name) (City, State, and Zip Code)
trading as _______________________________________________________________
(Full Company Name)
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
(2) Coal is available for sale from the mine described below and, outlined on
the Specific Location Map. This mine is controlled by the Producer:
Mine Name: Jetson -Bull CRK
MSHA No(s): 15-17819 - ______________
(Sequence No.)
State Mine Permit No(s): 816-0091
Name of permittee if different from Producer. (Explain the relationship of
the parties on a separate sheet.):
______________________________________
______________________________________
Previous mine name and Producer, if any:
______________________________________
Mine Location: Morgantown
(Nearest Town)
Butler Kentucky
(County) (State)
Mine Loading Point: __________________
______________________________________
(Dock or Tipple Name, City/State)
River name and mile point and/or rail lines serving loading point:
______________________________________
Acres of property (coal reserves) controlled at this mine (See Item 3
below): ______________________________
Proven mineable reserves: ___________(tons)
Seam Name(s) Average Thickness Elevation
------------ ----------------- ---------
Foster 12"
Amos 15"
Type Mine (Check all which apply.):
Surface: |X| Area | | Contour | | Auger | | Mtn. Top Removal | | Other
Underground: | | Slope | | Shaft | | Drift | | Conventional | | Continuous
| | Longwall
Days mine operated last 12 months: New
Tons produced last 12 months: New
Average number of production employees at this mine for in the last 12
months: New
Twelve-month production at normal capacity: 250,000 (tons)
Expected mine life at normal production: 5 (years)
Is mine's full production at normal capacity available for sale? |X| Yes
| | No If no, what percentage? _____%
Subcontractor(s) | | will |X| will not mine any coal described herein.
List on a separate sheet each subcontractor's name, address, type of mine
operation, and the contractual basis for the production of coal.
Producer | | will | | will not weigh on certified | | track or | | belt scales;
or | | will weight barge coal by displacement.
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
(3) Producer has been in the business of operating coal mines for 1 years | |
owns the described mining property
or |X| leases the described mining property from Osco Bratcher/Dhura Rosg
on the basis of (royalty or otherwise) Royalty
The rights to the property are recorded in the public records of Butler
County, State of ____
volume ___________, page __________.
- --------------------------------------------------------------------------------
TVA 19708 (PPROD 3-91) Page 1 of 2
- --------------------------------------------------------------------------------
(4) Representative analysis of coal available for sale to TVA from this mine:
(The analysis shown in the term, spot, or short-term coal offer shall be
used for evaluation and shall become the Guaranteed Analysis in the event
a contract is awarded.)
Ash Softening temperature
Total Moisture 10.0 % (H = W on a reducing basis) 2200 'F
Ash (dry basis) 9.4 % Ash Fluid Temperature
Sulfur (as received) ____ % (on a reducing basis) 2400 'F
Btu/lb. (as received) 12,000 Volatile Matter (dry basis) 33 %
Lbs - of SO(2) per million Btu 1.50 Grindability (Hardgrove index) 47
|X| Raw | | Washed | | Both Chlorine (dry basis) .03 %
Size: 2 " X 0 "
- --------------------------------------------------------------------------------
Part B (Part B is to be completed ONLY if the offer is submitted by an agent on
behalf of a coal Producer.)
- --------------------------------------------------------------------------------
Producer has designated Costain Coal Inc. as its |X| authorized or | |
exclusive
sales agent to offer the described coal to TVA until revoked in writing.
The Producer also designates said agent as its attorney-in-fact for the
purpose of handling (check one) |X| in Producer's name or | | in said
agent's name all transactions and relationships with TVA affecting the
Producer that are related to offering the described coal, including
specifically, but without limitations to, (1) entering into, amending, or
terminating a coal supply contract; (2) complying with contract's
reclamation and conservation requirements, including submitting,
modifying, and interpreting any required maps or plans; (3) settling any
claim or dispute and executing any release; (4) giving and receiving
notices; (5) billing for coal furnished; (6) receiving payment for coal
furnished; and (7) assigning money due or to become due.
- --------------------------------------------------------------------------------
Part C
- --------------------------------------------------------------------------------
The Producer has read and understands the provisions of the coal
solicitation which will become part of any contract awarded and is
prepared to produce and deliver in accordance with and subject to such
contract up to ______ tons of coal a week.
The Producer hereby certifies that the foregoing statements are true and
correct. If requested by TVA, the Producer will furnish additional
information bearing on its ability to produce the coal offered.
- --------------------------------------------------------------------------------
Producer (Full Company Name): Signature (must be original -
Please Print/Type and Sign):
EEL River Resources, Inc. Douglas J. McDonald
/s/ Douglas J. McDonald Sec/Treas
- --------------------------------------------------------------------------------
Street or Box Number:
P.O. Box 520 Douglas J. McDonald Sec/Treas
- --------------------------------------------------------------------------------
City, State, and Zip Code:
Washington, IN 47501
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
THE FOLLOWING NOTARIZATION IS NOT REQUIRED IF THE PRODUCER IS OFFERING THE
COAL IN ITS OWN NAME WITHOUT THE SERVICES OF AN AGENT.
STATE OF KENTUCKY, COUNTY OF HOPKINS, on the 28th of August, 1996,
Douglas J. McDonald, to me personally known
(Name of Person Signing this Producer's Statement)
appeared before me and being by me duly sworn did say he/she is SEC/TREAS.
(owner/partner*) of the firm described in the foregoing instrument, and
that he/she is executing the same with full authority so to do and as the
free act and deed of such Producer.
Witness my hand and seal this 28th day of August, 1996.
My Commission Expires: 7/1/97 NOTARY PUBLIC Linda Masin
- --------------------------------------------------------------------------------
*Designate which is applicable; if the Producer is a corporation, the person
signing the instrument should insert his/her official title.
TVA 19708 (P PROD 3-91) Page 2 of 2
TENNESSEE VALLEY AUTHORITY
COAL PRODUCER'S STATEMENT
DATE October 8, 1996
If the coal offered will be produced by more than one producer or mine, or when
the coal reserves are not contiguous, the Producer must complete additional
copies of this form with an attachment estimating the percentage of coal to be
supplied from each source. Extra copies of this form will be provided upon
request. (See the section on required information and the source provisions of
the Base Contract, for term coal, or the section on required information and the
source provisions in form TVA 9900, General Conditions For Spot Coal Purchases,
for spot or short-term coal, regarding the information required by this
statement.)
This statement must be completed and signed by the Producer. The signature must
be original and be that of an authorized official, if the Producer is a
corporation, or a partner when the Producer is a partnership, or the named
individual.
Part A
- --------------------------------------------------------------------------------
(1) The undersigned, herein referred to as Producer, is (check and complete the
one which applies):
|X| A corporation organized under the laws of the State of Delaware
or | | A partnership consisting of ________________________________________
(List All Partners' Full Names)
or | | An individual ______________________ of ____________________________
(Name) (City, State, and Zip Code)
trading as Costain Coal Inc.
(Full Company Name)
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
(2) Coal is available for sale from the mine described below and outlined on
the Specific Location Map. This mine is controlled by the Producer:
Mine Name: Miller Creek
MSHA No(s): 15-16855 - ______________
(Sequence No.)
State Mine Permit No(s): 898-5535
Name of permittee if different from Producer. (Explain the relationship of
the parties on a separate sheet.):
______________________________________
______________________________________
Previous mine name and Producer, if any:
______________________________________
Mine Location: Pikeville
(Nearest Town)
Pike KY
(County) (State)
Mine Loading Point: Patton, KY (Chapperal)
CSX #84118
(Dock or Tipple Name, City/State)
River name and mile point and/or rail lines serving loading point:
MP 8.5 Big Sandy
Kentucky Coal Terminal
Acres of property (coal reserves) controlled at this mine (See Item 3
below): ______________________________
Proven mineable reserves: 21.6 (tons)
Seam Name(s) Average Thickness Elevation
------------ ----------------- ---------
Fireclay
Elkhorn 2,3
Type Mine (Check all which apply.):
Surface: | | Area | | Contour | | Auger | | Mtn. Top Removal | | Other
Underground: | | Slope | | Shaft | | Drift | | Conventional |X| Continuous
| | Longwall
Days mine operated last 12 months: 250
Tons produced last 12 months: 720,000
Average number of production employees at this mine for in the last 12
months: _______________________________
Twelve-month production at normal capacity: 750,000 (tons)
Expected mine life at normal production: 20 (years)
Is mine's full production at normal capacity available for sale? | | Yes
|X| No If no, what percentage? 20 %
Subcontractor(s) | | will |X| will not mine any coal described herein.
List on a separate sheet each subcontractor's name, address, type of mine
operation, and the contractual basis for the production of coal.
Producer |X| will | | will not weigh on certified |X| track or | | belt scales;
or |X| will weigh barge coal by displacement.
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
(3) Producer has been in the business of operating coal mines for 17 years and
|X| owns the described mining property
or |X| leases the described mining property from various
(Name and Address)
on the basis of (royalty or otherwise) royalty
The rights to the property are recorded in the public records of Pike
County, State of Kentucky
volume various, page various.
- --------------------------------------------------------------------------------
TVA 19708 (P.PROD. 3-91) Page 1 of 2
- --------------------------------------------------------------------------------
(4) Representative analysis of coal available for sale to TVA from this mine:
(The analysis shown in the term, spot, or short-term coal offer shall be
used for evaluation and shall become the Guaranteed Analysis in the event
a contract is awarded.)
Ash Softening temperature
Total Moisture 8.0 % (H - W on a reducing basis) 2600 'F
Ash (dry basis) 13.0 % Ash Fluid Temperature
Sulfur (as received) 0.7-1.0% (on a reducing basis) 2700 'F
Btu/lb. (as received) 12,500 Volatile Matter (dry basis) 38 %
Lbs - of SO(2) per million Btu 1.2-1.7 Grindability (Hardgrove index) 43
| | Raw |X| Washed | | Both Chlorine (dry basis) 0.1 %
Size: 2 " X 0 "
- --------------------------------------------------------------------------------
Part B (Part B is to be completed ONLY if the offer is submitted by an agent on
behalf of a coal Producer.)
- --------------------------------------------------------------------------------
Producer has designated _______________________________ as its
(Full Company Name of Agent)
| | authorized or | | exclusive
sales agent to offer the described coal to TVA until revoked in writing.
The Producer also designates said agent as its attorney-in-fact for the
purpose of handling (check one) | | in Producer's name or | | in said
agent's name all transactions and relationships with TVA affecting the
Producer that are related to offering the described coal, including
specifically, but without limitations to, (1) entering into, amending, or
terminating a coal supply contract; (2) complying with contract's
reclamation and conservation requirements, including submitting,
modifying, and interpreting any required maps or plans; (3) settling any
claim or dispute and executing any release; (4) giving and receiving
notices; (5) billing for coal furnished; (6) receiving payment for coal
furnished; and (7) assigning money due or to become due.
- --------------------------------------------------------------------------------
Part C
- --------------------------------------------------------------------------------
The Producer has read and understands the provisions of the coal
solicitation which will become part of any contract awarded and is
prepared to produce and deliver in accordance with and subject to such
contract up to quoted tons of coal a week.
The Producer hereby certifies that the foregoing statements are true and
correct. If requested by TVA, the Producer will furnish additional
information bearing on its ability to produce the coal offered.
- --------------------------------------------------------------------------------
Producer (Full Company Name): Signature (must be original -
Please Print/Type and Sign):
Costain Coal Inc. /s/ Daniel L. Vaughn
- --------------------------------------------------------------------------------
Street or Box Number: Title of Person Authorized to Sign
249 E. Main Street Director, Business Development
- --------------------------------------------------------------------------------
City, State, and Zip Code: Producer's Telephone:
Lexington, KY 40507 (606) 255-4006
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
THE FOLLOWING NOTARIZATION IS NOT REQUIRED IF THE PRODUCER IS OFFERING THE
COAL IN ITS OWN NAME WITHOUT THE SERVICES OF AN AGENT.
STATE OF__________________, COUNTY OF________________, on
the_______________ day of________________, 19___,
_________________________________________________, to me personally known,
(Name of Person Signing this Producer's Statement)
appeared before me and being by me duly sworn did say he/she
is_________(owner/partner*) of the firm described in the foregoing
instrument, and that he/she is executing the same with full authority so
to do and as the free act and deed of such Producer.
Witness my hand and seal this__________________________day of
___________________, 19_______.
My Commission Expires: __________________NOTARY PUBLIC___________________
- --------------------------------------------------------------------------------
*Designate which is applicable; if the Producer is a corporation, the person
signing the instrument should insert his/her official title.
TVA 19708 (P.PROD. 3-91) Page 2 of 2
TENNESSEE VALLEY AUTHORITY
COAL PRODUCER'S STATEMENT
DATE October 8, 1996
If the coal offered will be produced by more than one producer or mine, or when
the coal reserves are not contiguous, the Producer must complete additional
copies of this form with an attachment estimating the percentage of coal to be
supplied from each source. Extra copies of this form will be provided upon
request. (See the section on required information and the source provisions of
the Base Contract, for term coal, or the section on required information and the
source provisions in form TVA 9900, General Conditions For Spot Coal Purchases,
for spot or short-term coal, regarding the information required by this
statement.)
This statement must be completed and signed by the Producer. The signature must
be original and be that of an authorized official, if the Producer is a
corporation, or a partner when the Producer is a partnership, or the named
individual.
Part A
- --------------------------------------------------------------------------------
(1) The undersigned, herein referred to as Producer, is (check and complete the
one which applies):
|X| A corporation organized under the laws of the State of Delaware
or | | A partnership consisting of ________________________________________
(List All Partners' Full Name)
or | | An individual ______________________ of ____________________________
(Name) (City, State, and Zip Code)
trading as Costain Coal Inc.
(Full Company Name)
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
(2) Coal is available for sale from the mine described below and outlined on
the Specific Location Map. This mine is controlled by the Producer:
Mine Name: Ivy Creek
MSHA No(s): 15-17661 - ______________
(Sequence No.)
State Mine Permit No(s): 836-0216
Name of permittee if different from Producer. (Explain the relationship of
the parties on a separate sheet.):
______________________________________
______________________________________
Previous mine name and Producer, if any:
______________________________________
Mine Location: Prestonburg
(Nearest Town)
Floyd Kentucky
(County) (State)
Mine Loading Point: Ivel, KY (Transcontinental)
CSX #84091
(Dock or Tipple Name, City/State)
River name and mile point and/or rail lines serving loading point:
MP 8.5 Big Sandy
Kentucky Coal Terminal
Acres of property (coal reserves) controlled at this mine (See Item 3
below): ______________________________
Proven mineable reserves: 8.9 million (tons)
Seam Name(s) Average Thickness Elevation
------------ ----------------- ---------
Broas
Haddix
Peach Orchard
Type Mine (Check all which apply.):
Surface: | | Area | | Contour | | Auger |X| Mtn. Top Removal | | Other
Underground: | | Slope | | Shaft | | Drift | | Conventional | | Continuous
| | Longwall
Days mine operated last 12 months: 250
Tons produced last 12 months: 720,000
Average number of production employees at this mine for in the last 12
months: _______________________________
Twelve-month production at normal capacity: 750,000 (tons)
Expected mine life at normal production: 11 (years)
Is mine's full production at normal capacity available for sale? | | Yes
|X| No If no, what percentage? 20 %
Subcontractor(s) | | will |X| will not mine any coal described herein.
List on a separate sheet each subcontractor's name, address, type of mine
operation, and the contractual basis for the production of coal.
Producer |X| will | | will not weigh on certified |X| track or | | belt scales;
or |X| will weigh barge coal by displacement.
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
(3) Producer has been in the business of operating coal mines for 17 years and
|X| owns the described mining property
or |X| leases the described mining property from various
(Name and Address)
on the basis of (royalty or otherwise) royalty
The rights to the property are recorded in the public records of Floyd
County, State of KY
volume various, page various.
- --------------------------------------------------------------------------------
TVA 19708 (P.PROD. 3-91) Page 1 of 2
- --------------------------------------------------------------------------------
(4) Representative analysis of coal available for sale to TVA from this mine:
(The analysis shown in the term, spot, or short-term coal offer shall be
used for evaluation and shall become the Guaranteed Analysis in the event
a contract is awarded.)
Ash Softening temperature
Total Moisture 8.0 % (H = W on a reducing basis) 2600 'F
Ash (dry basis) 13.5 % Ash Fluid Temperature
Sulfur (as received) 0.7-1.0% (on a reducing basis) 2700 'F
Btu/lb. (as received) 12,200 Volatile Matter (dry basis) 38 %
Lbs - of SO(2) per million Btu 1.3-2.0 Grindability (Hardgrove index) 44
|X| Raw | | Washed | | Both Chlorine (dry basis) 0.1 %
Size: 2 " X 0 "
- --------------------------------------------------------------------------------
Part B (Part B is to be completed ONLY if the offer is submitted by an agent on
behalf of a coal Producer.)
- --------------------------------------------------------------------------------
Producer has designated _______________________________ as its
(Full Company Name of Agent)
| | authorized or | | exclusive
sales agent to offer the described coal to TVA until revoked in writing.
The Producer also designates said agent as its attorney-in-fact for the
purpose of handling (check one) | | in Producer's name or | | in said
agent's name all transactions and relationships with TVA affecting the
Producer that are related to offering the described coal, including
specifically, but without limitation to, (1) entering into, amending, or
terminating a coal supply contract; (2) complying with contract's
reclamation and conservation requirements, including submitting,
modifying, and interpreting any required maps or plans; (3) settling any
claim or dispute and executing any release; (4) giving and receiving
notices; (5) billing for coal furnished; (6) receiving payment for coal
furnished; and (7) assigning money due or to become due.
- --------------------------------------------------------------------------------
Part C
- --------------------------------------------------------------------------------
The Producer has read and understands the provisions of the coal
solicitation which will become part of any contract awarded and is
prepared to produce and deliver in accordance with and subject to such
contract up to quoted tons of coal a week.
The Producer hereby certifies that the foregoing statements are true and
correct. If requested by TVA, the Producer will furnish additional
information bearing on its ability to produce the coal offered.
- --------------------------------------------------------------------------------
Producer (Full Company Name): Signature (must be original -
Please Print/Type and Sign):
Costain Coal Inc. /s/ Daniel L. Vaughn
- --------------------------------------------------------------------------------
Street or Box Number: Title of Person Authorized to Sign:
249 E. Main Street Director, Business Development
- --------------------------------------------------------------------------------
City, State, and Zip Code: Producer's Telephone:
Lexington, KY 40507 (606) 255-4006
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
THE FOLLOWING NOTARIZATION IS NOT REQUIRED IF THE PRODUCER IS OFFERING THE
COAL IN ITS OWN NAME WITHOUT THE SERVICES OF AN AGENT.
STATE OF__________________, COUNTY OF________________, on
the_______________ day of________________, 19___.
________________________________________________, to me personally known,
(Name of Person Signing this Producer's Statement)
appeared before me and being by me duly sworn did say he/she
is_________(owner/partner*) of the firm described in the foregoing
instrument, and that he/she is executing the same with full authority so
to do and as the free act and deed of such Producer.
Witness my hand and seal this__________________________day of
___________________, 19_______.
My Commission Expires: __________________NOTARY PUBLIC___________________
- --------------------------------------------------------------------------------
*Designate which is applicable; if the Producer is a corporation, the person
signing the instrument should insert his/her official title.
TVA 19708 (P.PROD. 3-91) Page 2 of 2
TENNESSEE VALLEY AUTHORITY
COAL PRODUCER'S STATEMENT
DATE October 8, 1996
If the coal offered will be produced by more than one producer or mine, or when
the coal reserves are not contiguous, the Producer must complete additional
copies of this form with an attachment estimating the percentage of coal to be
supplied from each source. Extra copies of this form will be provided upon
request. (See the section on required information and the source provisions of
the Base Contract, for term coal, or the section on required information and the
source provisions in form TVA 9900, General Conditions For Spot Coal Purchases,
for spot or short-term coal, regarding the information required by this
statement.)
This statement must be completed and signed by the Producer. The signature must
be original and be than of an authorized official, if the Producer is a
corporation, or a partner when the Producer is a partnership, or the named
individual.
Part A
- --------------------------------------------------------------------------------
(1) The undersigned, herein referred to as Producer, is (check and complete the
one which applies):
|X| A corporation organized under the laws of the State of Delaware
or | | A partnership consisting of ________________________________________
(List All Partners' Full Names)
or | | An individual ______________________ of ____________________________
(Name) (City, State, and Zip Code)
trading as Costain Coal Inc.
(Full Company Name)
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
(2) Coal is available for sale from the mine described below and, outlined on
the Specific Location Map. This mine is controlled by the Producer:
Mine Name: Smith Providence Mine
15-17794
MSHA No(s): 15-11935 - ______________
(Sequence No.)
State Mine Permit No(s): 917-0022
Name of permittee if different from Producer. (Explain the relationship of
the parties on a separate sheet.):
______________________________________
______________________________________
Previous mine name and Producer, if any:
______________________________________
Mine Location: Providence
(Nearest Town)
Webster Kentucky
(County) (State)
Mine Loading Point: Caseyville Dock and Providence, KY Tipple
(Dock or Tipple Name, City/State)
River name and mile point and/or rail lines serving loading point:
Ohio River MP 871.6
CSX - WKY district
Acres of property (coal reserves) controlled at this mine (See Item 3
below): 230
Proven mineable reserves: 3.2 million (tons)
Seam Name(s) Average Thickness Elevation
------------ ----------------- ---------
WKY # 14 96 inches
Type Mine (Check all which apply.):
Surface: | | Area | | Contour | | Auger | | Mtn. Top Removal | | Other
Underground: | | Slope | | Shaft | | Drift | | Conventional | | Continuous
| | Longwall
Days mine operated last 12 months: Since May 1996
Tons produced last 12 months: 200,000 thru Sept. 1996
Average number of production employees at this mine for the last 12
months: _______________________________
Twelve-month production at normal capacity: 600,000 (tons)
Expected mine life at normal production: 5 (years)
Is mine's full production at normal capacity available for sale? | | Yes
|X| No If no, what percentage? 50 %
Subcontractor(s) |X| will | | will not mine any coal described herein.
List on a separate sheet each subcontractor's name, address, type of mine
operation, and the contractual basis for the production of coal.
Producer |X| will | | will not weigh on certified |X| track or |X| belt scales;
or | | will weigh barge coal by displacement.
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
(3) Producer has been in the business of operating coal mines for 17 years and
|X| owns the described mining property
or |X| leases the described mining property from Various
(Name and Address)
on the basis of (royalty or otherwise) Royalty
The rights to the property are recorded in the public records of Webster
County, State of Kentucky
volume Various, page Various.
- --------------------------------------------------------------------------------
TVA 19708 (P.PROD. 3-91) Page 1 of 2
- --------------------------------------------------------------------------------
(4) Representative analysis of coal available for sale to TVA from this mine:
(The analysis shown in the term, spot, or short-term coal offer shall be
used for evaluation and shall become the Guaranteed Analysis in the event
a contract is awarded.)
Ash Softening temperature
Total Moisture 8.0 % (H = W on a reducing basis) 2000 'F
Ash (dry basis) 11.0 % Ash Fluid Temperature
Sulfur (as received) 3.2-4.0% (on a reducing basis) 2360 'F
Btu/lb. (as received) 12,000 Volatile Matter (dry basis) 40 %
Lbs - of SO(2) per million Btu 4.8-6.5 Grindability (Hardgrove index) 55
| | Raw | | Washed |X| Both Chlorine (dry basis) 0.1 %
Size: 2 " X 0 "
- --------------------------------------------------------------------------------
Part B (Part B is to be completed ONLY if the offer is submitted by an agent on
behalf of a coal Producer.)
- --------------------------------------------------------------------------------
Producer has designated Costain Coal Inc, as its
(Full Company Name of Agent)
|X| authorized or | | exclusive
sales agent to offer the described coal to TVA until revoked in writing.
The Producer also designates said agent as its attorney-in-fact for the
purpose of handling (check one) | | in Producer's name or | | in said
agent's name all transactions and relationships with TVA affecting the
Producer that are related to offering the described coal, including
specifically, but without limitations to, (1) entering into, amending, or
terminating a coal supply contract; (2) complying with contract's
reclamation and conservation requirements, including submitting,
modifying, and interpreting any required maps or plans; (3) settling any
claim or dispute and executing any release; (4) giving and receiving
notices; (5) billing for coal furnished; (6) receiving payment for coal
furnished; and (7) assigning money due or to become due.
- --------------------------------------------------------------------------------
Part C
- --------------------------------------------------------------------------------
The Producer has read and understands the provisions of the coal
solicitation which will become part of any contract awarded and is
prepared to produce and deliver in accordance with and subject to such
contract up to quoted tons of coal a week.
The Producer hereby certifies that the foregoing statements are true and
correct. If requested by TVA, the Producer will furnish additional
information bearing on its ability to produce the coal offered.
- --------------------------------------------------------------------------------
Producer (Full Company Name): Signature (must be original -
Please Print/Type and Sign):
Costain Coal Inc. /s/ Daniel L. Vaughn
- --------------------------------------------------------------------------------
Street or Box Number: Title of Person Authorized to Sign:
249 E. Main Street Director, Business Development
- --------------------------------------------------------------------------------
City, State, and Zip Code: Producer's Telephone:
Lexington, KY 40507 (606) 255-4006
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
THE FOLLOWING NOTARIZATION IS NOT REQUIRED IF THE PRODUCER IS OFFERING THE
COAL IN ITS OWN NAME WITHOUT THE SERVICES OF AN AGENT.
STATE OF__________________, COUNTY OF________________, on
the_______________ day of________________, 19___,
_________________________________________________, to me personally known,
(Name of Person Signing this Producer's Statement)
appeared before me and being by me duly sworn did say he/she
is_________(owner/partner*) of the firm described in the foregoing
instrument, and that he/she is executing the same with full authority so
to do and as the free act and deed of such Producer.
Witness my hand and seal this__________________________day of
___________________, 19_______.
My Commission Expires: __________________NOTARY PUBLIC___________________
- --------------------------------------------------------------------------------
*Designate which is applicable; if the Producer is a corporation, the person
signing the instrument should insert his/her official title.
TVA 19708 (P.PROD. 3-91) Page 2 of 2
TENNESSEE VALLEY AUTHORITY
COAL PRODUCER'S STATEMENT
DATE October 9, 1996
If the coal offered will be produced by more than one producer or mine, or when
the coal reserves are not contiguous, the Producer must complete additional
copies of this form with an attachment estimating the percentage of coal to be
supplied from each source. Extra copies of this form will be provided upon
request. (See the section on required information and the source provisions of
the Base Contract, for term coal, or the section on required information and the
source provisions in form TVA 9900, General Conditions For Spot Coal Purchases,
for spot or short-term coal, regarding the information required by this
statement.)
This statement must be completed and signed by the Producer. The signature must
be original and be than of an authorized official, if the Producer is a
corporation, or a partner when the Producer is a partnership, or the named
individual.
Part A
- --------------------------------------------------------------------------------
(1) The undersigned, herein referred to as Producer, is (check and complete the
one which applies):
|X| A corporation organized under the laws of the State of Delaware
or | | A partnership consisting of ________________________________________
(List All Partners' Full Names)
or | | An individual ______________________ of ____________________________
(Name) (City, State, and Zip Code)
trading as Costain Coal Inc.
(Full Company Name)
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
(2) Coal is available for sale from the mine described below and outlined on
the Specific Location Map. This mine is controlled by the Producer:
Mine Name: Spurlock Fork
MSHA No(s): 15-17660 - ______________
(Sequence No.)
State Mine Permit No(s): 836-0231
Name of permittee if different from Producer. (Explain the relationship of
the parties on a separate sheet.):
______________________________________
______________________________________
Previous mine name and Producer, if any:
______________________________________
Mine Location: Prestonburg
(Nearest Town)
Floyd KY
(County) (State)
Mine Loading Point: Ivel, KY (Transcontinental)
CSX #84091
(Dock or Tipple Name, City/State)
River name and mile point and/or rail lines serving loading point:
MP 8.5 Big Sandy
Kentucky Coal Terminal
Acres of property (coal reserves) controlled at this mine (See Item 3
below): _________________________________
Proven mineable reserves: 2.4 million (tons)
Seam Name(s) Average Thickness Elevation
------------ ----------------- ---------
Haddix
Peach Orchard
Type Mine (Check all which apply.):
Surface: | | Area | | Contour | | Auger | | Mtn. Top Removal | | Other
Underground: | | Slope | | Shaft | | Drift | | Conventional | | Continuous
| | Longwall
Days mine operated last 12 months: 250
Tons produced last 12 months: 480,000
Average number of production employees at this mine for the last 12
months: _______________________________
Twelve-month production at normal capacity: 500,000 (tons)
Expected mine life at normal production: 5 (years)
Is mine's full production at normal capacity available for sale? | | Yes
|X| No If no, what percentage? 20 %
Subcontractor(s) | | will |X| will not mine any coal described herein.
List on a separate sheet each subcontractor's name, address, type of mine
operation, and the contractual basis for the production of coal.
Producer |X| will | | will not weigh on certified |X| track or | | belt scales;
or |X| will weigh barge coal by displacement.
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
(3) Producer has been in the business of operating coal mines for 17 years and
|X| owns the described mining property
or |X| leases the described mining property from Various
(Name and Address)
on the basis of (royalty or otherwise) royalty
The rights to the property are recorded in the public records of Floyd
County, State of Kentucky
volume various, page various.
- --------------------------------------------------------------------------------
TVA 19708 (P.PROD. 3-91) Page 1 of 2
- --------------------------------------------------------------------------------
(4) Representative analysis of coal available for sale to TVA from this mine:
(The analysis shown in the term, spot, or short-term coal offer shall be
used for evaluation and shall become the Guaranteed Analysis in the event
a contract is awarded.)
Ash Softening temperature
Total Moisture 8 % (H = W on a reducing basis) 2600 'F
Ash (dry basis) 13.5 % Ash Fluid Temperature
Sulfur (as received) 0.7-1.0% (on a reducing basis) 2700 'F
Btu/lb. (as received) 12,200 Volatile Matter (dry basis) 38 %
Lbs - of SO(2) per million Btu 1.3-2.0 Grindability (Hardgrove index) 44
|X| Raw | | Washed | | Both Chlorine (dry basis) 0.1 %
Size: 2 " X 0 "
- --------------------------------------------------------------------------------
Part B (Part B is to be completed ONLY if the offer is submitted by an agent on
behalf of a coal Producer.)
- --------------------------------------------------------------------------------
Producer has designated _________________________________________ as its
(Full Company Name of Agent)
| | authorized or | | exclusive
sales agent to offer the described coal to TVA until revoked in writing.
The Producer also designates said agent as its attorney-in-fact for the
purpose of handling (check one) | | in Producer's name or | | in said
agent's name all transactions and relationships with TVA affecting the
Producer that are related to offering the described coal, including
specifically, but without limitations to, (1) entering into, amending, or
terminating a coal supply contract; (2) complying with contract's
reclamation and conservation requirements, including submitting,
modifying, and interpreting any required maps or plans; (3) settling any
claim or dispute and executing any release; (4) giving and receiving
notices; (5) billing for coal furnished; (6) receiving payment for coal
furnished; and (7) assigning money due or to become due.
- --------------------------------------------------------------------------------
Part C
- --------------------------------------------------------------------------------
The Producer has read and understands the provisions of the coal
solicitation which will become part of any contract awarded and is
prepared to produce and deliver in accordance with and subject to such
contract up to quoted tons of coal a week.
The Producer hereby certifies that the foregoing statements are true and
correct. If requested by TVA, the Producer will furnish additional
information bearing on its ability to produce the coal offered.
- --------------------------------------------------------------------------------
Producer (Full Company Name): Signature (must be original -
Please Print/Type and Sign):
Costain Coal Inc. /s/ Daniel L. Vaughn
- --------------------------------------------------------------------------------
Street or Box Number: Title of Person Authorized to Sign:
249 E. Main Street Director, Business Development
- --------------------------------------------------------------------------------
City, State, and Zip Code: Producer's Telephone:
Lexington, KY 40507 (606) 255-4006
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
THE FOLLOWING NOTARIZATION IS NOT REQUIRED IF THE PRODUCER IS OFFERING THE
COAL IN ITS OWN NAME WITHOUT THE SERVICES OF AN AGENT.
STATE OF__________________, COUNTY OF________________, on
the_______________ day of________________, 19___,
_________________________________________________, to me personally known,
(Name of Person Signing this Producer's Statement)
appeared before me and being by me duly sworn did say he/she
is_________(owner/partner*) of the firm described in the foregoing
instrument, and that he/she is executing the same with full authority so
to do and as the free act and deed of such Producer.
Witness my hand and seal this__________________________day of
___________________, 19_______.
My Commission Expires: __________________NOTARY PUBLIC___________________
- --------------------------------------------------------------------------------
*Designate which is applicable; if the Producer is a corporation, the person
signing the instrument should insert his/her official title.
TVA 19708 (P.PROD. 3-91) Page 2 of 2
TENNESSEE VALLEY AUTHORITY
COAL PRODUCER'S STATEMENT
DATE October 9, 1996
If the coal offered will be produced by more than one producer or mine, or when
the coal reserves are not contiguous, the Producer must complete additional
copies of this form with an attachment estimating the percentage of coal to be
supplied from each source. Extra copies of this form will be provided upon
request. (See the section on required information and the source provisions of
the Base Contract, for term coal, or the section on required information and the
source provisions in form TVA 9900, General Conditions For Spot Coal Purchases,
for spot or short-term coal, regarding the information required by this
statement.)
This statement must be completed and signed by the Producer. The signature must
be original and be than of an authorized official, if the Producer is a
corporation, or a partner when the Producer is a partnership, or the named
individual.
Part A
- --------------------------------------------------------------------------------
(1) The undersigned, herein referred to as Producer, is (check and complete the
one which applies):
|X| A corporation organized under the laws of the State of Delaware
or | | A partnership consisting of ________________________________________
(List All Partners' Full Names)
or | | An individual ______________________ of ____________________________
(Name) (City, State, and Zip Code)
trading as Costain Coal Inc.
(Full Company Name)
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
(2) Coal is available for sale from the mine described below and, outlined on
the Specific Location Map. This mine is controlled by the Producer:
Mine Name: Spradlin Branch
MSHA No(s): 15-17327 - ______________
(Sequence No.)
State Mine Permit No(s): 898-0261
Name of permittee if different from Producer. (Explain the relationship of
the parties on a separate sheet.):
______________________________________
______________________________________
Previous mine name and Producer, if any:
______________________________________
Mine Location: Prestonburg
(Nearest Town)
Floyd KY
(County) (State)
Mine Loading Point: Ivel, KY (Transcontinental)
CSX #84091
(Dock or Tipple Name, City/State)
River name and mile point and/or rail lines serving loading point:
MP 8.5 - Big Sandy
Kentucky Coal Terminal
Acres of property (coal reserves) controlled at this mine (See Item 3
below): _________________________________
Proven mineable reserves: 3.1 million (tons)
Seam Name(s) Average Thickness Elevation
------------ ----------------- ---------
Broas 2,3,4,5
Peach Orchard
Hazard 1,2
Type Mine (Check all which apply.):
Surface: | | Area |X| Contour | | Auger |X| Mtn. Top Removal | | Other
Underground: | | Slope | | Shaft | | Drift | | Conventional | | Continuous
| | Longwall
Days mine operated last 12 months: 250
Tons produced last 12 months: 900,000
Average number of production employees at this mine for the last 12
months: _______________________________
Twelve-month production at normal capacity: 1 M (tons)
Expected mine life at normal production: 4 (years)
Is mine's full production at normal capacity available for sale? | | Yes
|X| No If no, what percentage? 20 %
Subcontractor(s) | | will |X| will not mine any coal described herein.
List on a separate sheet each subcontractor's name, address, type of mine
operation, and the contractual basis for the production of coal.
Producer |X| will | | will not weigh on certified |X| track or | | belt scales;
or |X| will weigh barge coal by displacement.
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
(3) Producer has been in the business of operating coal mines for 17 years and
| | owns the described mining property
or | | leases the described mining property from various
(Name and Address)
on the basis of (royalty or otherwise) royalty
The rights to the property are recorded in the public records of Floyd
County, State of Kentucky
volume various, page Various.
- --------------------------------------------------------------------------------
TVA 19708 (P.PROD. 3-91) Page 1 of 2
- --------------------------------------------------------------------------------
(4) Representative analysis of coal available for sale to TVA from this mine:
(The analysis shown in the term, spot, or short-term coal offer shall be
used for evaluation and shall become the Guaranteed Analysis in the event
a contract is awarded.)
Ash Softening temperature
Total Moisture 8 % (H = W on a reducing basis) 2600 'F
Ash (dry basis) 14 % Ash Fluid Temperature
Sulfur (as received) 0.8-1.5% (on a reducing basis) 2700 'F
Btu/lb. (as received) 12,200 Volatile Matter (dry basis) 38 %
Lbs - of SO(2) per million Btu 1.3-2.5 Grindability (Hardgrove index) 44
|X| Raw | | Washed | | Both Chlorine (dry basis) 0.1 %
Size: 2 " X 0 "
- --------------------------------------------------------------------------------
Part B (Part B is to be completed ONLY if the offer is submitted by an agent on
behalf of a coal Producer.)
- --------------------------------------------------------------------------------
Producer has designated _________________________________________ as its
(Full Company Name of Agent)
| | authorized or | | exclusive
sales agent to offer the described coal to TVA until revoked in writing.
The Producer also designates said agent as its attorney-in-fact for the
purpose of handling (check one) | | in Producer's name or | | in said
agent's name all transactions and relationships with TVA affecting the
Producer that are related to offering the described coal, including
specifically, but without limitations to, (1) entering into, amending, or
terminating a coal supply contract; (2) complying with contract's
reclamation and conservation requirements, including submitting,
modifying, and interpreting any required maps or plans; (3) settling any
claim or dispute and executing any release; (4) giving and receiving
notices; (5) billing for coal furnished; (6) receiving payment for coal
furnished; and (7) assigning money due or to become due.
- --------------------------------------------------------------------------------
Part C
- --------------------------------------------------------------------------------
The Producer has read and understands the provisions of the coal
solicitation which will become part of any contract awarded and is
prepared to produce and deliver in accordance with and subject to such
contract up to quoted tons of coal a week.
The Producer hereby certifies that the foregoing statements are true and
correct. If requested by TVA, the Producer will furnish additional
information bearing on its ability to produce the coal offered.
- --------------------------------------------------------------------------------
Producer (Full Company Name): Signature (must be original -
Please Print/Type and Sign):
Costain Coal Inc. /s/ Daniel L. Vaughn
- --------------------------------------------------------------------------------
Street or Box Number: Title of Person Authorized to Sign:
249 E. Main Street Director, Business Development
- --------------------------------------------------------------------------------
City, State, and Zip Code: Producer's Telephone:
Lexington, KY 40507 (606) 255-4006
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
THE FOLLOWING NOTARIZATION IS NOT REQUIRED IF THE PRODUCER IS OFFERING THE
COAL IN ITS OWN NAME WITHOUT THE SERVICES OF AN AGENT.
STATE OF__________________, COUNTY OF________________, on
the_______________ day of________________, 19___,
________________________________________________, to me personally known,
(Name of Person Signing this Producer's Statement)
appeared before me and being by me duly sworn did say he/she
is_________(owner/partner*) of the firm described in the foregoing
instrument, and that he/she is executing the same with full authority so
to do and as the free act and deed of such Producer.
Witness my hand and seal this__________________________day of
___________________, 19_______.
My Commission Expires: __________________NOTARY PUBLIC___________________
- --------------------------------------------------------------------------------
*Designate which is applicable; if the Producer is a corporation, the person
signing the instrument should insert his/her official title.
TVA 19708 (P.PROD. 3-91) Page 2 of 2
TENNESSEE VALLEY AUTHORITY
COAL PRODUCER'S STATEMENT
DATE October 8, 1996
If the coal offered will be produced by more than one producer or mine, or when
the coal reserves are not contiguous, the Producer must complete additional
copies of this form with an attachment estimating the percentage of coal to be
supplied from each source. Extra copies of this form will be provided upon
request. (See the section on required information and the source provisions of
the Base Contract, for term coal, or the section on required information and the
source provisions in form TVA 9900, General Conditions For Spot Coal Purchases,
for spot or short-term coal, regarding the information required by this
statement.)
This statement must be completed and signed by the Producer. The signature must
be original and be than of an authorized official, if the Producer is a
corporation, or a partner when the Producer is a partnership, or the named
individual.
Part A
- --------------------------------------------------------------------------------
(1) The undersigned, herein referred to as Producer, is (check and complete the
one which applies):
|X| A corporation organized under the laws of the State of Delaware
or | | A partnership consisting of ________________________________________
(List All Partners' Full Names)
or | | An individual ______________________ of ____________________________
(Name) (City, State, and Zip Code)
trading as Costain Coal Inc.
(Full Company Name)
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
(2) Coal is available for sale from the mine described below and, outlined on
the Specific Location Map. This mine is controlled by the Producer:
Mine Name: Red Cedar #3
MSHA No(s): 15-17064 - ______________
(Sequence No.)
State Mine Permit No(s): 898-0324
Name of permittee if different from Producer. (Explain the relationship of
the parties on a separate sheet.):
______________________________________
______________________________________
Previous mine name and Producer, if any:
______________________________________
Mine Location: Pikeville
(Nearest Town)
Pike Kentucky
(County) (State)
Mine Loading Point: Ivel, KY (Transcontinental)
CSX #84091
(Dock or Tipple Name, City/State)
River name and mile point and/or rail lines serving loading point:
Big Sandy MP 8.5
Kentucky Coal Terminal
Acres of property (coal reserves) controlled at this mine (See Item 3
below): _________________________________
Proven mineable reserves: 3.4 million (tons)
Seam Name(s) Average Thickness Elevation
------------ ----------------- ---------
Elkhorn
Fireclay
Amburgy
Type Mine (Check all which apply.):
Surface: | | Area | | Contour | | Auger | | Mtn. Top Removal | | Other
Underground: | | Slope | | Shaft | | Drift | | Conventional | | Continuous
| | Longwall
Days mine operated last 12 months: 250
Tons produced last 12 months: 750,000
Average number of production employees at this mine for the last 12
months: _______________________________
Twelve-month production at normal capacity: 800,000 (tons)
Expected mine life at normal production: 4 (years)
Is mine's full production at normal capacity available for sale? | | Yes
|X| No If no, what percentage? 20 %
Subcontractor(s) | | will |X| will not mine any coal described herein.
List on a separate sheet each subcontractor's name, address, type of mine
operation, and the contractual basis for the production of coal.
Producer |X| will | | will not weigh on certified |X| track or | | belt scales;
or |X| will weigh barge coal by displacement.
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
(3) Producer has been in the business of operating coal mines for 17 years and
|X| owns the described mining property
or |X| leases the described mining property from various
(Name and Address)
on the basis of (royalty or otherwise) royalty
The rights to the property are recorded in the public records of Pike
County, State of Kentucky
volume Various, page Various.
- --------------------------------------------------------------------------------
TVA 19708 (P.PROD. 3-91) Page 1 of 2
- --------------------------------------------------------------------------------
(4) Representative analysis of coal available for sale to TVA from this mine:
(The analysis shown in the term, spot, or short-term coal offer shall be
used for evaluation and shall become the Guaranteed Analysis in the event
a contract is awarded.)
Ash Softening temperature
Total Moisture 8.0 % (H = W on a reducing basis) 2600 'F
Ash (dry basis) 13.5 % Ash Fluid Temperature
Sulfur (as received) 0.75-1.5% (on a reducing basis) 2700 'F
Btu/lb. (as received) 12,200 Volatile Matter (dry basis) 38 %
Lbs - of SO(2) per million Btu 1.3-2.4 Grindability (Hardgrove index) 44
|X| Raw | | Washed | | Both Chlorine (dry basis) 0.1 %
Size: 2 " X 0 "
- --------------------------------------------------------------------------------
Part B (Part B is to be completed ONLY if the offer is submitted by an agent on
behalf of a coal Producer.)
- --------------------------------------------------------------------------------
Producer has designated _________________________________________ as its
(Full Company Name of Agent)
| | authorized or | | exclusive
sales agent to offer the described coal to TVA until revoked in writing.
The Producer also designates said agent as its attorney-in-fact for the
purpose of handling (check one) | | in Producer's name or | | in said
agent's name all transactions and relationships with TVA affecting the
Producer that are related to offering the described coal, including
specifically, but without limitations to, (1) entering into, amending, or
terminating a coal supply contract; (2) complying with contract's
reclamation and conservation requirements, including submitting,
modifying, and interpreting any required maps or plans; (3) settling any
claim or dispute and executing any release; (4) giving and receiving
notices; (5) billing for coal furnished; (6) receiving payment for coal
furnished; and (7) assigning money due or to become due.
- --------------------------------------------------------------------------------
Part C
- --------------------------------------------------------------------------------
The Producer has read and understands the provisions of the coal
solicitation which will become part of any contract awarded and is
prepared to produce and deliver in accordance with and subject to such
contract up to quoted tons of coal a week.
The Producer hereby certifies that the foregoing statements are true and
correct. If requested by TVA, the Producer will furnish additional
information bearing on it ability to produce the coal offered.
- --------------------------------------------------------------------------------
Producer (Full Company Name): Signature (must be original -
Please Print/Type and Sign):
Costain Coal Inc. /s/ Daniel L. Vaughn
- --------------------------------------------------------------------------------
Street or Box Number: Title of Person Authorized to Sign:
249 E. Main Street Director, Business Development
- --------------------------------------------------------------------------------
City, State, and Zip Code: Producer's Telephone:
Lexington, KY 40507 (606) 255-4006
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
THE FOLLOWING NOTARIZATION IS NOT REQUIRED IF THE PRODUCER IS OFFERING THE
COAL IN ITS OWN NAME WITHOUT THE SERVICES OF AN AGENT.
STATE OF__________________, COUNTY OF________________, on
the_______________ day of________________, 19___,
________________________________________________, to me personally known,
(Name of Person Signing this Producer's Statement)
appeared before me and being by me duly sworn did say he/she
is_________(owner/partner*) of the firm described in the foregoing
instrument, and that he/she is executing the same with full authority so
to do and as the free act and deed of such Producer.
Witness my hand and seal this__________________________day of
___________________, 19_______.
My Commission Expires: __________________NOTARY PUBLIC___________________
- --------------------------------------------------------------------------------
*Designate which is applicable; if the Producer is a corporation, the person
signing the instrument should insert his/her official title.
TVA 19708 (P.PROD. 3-91) Page 2 of 2
GENERAL LONG-TERM CONTRACT CONDITIONS
1. Verification of Data, Inspection of Records and Mine Sources: TVA, its
employees, agents, or representatives, shall have the right, after prior notice
and at a reasonable time to inspect Contractor's or, if applicable, its
producer's records and mines and related facilities to verify the accuracy of
the data supplied by Contractor to support its request for price adjustments or
to establish Contractor's actual cost change under section 10, Contract Price
Adjustments, in the Base Contract and for purposes of determining Contractor's
compliance with the provisions of this contract. Information obtained by TVA,
its employees, agents, or representatives, in examining Contractor's or its
producer's records or inspecting Contractor's or its producer's mines shall not
be disclosed to third parties without the Contractor's consent, unless
disclosure is ordered by a court of competent jurisdiction, is made for purposes
of any litigation or proceeding (judicial, administrative, or investigatory)
involving this contract, or is otherwise required by law.
2. Coal Mining Reclamation and Conservation Requirements. The following
TVA reclamation and conservation requirements are applicable to all spot
contracts for the purchase of coal:
a. TVA Policy On Areas From Which Coal Will Be Procured: Coal Mining
- - Land and Water Resource Protection. TVA accepts no coal mined from locations
in or near areas officially designated by state or federal agencies, or
identified by TVA, as wild or scenic river areas, wild, wilderness, natural,
scenic, public recreation areas or under study pursuant to legislative authority
for any such official designation, except where special circumstances exist. No
coal will be accepted from locations in or near areas designated under
legislative authority as potential sites for the above uses unless, after
coordination with the appropriate agencies, TVA determines that the coal can be
mined without substantially adversely affecting the area's potential for such
use. In such cases and also in cases involving offerings of coal from mines in
or near other visually important areas such as major highways or population
centers, special provisions designed to protect aesthetic values may be
incorporated in the purchase contracts. No coal will be accepted from areas in
which, in TVA's judgment, mining would adversely affect a public water supply
and such adverse effect cannot be avoided by proper reclamation.
39
b. Contractor agrees that all sources of coal delivered shall be in
full compliance with all state and federal reclamation laws, including the
Surface Mining Control and Reclamation Act of 1977 and all regulations issued
thereunder. Violations of any such law or regulation shall constitute a breach
of contract, entitling TVA to exercise its remedies under this contract or as
provided by law. TVA will not accept coal mined from any source, stockpile, or
otherwise during any period when the source is subject to a cessation order
issued by the Office of Surface Mining and Reclamation (OSM) or any state
reclamation enforcement agency for violation of reclamation requirements. TVA
also reserves the right to either terminate this contract or suspend deliveries
under the contract from any source whatsoever when any authorized source listed
in the contract, or as it may hereafter be amended, is subject to a cessation
order. Coal which is not delivered due to such cessation order or suspension
shall not be considered excusable, and TVA may purchase replacement coal for the
Contractor's account. If, upon appeal by the Contractor under OSM's or the
appropriate state's regulations, a cessation order is held to have been
improperly issued, the Contractor shall not be liable for the cost of
replacement coal, and any coal not delivered due to the order or suspension may,
at Contractor's option, be cancelled or rescheduled upon delivery terms
reasonably acceptable to TVA. This constitutes Contractor's exclusive remedy
against TVA in the event of a wrongful issuance of a cessation order by OSM or a
state agency.
c. TVA reserves the right to require and Contractor agrees to
perform over and above the requirements specified by law any special or
additional reclamation work which TVA deems necessary to ensure that the mining
operation complies with TVA's overall policy for protection and enhancement of
the environment. TVA agrees to compensate Contractor for the performance of such
work in an amount to be mutually agreed upon before the commencement of work. No
work performed by Contractor shall be deemed special or additional reclamation
work for the purposes hereof unless it is so designated in writing by the
Contract Administrator.
d. TVA, its agents, and assigns shall have the right to enter upon
any of the land affected
40
by Contractors mining operation, at any time and without the necessity of giving
notice, for any purpose related to enforcing these reclamation and conservation
requirements or to observe mining or reclamation completed or in progress.
e. TVA will not accept coal from sources mined under the 16-2/3
percent exemption allowed under P.L. 95-87, unless it can be documented that the
source will be mined and reclaimed to the performance standards established
under P.L. 95-87 and furthermore, that the operation has the concurrence of the
coal mining and regulatory (primacy) authority established by this law in the
state from which the coal is to be mined.
3. Relationship of Parties - Producer's Statement:
a. Regardless of whether the Contractor is the producer of the coal
to be furnished or is the sales agent of one or more producer, the Contractor
binds and obligates itself for the full and faithful performance of the contract
in its entirety.
b. If the Contractor is not the producer of the coal to be delivered
hereunder, Contractor represents that it has contracted directly with the
producer(s) who has (have) executed the Coal Producer's Statement(s) for the
delivery of the coal to TVA.
4. Nonassignability; Subcontracts; Designation and Termination of Agent:
a. Neither this contract nor any interest herein or any payments
hereunder shall be assigned without the written consent of TVA, which consent
TVA may withhold in its sole discretion. In the event TVA shall give such
consent, the same shall not be construed as a waiver of this provision with
regard to any subsequent assignment.
b. The Contractor shall, on request, file with TVA copies of all
subcontracts and terms of
41
all commitments with subcontractors, and TVA shall have the right to disapprove
any thereof within five (5) days after receipt of such information.
c. No designation of any agent by the Contractor to submit invoices,
receive payments, or take any other action in connection with the performance or
administration of this contract shall be effective or recognized by TVA until
the Contractor has given written notice of such designation and TVA has given
Contractor specific written notice of its approval thereof.
d. If Contractor notifies TVA in writing of the termination of any
agent that Contractor may have theretofore designated to administer this
contract on its behalf, TVA may thereafter rely on such notice of termination in
all dealings with Contractor or a successor agent.
5. Waivers: No waiver of any breach of this contract shall be held to be a
waiver of any other breach. Unless a remedy is expressly designated as
exclusive, all remedies afforded under the contract shall be in addition to
every other remedy provided herein or by law.
6. Officials Not To Benefit: No member of or delegate to Congress or
Resident Commissioner, or any officers, employee, special Government employee,
or agent of TVA shall be admitted to any share or part of this contract or to
any benefit that may arise therefrom unless it be made with a corporation for
its general benefit; nor shall the Contractor offer or give, directly or
indirectly, to any officer, employee, special Government employee, or agent of
TVA any gift, gratuity, favor, entertainment, loan, or any other thing of
monetary value, except as provided in 5 C.F.R. part 2635. Breach of this
provision shall constitute a material breach of this contract and TVA shall have
the right to exercise all remedies provided in this contract or at law.
7. Contingent Fees: The Contractor warrants that no person or selling
agency has been employed or retained to solicit or secure this contract upon an
agreement or understanding for a commission, percentage,
42
brokerage, or contingent fee, excepting bona fide employees or bona fide
established commercial or selling agencies maintained by the Contractor for the
purpose of securing business. For breach or violation of this warranty, TVA
shall have the right to terminate this contract without liability or in its
discretion to deduct from the contract price or consideration the full amount of
such commission, percentage, brokerage, or contingent fee.
8. Convict Labor: Contractor shall not employ in the performance of this
contract any person undergoing sentence of imprisonment at hard labor.
9. Walsh-Healey Act. All the representations and stipulations in 41
C.F.R., ss. 50-201, are incorporated by reference.
10. Discrimination on the Basis of Age. Contractor shall comply with
Executive Order 11141.
11. Small Business Policy. The requirements of 15 U.S.C ss. 637(d) are
incorporated by reference.
12. Liquidated Damages for Subcontracting Plans.
a. Failure to make a good-faith effort to comply with the
subcontracting plan, as used in this clause, means a willful or intentional
failure to perform in accordance with the requirements of the subcontracting
plan approved under the section of the Request for Proposals titled SMALL
BUSINESS AND SMALL DISADVANTAGED BUSINESS SUBCONTRACTING PLAN (attached to this
contract and made a part hereof) or willful or intentional action to frustrate
the plan.
b. If, at contract completion, or in the case of a commercial
products plan, at the close of the fiscal year for which the plan is applicable,
the Contractor has failed to meet its subcontracting goals and the Contracting
Officer decides in accordance with paragraph (c) of this clause that the
Contractor failed to make a good-faith effort to comply with its subcontracting
plan the Contractor shall pay TVA liquidate damages in an
43
amount stated The amount of damages attributable to the Contractor's failure to
comply shall be an amount equal to the actual dollar amount by which the
Contractor failed to achieve each subcontract goal or, in the case of a
commercial products plan, that portion of the dollar amount allocable to
government contracts by which the Contractor failed to achieve each subcontract
goal.
c. Before the Contracting Officer makes a final decision that the
Contractor has failed to make such good-faith effort, the Contracting Officer
shall give the Contractor written notice specifying the failure and permitting
the Contractor to demonstrate what good-faith efforts have been made. Failure to
respond to the notice may be taken as an admission that no valid explanation
exists. If, after consideration of all the pertinent data, the Contracting
Officer finds that the Contractor failed to make a good-faith effort to comply
with the subcontracting plan, the Contracting Officer shall issue a final
decision to that effect and require that the Contractor pay the government
liquidated damages as provided in paragraph b. of this section.
d. With respect to commercial products plans, i.e., company-wide or
division-wide subcontracting plans, the Contracting Officer of the agency that
originally approved the plan will exercise the functions of the Contracting
Officer under this clause on behalf of all agencies that awarded contracts
covered by that commercial products plan.
e. The Contractor shall have the right of appeal, under the section
in this contract titled DISPUTES, from any final decision of the Contracting
Officer.
f. Liquidated damages shall be in addition to any other remedies
that TVA may have.
13. Utilization of Woman-Owned Business Concerns. It is the policy of the
United States Government that woman-owned businesses shall have the maximum
practicable opportunity to participate in the performance of contracts awarded
by any federal agency.
44
The Contractor agrees to use its best efforts to carry out this
policy in the award of subcontracts to the fullest extent consistent with the
efficient performance of this contract. As used in this contract, a "woman-owned
business" concern means a business that is at least 51% owned by a woman or
women who also control and operate it. "Control" in this context means
exercising the power to make policy decisions. "Operate" in this context means
being actively involved in the day-to-day management.
14. Affirmative Action and Equal Opportunity. To the extent applicable,
this contract incorporates by reference the "Affirmative Action for Disabled
Veterans and Veterans of the Vietnam Era" clause, 41 C.F.R. ss. 60-250.4; the
"Affirmative Action for Handicapped Workers" clause, 41 C.F.R. ss. 60-741.4; and
the "Equal Opportunity" clause, 41 C.F.R. ss. 60-1.4. Contractor shall comply
with applicable regulatory requirements, including information reports and
affirmative action programs. By submitting its offer, offeror, applicant, or
subcontractor certifies it does not maintain segregated facilities at its
establishments; does not permit employees to perform their services at any
location, under its control, where segregated facilities are maintained; will
not maintain segregated facilities; and will not permit employees to perform
their services at locations, under its control, where segregated facilities are
maintained. It agrees that breach of this certification violates this section.
Segregated facilities means any waiting rooms, work areas, restrooms,
restaurants and other eating areas, time clocks, locker rooms and other storage
or dressing areas, parking lots, drinking fountains, recreation or entertainment
areas, transportation, housing facilities provided for employees which are
segregated by explicit directive or are in fact segregated on the basis of race,
religion, color, or national origin, because of habit, local custom, or
otherwise. It further agrees that it will obtain identical certifications from
proposed subcontractors prior to award of subcontracts exceeding $10,000 which
are not exempt from this section; will retain such certifications; and will
forward the following notice to such proposed subcontractors (except where
proposed subcontractors have submitted identical certifications for specific
time periods):
Notice to Prospective Subcontractors of Requirement for Certifications of
Nonsegregated Facilities. A Certification of Nonsegregated Facilities must
be submitted prior to award of a subcontract exceeding
45
$10,000 which is not exempt from this clause. Certification may be
submitted for each subcontract or for all subcontracts during a period
(i.e., quarterly, semiannually, or annually). NOTE: The penalty for making
false statements in offers is prescribed in 18 U.S.C. ss. 1001.
15. Environmental Protection Agency (EPA) Regulations. In accordance with
regulations issued by the EPA pursuant to implementation of Section 306 of the
Clean Air Act, Section 508 of the Federal Water Pollution Control Act, and
Executive Order 11738, the section entitled Environmentally Acceptable
Facilities; Clean Air and Water shall be made a part of any contract exceeding
$100,000 entered into by TVA.
16. Safety and Health. All sources supplying coal purchased under this
contract shall be in full compliance with the Federal Mine Safety and Health Act
of 1977 and regulations issued thereunder. Failure to comply shall constitute a
breach of contract, permitting TVA to exercise its remedies under this contract
or as provided by law.
17. Anti-Kickback Procedures. In its operations and business
relationships, Contractor shall have in place and follow reasonable procedures
designed to prevent and detect possible violations of the Anti-Kickback Act of
1986 (41 U.S.C. ss.ss. 51-58), (Act). If Contractor believes a violation of the
Act may have occurred, it shall promptly give TVA's Inspector General written
notice. Contractor shall cooperate fully with TVA or any other federal agency
investigating a possible violation of the act. Contractor agrees to incorporate
the substance of this section, including this sentence, in all subcontracts
under this contract.
18. Drug-Free Workplace. In submitting its offer, Contractor certifies it
will comply with Public Law No. 100-690, the Drug-Free Workplace Act of 1988.
19. Environmentally Acceptable Facilities; Clean Air and Water. Contractor
hereby stipulates and agrees as follows:
46
(1) That Contractor included in its offer a statement listing any
facility or facilities to be utilized in performance of this contract or any
subcontract enabling the performance of this contract which are listed on the
Environmental Protection Agency's List of Violating Facilities issued pursuant
to Section 15.20 of Title 40, Code of Federal Regulations. If no such list is
included in accordance with the foregoing, then submission of a offer shall
constitute certification by the offeror that any facility or facilities to be
utilized in performance of this contract or any subcontract enabling the
performance of this contract are not listed on the Environmental Protection
Agency's List of Violating Facilities issued pursuant to Section 15.20 of Title
40, Code of Federal Regulations.
(2) To comply with all the requirements of Section 114 of the Clean
Air Act and Section 308 of the Federal Water Pollution Control Act relating to
inspection, monitoring, entry, reports, and information, as well as all other
requirements specified in Section 114 and Section 308 of the Clean Air Act and
the Federal Water Pollution Control Act, respectively, and all regulations and
guidelines issued thereunder.
(3) That Contractor shall notify the awarding official of the
receipt of any communication from the Director, Office of Federal Activities,
U.S. Environmental Protection Agency, indicating that a facility to be utilized
for this contract is under consideration to be listed on the EPA List of
Violating Facilities. Prompt notification shall be required prior to contract
award.
(4) That Contractor will include or cause to be included the
criteria and requirements in subparagraphs (1) through (4) of this provision in
all subcontracts of $l00,000 or more and all subcontracts for indefinite
quantities which may be $100,000 or more in any year, and Contractor will take
such action as TVA may direct as a means of enforcing such provisions.
Contractor shall not award a subcontract without the prior written approval of
TVA to any subcontractor whose performance would involve the use of any facility
or facilities which are listed on the Environmental Protection Agency's List of
Violating Facilities.
47
20. Price or Fee Adjustment for Illegal or Improper Activity. The text of
Federal Acquisition Regulation, Section 52.203-10 is incorporated by reference.
48
[TVA LOGO]
Tennessee Valley Authority, 1101 Market Street, Chattanooga, Tennessee
37402-2801
February 1, 1996
Dear Prospective Offeror:
SECTION I
REQUISITION 33
REQUEST FOR PROPOSALS
The Tennessee Valley Authority (TVA) is interested in receiving three-, six- and
ten-year term proposals to supply coal to meet the fuel requirements of various
fossil plants.
All proposals should specify total tonnage offered for these term periods. TVA
expects to purchase up to 6.0 million tons per year from this solicitation;
provided, however, that TVA may accept all or, with approval of the offerer, any
portion of an individual proposal, and TVA reserves the right to reject any and
all proposals. TVA also reserves the right, at any time, to purchase coal other
than pursuant to this Request for Proposals (RFP). The conditions set forth in
Section III, TERM PROPOSAL INFORMATION AND CONDITIONS, shall apply to this RFP
and offers received hereunder. This RFP consists of this letter (Sections I, II
and III), forms TVA 9910, 9903A, 9903B, 9903C, 9903D, and 19708; Summary of
Offers; and the Term Coal Contract, the terms of which are incorporated herein
by reference as if fully set forth.
If you wish to make an offer, please complete all the information required in
the attachments.
By submission of a completed and executed Term Coal Proposal, form TVA 9910, in
response to this RFP, the offerer agrees that any contract or contracts
resulting from TVA's acceptance of such proposal shall consist of the said Term
Coal Proposal, this RFP, and the Term Coal Contract, executed by the Fuel Buyer
or other authorized TVA representative.
All requested information must be furnished in the detail specified. TVA
encourages all offerors to submit offers which are in conformance with the terms
and conditions of this RFP. TVA reserves the right to reject any proposal that
is incomplete or takes exception to TVA's terms and conditions. TVA reserves the
right to award contracts under this RFP on the basis of initial proposals
without discussions. In any case where the words "bidder" or "bid" are used they
shall be deemed to mean "offerer" and "offer," respectively.
Information contained in unsuccessful proposals will be disclosed to third
parties only as required by law.
Prospective Offeror
Page 2
February 1, 1996
In order to submit a proposal under this RFP, the offeror must complete and
return only the following:
Form TVA 9910 - Term Coal Proposal (no duplicate needed)
Form TVA 9903A - Typical Coal Quality Analysis (see Note below)
Form TVA 9903B - Requirement for Certificate of Procurement Integrity
Form TVA 9903C - Taxpayer Reporting Requirements
Form TVA 9903D - Equal Opportunity Representation
Form TVA 19708 - Coal Producer's Statement (if not already on file)
Summary of Offer(s)
NOTE: TVA will utilize a Coal Quality Impact Model for the evaluation of
all offers. In order to ensure effective evaluation, it is important that
the coal quality specified by the offeror is the typical quality of the
coal offered. Accordingly, the offeror must indicate its typical
(expected) coal quality specifications when submitting the analysis on
forms 9910 and 9903A. Those offerors submitting proposals for coal to be
washed at the Paradise plant should also provide a washability analysis of
the coal at a 1.6 specific gravity.
Proposals are to be sealed and envelopes marked "Term Coal Proposal" using the
enclosed label. Proposals sent overnight mail (Federal Express, etc.) should be
enclosed in an envelope, sealed, and marked with the enclosed label. No
facsimiles will be accepted. Offers must be received by TVA no later than 4:15
p.m. Eastern Time, March 4, 1996 (Proposal Closing Date). Offers shall remain
open for acceptance by TVA through July 1, 1996 and may not be withdrawn by
offeror during such period. TVA's acceptance may be communicated by phone,
followed by a written acceptance.
Please note the important information in Section II. Direct all your inquiries
to me; however, mail your proposal(s) to the following address:
Tennessee Valley Authority
Fuel Acquisition and Supply
1101 Market Street, LP 5G
Chattanooga, Tennessee 37402-2801
Sincerely,
/s/ R. Stephen Blackburn
- -----------------------------
R. Stephen Blackburn
Fuel Buyer
/s/ James M. Bach
- -----------------------------
James M. Bach
Fuel Buyer
SECTION II
REQUISITION 33
BIDDERS' MEETING: There will be a meeting to answer any questions
concerning this solicitation on February 8, 1996 at
8:30 A.M. EST in the Missionary Ridge Auditorium of
TVA's Chattanooga Office Complex. Those unable to
attend will be forwarded any information disseminated
at the meeting, as well as any questions asked and
answers provided.
PROPOSAL CLOSING DATE: March 4, 1996
PLANTS: Various
STARTING DATE: Approximately January 1, 1997
TERM: 3 years - Subject to Price Adjustment
6 years - Subject to Price Adjustment with a total
contract reopener effective at the 3rd year
anniversary
10 years - Subject to Price Adjustment with a price
reopener effective at the 5th year
anniversary
TONNAGE REQUIREMENTS: Proposals may be for up to 6.0 million tons per year
with a plus or minus 20% flexibility on 30-days'
notice. Proposals are not subject to a minimum annual
tonnage; provided however, TVA may find it necessary,
and reserves the right, to reject any offers that in
TVA's judgement offer quantities that would result in
inefficient transportation or supply arrangements.
COAL QUALITY: Coals offered in response to this RFP must meet the
following specifications.
Moisture 35% maximum
Ash 18% maximum
Volatile Matter 27% minimum
Btu 8200 Btu/lb minimum
SO(2) 5.0 lb/mmBtu maximum
Grind 35 H.G.I. minimum
Chlorine 0.29% maximum
Offerors must offer their coal at the typical
specifications they expect to deliver. The cost of
plant modifications in order to efficiently burn a
particular coal will be a part of the evaluation
process. The above specifications are not applicable
for raw coal to be washed by TVA at the Paradise plant.
Offerors should refer to the plant specifications for
coal quality of coal to be washed.
TYPICAL ANALYSIS: The Typical Analysis (See forms TVA 9910 and 9903A)
will be used for evaluating the offeror's proposal and,
if a contract is awarded, for determining the
adjustments for coal quality under Section 8 of the
Term Coal Contract. The Rejection/Suspension
Specifications to be set forth in Subsection 9.a. of
the Term Coal Contract shall be based on the Typical
Analysis and determined as shown in Exhibit I to this
Section II. TVA may reject offers that specify a
Typical Analysis that in TVA's judgement, is not
representative of the coal actually to be shipped.
PRICES ADJUSTMENT: Prices will be adjusted at a flat rate of 1% annually
and for any changes in per ton assessments imposed
industry-wide by state or federal law.
TERMS AND CONDITIONS: In order to ensure TVA is able to evaluate an offeror's
proposal, the proposal should conform to the terms and
conditions of this Request for Proposals (including the
price adjustment provisions). Exceptions to TVA's
standard terms and conditions may impact the evaluation
of offeror's proposal or may result in the rejection of
the proposal without discussion. In the event TVA
elects to accept an offer or offers of raw coal to be
washed at TVA's Paradise plant the terms and conditions
of the Term Coal Contract will be modified accordingly.
TRANSPORTATION REQUIREMENTS: All barge offers should be quoted in the barge at
origin and all rail offers should be quoted in the rail
car at origin.
PLANT SPECIFICATIONS (1):
PARAMETER COLBERT 1-4 COLBERT 5 JOHNSONVILLE
Moisture (Max) 13.0% 10.0% 12.0%
Ash (Dry) (Max) 15.0% 15.0% 15.0%
Volatile Matter (Dry) (Min) 35.0% 35.0% 30.0%
SO(2)/mmBtu (Max)(2) 2.0 3.8 3.2
Heating Value (AR) (Min) 11,000 Btu 11,000 Btu 11,500 Btu
Ash Fusion (h=w) (Min) 1950(degrees)F 2300(degrees)F 2100(degrees)F
Chlorine (Dry) (Max) 0.29% 0.29% 0.29%
Grind (Min) 50(3) 50 50
PARAMETER WIDOWS CK 1-6 GALLATIN PARADISE 3
Moisture (Max) 13.0% 13.0% 13.0%
Ash (Dry) (Max) 15.0% 15.0% 15.0%
Volatile Matter (Dry) (Min) 27.0% 35.0% 33.0%
SO(2)/mmBtu (Max)(2) 1.4 4.8 5.0
Heating Value (AR) (Min) 11,000 Btu 11,000 Btu 11,000 Btu
Ash Fusion (h=w)(Min) 1950(degrees)F 1950(degrees)F
Chlorine (Dry) (Max) 0.29% 0.29% 0.29%
Grind (Min) 50(3) 50 50
Ash Fluid Temperature (Max) 2400(degrees)F
PARAMETER PARADISE 3
RAW
Moisture (Max) 10.0%
Ash (Dry) (Max) 25.0%
Volatile Matter (Dry) (Min) 33.0%
Sulfur (AR) (Max) 5.5%
Sulfur (AR) (Min) 1.5%
Heating Value (AR) (Min) 9,800 Btu
Chlorine (Dry) (Max) 0.29%
Grind (Min) 50
Ash Fluid Temperature (Max) 2400(degrees)F
COAL WASHED @ 1.6 sp. gr.
Moisture (Max) 13.0%
Ash (Dry) (Max) 15.0%
SO(2)/mmBtu (Max)(2) 5.0
Heating Value (AR) (Min) 11,000 Btu
(1) These specifications are given for reference only. As indicated above
bidders are required to offer the coal quality they expect to ship. TVA
may consider modifications to a plant that could affect its
specifications.
(2) SO(2)/mmBtu is calculated by the following formula:
SO(2)/mmBtu = ((percent sulfur(as-received) X 19500)/(as-received Btu))
(3) For units Widows Ck. 1-6 and Colbert 1-4, TVA will accept coal with a
minimum grindability index of 45, provided the minimum heat value is
12,000 Btu/lb. For each increment decrease in grindability index from 50
to 45, the heat value must increase by 200 Btu/lb in the range from
11-12,000 Btu/lb.
Exhibit I
CALCULATION OF REJECTION/SUSPENSION SPECIFICATION
The Rejection/Suspension Specifications will be calculated as follows.
Lbs of SO(2) per million Btu Not more than the Typical Analysis + 0.25 pounds
per million Btu or the plant specification,
whichever is less.
Total Moisture Not more than the Typical Analysis + 2.0% or the
plant specification, whichever is less.
Sulfur (as-received) Not more than the Typical Analysis + 0.3% or the
plant specification, whichever is less.
Sulfur (as received) Not less than the Plant Specification, if
applicable
Ash (as-received) Not more than the Typical Analysis + 2.0% or the
plant specification, whichever is less.
Ash (dry basis) Plant Specification
Btu/lb (as-received) Not less than the Typical Analysis X 97.0% or
the plant specification, whichever is more.
Ash fusion temperature
reducing atmosphere
Initial Plant Specification
Softening (Hemispherical) Plant Specification
Fluid Plant Specification
Volatile Matter (dry basis) Plant Specification
Grindability (Hardgrove Index) Plant Specification
Chlorine (dry basis) Plant Specification
SECTION III
PROPOSAL INFORMATION AND CONDITIONS
REQUISITION 33
1. METHOD OF PROPOSAL. Coal must be offered on TVA's Term Coal Proposal
form TVA 9910. If coal is offered to TVA in accordance with this Request for
Proposals and TVA notifies the offeror of the acceptance of its proposal by July
1, 1996, the offeror's Term Coal Proposal, the Request for Proposals, and the
TVA's Term Coal Contract become a legally binding contract, and no changes can
be made to such except by mutual consent. All proposals must be submitted on
forms provided by TVA and any proposals not so submitted may not be considered.
2. INFORMATION REQUIRED OF OFFERORS. (a) Each offeror must supply all the
information and certifications called for by the Term Coal Proposal, form TVA
9910 and by forms TVA 9903A-D. Additional information which the offeror deems
pertinent may be included on extra sheets of paper (except as provided in
Section 3, ACCEPTANCE/REJECTION OF PROPOSALS).
(b) Offerors must also furnish TVA a Coal Producer's Statement, form TVA
19708, executed by the producer for each mine from which the offeror offers coal
to TVA. If a Producer's Statement covering the mine in a given proposal is not
already on file, it should accompany the proposal. If a Producer's Statement is
not in TVA's possession at the time proposals are closed, the proposals may not
be considered for award. Once on file, the Statement need not accompany each
subsequent proposal. (A specific location map of each mine must also accompany
each Producer's Statement) If a change should occur in the information shown on
the Statement, a new Statement should be filed when coal is offered from that
mine. TVA requires an updated Producer's Statement from offerors or producers no
less frequently than on an annual basis.
(c) TVA reserves the right to require any offeror to furnish information
pertaining to its ability to fulfill the contract, including but not limited to,
the offeror's and producer's capitalization, equipment owned, names of officers
and directors and/or names of partners, recent financial statements, and
satisfactory evidence of ability to meet the quality guarantee (e.g., a copy of
a recent analysis from another customer or a certified laboratory).
3. ACCEPTANCE/REJECTION OF PROPOSALS. (a) Proposals, together with
information required to be submitted with proposals, must be received at TVA's
offices at 1101 Market Street, LP 5G-C, Chattanooga, Tennessee 37402-2801, prior
to 4:15 p.m. (Chattanooga time (Closing Time)) on the Proposal Closing Date
specified in this Request for Proposals. Hand-delivered proposals may not be
delivered to Fuel Acquisition and Supply personnel but shall be left at the
Reception Desk of Lookout Place. If any part of the required information is not
in TVA's possession at the time proposals are closed, TVA may decline to
consider it for award. Offers, together with the required information, not
physically in TVA's possession at the Closing Time will not be considered. After
the Closing Time, no changes in offers will be permitted which would affect the
offeror's competitive position. Offers shall remain open for TVA's acceptance
until July 1,1996 and may not be withdrawn after Closing Time on the Proposal
Closing Date without the consent of the Fuel Buyer. Award of contracts for
supplying coal to each fossil plant will be made to those responsive and
responsible offerors offering coal at the lowest evaluated delivered cost per
million Btu, determined in accordance with Section 4 hereof, except that TVA
reserves the right to consider other pertinent factors in determining which
offers are most advantageous to TVA in terms of price, quality and delivery.
(b) TVA reserves the right to reject all offers and to reject
specifically, without regard to comparative price, any offer which in TVA's sole
judgment (1) offers coal that has undesirable burning, handling, or other
objectionable characteristics; (2) offers coal that, on the basis of TVA's or
the Bureau of Mines records, will not meet the requirements stated in the
Request for Proposals or has been misrepresented in the offer; (3) is submitted
by or for a supplier or producer who has failed under previous contracts to meet
guaranteed analysis. make deliveries on schedule, or otherwise failed to act
responsibly as contractor or as agent or to meet or comply with other
contractual obligations including failure to perform required reclamation and
conservation work, or who has a record of unsatisfactory compliance with the
Surface Mining Control and Reclamation Act of 1977, as amended, and the rules
and regulations issued pursuant thereto, or the Federal Mine Safety and Health
Act of 1977, as amended, and the rules and regulations issued pursuant thereto;
(4) designates an agent for the administration of the contract or a producer who
has a record of association with contracts with the United States or any of its
agencies which have not been performed satisfactorily or who is debarred from
entering into contracts with the United States or any of its agencies because
of the violation of any Federal law, including but not limited to the
Walsh-Healey Act (41 U.S.C. Sec. 37); (5) fails to forward all required
information or demonstrate to TVA's satisfaction that the offeror has the
ability to fulfill a contract under the terms and from the sources indicated in
the offer; (6) offers coal from a source which in TVA's sole judgment is
unacceptable under applicable environmental laws or regulations or TVA's
environmental policies; and (7) offers coal from a source that has not been
tested by TVA or for which acceptable test analyses are not yet available.
It is very important that all offers be based upon the same contract terms
and conditions. Offers may be rejected if they (or any transmittal letter,
attachment, form or paper which is made a part of the offer) contain any
exception, condition, restriction, or term (1) which is in conflict in any way
with the terms and conditions of this Request for Proposals, including any
addenda thereto, or TVA's Term Coal Contract or (2) which, although not in
conflict with any specific condition, term or provision of the foregoing,
introduces a new condition, term, or provision which is unacceptable to TVA.
(c) TVA reserves the right to waive any informality in the offers.
4. EVALUATED DELIVERED COST. The method of determining the delivered cost
of coal for each offer will be as follows:
(a) The total price per ton of coal delivered to the respective plant
(transportation included) will be used for evaluation purposes. Rail coal will
be evaluated using the price f.o.b. rail cars at the offeror's rail loading
point, with TVA rate(s) for the rail services to the respective plant. Barge
coal will be evaluated using the price f.o.b. barges at the loading dock, with
TVA's rates for the barging services to the respective plant. TVA will utilize a
Coal Quality Impact Model (CQIM) for evaluation of all offers.
(b) TVA reserves the right to ship to any destination coal purchased
f.o.b. any shipping point or any plant.
(c) TVA reserves the right to evaluate western-origin coals separately
from eastern-origin coals and barge coal separately from rail coal.
5. TVA ASSISTANCE. Fossil Fuels' buyers and administrators are available
to assist offerors in completing proposals, explaining any of the provisions
contained in the Request for Proposal document and TVA's procurement procedures.
If you desire such assistance or have any questions, please contact us. Offers
and requests for information should be directed to the Tennessee Valley
Authority Fossil fuels, 1101 Market Street, LP 5G, Chattanooga, Tennessee
37402-2801, telephone number (423)\751-4529.
TVA maintains a staff of geologists and engineers who are also available
to assist offerors in technical matters and on questions related to coal
reserves. Please direct such inquiries to the Manager, Fuel Operations, 1101
Market Street, LP 5H, Chattanooga, Tennessee 37402-2801, telephone number
(423)\751-2064.
6. VIOLATING FACILITIES. TVA will not award a contract pursuant to this
Request For Proposals to any offeror, nor will TVA approve award of a
subcontract to any subcontractor, whose performance would involve the use of any
facility or facilities which are listed on the Environmental Protection Agency's
List of Violating Facilities, except to the extent TVA, in its sole judgment,
determines that such contract or subcontract is exempt at the time of contract
award from the provisions of Part 15 of Title 40, Code of Federal Regulations as
set forth therein. As used herein "facility" shall have the meaning set forth in
Section 15.4 of Title 40, Code of Federal
Regulations.
7. COAL MINING RECLAMATION AND CONSERVATION REQUIREMENTS. The reclamation
and conservation requirements stated below shall be a part of any contract
awarded for term coal to be produced by surface and/or underground mining. TVA
reserves the right to inspect prior to award, the area(s) to be mined and the
producer's facilities to ensure that the offeror understands and is capable of
complying with these requirements and to reject any proposal that fails to
conform to these requirements, including offers of coal that would be mined from
any of the restricted or unminable areas described in Subsection (a) below.
Consideration may not be given to any proposal for which the specific location
map(s) is not in TVA's possession at the time proposals are due. The map(s)
become a part (by reference) of any contract awarded for coal to be mined from
the described location(s) after approval by TVA. All coal delivered to TVA must
be mined from the area(s) identified in the specific location map(s) applicable
to a given contract. Delivery of coal mined from any other location(s) than as
applicable to a particular term coal contract will constitute a material breach
of such contract.
The following TVA reclamation and conservation requirements are applicable
to all term contracts for the purchase of coal.
(a) Coal Mining--Land and Water Resource Protection. TVA accepts no offers
of coal mined from locations in or near areas officially designated by state or
federal agencies, or identified by TVA as wild or scenic river areas or wild,
wilderness, natural, scenic, public recreation areas or under study pursuant to
legislative authority for any such official designation, except where special
circumstances exist. No such offers will be accepted from locations in or near
areas designated under legislative authority as potential sites for the above
uses unless, after coordination with the appropriate agencies, TVA determines
that the coal can be mined without substantially adversely affecting the area's
potential for such use. In such cases, and also in cases involving offerings of
coal from mines in or near other visually important areas such as major highways
or population centers, special provisions designed to protect aesthetic values
may be incorporated in the purchase contracts. No coal will be accepted from
areas in which, in TVA's judgment, mining would adversely affect a public water
supply and such adverse effect cannot be avoided by proper reclamation.
(b) Specific Location Map. Offerors must furnish a map that specifically
locates and outlines the area(s) to be disturbed during mining. This map should
be approximately 8-1/2 x 11 inches in size, and the information required may be
superimposed over a portion of a TVA or United States geological survey
topographic map, scale 1 inch = 2,000 feet, or 1 inch = 1,000 feet. The map
submitted to TVA must also include the producer's name and address, the state
surface and/or underground mine permit numbers, M.S.H.A. numbers, the
appropriate quadrangle name or designation, and access roads to the mining
area(s). A new map must be submitted for each new mine offered.
8. CERTIFICATION FOR CONTRACTS, GRANTS, LOANS, AND COOPERATIVE AGREEMENTS.
By submission of a proposal under this Request for Proposals, the offeror
certifies as follows:
(a) No Federal appropriated funds have been paid or will be paid by or on
behalf of the offeror to any person for influencing or attempting to influence
an officer or employee of any agency, a Member of Congress, an officer or
employee of Congress, or an employee of a Member of Congress in connection with
the awarding of any Federal contract, the making of any Federal grant, the
making of any Federal loan, the entering into of any cooperative agreement, and
the extension, continuation, renewal, amendment, or modification of any Federal
contract, grant, loan, or cooperative agreement.
(b) If any funds other than Federal appropriated funds have been paid or
will be paid to any person for influencing or attempting to influence an officer
or employee of any agency, a Member of Congress, an officer or employee of
Congress, or an employee of a Member of Congress in connection with this Federal
contract, grant, loan, or cooperative agreement, the undersigned shall complete
and submit Standard Form-LLL, "Disclosure of Lobbying Activities," in accordance
with its instructions.
(c) The offeror shall require that the language of this certification be
included in the award documents for
all subawards at all tiers (including subcontracts, subgrants, and contracts
under grants, loans, and cooperative agreements) and that all subrecipients
shall certify and disclose accordingly.
This certification is a material representation of fact upon which
reliance was placed when this transaction was made or entered into. Submission
of this certification is a prerequisite for making or entering into this
transaction imposed by 31\U.S.C. 1352. Any person who fails to file the required
certification shall be subject to a civil penalty of not less than $10,000 and
not more than $100,000 for each such failure.
9. EXCEPTIONS. By submission of a term coal proposal in response to this
RFP, offeror conforms its proposal to the terms and conditions of TVA's Term
Coal Contract, unless exceptions are clearly detailed in writing and submitted
with proposal.
June 6, 1996
Steve Blackburn
LP 5G-C
REQ. 33 -- TERM COAL -- COSTAIN COAL COMPANY -- SUBCONTRACTING PLAN SP 96-38
The attached plan meets the criteria for an acceptable subcontracting plan and
is hereby approved.
This plan should be incorporated and made a material part of the ensuing
contract, and a copy of the acceptance page(s) should be furnished to this
office upon award.
/s/ Vickie F. Thornhill
Vickie F. Thornhill, Specialist
Office of Small and Disadvantaged
Business Utilization
Attachment
1911j
SMALL-BUSINESS AND SMALL DISADVANTAGED BUSINESS SUBCONTRACTING PROGRAM
A. PURPOSE:
TO ESTABLISH A GENERAL POLICY AND PROCEDURE RELATING TO THE COMPANY'S
SMALL BUSINESS AND SMALL DISADVANTAGED BUSINESS SUBCONTRACTING PROGRAM.
B. POLICY:
1. PLACE A FAIR PROPORTION OF ITS TOTAL PROCUREMENT FOR SUPPLIES,
SERVICES, AND OTHER MATERIALS, WITH SMALL BUSINESS AND SMALL
DISADVANTAGED BUSINESS CONCERNS, CONSISTENT WITH EFFICIENT AND
TIMELY PERFORMANCE OF ITS CONTRACTS.
2. ESTABLISH PERCENTAGE GOAL OF 21% AND 12,180,0O0 FOR THE UTILIZATION
AS SUBCONTRACTORS OF SMALL BUSINESS CONCERNS: ESTABLISH PERCENTAGE
GOAL 0F 5% AND $2,900,000 FOR THE UTILIZATION AS SUBCONTRACTORS OF
SMALL BUSINESS CONCERNS OWNED AND OPERATED BY SOCIALLY AND
ECONOMICALLY DISADVANTAGED INDIVIDUALS: ESTABLISH PERCENTAGE GOAL OF
3% AND $1,740,000 FOR THE UTILIZATION AS SUBCONTRACTORS OF SMALL
BUSINESS CONCERNS OWNED AND CONTROLLED BY A WOMAN OR WOMEN.
3. ASSIGN PUR & WHSE MANAGER, MR. CLETIS HUNT IS DESIGNATED AS THE
SMALL BUSINESS AND SMALL DISADVANTAGED BUSINESS LIAISON OFFICER. HE
OR A DULY AUTHORIZED REPRESENTATIVE SHALL ADMINISTER THE PLAN IN A
MANNER WHICH WILL ENABLE SUCH CONCERNS TO BE CONSIDERED FAIRLY AS
SUBCONTRACTORS AND SUPPLIERS.
4. WILL INCLUDE INSTRUCTION IN THE REQUIREMENTS OF THIS POLICY AND ITS
PROPER APPLICATION IN ALL TRAINING COURSES FOR PROCUREMENT
PERSONNEL. ALSO, ASSURE THAT SMALL BUSINESS AND SMALL DISADVANTAGED
CONCERNS WILL HAVE AN EQUITABLE OPPORTUNITY TO COMPETE FOR
SUBCONTRACTS, PARTICULARLY BY ARRANGING SOLICITATIONS IN TIME FOR
THE PREPARATION OF BIDS, QUANTITIES, SPECIFICATIONS, AND DELIVERY
SCHEDULES SO AS TO FACILITATE THE PARTICIPATION OF SUCH CONCERNS.
5. WILL INCLUDE THE SMALL BUSINESS POLICY CLAIMS IN ALL SUBCONTRACTS
WHICH OFFER FURTHER SUBCONTRACTING OPPORTUNITIES, AND REQUEST ALL
SUBCONTRACTORS WHO RECEIVE SUBCONTRACTS IN EXCESS OF $500,000 TO
ADOPT A PLAN SIMILAR TO THIS PLAN.
6. WHEN REQUIRED BY THE TERMS OF ANY GOVERNMENT PRIME CONTRACT, SUBMIT
REPORTS AS REQUIRED BY THE SMALL DISADVANTAGED BUSINESS
SUBCONTRACTING PROGRAMS. COOPERATE IN ANY STUDY OR SURVEYS CONDUCTED
BY THE GOVERNMENT CONTRACTING OFFICER OR HIS DESIGNEES WHICH MAY BE
NECESSARY TO DETERMINE THE EXTENT 0F THE COMPANY'S COMPLIANCE WITH
APPLICABLE REGULATIONS.
7. MAINTAIN A LIBRARY WHICH INCLUDES SMALL BUSINESS AND SMALL
DISADVANTAGED BUSINESS CONCERNS SOURCE DIRECTORIES AND OTHER
APPLICABLE LITERATURE. ALSO MAINTAIN RECORDS SUCH AS PURCHASE
ORDERS, BID REQUEST, ETC. WHICH WILL DEMONSTRATE PROCEDURES WHICH
HAVE BEEN ADOPTED TO COMPLY WITH THE REQUIREMENT AND GOALS SET FORTH
IN THE PLAN.
REQUISITION 33
TERM COAL PROPOSAL - PROPOSALS DUE MARCH 4, 1996
To: Tennessee Valley Authority, Fuel Acquisition & Supply, 1101 Market Street,
Chattanooga, Tennessee 37402-2801
The Request for Proposals for Term Coal and Term Coal Contract apply to this
offer and any acceptance of it by TVA. Offers may not be withdrawn after
proposal closing without the consent of the Fuel Buyer. The undersigned offers
and agrees, if this proposal is accepted by July 1, 1996, coal will be furnished
as follows:
=================================================================================================================
Three (3) Years Term Six (6) Years Term Ten (10) Years Term Early Payment Discount
Third (3rd)Year Reopener Fifth (5th)Year Price Reopener
=================================================================================================================
Base Schedule Base Schedule Base Schedule Offeror may offer discount
for early payment of
Price/Ton FOB Tons/Year Price/Ton FOB Tons/Year Price/Ton FOB Tons/Year invoices by TVA.
$________ Barge ________ $24.28 Barge 1,000,000 $________ Barge ________ Per Ton Price Reduction
$_______ Railcar________ $22.33 Railcar 1,500,000 $_______ Railcar _______ $_______ NET 20 DAYS
(NOTE: Base Contract Provides
$_______ Truck _________ $_______ Truck _________ $_______ Truck _________ net 30 days.)
=================================================================================================================
================================================================================
TYPICAL ANALYSIS:
The Offeror certifies the following quarterly average coal
quality specification at TVA's sampling point.
Total Moisture 8.0%
Ash (as received) 10.5%
Ash (dry) 11.4%
Sulfur (as received) 2.3%
Lbs. SO(2)/mmBtu 3.8
Btu/Lb. (as received) 12,200 Btu
Ash Fusion Temperature/Reducing
Initial 2300(degrees)F
Softening (Hemispherical) 2400(degrees)F
Fluid 2550(degrees)F
Volatile Matter (dry) 36%
Grindability (Hardgrove Index) 55
Chlorine (dry) 0.29%
Raw 25% Washed 75% Size: 2" x 0"
================================================================================
TRANSPORTATION:
FOB Point:
Railroad CSX
Rail: Tipple: Interchange Tipple No. 44419
City: Providence State: KY
Barge: Terminal: Caseyville
River: Ohio MP: 871.6
Coal should be offered loaded in railcars or barges
at the shipping point.
================================================================================
MINE INFORMATION:
(as shown on Producer's Statement). If offer is offering more than one mine or
producer, and more space is needed to complete all required information for each
mine, please provide the additional information on an attachment.
Mine Name Baker
Mine Permit No. 717-5002
MSHA No. 1514492
Seam Name WKY #13
Type Operation Underground
Nearest Town Sturgis
County Union
State KY
Producer Costain Coal Inc.
P.O. Box 289
Address Sturgis, KY 42459
Offeror Costain Coal Inc.
P.O. Box __________________________________
Street 249 E. Main Street, Suite 200
City & State Lexington, KY
Zip Code 40507
Telephone (606) 255-4006
Fax Number (606) 255-0191
Signature /s/ David L. Vaughn
-------------------
Date March 1, 1996
- --------------------------------------------------------------------------------
Offers must complete and return along with this form, TVA USE ONLY
forms TVA 9903A-D, attached hereto and made a part thereof. T.R.
This proposal is valid until July 1, 1996
================================================================================
OFFEROR MUST ALSO COMPLETE SECOND PAGE OF THIS FORM.
TVA 9910 Page 1 of 2
CERTIFICATE OF INDEPENDENT PRICE DETERMINATION
(a) By submission of this bid, each bidder certifies, and in the case of a
joint bid each party thereto certifies, as to its own organization, that in
connection with this procurement:
(1) The prices in this bid have been arrived at independently, without
consultation, communication, or agreement, for the purpose of
restricting competition, as to any matter relating to such prices with
any other bidder or with any competitor;
(2) Unless otherwise required by law, the prices which have been
quoted in this bid have not been disclosed knowingly by the bidder and
will not knowingly be disclosed by the bidder prior to bid closing,
directly or indirectly, to any other bidder or to any competitor; and
(3) No attempt has been made or will be made by the bidder to induce
any other person or firm to submit or not to submit a bid for the
purpose of restricting competition.
(b) Each person signing this bid certifies that:
(1) He is the person in the bidder's organization responsible within
that organization for the decision as to the prices being bid herein
and that he has not participated, and will not participate, in any
action contrary to (a)(1) through (a)(3) above; or
(2) (i) He is not the person in the bidder's organization responsible
within that organization for the decision as to the prices being bid
herein but that he has been authorized in writing to act as agent for
the persons responsible for such decision in certifying that such
persons have not participated, and will not participate, in any action
contrary to (a)(1) through (a)(3) above, and as their agent does
hereby so certify; and (ii) he has not participated, and will not
participate, in any action contrary to (a)(1) through (a)(3) above.
(c) A bid will not be considered for award where (a)(1), (a)(3), or (b)
above has been deleted or modified. Where (a)(2) above has been deleted or
modified, the bid will not be considered for award unless the bidder furnishes
with the bid a signed statement which sets forth in detail the circumstances of
the disclosure; and the Contracting Officer determines that such disclosure was
not made for the purpose of restricting competition.
AGENT'S WARRANTY, LIABILITY, AND AGREEMENT
If a bid is submitted by an agent in the name of its principal, said agent
warrants the correctness of all information contained in the bid and that it has
obtained written authority from such principal to make the foregoing bid; and
said agent agrees to be fully [Illegible] for the performance of any contract
awarded on this bid, if agent has submitted it without proper authority from the
principal. Said agent further agrees to hold TVA harmless from any claims,
demands, or actions made against it by the principal on the ground that said
agent has exceeded or acted contrary to its authority in any matter connected
with this bid or any resulting contract.
The bidder represents:
That it is |_|, is not |x|, a small business concern as defined in the Code of
Federal Regulations, Title 13, Chapter 1, Part 121. If the bidder is not the
producer, it also represents that the coal to be furnished hereunder will |_|,
will not |_|, be produced by a small business concern.
That, if the aggregate amount of the bid is greater than $25,000, (a) it has
|_|, has not |x|, employed or retained any company or person (other than bona
fide employees or bona fide established commercial or selling agencies
maintained by the bidder [or contractor] for purposes of securing business) to
solicit or secure this contract; and (b) It has |_|, has not |x|, paid or agreed
to pay any company or person (other than bona fide employees or bona fide
established commercial or selling agencies maintained by the bidder [or
contractor] for purposes of securing business) any fee, commission, percentage,
or brokerage fee, contingent upon or resulting from the award of this contract;
and agrees to furnish information relating thereto as requested.
That it is a regular coal producer |x|, sales agent |_|.
That the producer under this bid does |_|, does not |x|, have any current
instances of noncompliance (including uncorrected violations, unabated cease
orders, overdue fees, and/or fines) with reclamation or health and safety laws
at any mines it owns, controls, or operates. If it does, please attach a full
written explanation to this bid.
That, if surface mined coal is offered, it has read, understands, and will
comply (if an award is received) with the section of the General Conditions for
Spot Coal Purchases entitled Coal Mining Reclamation and Conservation
Requirements. A copy of the specific location map must be attached hereto unless
a previously furnished map is still valid. If map previously furnished is still
valid, please indicate. Yes |_| No |x|
That the offered coal will be produced by mine(s) having all currently required
federal, state, and other regulatory agency coal mining permits, certificates,
and licenses; and agrees to keep such permits, certificates, and licenses
current; and further agrees to furnish TVA with copies thereof if requested.
That, if it is not the producer of the coal to be delivered hereunder, it has
contracted directly with the producer for delivery of the coal to TVA.
TVA 9910 Page 2 of 2
Note, [Illegible] Term Coal Proposal Form No. 9910
must be completed and signed for each of the
prices and tonnage indicated below.
REQUISITION NUMBER 33
SUMMARY OF OFFERS
Offeror: Costain Coal Inc.
All Tonnage Amounts are in Thousands and Prices are Per Ton
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Typical Analysis Three Year Term Six Year Term Ten Year Term
Third Year Fifth Year
Volatile Price Reopener Price Reopener
Ash Matter Btu/Lb. SO(2) Grind Chlorine Annual F0B FOB FOB
Moisture (A/R) (Dry) (A/R) lbs.mmBtu H.G.I. (DRY) Tonnage Dollars per Ton Dollars per Ton Dollars per Ton
Max. % Max. % Min % Min. Max. Min. Max. % (000) Barge Rail Truck Barge Rail Truck Barge Rail Truck
- ------------------------------------------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------------------------------
8 10.5 36 12,200 3.8 55 0.29 1,000 24.28
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8 10.5 36 12,200 3.8 55 0.29 750 22.58
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8 10.5 36 12,200 3.8 55 0.29 1,500 22.33
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8 9.0 36 12,400 3.2 55 0.29 1,000 25.50 24.50
====================================================================================================================================
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TYPICAL COAL QUALITY ANALYSIS
OFFEROR WILL STATE THE TYPICAL COAL QUALITY ANALYSIS OF THE COAL THAT OFFEROR IS
CAPABLE OF MEETING ON A CONTINUOUS BASIS AND THAT IS REPRESENTATIVE OF THE
QUALITY OF THE COAL ACTUALLY TO BE SHIPPED ("TYPICAL ANALYSIS"). SEE SECTION
9.a. OF THE TERM COAL CONTRACT.
If offer is for prepared coal, an analysis for raw run-of-mine coal should also
included.
Raw Run-of-Mine Coal Quality
- ----------------------------
Proximate Analysis (as-received):
*Btu/lb 10,060
*Total Moisture 5.6%
*Ash 18.8%
*Sulfur 2.8%
*Volatility 30.8%
*Grindability 55
Ultimate Analysis (Dry Basis):
Carbon 66.3%
Hydrogen 4.3%
Nitrogen 1.5%
*Chlorine 0.29%
*Sulfur 3.0%
*Ash 19.9%
Oxygen 4.8%
Fluorine -%
Prepared or Washed Coal Quality
- -------------------------------
Proximate Analysis (as-received):
*Btu/lb 12,200
*Total Moisture 8%
*Ash 10.5%
*Sulfur 2.3%
*Volatility 33% (+36% dry)
*Grindability 55
Ultimate Analysis (Dry Basis):
Carbon 72.0%
Hydrogen 4.8%
Nitrogen 1.5%
*Chlorine 0.29%
*Sulfur 2.5%
*Ash 11.4%
Oxygen 6.5%
Fluorine -%
ASH ANALYSIS
Ash Fusion Temperatures:
Reducing Atmosphere--
*Initial Deformation 2500(degrees)F
*Softening (H=W) 2550(degrees)F
Softening (H=1/2W) 2600(degrees)F
*Fluid 2650(degrees)F
Oxidizing Atmosphere--
Initial Deformation 2600(degrees)F
Softening (H=W) 2650(degrees)F
Softening (H=1/2W) 2680(degrees)F
Fluid 2700(degrees)F
T(250) Temperature 2755(degrees)F
Mineral Analysis of Ash:
Silica (SiO(2)) 54.37%
Alumina (Al(2)O(3)) 26.80%
Ferric Oxide (Fe(2)O(3)) 9.35%
Titania (TiO(2)) 1.18%
Phos Pentoxide (P(2)O(5)) 0.13%
Lime (CaO) 1.42%
Magnesia (MgO) 0.92%
Sodium Oxide (Na(2)O) 0.78%
Potassium Oxide (K(2)O) 3.00%
Sulfur Trioxide (SO(3)) 1.83%
Ash Fusion Temperatures:
Reducing Atmosphere--
*Initial Deformation 2300(degrees)F
*Softening (H=W) 2400(degrees)F
Softening (H=1/2W) 2500(degrees)F
*Fluid 2550(degrees)F
Oxidizing Atmosphere--
Initial Deformation 2550(degrees)F
Softening (H=W) 2600(degrees)F
Softening (H=1/2W) 2625(degrees)F
Fluid 2650(degrees)F
T(250) Temperature 2635(degrees)F
Mineral Analysis of Ash:
Silica (SiO(2)) 50.64%
Alumina (Al(2)O(3)) 26.06%
Ferric Oxide (Fe(2)O(3)) 13.64%
Titania (TiO(2)) 1.00%
Phos Pentoxide (P(2)O(5)) 0.17%
Lime (CaO) 1.57%
Magnesia (MgO) 0.92%
Sodium Oxide (Na(2)O) 0.57%
Potassium Oxide (K(2)O) 2.61%
Sulfur Trioxide (SO(3)) 1.16%
*These values must be the same as those submitted on form TVA 9910.
TVA 9903A
TYPICAL COAL QUALITY ANALYSIS
OFFEROR WILL STATE THE TYPICAL COAL QUALITY ANALYSIS OF THE COAL THAT OFFEROR IS
CAPABLE OF MEETING ON A CONTINUOUS BASIS AND THAT IS REPRESENTATIVE OF THE
QUALITY OF THE COAL ACTUALLY TO BE SHIPPED ("TYPICAL ANALYSIS"). SEE SECTION
9.a. OF THE TERM COAL CONTRACT.
If offer is for prepared coal, an analysis for raw run-of-mine coal should also
included.
Raw Run-of-Mine Coal Quality
- ----------------------------
Proximate Analysis (as-received):
*Btu/lb 10,060
*Total Moisture 5.6%
*Ash 18.8%
*Sulfur 2.8%
*Volatility 30.8%
*Grindability 55
Ultimate Analysis (Dry Basis):
Carbon 66.3%
Hydrogen 4.3%
Nitrogen 1.5%
*Chlorine 0.29%
*Sulfur 3.0%
*Ash 19.9%
Oxygen 4.8%
Fluorine -%
Prepared or Washed Coal Quality
- -------------------------------
Proximate Analysis (as-received):
*Btu/lb 12,400
*Total Moisture 8%
*Ash 9%
*Sulfur 2.0%
*Volatility 33.5% (+36% dry)
*Grindability 55
Ultimate Analysis (Dry Basis):
Carbon 74.26%
Hydrogen 4.9%
Nitrogen 1.6%
*Chlorine 0.29%
*Sulfur 2.15%
*Ash 10.0%
Oxygen 6.8%
Fluorine -%
ASH ANALYSIS
Ash Fusion Temperatures:
Reducing Atmosphere--
*Initial Deformation 2500(degrees)F
*Softening (H=W) 2550(degrees)F
Softening (H=1/2W) 2600(degrees)F
*Fluid 2650(degrees)F
Oxidizing Atmosphere--
Initial Deformation 2600(degrees)F
Softening (H=W) 2650(degrees)F
Softening (H=1/2W) 2680(degrees)F
Fluid 2700(degrees)F
T(250) Temperature 2755(degrees)F
Mineral Analysis of Ash:
Silica (SiO(2)) 54.37%
Alumina (Al(2)0(3)) 26.80%
Ferric Oxide (Fe(2)O(3)) 9.35%
Titania (TiO(2)) 1.18%
Phos Pentoxide (P(2)O(5)) 0.13%
Lime (CaO) 1.42%
Magnesia (MgO) 0.92%
Sodium Oxide (Na(2)O) 0.78%
Potassium Oxide (K(2)0) 3.00%
Sulfur Trioxide (SO(3)) 1.83%
Ash Fusion Temperatures:
Reducing Atmosphere--
*Initial Deformation 2300(degrees)F
*Softening (H=W) 2400(degrees)F
Softening (H=1/2W) 2500(degrees)F
*Fluid 2550(degrees)F
Oxidizing Atmosphere--
Initial Deformation 2550(degrees)F
Softening (H=W) 2600(degrees)F
Softening (H=1/2W) 2625(degrees)F
Fluid 2650(degrees)F
T(250) Temperature 2635(degrees)F
Mineral Analysis of Ash:
Silica (SiO(2)) 50.40%
Alumina (Al(2)0(3)) 26.40%
Ferric Oxide (Fe(2)O(3)) 13.58%
Titania (TiO(2)) 0.99%
Phos Pentoxide (P(2)O(5)) 0.16%
Lime (CaO) 1.47%
Magnesia (MgO) 0.94%
Sodium Oxide (Na(2)O) 0.58%
Potassium Oxide (K(2)O) 2.57%
Sulfur Trioxide (SO(3)) 1.13%
*These values must be the same as those submitted on form TVA 9910.
TVA 9903A
REQUIREMENT FOR CERTIFICATE OF PROCUREMENT INTEGRITY (Negotiated)
(a) Definitions. The definitions in the Federal Acquisition Regulation (FAR) are
hereby incorporated in this provision.
(b) Certifications. As required in paragraph (c) of this provision, the officer
or employee responsible for this offer shall execute the following
certification:
Certificate of Procurement Integrity
(1) I, Daniel L. Vaughn, [Name of Certifier] am the officer or employee
or employee responsible for the preparation of this and hereby
certify that, to the best of my knowledge and belief, with the
exception of any information described in this certificate, I have
no information concerning a violation or possible violation of
Subsection 27(a), (b), (d), or (f) of the Office of the Federal
Procurement Policy Act (act) as amended* (Title 41 United States
Code Section 423), hereinafter referred to as "the act"), as
implemented in the FAR occurring during the conduct of this
procurement Requisition #33 [Solicitation Number].
(2) As required by subsection 27(e)(l)(B) of the act, I further certify
that, to the best of my knowledge and belief, each officer,
employee, agent, representative, and consultant of Costain Coal Inc.
[Name of Offeror]
who has participated personally and substantially in the preparation
or submission of this offer has certified that he or she is familiar
with, and will comply with, the requirements of subsection 27(a) of
the act, as implementation the FAR, and will report immediately to
me any information concerning a violation or possible violation of
subsection (a), (b), (d), or (f) of the act, as implemented in the
FAR, pertaining to this procurement.
(3) Violations or possible violations: (Continue on plain bond paper if
necessary and label Certificate of Procurement Integrity
(Continuation Sheet). Enter "NONE" if none exists.
None
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(4) I agree that, if awarded a contract under this solicitation, the
certifications required by subsection 27(e)(l)(B) of the act shall
be maintained in accordance with paragraph (f) of this provision.
/s/ Daniel L. Vaughn March 1, 1996
-------------------------------------- -------------------
Signature of Officer or Employee Date
Responsible for the Offer
Daniel L. Vaughn
-------------------------------------- -------------------
Typed Name of Officer or Employee Date
Responsible for Offer
*Subsections 27(a), (b), and (d) are effective on December 1, 1990.
Subsection 27(f) is effective on June 1, 1991.
THIS CERTIFICATION CONCERNS A MATTER WITHIN THE JURISDICTION OF AN
AGENCY OF THE UNITED STATES; AND THE MAKING OF A FALSE, FICTITIOUS,
OR FRAUDULENT CERTIFICATION MAY RENDER THE MAKER SUBJECT TO
PROSECUTION UNDER TITLE 18, UNITED STATES CODE, SECTION 1001.
PROSECUTION UNDER TITLE 18, UNITED STATES CODE, SECTION 1001.
(End of certification)
TVA 9903B
Page 1 of 3
(c) For procurement, including contract modifications, in excess of $100,000
made using procedures other than sealed bidding, the signed certifications
shall be submitted by the successful Offeror to the Contracting Officer
within the time period specified by the Contracting Officer when
requesting the certificates except as provided in subparagraphs (c)(1)
through (c)(5) of this clause. In no event shall the certificate be
submitted subsequent to award of a contract or execution of a contract
modification:
(1) For letter contracts, other unpriced contracts, or unpriced contract
modifications, whether or not the unpriced contract or modification
contains a maximum or not to exceed price, the signed certifications shall
be submitted prior to the award of the letter contract, unpriced contract,
or the unpriced contract modification, and prior to the definitization of
the letter contract or the establishment of the price of the unpriced
contract or unpriced contract modification. The second certification shall
apply only to the period between award of the letter contract and
execution of the document definitizing the letter contract or award of the
unpriced contract or unpriced contract modification and execution of the
document establishing the definitive price of such unpriced contract or
unpriced contract modification.
(2) For basic ordering agreements, prior to the execution of a priced
order; prior to the execution of an unpriced order, whether or not the
unpriced order contains a maximum or not to exceed price and, prior to
establishing the price of an unpriced order. The second certification to
be submitted for unpriced orders shall apply only to the period between
award of the unpriced order and execution of the document establishing the
definitive price for such order.
(3) A certificate is not required for indefinite delivery contracts (see
FAR subpart 16.5) unless the total estimated value of all orders
eventually to be placed under the contract is expected to exceed $100,000.
(4) For contracts and contract modifications which include options, a
certificate is required when the aggregate value of the contract or
contract modification and all options (see FAR 3.104-4(e)) exceeds
$100,000.
(5) For purposes of contracts entered into under Section 8(a) of the Small
Business Act, the business entity with whom the Small Business
Administration (SBA) contracts, and not the SBA, shall be required to
comply with the certification requirements of subsection 27(e). The SBA
shall obtain the signed certificate from the business entity and forward
the certificate to the Contracting Officer prior to the award of a
contract to the SBA.
(6) Failure of an Offeror to submit the signed certificate within the time
prescribed by the Contracting Officer shall cause the offer to be
rejected.
(d) Pursuant to FAR 3.104-9(d), the offerer may be requested to execute
additional certifications at the request of the Tennessee Valley Authority
(TVA). Failure of an offeror to submit the additional certifications shall
cause its offer to be rejected.
(e) A certification containing a disclosure of a violation or possible
violation will not necessarily result in the withholding of an award under
this solicitation. However, TVA, after evaluation of the disclosure. may
cancel this procurement or take any other appropriate actions in the
interests of TVA, such as disqualification of the offeror.
(f) In making the certification in paragraph (2) of the certificate, the
officer or employee of the competing Contractor responsible for the offer
may rely upon a one-time certification from each individual required to
submit a certification to the competing Contractor, supplemented by
periodic training. These certifications shall be obtained
TVA 9903B
Page 2 of 3
at the earliest possible date after an individual required to certify
begins employment or association with the Offeror. If a Offeror decides to
rely on a certification executed prior to the suspension of section 27
(i.e., prior to December 1989), the Contractor shall ensure that an
individual who has so certified is notified that section 27 has been
reinstated. These certifications shall be maintained by the offeror for
six years from the date a certifying employee's employment with the
company ends or, for an agent, representative, or consultant, six years
from the date such individual ceases to act on behalf offeror
(g) Certifications under paragraphs (b) and (d) of this provision are material
representations of fact upon which reliance will be placed in awarding a
contract.
TVA 9903B
Page 3 of 3
TAXPAYER IDENTIFICATION NUMBER AND
PARENT COMPANY
Full company name of Bidder/Offeror: Costain Coal Inc.
a. The offeror is required to submit the information outlined in paragraphs b
through d of this solicitation provision in order to comply with reporting
requirements of the Internal Revenue Code and implementing regulations issued by
the Internal Revenue Service (IRS).
b. Taxpayer Identification Number (TIN) (the number required by the IRS to be
used by the offeror in reporting income tax and other returns).
(x) TIN: 95-2623858
( ) TIN has been applied for.
( ) TIN is not required because:
( ) Offeror is a nonresident alien foreign corporation or foreign
partnership that does not have income effectively connected with the
conduct of a trade or business in the United States and does not
have an office or place of business or fiscal paying agent in the
United States;
( ) Offeror is an agency or instrumentality of a foreign government;
( ) Other basis: ________________________________________________.
c. Corporate status:
( ) Corporation providing medical and health care services, or engaged in
the billing and collecting of payments for such services;
( ) Other corporate entity;
( ) Not a corporate entity;
( ) Sole proprietorship;
( ) Hospital or extended care facility described in 26 C.F.R. ss.
501(c)(3) that is exempt from taxation under 26 C.F.R. ss. 501(a).
d. Common Parent:
( ) Offeror is a member of an affiliated group of corporations that files
its Federal income tax returns on a consolidated basis.
(x) Name and TIN of common parent
Name: Costain Coal Inc.
TIN: 95-2623858
TVA 9903C
DISADVANTAGED SMALL BUSINESS STATEMENT
Vendor Represents:
A. That it is |_|, is not |x|, a small business concern as defined in the
Code of Federal Regulations, Title 13, Part 121.
B. That it is |_|, is not |x|, a disadvantaged small business concern. A
disadvantaged small business concern is defined as a business which is at
least 51 percent owned by one or more socially and economically
disadvantaged individuals or, in the case of any publicly owned business,
at least 51 percent of the stock of which is owned by one or more socially
and economically disadvantaged individuals, and whose management and daily
business operations are controlled by one or more of such individuals. For
the purposes of this definition, it should be presumed that socially and
economically disadvantaged individuals include Black Americans, Hispanic
Americans, Native Americans, Asian-Pacific Americans, Asian-Indian
Americans. and other individuals found to be disadvantaged by the Small
Business Administration in accordance with the Small Business Act. If
vendor represents it is a small disadvantaged business concern as defined
above, the applicable presumptively covered group is:
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C. That it is |_|, is not |x|, a small business concern owned and controlled
by women. A small business owned and controlled by women means a business
that is small for purposes of the Small Business Act, that is at least 51
percent owned by one or more women, and whose management and daily
business operations are controlled by one or more women.
D. This is |_|, is not |x|, the vendor's first purchase order/contract with
TVA.
PREAWARD EQUAL OPPORTUNITY COMPLIANCE REVIEWS. Before award of a contract of $1
million or more under this Invitation to Bid, the prospective contractor and
each of his known first-tier subcontractors who will receive a subcontract of $1
million or more, will be subject to a review to determine compliance with the
Equal Opportunity clause (form TVA 9923) and the regulations issued pursuant to
Executive Order 11246. In order to qualify in this respect for award, the
contractor and such subcontractors must be found, on the basis of such review,
to be able, to comply with these requirements.
Where a previous compliance review has been made within twelve months of the
expected date of award, an additional full review will ordinarily not be needed
to determine compliance.
If your offer is $1 million or more, supply the following data for each of your
establishments (and subcontractor establishments if subcontract is $1 million or
more) where work on the contract will be performed.
Name and Location of All Mines
That Would Furnish Any of the Latest Compliance Review
Coal Offered Under This Invitation Date Agency Which Made the Review
to Bid: ___________________________
Costain's West Kentucky Operations Not Known
Costain's East Kentucky Operations
TVA 9903D
REQUISITION 33
TERM COAL PROPOSAL - PROPOSALS DUE MARCH 4, 1996
To: Tennessee Valley Authority, Fuel Acquisition & Supply, 1101 Market Street,
Chattanooga, Tennessee 37402-2801
The Request for Proposals for Term Coal and Term Coal Contract apply to this
offer and any acceptance of it by TVA. Offers may not be withdrawn after
proposal closing without the consent of the Fuel Buyer. The undersigned offers
and agrees, if this proposal is accepted by July 1, 1996, coal will be furnished
as follows:
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Three (3) Years Term Six (6) Years Term Ten (10) Years Term Early Payment Discount
Third (3rd)Year Reopener Fifth (5th)Year Price Reopener
=================================================================================================================
Base Schedule Base Schedule Base Schedule Offeror may offer discount
for early payment of
Price/Ton FOB Tons/Year Price/Ton FOB Tons/Year Price/Ton FOB Tons/Year invoices by TVA.
$________ Barge ________ $24.28 Barge 1,000,000 $________ Barge ________ Per Ton Price Reduction
$_______ Railcar________ $22.58 Railcar 750,000 $_______ Railcar _______ $_______ NET 20 DAYS
(NOTE: Base Contract Provides
$_______ Truck _________ $_______ Truck _________ $_______ Truck _________ net 30 days.)
=================================================================================================================
================================================================================
TYPICAL ANALYSIS:
The Offeror certifies the following quarterly average coal
quality specification at TVA's sampling point:
[Illegible] Moisture 8.0%
Ash (as received) 10.5
Ash (dry) 11.4
Sulfur (as received) 2.3%
Lbs. SO2/mmBtu 3.8
Btu/Lb. (as received) 12,200 Btu
Ash Fusion Temperature/Reducing
Initial 2300(degrees)F
Softening(Hemispherical) 2400(degrees)F
Fluid 2550(degrees)F
Volatile Matter (dry) 36%
Grindability (Hardgrove Index) 55
Chlorine (dry) 0.29%
Raw 25% Washed 75% Size: 2" x 0"
================================================================================
TRANSPORTATION:
FOB Point:
Railroad CSX
Rail: Tipple: Interchange Tipple No. 44419
City: Providence State: KY
Barge: Terminal: Caseyville
River: Ohio MP: 871.6
Coal should be offered loaded in railcars or barges
[Illegible] shipping point.
================================================================================
MINE INFORMATION:
(as shown on Producer's Statement). If offer is offering more than one mine or
producer, and more space is needed to complete all required information for each
mine, please provide the additional information on an attachment.
Mine Name Baker
Mine Permit No. 717-5002
MSHA No. 1514492
Seam Name WKY #13
Type Operation Underground
Nearest Town Sturgis
County Union
State KY
Producer Costain Coal Inc.
P.O. Box 289
Address Sturgis, KY 42459
Offeror Costain Coal Inc.
P.O. Box __________________________________
Street 249 E. Main Street, Suite 200
City & State Lexington, KY
Zip Code 40507
Telephone (606) 255-4006
Fax Number (606) 255-0191
Signature /s/ David L. Vaughn
-------------------
Date March 1, 1996
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Offers must complete and return along with this form, TVA USE ONLY
forms TVA 9903A-D, attached hereto and made a part thereof. T.R.
This proposal is valid until July 1, 1996
================================================================================
OFFEROR MUST ALSO COMPLETE SECOND PAGE OF THIS FORM.
TVA 9910 Page 1 of 2
CERTIFICATE OF INDEPENDENT PRICE DETERMINATION
(a) By submission of this bid, each bidder certifies, and in the case of a
joint bid each party thereto certifies, as to its own organization, that in
connection with this procurement:
(1) The prices in this bid have been arrived at independently, without
consultation, communication, or agreement, for the purpose of
restricting competition, as to any matter relating to such prices with
any other bidder or with any competitor;
(2) Unless otherwise required by law, the prices which have been quoted
in this bid have not been disclosed knowingly by the bidder and will
not knowingly be disclosed by the bidder prior to bid closing, directly
or indirectly, to any other bidder or to any competitor; and
(3) No attempt has been made or will be made by the bidder to induce
any other person or firm to submit or not to submit a bid for the
purpose of restricting competition.
(b) Each person signing this bid certifies that:
(1) He is the person in the bidder's organization responsible within
that organization for the decision as to the prices being bid herein
and that he has not participated, and will not participate, in any
action contrary to (a)(l) through (a)(3) above; or
(2) (i) He is not the person in the bidder's organization responsible
within that organization for the decision as to the prices being bid
herein but that he has been authorized in writing to act as agent for
the persons responsible for such decision in certifying that such
persons have not participated, and will not participate, in any action
contrary to (a)(1) through (a)(3) above, and as their agent does hereby
so certify; and (ii) he has not participated, and will not participate,
in any action contrary to (a)(1) through (a)(3) above.
(c) A bid will not be considered for award where (a)(1), (a)(3), or (b)
above has been deleted or modified. Where (a)(2) above has been deleted or
modified, the bid will not be considered for award unless the bidder furnishes
with the bid a signed statement which sets forth in detail the circumstances of
the disclosure; and the Contracting Officer determines that such disclosure was
not made for the purpose of restricting competition.
AGENT'S WARRANTY, LIABILITY, AND AGREEMENT
If a bid is submitted by an agent in the name of its principal, said agent
warrants the correctness of all information contained in the bid and that it has
obtained written authority from such principal to make the foregoing bid; and
said agent agrees to be fully liable for the performance of any contract
awarded on this bid, if agent has submitted it without proper authority from the
principal. Said agent further agrees to hold TVA harmless from any claims,
demands, or actions made against it by the principal on the ground that said
agent has exceeded or acted contrary to its authority in any matter connected
with this bid or any resulting contract.
The bidder represents:
That it is |_|, is not |x|, a small business concern as defined in the Code of
Federal Regulations, Title 13, Chapter 1, Part 121. If the bidder is not the
producer, it also represents that the coal to be furnished hereunder will |_|,
will not |_|, be produced by a small business concern.
That, if the aggregate amount of the bid is greater than $25,000, (a) it has
|_|, has not |x|, employed or retained any company or person (other than bona
fide employees or bona fide established commercial or selling agencies
maintained by the bidder [or contractor] for purposes of securing business) to
solicit or secure this contract; and (b) it has |_|, has not |x|, paid or agreed
to pay any company or person (other than bona fide employees or bona fide
established commercial or selling agencies maintained by the bidder [or
contractor] or purposes of securing business) any fee, commission, percentage,
or brokerage fee, contingent upon or resulting from the award of this contract;
and agrees to furnish information relating thereto as requested.
That it is a regular coal producer |x|, sales agent |_|.
That the producer under this bid does |_|, does not |x|, have any current
instances of noncompliance (including uncorrected violations, unabated cease
orders, overdue fees, and/or fines) with reclamation or health and safety laws
at any mines it owns, controls, or operates. If it does, please attach a full
written explanation to this bid.
That, if surface mined coal is offered, it has read, understands, and will
comply (if an award is received) with the section of the General Conditions for
Spot Coal Purchases entitled Coal Mining Reclamation and Conservation
Requirements. A copy of the specific location map must be attached hereto unless
a previously furnished map is still valid. If map previously furnished is still
valid, please indicate. Yes |_| No |x|
That the offered coal will be produced by mine(s) having all currently required
federal, state, and other regulatory agency coal mining permits, certificates,
and licenses; and agrees to keep such permits, certificates, and licenses
current; and further agrees to furnish TVA with copies thereof if requested.
That, if it is not the producer of the coal to be delivered hereunder, it has
contracted directly with the producer for delivery of the coal to TVA.
TVA 9910 Page 2 of 2
Note, [Illegible] Term Coal Proposal Form No. 9910
must be completed and signed for each of the
prices and tonnage indicated below.
REQUISITION NUMBER 33
SUMMARY OF OFFERS
Offeror: Costain Coal Inc.
All Tonnage Amounts are in Thousands and Prices are Per Ton
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Typical Analysis Three Year Term Six Year Term Ten Year Term
Third Year Fifth Year
Volatile Price Reopener Price Reopener
Ash Matter Btu/Lb. SO(2) Grind Chlorine Annual F0B FOB FOB
Moisture (A/R) (Dry) (A/R) lbs.mmuBtu H.G.I. (DRY) Tonnage Dollars per Ton Dollars per Ton Dollars per Ton
Max. % Max. % Min % Min. Max. Min. Max. % (000) Barge Rail Truck Barge Rail Truck Barge Rail Truck
- ------------------------------------------------------------------------------------------------------------------------------------
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8 10.5 36 12,200 3.8 55 0.29 1,000 24.28
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8 10.5 36 12,200 3.8 55 0.29 750 22.58
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8 10.5 36 12,200 3.8 55 0.29 1,500 22.33
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8 9.0 36 12,400 3.2 55 0.29 1,000 25.50 24.50
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TYPICAL COAL QUALITY ANALYSIS
OFFEROR WILL STATE THE TYPICAL COAL QUALITY ANALYSIS OF THE COAL THAT OFFEROR IS
CAPABLE OF MEETING ON A CONTINUOUS BASIS AND THAT IS REPRESENTATIVE OF THE
QUALITY OF THE COAL ACTUALLY TO BE SHIPPED ("TYPICAL ANALYSIS"). SEE SECTION
9.a. OF THE TERM COAL CONTRACT.
If offer is for prepared coal, an analysis for raw run-of-mine coal should also
included.
Raw Run-of-Mine Coal Quality
- ----------------------------
Proximate Analysis (as-received):
*Btu/lb 10,060
*Total Moisture 5.6%
*Ash 18.8%
*Sulfur 2.8%
*Volatility 30.8%
*Grindability 55
Ultimate Analysis (Dry Basis):
Carbon 66.3%
Hydrogen 4.3%
Nitrogen 1.5%
*Chlorine 0.29%
*Sulfur 3.0%
*Ash 19.9%
Oxygen 4.8%
Fluorine -%
Prepared or Washed Coal Quality
- -------------------------------
Proximate Analysis (as-received):
*Btu/lb 12,200
*Total Moisture 8%
*Ash 10.5%
*Sulfur 2.3%
*Volatility 33% (+36% dry)
*Grindability 55
Ultimate Analysis (Dry Basis):
Carbon 72.0%
Hydrogen 4.8%
Nitrogen 1.5%
*Chlorine 0.29%
*Sulfur 2.5%
*Ash 11.4%
Oxygen 6.5%
Fluorine -%
ASH ANALYSIS
Ash Fusion Temperatures:
Reducing Atmosphere--
*Initial Deformation 2500(degrees)F
*Softening (H=W) 2550(degrees)F
Softening (H=1/2W) 2600(degrees)F
*Fluid 2650(degrees)F
Oxidizing Atmosphere--
Initial Deformation 2600(degrees)F
Softening (H=W) 2650(degrees)F
Softening (H=1/2W) 2680(degrees)F
Fluid 2700(degrees)F
T(250) Temperature 2755(degrees)F
Mineral Analysis of Ash:
Silica (SiO(2)) 54.37%
Alumina (Al(2)O(3)) 26.80%
Ferric Oxide (Fe(2)O(3)) 9.35%
Titania (TiO(2)) 1.18%
Phos Pentoxide (P(2)O(5)) 0.13%
Lime (CaO) 1.42%
Magnesia (MgO) 0.92%
Sodium Oxide (Na(2)O) 0.78%
Potassium Oxide (K(2)O) 3.00%
Sulfur Trioxide (SO(3)) 1.83%
Ash Fusion Temperatures:
Reducing Atmosphere---
*Initial Deformation 2300(degrees)F
*Softening (H=W) 2400(degrees)F
Softening (H=1/2W) 2500(degrees)F
*Fluid 2550(degrees)F
Oxidizing Atmosphere--
Initial Deformation 2550(degrees)F
Softening (H=W) 2600(degrees)F
Softening (H=1/2W) 2625(degrees)F
Fluid 2650(degrees)F
T(250) Temperature 2635(degrees)F
Mineral Analysis of Ash:
Silica (SiO(2)) 50.64%
Alumina (Al(2)0(3)) 26.06%
Ferric Oxide (Fe(2)O(3)) 13.64%
Titania (TiO(2)) 1.00%
Phos Pentoxide (P(2)O(5)) 0.17%
Lime (CaO) 1.57%
Magnesia (MgO) 0.92%
Sodium Oxide (Na(2)O) 0.57%
Potassium Oxide (K(2)0) 2.61%
Sulfur Trioxide (SO(3)) 1.16%
*These values must be the same as those submitted on form TVA 9910.
TVA 9903A
TYPICAL COAL QUALITY ANALYSIS
OFFEROR WILL STATE THE TYPICAL COAL QUALITY ANALYSIS OF THE COAL THAT OFFEROR IS
CAPABLE OF MEETING ON A CONTINUOUS BASIS AND THAT IS REPRESENTATIVE OF THE
QUALITY OF THE COAL ACTUALLY TO BE SHIPPED ("TYPICAL ANALYSIS"). SEE SECTION
9.a. OF THE TERM COAL CONTRACT.
If offer is for prepared coal, an analysis for raw run-of-mine coal should also
included.
Raw Run-of-Mine Coal Quality
- ----------------------------
Proximate Analysis (as-received):
*Btu/lb 10,060
*Total Moisture 5.6%
*Ash 18.8%
*Sulfur 2.8%
*Volatility 30.8%
*Grindability 55
Ultimate Analysis (Dry Basis):
Carbon 66.3%
Hydrogen 4.3%
Nitrogen 1.5%
*Chlorine 0.29%
*Sulfur 3.0%
*Ash 19.9%
Oxygen 4.8%
Fluorine -%
Prepared or Washed Coal Quality
- -------------------------------
Proximate Analysis (as-received):
*Btu/lb 12,400
*Total Moisture 8%
*Ash 9%
*Sulfur 2.0%
*Volatility 33.5% (+36% dry)
*Grindability 55
Ultimate Analysis (Dry Basis):
Carbon 74.26%
Hydrogen 4.9%
Nitrogen 1.6%
*Chlorine 0.29%
*Sulfur 2.15%
*Ash 10.0%
Oxygen 6.8%
Fluorine --%
ASH ANALYSIS
Ash Fusion Temperatures:
Reducing Atmosphere--
*Initial Deformation 2500(degrees)F
*Softening (H=W) 2550(degrees)F
Softening (H=1/2W) 2600(degrees)F
*Fluid 2650(degrees)F
Oxidizing Atmosphere--
Initial Deformation 2600(degrees)F
Softening (H=W) 2650(degrees)F
Softening (H=1/2W) 2680(degrees)F
Fluid 2700(degrees)F
T(250) Temperature 2755(degrees)F
Mineral Analysis of Ash:
Silica (SiO(2)) 54.37%
Alumina (Al(2)O(3)) 26.80%
Ferric Oxide (Fe(2)O(3)) 9.35%
Titania (TiO(2)) 1.18%
Phos Pentoxide (P(2)O(5)) 0.13%
Lime (CaO) 1.42%
Magnesia (MgO) 0.92%
Sodium Oxide (Na(2)O) 0.78%
Potassium Oxide (K(2)O) 3.00%
Sulfur Trioxide (SO(3)) 1.83%
Ash Fusion Temperatures:
Reducing Atmosphere--
*Initial Deformation 2300(degrees)F
*Softening (H=W) 2400(degrees)F
Softening (H=1/2W) 2500(degrees)F
*Fluid 2550(degrees)F
Oxidizing Atmosphere--
Initial Deformation 2550(degrees)F
Softening (H=W) 2600(degrees)F
Softening (H=1/2W) 2625(degrees)F
Fluid 2650(degrees)F
T(250) Temperature 2635(degrees)F
Mineral Analysis of Ash:
Silica (SiO(2)) 50.40%
Alumina (Al(2)O(3)) 26.40%
Ferric Oxide (Fe(2)O(3)) 13.58%
Titania (TiO(2)) 0.99%
Phos Pentoxide (P(2)O(5)) 0.16%
Lime (CaO) 1.47%
Magnesia (MgO) 0.94%
Sodium Oxide (Na(2)O) 0.58%
Potassium Oxide (K(2)O) 2.57%
Sulfur Trioxide (SO(3)) 1.13%
*These values must be the same as those submitted on form TVA 9910.
TVA 9903A
REQUIREMENT FOR CERTIFICATE OF PROCUREMENT INTEGRITY (Negotiated)
(a) Definitions. The definitions in the Federal Acquisition Regulation (FAR) are
hereby incorporated in this provision.
(b) Certifications. As required in paragraph (c) of this provision, the officer
or employee responsible for this offer shall execute the following
certification:
Certificate of Procurement Integrity
(1) I, Daniel L. Vaughn, [Name of Certifier] am the officer or employee
or employee responsible for the preparation of this and hereby
certify that, to the best of my knowledge and belief, with the
exception of any information described in this certificate, I have
no information concerning a violation or possible violation of
Subsection 27(a), (b), (d), or (f) of the Office of the Federal
Procurement Policy Act (act) as amended* (Title 41 United States
Code Section 423), hereinafter referred to as "the acts"), as
implemented in the FAR occurring during the conduct of this
procurement Requisition #33 [Solicitation Number].
(2) As required by subsection 27(e)(1)(B) of the act, I further certify
that, to the best of my knowledge and belief, each officer,
employee, agent, representative, and consultant of Costain Coal Inc.
[Name of Offeror]
who has participated personally and substantially in the preparation
or submission of this offer has certified that he or she is familiar
with, and will comply with, the requirements of subsection 27(a) of
the act, as implementation the FAR, and will report immediately to
me any information concerning a violation or possible violation of
subsection (a), (b), (d), or (f) of the act, as implemented in the
FAR, pertaining to this procurement.
(3) Violations or possible violations: (Continue on plain bond paper if
necessary and label Certificate of Procurement Integrity
(Continuation Sheet). Enter "NONE" if none exists.
None
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(4) I agree that, if awarded a contract under this solicitation, the
certifications required by subsection 27(e)(1)(B) of the act shall
be maintained in accordance with paragraph (f) of this provision.
/s/ Daniel L. Vaughn March 1, 1996
-------------------------------------- -------------------
Signature of Officer or Employee Date
Responsible for the Offer
Daniel L. Vaughn
-------------------------------------- -------------------
Typed Name of Officer or Employee Date
Responsible for Offer
*Subsections 27(a), (b), and (d) are effective on December 1, 1990.
Subsection 27(1) is effective on June 1, 1991.
THIS CERTIFICATION CONCERNS A MATTER WITHIN THE JURISDICTION OF AN
AGENCY OF THE UNITED STATES; AND THE MAKING OF A FALSE, FICTITIOUS,
OR FRAUDULENT CERTIFICATION MAY RENDER THE MAKER SUBJECT TO
PROSECUTION UNDER TITLE 18, UNITED STATES CODE, SECTION 1001.
PROSECUTION UNDER TITLE 18, UNITED STATES CODE, SECTION 1001.
(End of certification)
TVA 9903B
Page 1 of 3
(c) For procurement, including contract modifications, in excess of $100,000
made using procedures other than sealed bidding, the signed certifications
shall be submitted by the successful Offeror to the Contracting Officer
within the time period specified by the Contracting Officer when
requesting the certificates except as provided in subparagraphs (c)(1)
through (c)(5) of this clause. In no event shall the certificate be
submitted subsequent to award of a contract or execution of a contract
modification:
(1) For letter contracts, other unpriced contracts, or unpriced contract
modifications, whether or not the unpriced contract or modification
contains a maximum or not to exceed price, the signed certifications shall
be submitted prior to the award of the letter contract, unpriced contract,
or the unpriced contract modification, and prior to the definitization of
the letter contract or the establishment of the price of the unpriced
contract or unpriced contract modification. The second certification shall
apply only to the period between award of the letter contract and
execution of the document definitizing the letter contract or award of the
unpriced contract or unpriced contract modification and execution of the
document establishing the definitive price of such unpriced contract or
unpriced contract modification.
(2) For basic ordering agreements, prior to the execution of a priced
order; prior to the execution of an unpriced order, whether or not the
unpriced order contains a maximum or not to exceed price and, prior to
establishing the price of an unpriced order. The second certification to
be submitted for unpriced orders shall apply only to the period between
award of the unpriced order and execution of the document establishing the
definitive price for such order.
(3) A certificate is not required for indefinite delivery contracts (see
FAR subpart 16.5) unless the total estimated value of all orders
eventually to be placed under the contract is expected to exceed $100,000.
(4) For contracts and contract modifications which include options, a
certificate is required when the aggregate value of the contract or
contract modification and all options (see FAR 3.104-4(e)) exceeds
$100,000.
(5) For purposes of contracts entered into under Section 8(a) of the Small
Business Act, the business entity with whom the Small Business
Administration (SBA) contracts, and not the SBA, shall be required to
comply with the certification requirements of subsection 27(e). The SBA
shall obtain the signed certificate from the business entity and forward
the certificate to the Contracting Officer prior to the award of a
contract to the SBA.
(6) Failure of an Offeror to submit the signed certificate within the time
prescribed by the Contracting Officer shall cause the offer to be
rejected.
(d) Pursuant to FAR 3.104-9(d), the offerer may be requested to execute
additional certifications at the request of the Tennessee Valley Authority
(TVA). Failure of an offeror to submit the additional certifications shall
cause its offer to be rejected.
(e) A certification containing a disclosure of a violation or possible
violation will not necessarily result in the withholding of an award under
this solicitation. However, TVA, after evaluation of the disclosure, may
cancel this procurement or take any other appropriate actions in the
interests of TVA, such as disqualification of the offeror.
(f) In making the certification in paragraph (2) of the certificate, the
officer or employee of the competing Contractor responsible for the offer
may rely upon a one-time certification from each individual required to
submit a certification to the competing Contractor, supplemented by
periodic training. These certifications shall be obtained
TVA 9903B
Page 2 of 3
at the earliest possible date after an individual required to certify
begins employment or association with the Offeror. If a Offeror decides to
rely on a certification executed prior to the suspension of section 27
(i.e., prior to December 1989), the Contractor shall ensure that an
individual who has so certified is notified that section 27 has been
reinstated. These certifications shall be maintained by the offeror for
six years from the date a certifying employee's employment with the
company ends or, for an agent, representative, or consultant, six years
from the date such individual ceases to act on behalf offeror
(g) Certifications under paragraphs (b) and (d) of this provision are material
representations of fact upon which reliance will be placed in awarding a
contract.
TVA 9903B
Page 3 of 3
TAXPAYER IDENTIFICATION NUMBER AND
PARENT COMPANY
Full company name of Bidder/Offeror: Costain Coal Inc.
a. The offeror is required to submit the information outlined in paragraphs b
through d of this solicitation provision in order to comply with reporting
requirements of the Internal Revenue Code and implementing regulations issued by
the Internal Revenue Service (IRS).
b. Taxpayer Identification Number (TIN) (the number required by the IRS to be
used by the offeror in reporting income tax and other returns).
(x) TIN: 95-2623858
( ) TIN has been applied for.
( ) TIN is not required because:
( ) Offeror is a nonresident alien foreign corporation or foreign
partnership that does not have income effectively connected with the
conduct of a trade or business in the United States and does not
have an office or place of business or fiscal paying agent in the
United States;
( ) Offeror is an agency or instrumentality of a foreign government;
( ) Other basis: ________________________________________________.
c. Corporate status:
( ) Corporation providing medical and health care services, or engaged in
the billing and collecting of payments for such services;
( ) Other corporate entity;
( ) Not a corporate entity;
( ) Sole proprietorship;
( ) Hospital or extended care facility described in 26 C.F.R. ss.
501(c)(3) that is exempt from taxation under 26 C.F.R. ss. 501(a).
d. Common Parent:
( ) Offeror is a member of an affiliated group of corporations that files
its Federal income tax returns on a consolidated basis.
(x) Name and TIN of common parent:
Name: Costain Coal Inc.
TIN: 95-2623858
TVA 9903C
DISADVANTAGED SMALL BUSINESS STATEMENT
Vendor Represents:
A. That it is |_|, is not |x|, a small business concern as defined in the
Code of Federal Regulations, Title 13, Part 121.
B. That it is |_|, is not |x|, a disadvantaged small business concern. A
disadvantaged small business concern is defined as a business which is at
least 51 percent owned by one or more socially and economically
disadvantaged individuals or, in the case of any publicly owned business,
at least 51 percent of the stock of which is owned by one or more socially
and economically disadvantaged individuals, and whose management and daily
business operations are controlled by one or more of such individuals. For
the purposes of this definition, it should be presumed that socially and
economically disadvantaged individuals include Black Americans, Hispanic
Americans, Native Americans, Asian-Pacific Americans, Asian-Indian
Americans, and other individuals found to be disadvantaged by the Small
Business Administration in accordance with the Small Business Act. If
vendor represents it is a small disadvantaged business concern as defined
above, the applicable presumptively covered group is:
--------------------------------------------------------------------------
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C. That it is |_|, is not |x|, a small business concern owned and controlled
by women. A small business owned and controlled by women means a business
that is small for purposes of the Small Business Act, that is at least 51
percent owned by one or more women, and whose management and daily
business operations are controlled by one or more women.
D. This is |_|, is not |x|, the vendor's first purchase order/contract with
TVA.
PREAWARD EQUAL OPPORTUNITY COMPLIANCE REVIEWS. Before award of a contract of $1
million or more under this Invitation to Bid, the prospective contractor and
each of his known first-tier subcontractors who will receive a subcontract of $1
million or more, will be subject to a review to determine compliance with the
Equal Opportunity clause (form TVA 9923) and the regulations issued pursuant to
Executive Order 11246. In order to qualify in this respect for award, the
contractor and such subcontractor must be found, on the basis of such review, to
be able to comply with these requirements.
Where a previous compliance review has been made within twelve months of the
expected date of award, an additional full review will ordinarily not be needed
to determine compliance.
If your offer is $1 million or more, supply the following data for each of your
establishments (and subcontractor establishments if subcontract is $1 million or
more) where work on the contract will be performed.
Name and Location of All Mines
That Would Furnish Any of the Latest Compliance Review
Coal Offered Under This Invitation Date Agency Which Made the Review
to Bid: ___________________________
Costain's West Kentucky Operations Not Known
Costain's East Kentucky Operations
TVA 9903D
TENNESSEE VALLEY AUTHORITY
1101 Market Street, LP 5G
Chattanooga, Tennessee 37402-2801
Fax: 423/751-3837
ADDENDUM
No. 1
Requisition 33
Date February 22, 1996
NOTICE TO BIDDERS:
THIS ADDENDUM IS HEREBY MADE A PART OF THIS INVITATION. ONE COPY MUST BE
SIGNED AND RETURNED WITH EACH COPY OF YOUR BID. FAILURE TO DO THIS MAY RESULT IN
REJECTION OF YOUR BID.
TENNESSEE VALLEY AUTHORITY
/s/ James M. Bach, Jr. /s/ R. Stephen Blackburn
- ------------------------------ --------------------------------
James M. Bach, Jr., Fuel Buyer R. Stephen Blackburn, Fuel Buyer
423/751-6682 423/751-6015
Costain Coal Inc.
- ---------------------
Offeror's Company Name
/s/ Daniel L. Vaughn
Director Business Development (9/18/96)
- ---------------------------------------
Signature and Title of Person
Authorized to sign offer (date)
LIMITATION ON USE OF OUTSIDE INFLUENCE
ID-67 -- Lobbying. This solicitation and any resulting contract are subject to
the requirements of Public Law No. 101-121 (to be codified at 31 U.S.C. 1352),
which prohibits certain lobbying activities and requires disclosure of certain
others, and to TVA's implementing regulations published at 55 Fed Reg. 6736 (to
be codified at 18 C.F.R. 1315).
A. Prohibition, Certification, and Disclosure.
(1) Appropriated Funds. Section 319 of Public Law No. 101-121 provides
that none of the funds appropriated by any act of Congress may be
expended by the recipient of a federal contract, grant, loan, or
cooperative agreement to pay any person for influencing or
attempting to influence an officer or employee of any agency, a
Member of Congress, an officer or employee of Congress, or an
employee of a cooperative agreement to pay any person for
influencing or attempting to influence an officer or employee of any
agency, a Member of Congress, an officer or employee of Congress, or
an employee of a Member of Congress in connection with: (a) the
awarding of any federal contract; (b) the making of any federal
grant; (c) the making of any federal loan; (d) the entering into of
any cooperative agreement; or (e) the extension, continuation,
renewal, amendment, or modification of any federal contract, grant,
loan, or cooperative agreement.
(2) Certification. By signing the certification entitled "Certification
for Contracts, Grants, Loans, and Cooperative Agreements," at the
end of this section ("Certification"), the offeror shall certify
that it has not violated the foregoing prohibition.
(3) Other Than Appropriated Funds. Except as provided in subsection D,
below, if offeror has paid or will pay any funds other than federal
appropriated funds to any person for influencing or attempting to
influence an officer or employee of any agency, a Member of
Congress, an officer or employee of Congress, or an employee of a
Member of Congress in connection with this offer, the offeror shall
complete and submit to TVA Standard Form-LLL, "Disclosure of
Lobbying an officer or employee of Congress, or an employee of a
Member of Congress in connection with this offer, the offeror shall
complete and submit to TVA Standard Form-LLL, "Disclosure of
Lobbying Activities," in accordance with its instructions. (Copies
of Standard Form-LLL may be obtained from the TVA representative for
this solicitation.) The requirements of this subsection A(3) shall
not apply to payments of reasonable compensation to regularly
employed officers or employees. The term "regularly employed," with
respect to an officer or employee of a person requesting or
receiving a contract, means an officer or employee who is employed
by such person for at least 130 working days within one year
immediately preceding the date of the submission that initiates
TVA's consideration of such person for receipt of such contract.
B. Updating. At the end of each calendar quarter in which there occurs any
event that materially affects the accuracy of the information contained in
the Certification or, if applicable, Standard Form-LLL, the offeror shall
file with TVA an initial or new Standard Form-LLL with such new
information or modifications as are necessary to correct any inaccuracies
in the information originally declared and certified.
C. Subcontractors. In the event a contract is awarded to the offeror under
this solicitation, the successful offeror shall include or cause to be
included the form of the Certification in any subcontract exceeding
$100,000 at any tier. The successful offeror shall promptly file with TVA
each Standard Form-LLL provided by a subcontractor.
D. Exceptions. The prohibition described in subsection A(1) above and the
disclosure requirements in subsection A(3) do not apply in the case of
(1)\a payment of reasonable compensation made to an officer or employee of
the offeror to the extent that the payment is for agency and legislative
liaison
activities not directly related to a federal action referred to in
subsection A; or (2) any reasonable payment to a person, or any payment or
reasonable compensation to an officer or employee of the ntractor, if the
payment is for professional or technical services rendered directly in the
preparation or negotiation of this offer or any resulting contract.
E. Definitions. Terms not defined herein shall have the meanings ascribed to
them in Public Law No. 101-121 and TVA's implementing regulations.
F. Penalties. (1) Any person who makes an expenditure prohibited by Public
Law No. 101-121 shall be subject to a civil penalty of not less than
$10,000 and not more than $100,000 for each such expenditure; and (2) any
person who fails to file or amend a certification required under
subsection A(2) above or a disclosure required to be filed or amended
under subsection A(3) above shall be subject to a civil penalty of not
less than $10,000 and not more than $100,000 and to such other remedies as
may apply for each such failure.
Certification for Contracts, Grants, Loans, and Cooperative Agreements
The undersigned certifies, to the best of his or her knowledge and belief, that:
(1) No federal appropriated funds have been paid or will be paid by or on behalf
of the undersigned to any person for influencing or attempting to influence an
officer or employee of any agency, a Member of Congress, an officer or employee
of Congress, or an employee of a Member of Congress in connection with the
awarding of any federal contract, the making of any federal grant, the making of
any federal loan, the entering into of any cooperative agreement, and the
extension, continuation, renewal, amendment, or modification of any federal
contract, grant, loan, or cooperative agreement.
(2) If any funds other than federal appropriated funds have been paid or will be
paid to any person for influencing or attempting to influence an officer or
employee of any agency, a Member of Congress, an officer or employee of
Congress, or an employee of a Member of Congress in connection with this federal
contract, grant, loan, or cooperative agreement, the undersigned shall complete
and submit Standard Form-LLL, "Disclosure of Lobbying Activities," in accordance
with its instructions.
(3) The undersigned shall require that the language of this certification be
included in the award documents for all subawards at all tiers (including
subcontracts, subgrants, and contracts under grants, loans, and cooperative
agreements) and that all subrecipients shall certify and disclose accordingly.
This certification is a material representation of fact upon which reliance was
placed when this transaction was made or entered into. Submission of this
certification is a prerequisite for making or entering into this transaction
imposed by 31 U.S.C. 1352. Any person who fails to file the required
certification shall be subject to a civil penalty of not less than $10,000 and
not more than $100,000 for each such failure.
By /s/ Eugene C. Holdaway
---------------------------
Title Senior Vice President
------------------------
November 12, 1996
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ID-50 -- REQUIREMENT FOR CERTIFICATE OF PROCUREMENT INTEGRITY--MODIFICATION
(Supplemental)
(a) Definitions. The definitions set forth in the Federal Acquisition
Regulation (FAR) at 3.104-4 are hereby incorporated in this clause.
(b) The Contractor agrees that it will execute the certification set forth in
paragraph (c) of this clause when requested by the Contracting Officer in
connection with the execution of any modification of this contract.
(c) Certification. As required in paragraph (b) of this clause, the officer or
employee responsible for the modification proposal shall execute the
following certification:
Certificate of Procurement Integrity-Modification
(1) I, Eugene C. Holdaway, [Name of Certifier] am the officer or employee
responsible for the
preparation of this modification proposal and hereby certify that, to the
best of my knowledge and belief, with the exception of any information
described in this certification, I have no information concerning a
violation or possible violation of Subsection 27(a), (b), (d), or (f) of
the Office of Federal Procurement Policy Act (act) as amended* (Title 41,
United States Code, Section 423) (hereinafter referred to as "the act"),
as implemented in the FAR, occurring during the conduct of this
procurement _______________________________ [Contract and Modification
Number].
(2) As required by subsection 27(e)(1)(B) of the act, I further certify
that to the best of my knowledge and belief, each officer, employee,
agent, representative, and consultant of Costain Coal Inc. [Name of
Offeror].
who has participated personally and substantially in the preparation or
submission of this proposal has certified that he or she is familiar with
and will comply with the requirements of subsection 27(a) of the act, as
implemented in the FAR, and will report immediately to me any information
concerning a violation or possible violation of subsection 27(a), (b),
(d), or (f) of the act, as implemented in the FAR, pertaining to this
procurement.
(3) Violations or possible violations: (Continue on plain bond paper if
necessary and label Certificate of Procurement Integrity-Modification
(Continuation Sheet). Enter "NONE" if none exists.
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/s/ Eugene C. Holdaway 11/12/96
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Signature of Officer or Employee Date
Responsible for Modification Proposal
/s/ Eugene C. Holdaway
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Typed Name of Officer or Employee
Responsible for Proposal
*Subsections 27(a), (b), and (d) are effective on December 1, 1990. Subsection
27(f) is effective on June 1, 1991.
THIS CERTIFICATION CONCERNS A MATTER WITHIN THE JURISDICTION OF AN AGENCY OF THE
UNITED STATES; AND THE MAKING OF A FALSE, FICTITIOUS, OR FRAUDULENT
CERTIFICATION MAY RENDER THE MAKER SUBJECT TO PROSECUTION UNDER TITLE 18, UNITED
STATES CODE, SECTION 1001.
(End of Certification)
ID-50 (Continued)
(d) In making the certification in paragraph (2) of the certificate, the
officer or employee of the competing Contractor responsible for the offer
or bid, may rely upon a one-time certification from each individual
required to submit a certification to the competing Contractor,
supplemented by periodic training. These certifications shall be obtained
at the earliest possible date after an individual required to certify
begins employment or association with the Contractor. If a Contractor
decides to rely on a certification executed prior to the suspension of
section 27 (i.e., prior to December 1, 1989), the Contractor shall ensure
that an individual who has so certified is notified that section 27 has
been reinstated. These certifications shall be maintained by the
Contractor for a period of six years from the date a certifying employee's
employment with the company ends or, for an agent, representative, or
consultant, six years from the date such individual ceases to act on
behalf of the Contractor.
(e) The certification required by paragraph (c) of this clause is material
representation of fact upon which reliance will be placed in executing
this modification.