OR_gnsrv_NoRfnd.pdf

(OR Mar2023- NoRfnd) Matt Holder Account #:33046227.001 C/C: 11176 Service ID #:259522066.003 Request #: 7358323 Monthly Contract #:

GENERAL SERVICE CONTRACT

(1000 KVA OR LESS)

between

PACIFIC POWER

and

OR AIR NATIONAL GUARD

This General Service Contract (“Contract”), dated January 23, 2025, is between PacifiCorp, doing business as Pacific Power (“Company”), and OR Air National Guard (“Customer”), for electric service for Customer’s Communication operation at or near Kingsley Field Bldg 210, Klamath Falls, Oregon.

The Company's filed tariffs (the “Electric Service Schedules” and the “Electric Service Rules”) and the rules of the Oregon Public Utility Commission (“Commission”), as they may be amended from time to time, regulate this Contract and are incorporated in this Contract. In the event of any conflict between this Contract and the Electric Service Schedules or the Electric Service Rules, such schedule and rules shall control. They are available for review at Customer’s request.

1. Delivery of Power. Company will provide 277/480 volt, three-phase electric service to the Customer facilities.

2. Contract Demand. The specified Demand in kVA that Customer requires to meet its load requirement and Company agrees to supply and have available for delivery to Customer, shall be 125 kVA (diversified, based on Customer's submitted load prior to the signing of this Contract). After 36 months of service the maximum demand Company is obligated to have available for delivery shall not be greater than the lesser of: the maximum recorded and billed demand in the previous 36 months, or, the above given diversified demand, unless otherwise agreed in writing in accordance with the terms of this Contract. Within fifteen (15) days of a written request for additional demand, Company shall advise Customer in writing whether the additional power and energy is or can be made available and the conditions on which it can be made available.

3. Extension Costs. Company agrees to invest $24,523.00 (the “Extension Allowance”) to fund a portion of the cost of the improvements (the “Improvements”) as per tariff.

Customer agrees to pay Company the estimated construction costs in excess of the Extension Allowance (“Customer Advance”) in the amount of $15,083.56, of which the Customer has paid $0.00 for engineering, design, or other advance payment for Company’s facilities. The balance due is $15,083.56.

4. Contract Minimum Billing. Customer agrees to pay a contract minimum billing (the

“Contract Minimum Billing”)during the first sixty (60) months beginning from the date the Company is ready to supply service. The Contract Minimum Billing shall be the greater of: (1) the Customer’s monthly bill; or, (2) $0.00 (the monthly facilities charge) plus eighty percent (80%) of the Customer’s monthly bill. Billings will be based on Rate Schedule No. 28 and superseding schedules.

5. Effective. This Contract will expire unless Customer signs and returns an original of this

Contract along with any required payment to Company within ninety (90) days of the Contract date shown on page 1 of this Contract.

6. Contract Minimum Billing Term and Termination. This Contract becomes binding when both the Company and Customer have signed it, and will remain in effect for five

(5) years following the date when the Company is ready to supply service (the “Term”).

Following execution of Contract but prior to completion of installation of Company’s Improvements, Customer may terminate Contract by notifying Company of their intent to not take service. If Customer is not ready to receive service from Company within one-hundred fifty (150) days of the date Customer signs this Contract, then Company may terminate this Contract. Upon Customer or Company termination of Contract, Customer shall pay Company costs incurred for design, permitting, surveying, cancelation orders, Improvements installed and other associated Contract costs.

Customer’s Advance, if any, will be applied to costs incurred, and Customer will promptly pay Company any costs in excess of the Advance upon receipt of notice. If the Advance exceeds the costs incurred, Company will promptly refund the portion of the Advance in excess of costs incurred.

However, if Company has completed installation of Improvements and does not terminate Contract, Customer shall be responsible for paying the Contract Minimum Billing for the full Term irrespective of Customer taking, not taking, or terminating service.

7. Customer Obligations. Customer agrees to:

a) Provide legal rights-of-way to Company, at no cost to the Company, using Company’s standard forms. This includes rights-of-way on Customer’s property and/or third party property and any permits, fees, etc. required to cross public lands;

b) Prepare the route to Company’s specifications;

c) Install all Customer provided trench, conduit, equipment foundations, or excavations for equipment foundations within the legal rights-of-ways;

d) Repair, or pay for the repair of, any damage to Company’s facilities except damage caused by the negligence of Company; and,

e) Comply with all of Company’s tariffs, procedures, specifications and requirements.

8. Special Provisions: Of the $ 15,083.56 customer advance in Section 3, $ 15,083.56 is a 60 month present value buyout of the $ 294.28 facilities charge that would otherwise be included in Section 4.

9. Underground Facilities. If service is provided by an underground line extension, Customer will provide, or Company will provide at Customer’s expense: all trenching and backfilling, imported backfill material, conduit and duct, and furnish and install all equipment foundations, as designed by the Company. Company may abandon in place any underground cables installed under this Contract that are no longer useful to Company.

Customer warrants that all Customer provided trench and excavations for equipment foundations, and Customer installed conduit and equipment foundations are installed within legal rights-of-way, and conform to the specifications in the Company’s Electric Service Requirements Manual, and other specifications as otherwise provided by the Company. In the event Customer fails to comply with the foregoing, Customer shall be liable for the cost to the Company for relocating the facilities within a legal right-of-way, acquiring right-of-way for the Company facilities, repair or replacement of improperly installed conduit or foundations, and paying costs for damages that may arise to any third party as a result of the Company facilities being located outside of a legal right-of-way. The provisions of this paragraph 9 shall survive the termination of this agreement.

10. Design, Construction, Ownership and Operation. The Company shall design, construct, install, and operate the Improvements in accordance with the Company’s standards. The Company will own the Improvements, together with the Company’s existing electric utility facilities that serve or will serve Customer. Construction of the Improvements shall not begin until (1) both the Company and Customer have executed (signed) this Contract, and (2) all other requirements prior to construction have been fulfilled, such as permits, payments received, inspection, etc. Any delays by the Customer concerning site preparation and right-of-way acquisition or trenching, inspection, permits, etc. may correspondingly delay completion of the Improvements.

The Company warrants that its work in constructing and maintaining the Improvements shall be consistent with prudent utility practices. THE COMPANY DISCLAIMS ALL

OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO

THE WARRANTY OF MERCHANTABILITY, FITNESS FOR PARTICULAR

PURPOSE, AND SIMILAR WARRANTIES. The Company’s liability for breach of warranty, defects in the Improvements, or installation of the Improvements shall be limited to repair or replacement of any non-operating or defective portion of the Improvements or the Company’s other electric utility facilities. Under no circumstances shall the Company be liable for other economic losses, including but not limited to consequential damages. The Company shall not be subject to any liability or damages for inability to provide service to the extent that such failure shall be due to causes beyond the reasonable control of the Company

No other party, including Customer, shall have the right to operate or maintain the Company’s electric utility facilities or the Improvements. Customer shall not have physical access to the Company’s electric utility facilities or the Improvements and shall engage in no activities on or related to the Company’s electric utility facilities or the Improvements.

11. Payments. All bills shall be paid by the date specified on the bill, and late charges shall be imposed upon any delinquent amounts. Company reserves the right to require customer payments be sent by wire or ACH with remittance detail. If Customer disputes any portion of Customer's bill, Customer shall pay the total bill and shall designate the disputed portion. Company shall decide the dispute within sixty (60) days after Customer's notice of dispute. Any refund Company determines Customer is due shall bear interest at the rate then specified by the Commission or, if no rate is specified, the then effective prime rate as quoted in The Wall Street Journal.

The Company may request deposits from Customer to the extent permitted under the applicable Electric Service Rules and the applicable Electric Service Schedule. In the event of a default by Customer in any of its obligations, the Company may exercise any or all of its rights and remedies with respect to any such deposits.

12. Furnishing Information and Deposits. Customer represents that all information it has furnished or shall furnish to Company in connection with this Contract shall be accurate and complete in all material respects. Company will base its decision with respect to credit, deposits, allowances or any other material matter on information furnished under this section by Customer. Should such information be inaccurate or incomplete, Company shall have the right to revoke or modify this Contract and/or its decision to reflect the determination Company would have made had Company received accurate and complete information. Company may request deposits, for the purpose of guaranteeing payment of electric service bills, as permitted under the Company’s Oregon Electric Service Rule No. 9.

13. Governing Law; Venue. All provisions of this Contract and the rights and obligations of the parties hereto shall in all cases be governed by and construed in accordance with the laws of the State of Oregon applicable to contracts executed in and to be wholly performed in Oregon by persons domiciled in the State of Oregon. Each party hereto agrees that any suit, action or proceeding in connection with this Contract may only be brought before the Commission, the Federal courts located within the State of Oregon, or state courts of the State of Oregon, and each party hereby consents to the exclusive jurisdiction of such forums (and of the appellate courts therefrom) in any such suit, action or proceeding.

14. Assignment. The obligations under this Contract are obligations at all times of

Customer, and may not be assigned without the Company’s consent except in connection with a sale, assignment, lease or transfer of Customer’s interest in Customer’s facility. Any such assignment also shall be subject to (i) such successor’s qualification as a customer under the Company’s policies and the Electric Service Rules, the applicable Electric Service Schedule, and (ii) such successor being bound by this Contract and assuming the obligation of Customer from the date of assignment, which may be evidenced by written agreement of such successor or other means acceptable to the Company. The Company may condition this assignment by the posting by the successor of a deposit as permitted under the applicable Electric Service Rules and the applicable Electric Service Schedule.

15. Remedies; Waiver. Either party may exercise any or all of its rights and remedies under this Contract, the applicable Electric Service Rules, the applicable Electric Service Schedule and under any applicable laws, rules and regulations. No provision of this Contract, the Electric Service Rules, or the applicable Electric Service Schedule shall be deemed to have been waived unless such waiver is expressly stated in writing and signed by the waiving party.

16. Attorneys’ Fees. If any suit or action arising out of or related to this Contract is brought by any party, the prevailing party or parties shall be entitled to recover the costs and fees (including, without limitation, reasonable attorneys' fees, the fees and costs of experts and consultants, copying, courier and telecommunication costs, and deposition costs and all other costs of discovery) incurred by such party or parties in such suit or action, including, without limitation, any post-trial or appellate proceeding, or in the collection or enforcement of any judgment or award entered or made in such suit or action.

17. Waiver of Jury Trial. TO THE FULLEST EXTENT PERMITTED BY LAW, EACH OF

THE PARTIES HERETO WAIVES ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY

IN RESPECT OF LITIGATION DIRECTLY OR INDIRECTLY ARISING OUT OF,

UNDER OR IN CONNECTION WITH THIS AGREEMENT. EACH PARTY FURTHER

WAIVES ANY RIGHT TO CONSOLIDATE ANY ACTION IN WHICH A JURY TRIAL

HAS BEEN WAIVED WITH ANY OTHER ACTION IN WHICH A JURY TRIAL

CANNOT BE OR HAS NOT BEEN WAIVED.

18. Entire Agreement. This Contract contains the entire agreement of the parties with respect to the subject matter, and replaces and supersedes in their entirety all prior agreements between the parties related to the same subject matter. This Contract may be modified only by a subsequent written amendment or agreement executed by both parties.

OR AIR NATIONAL GUARD

By signature

NAME (type or print legibly) TITLE

DATE

PACIFIC POWER

By signature

Manager NAME (type or print legibly) TITLE

DATE

Customer’s Mailing Address for Executed Contract

Patrick Walsh

ATTENTION OF

221 Wagner St, STE 16

ADDRESS

Klamath Falls, OR 97603

CITY, STATE, ZIP

patrick.walsh.36@us.af.mil

EMAIL ADDRESS

Pacific Power’s Mailing Address for Executed Contract

1950 Mallard Lane

ADDRESS

Klamath Falls, OR 97601

CITY, STATE, ZIP

matthew.holder@pacificorp.com

EMAIL ADDRESS

Patrick Walsh Project Manager

24 Jan 2025