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11-27-2024 HUCCP
HUTCHINSON UTILITIES COMMISSION AGENDA REGULAR MEETING November 27, 2024 3:00 p.m. 1. CONFLICT OF INTEREST 2. APPROVE CONSENT AGENDA a. Approve Minutes b. Ratify Payment of Bills 3. APPROVE FINANCIAL STATEMENTS 4. OPEN FORUM 5. COMMUNICATION a. City Administrator b. Divisions C. Human Resources d. Legal e. General Manager 6. POLICIES a. Review Policies i. CIP Rebate Level of Authority ii. Financial Reserve Policy iii. Service Beyond City Limits of Hutchinson iv. Surplus Property Policy v. Investment Policy b. Approve Changes i. Delegation of Authority Policy ii. Payments of HUC Payables iii. Purchasing Policy/Credit Cards/Fixed Assets 7. UNFINISHED BUSINESS 8. NEW BUSINESS a. Approve Non -Waiver of Tort Liability Limits for General Liability Insurance b. Approve Customer Uncollectable Write -Offs C. Approve Interconnect and Natural Gas Firm Transportation Capacity Agreement for UNG-Brownton d. Approve 2025 Audit Services with Conway Deuth & Schmiesing e. Approve Req#010068 — City of Hutchinson LED Street Light Conversion f. Approve Contract for Hutchinson Substation Capacitor Voltage and Potential Transformers to Border States Electric g. Approve Advertisement for Bids — Hutchinson Substation Construction Improvements Discussion of Appointment of Tom Lambert to the Hutchinson Utilities Commission ADJOURN MINUTES Regular Meeting — Hutchinson Utilities Commission Wednesday, October 30, 2024 Call to order — 3:00 p.m. President Don Martinez called the meeting to order. Members present: President Don Martinez; Vice President Matt Cheney; Secretary Kathy Silvernale; Commissioner Anthony Hanson; Commissioner Troy Pullis; GM Jeremy Carter; Attorney Marc Sebora 1. Conflict of Interest 2. Approve Consent Agenda a. Approve Minutes b. Ratify Payment of Bills Motion by Commissioner Cheney, second by Commissioner Pullis to Approve the Consent Agenda. Motion carried unanimously. 3. Approve Financial Statements GM Carter presented the Financial Statements. Electric Division Net Income decreased by $115k over September 2023; which included a $125k to the City of Hutchinson for the School Road sewer project that was budgeted in 2024. Natural Gas Division Net Income increased by $127k mostly due to increased revenue from the industrial and Commercial classes. GM Carter noted that Usage was up slightly for both Electric and Natural Gas Divisions. GM Carter reviewed investments along with Cap X. Motion by Commissioner Silvernale, second by Commissioner Hanson to Approve the Financial Statements. Motion carried unanimously. 4. Open Forum 5. Communication a. City Administrator —Matthew Jaunich — i. Nothing to report b. Divisions i. Dan Lang, Engineering Services Manager — 1. Nothing to report ii. Dave Hunstad, Electric Transmission/Distribution Manager — 1. GRE plans to upgrade the existing HN Transmission line, that runs from Hutchinson to Willmar, to 115KV. We will also plan to upgrade our Plant 1 substation to 115KV to align with this project. iii. Mike Gabrielson, Production Manager — 1. Unit 1 Update iv. Jared Martig, Financial Manager- Absent 1 c. Human Resources — Angie Radke - 1. Will be having Natural Gas Meter Crew Chief interviews this week. All internal candidates. 2. Will be conducting interviews next week for the Natural Gas Manager position 3. Finalizing 2025 Benefits. Looking to have an Open Enrollment meeting for employees mid -November 4. Reminder that the Commissioners will need to set a date and time for the General Manager annual review, which can be a separate date or in conjunction with the December regular Commission meeting. After discussion GM Carter and Commissioners agreed to have the review at the regular re -scheduled Commission Meeting on December 18, 2024 d. Legal — Marc Sebora — Nothing to report e. General Manager — Jeremy Carter i. Working on budget and CIP ii. NG Interviews iii. Working on CPI Data iv. Ballfield Lighting is complete and was under budget 6. Policies a. Review Policies i. Natural Gas Service Requirements & Charges ii. Temporary Service — Natural Gas iii. Natural Gas Meter Requirements & Placement iv. Meter Testing — Natural Gas v. Natural Gas Service Work vi. Locating Customer's Underground Utilities — Natural Gas No changes recommended at this time. b. Approve Changes None 7. Unfinished Business 8. New Business a. Approve Natural Gas Commodity Agreement - Brownton GM Carter presented Approval of Natural Gas Commodity Agreement with the City of Brownton. HUC entered into an original Commodity Agreement with City of Brownton to supply them natural gas that commenced on August 1, 2013. That agreement was for an original period of 9 years ending August of 2022. As part of reviewing and keeping HUC's contracts current, Staff is recommending the Board to approve a revised 5-year agreement with the City of Brownton to continue 2 providing firm natural gas to support the City of Brownton. The new agreement includes 1) Contract date of November 1, 2024 — November 1, 2029 (5 Year Agreement); 2) Notification of contract continuance: Decreasing from 1 year to 3 months; and 3) Discussion of Future Operations: Decreases from 2 years to 6 months prior to the end of the contract. Motion by Commissioner Hanson, second by Commissioner Cheney to Approve Natural Gas Commodity Agreement with the City of Brownton. Motion carried unanimously. b. Approve Natural Gas Firm Transportation Capacity Agreement - Brownton GM Carter presented Approval of Natural Gas Firm Transportation Capacity Agreement with the City of Brownton. Same type of changes as above with the Commodity Agreement, however this agreement also includes Transportation Charge Adjustment that moves from August 1 to November 1. Motion by Commissioner Pullis, second by Commissioner Silvernale to Approve Firm Transportation Capacity Agreement with the City of Brownton. Motion carried unanimously. c. Approve Natural Gas Operating Agreement — Brownton GM Carter presented Approval of Natural Gas Operating Agreement with the City of Brownton. Contract date has been updated to a 5-year term. Additional changes include increases to the monthly routine charge, hourly operator labor rate and non -routine work. Motion by Commissioner Cheney, second by Commissioner Pullis to Approve Operating Agreement with the City of Brownton. Motion carried unanimously. d. Approve Contract for Hutchinson Substation Control Enclosure Mr. Lang presented Approval of Contract for Hutchinson Substation Control Enclosure. Last month the Commission approved to Award the Contract to Electrical Power Products (EP2), now Staff and DGR Engineering are recommending to enter into a purchase agreement with EP2 for a control enclosure and relay panels to be installed at the Hutchinson Substation. 3 Motion by Commissioner Hanson, second by Commissioner Cheney to Approve Contract for Hutchinson Substation Control Enclosure and Relay Panels to EP2. Motion carried unanimously. e. Approve Req#10057 - Hutchinson Substation 115kV Rebuild — Amendment #2 Mr. Lang presented Approval of Req#10057- Hutchinson Substation 115kV Rebuild — Amendment #2. The amendment provided by DGR Engineering outlines the responsibilities and associated costs for additional work required due to modifications encountered during the design process, specifically transmission line and storm water improvements. Motion by Commissioner Silvernale, second by Commissioner Pullis to Approve Req#10057 Hutchinson Substation 115kV Rebuild Amendment #2. Motion carried unanimously. f. Award Contract for Control System Upgrade Wartsila Unit #5 Mr. Gabrielson presented Approval of Awarding Contract for Control System Upgrade Wartsila Unit #5. Two bids were received at the bid opening on Oct 1st After reviewing the bids, Staff and IEM Energy Consultants are recommending awarding the contract to Wartsila for a total contract price of $513,000. Motion by Commissioner Pullis, second by Commissioner Cheney to Approve Awarding Contract to Wartsila for Controls System Upgrade for Unit #5. Motion carried unanimously. g. Discussion on the Level of Carbon Free/Renewable Power Supply Mix GM Carter started the discussion on the level of carbon free/renewable power supply mix along with providing some context between the old guidelines and now the new guidelines. Currently HUC is 34% Carbon Free. GM Carter provided 5 options to discuss. Option #1 would meet the current MN 2040 Carbon Free and Renewable Energy Standards with a cost of $68K to buy REC's for 25% of HUC's usage. The new guidelines also require the retirement of those RECs on an annual basis. Option #1 legislatively required. 12 The Utilities can surpass regulatory compliance requirements and purchase more REC's to improve HUC's reduction in carbon footprint and increase HUC's renewable/carbon neutral power supply mix. Another item for consideration when procuring REC's is will those additional costs become part of HUC's power supply costs and included in the Power Cost Adjustment calculations. Option #2 is currently the budgeted 2024 amount that made HUC 100% Carbon Neutral under the previous guidelines. Conversations were held on all 5 options, the cost if spread out during the years, past surveys from the community, and HUC's portfolio. Motion by Commissioner Hanson, second by Commissioner Pullis for Option #3 and include REC costs in Power Supply Cost. Motion carries on a 4-1 vote of the Commission. h. Approve Setting a Special Budget Workshop meeting at 2pm on November 27, 2024 Ms. Radke presented Approval of Setting a Special Budget Workshop Meeting at 2pm on November 27, 2024. Based on Commissioner feedback that was received from the Commissioners, Staff would like to set a Special Budget Workshop Meeting at 2pm on November 27, 2024 before the regular scheduled Commission Meeting. Motion by Commissioner Pullis, second by Commissioner Cheney to Approve Setting a Special Budget Workshop meeting at 2pm on November 27, 2024. Motion carried unanimously. i. Approve Rescheduling the December 25, 2024 Regular Commission Meeting to December 18, 2024. Ms. Radke presented Approval of Rescheduling the December 25, 2024 Regular Commission Meeting to December 18, 2024. Based on the feedback that was received from the Commissioners, Staff would like to reschedule the December 25, 2024 regular Commission Meeting to December 18, 2024 at 3pm. 5 Motion by Commissioner Hanson, second by Commissioner Silvernale to Approve Rescheduling the December 25, 2024 Regular Commission Meeting to December 18, 2024. Motion carried unanimously. President Martinez did discuss a potential new Commissioner, Tom Lambert to replace Anthony Hanson when his term expires at the end of 2024. Tom does have a high level of interest, Commissioners please feel free to reach out to Tom. 9. Adjourn There being no further business, a motion by Commissioner Cheney, second by Commissioner Pullis to adjourn the meeting at 4:05p.m. Motion carried unanimously. ATTEST: Don Martinez, President 0 Kathy Silvernale, Secretary E.Z. 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HUTCHINSON UTILITIES COMMISSION COMBINED DIVISIONS FINANCIAL REPORT FOR OCTOBER, 2024 Combined Division Customer Revenue Sales for Resale NG Transportation Electric Division Transfer Other Revenues Interest Income TOTAL REVENUES Salaries & Benefits Purchased Commodities Transmission Generator Fuel/Chem. Depreciation Transfers (Elect./City) Operating Expense Debt Interest TOTAL EXPENSES NET PROFIT/(LOSS) 83.3% of Year Comp. 2024 2023 Di . %Chna 2024 2023 Di %Chna Full Yr Bud %of Bud $ 2,588,501 $ 2,700,908 $ (112,408) $ 284,337 $ 273,927 $ 10,411 $ 188,825 $ 79,521 $ 109,305 $ 60,383 $ 59,960 $ 424 $ 126,823 $ 46,185 $ 80,638 $ 70,124 $ 81,261 $ (11,137) $ 3,318,993 $ 3,241,761 $ 77,233 (4.2%) $ 28,860,911 $ 29,017,005 $ (156,093) (0.5%) $ 37,151,166 77.7% 3.8% $ 2,983,548 $ 4,487,873 $ (1,504,325) (33.5%) $ 3,681,000 81.1% 137.5% $ 1,653,531 $ 883,412 $ 770,118 87.2% $ 2,108,203 78.4% 0.7% $ 603,833 $ 599,598 $ 4,236 0.7% $ 724,600 83.3% 174.6% $ 1,328,121 $ 457,507 $ 870,614 190.3% $ 481,893 275.6% (13.7%) $ 828,884 $ 808,460 $ 20,425 2.5% $ 783,457 105.8% 2.4% $ 36,258,830 $ 36,253,854 $ 4,975 0.0% $ 44,930,319 80.7% $ 630,054 $ 488,676 $ 141,378 28.93% $ 6,484,949 $ 5,790,959 $ 693,991 12.0% $ 7,969,960 81.4% $ 1,333,562 $ 1,433,273 $ (99,711) (7.0%) $ 15,538,064 $ 16,281,257 $ (743,193) (4.6%) $ 20,379,028 76.2% $ 224,459 $ 291,227 $ (66,768) (22.9%) $ 2,087,214 $ 2,604,597 $ (517,383) (19.9%) $ 2,755,000 75.8% $ 37,434 $ 33,569 $ 3,865 11.5% $ 1,074,063 $ 1,277,054 $ (202,991) (15.9%) $ 1,364,260 78.7% $ 360,215 $ 360,910 $ (695) (0.2%) $ 3,628,107 $ 3,695,801 $ (67,694) (1.8%) $ 4,430,000 81.9% $ 222,269 $ 218,671 $ 3,598 1.6% $ 2,222,690 $ 2,186,711 $ 35,979 1.6% $ 2,667,226 83.3% $ 471,746 $ 226,947 $ 244,799 107.9% $ 2,965,045 $ 2,305,866 $ 659,179 28.6% $ 3,268,836 90.7% $ 58,538 $ 65,534 $ (6,996) (10.7%) $ 585,480 $ 655,339 $ (69,858) 10.7% $ 702,457 83.3% $ 3,338,276 $ 3,118,807 $ 219,470 7.0% $ 34,585,613 $ 34,797,583 $ (211,971) (0.6%) $ 43,536,767 79.4% $ (19,283) $ 122,954 $ (142,237) (115.7%) $ 1,673,217 $ 1,456,271 $ 216,946 14.9% $ 1,393,552 120.1% October October YTD YTD 2024 2023 Change 2024 2023 Change Gross Margin %: 36.2% 33.8% 2.4% 33.7% 32.2% 1.5% Operating Income Per Revenue $ (%): -4.3% 2.5% -6.8% 0.8% 2.9% -2.1% Net Income Per Revenue $ (%): -0.6% 3.8% -4.4% 4.6% 4.0% 0.6% 2024 HUC Budget Target 33.6% 2.3% 11%-4% 3.1%N uuuuNN HUTCHINSON UTILITIES COMMISSION ELECTRIC DIVISION FINANCIAL REPORT FOR OCTOBER, 2024 #110WW 83.3% of Year Comp. 2024 2023 Di . %Chna 2024 2023 Di %Chna Full YrBud %of Bud Electric Division Customer Revenue $ 1,880,061 $ 1,837,412 $ 42,649 2.3% $ 20,173,892 $ 19,437,277 $ 736,614 3.8% $ 24,902,363 81.0% Sales for Resale $ 284,337 $ 273,927 $ 10,411 3.8% $ 2,983,548 $ 4,487,873 $ (1,504,325) (33.5%) $ 3,681,000 81.1% Other Revenues $ 100,209 $ 18,577 $ 81,633 439.4% $ 290,501 $ 191,196 $ 99,305 51.9% $ 188770 153.9% Interest Income $ 36,456 $ 42,024 $ (5,568) (13.3%) $ 428,383 $ 418,386 $ 9,997 2.4% $ 408:457 104.9% TOTAL REVENUES $ 2,301,064 $ 2,171,940 $ 129,124 5.9% $ 23,876,324 $ 24,534,732 $ (658,408) (2.7%) $ 29,180,590 81.8% Salaries & Benefits $ 478,682 $ 363,409 $ 115,273 31.7% $ 4,850,594 $ 4,362,204 $ 488,389 11.2% $ 5,777,096 84.0% Purchased Power $ 893,754 $ 928,776 $ (35,022) (3.8%) $ 9,974,945 $ 10,240,207 $ (265,262) (2.6%) $ 12,638,152 78.9% Transmission $ 224,459 $ 291,227 $ (66,768) (22.9%) $ 2,087,214 $ 2,604,597 $ (517,383) (19.9%) $ 2,755,000 75.8% Generator Fuel/Chem. $ 37,434 $ 33,569 $ 3,865 11.5% $ 1,074,063 $ 1,277,054 $ (202,991) (15.9%) $ 1,364,260 78.7% Depreciation $ 268,382 $ 268,673 $ (291) (0.1%) $ 2,703,820 $ 2,783,637 $ (79,817) (2.9%) $ 3,330,000 81.2% Transfers (Elect./City) $ 172,534 $ 169,911 $ 2,623 1.5% $ 1,725,336 $ 1,699,109 $ 26,227 1.5% $ 2,070,402 83.3% Operating Expense $ 376,275 $ 145,164 $ 231,111 159.2% $ 2,087,628 $ 1,585,607 $ 502,021 31.7% $ 2,111,928 98.8% Debt Interest $ 35,305 $ 37,738 $ (2,433) (6.4%) $ 353,047 $ 377,380 $ (24,333) JLILI 423,657 83.3% TOTAL EXPENSES $ 2,486,824 $ 2,238,467 $ 248,357 11.1% $ 24,856,647 $ 24,929,796 $ (73,149) (0.3%) $ 30,470,495 81.6% NET PROFIT/(LOSS) $ (185,759) $ (66,527) $ (119,233) 179.2% $ (980,323) $ (395,064) $ (585,259) 148.1% $ (1,289,905) 76.0% I�iltrR�ldllflll�9 83.3% of Year Comp. 2024 2023 Di . %Chna 2024 2023 Di %Chna Full YrBud %of Bud Electric Division Residential 3,552,673 3,811,967 (259,294) (6.80%) 43,784,283 45,709,213 (1,924,930) (4.21%) 54,084,350 81.0% All Electric 112,028 148,114 (36,086) (24.36%) 1,712,719 1,986,800 (274,081) (13.80%) 2,585,300 66.2% Small General 1,326,296 1,366,580 (40,284) (2.95%) 14,430,396 15,643,825 (1,213,429) (7.76%) 18,348,996 78.6% Large General 6,790,030 6,851,920 (61,890) (0.90%) 65,926,683 67,888,120 (1,961,437) (2.89%) 83,540,973 78.9% Industrial 8,850,000 8,821,000 29,000 0.33% 93,081,000 91,040,000 2,041,000 2.24% 113,841,379 81.8% Total KWH Sold 20,631,027 20,999,581 (368,554) (1.76%) 218,935,081 222,267,958 (3,332,877) (1.50%)l 272,400,998 80.4% October October YTD YTD 2024 HUC 2024 2023 Change 2024 2023 Change Budget Target Gross Margin %: 30.7% 27.0% 3.7% 27.6% 26.8% 0.8% 27.1% Operating Income Per Revenue $ (%): -12.4% -3.6% -8.8% -5.2% -2.1% -3.1% -4.6% IIIIIIIIIIIIIIIII Net Income Per Revenue $ (%): -8.1% -3.1% -5.0% -4.1% -1.6% -2.5% -4.4% IIIIIIIIIIIIIIIII Customer Revenue per KWH: $0.0911 $0.0875 $0.0036 $0.0921 $0.0874 $0.0047 $0.0914 Total Power Supply Exp. per KWH: $0.0732 $0.0738 -$0.0006 $0.0770 $0.0792 -$0.0022 $0.0769 �IIIIIIIIIIII' Net Loss increased by $119,233 over October 2023. This is due to a payment of $252,600 for lighting at VMF Field. This is also the reason for the increase in operating expenses. Salaries and Benefits for 2024 are correct but look high due to a miscalculated accrued wage entry in 2023. There was also some increased overtime in production and system control due to more vacations for shift workers. November will have the opposite affect. Sales for Resale of $284,337 consisted of $40,087 in market sales, $98,000 in capacity sales to Rice Lake, and $146,250 in capacity sales to AEP. October 2023 Sales for Resale of $273,927 included $29,677 in market sales, $98,000 in capacity sales to Rice Lake, $146,250 in capacity sales to AEP. October 2022 Sales for Resale of $485,585 consisted of $69,798 in market sales, $98,000 in capacity sales to Rice Lake, $146,250 in capacity sales to AEP, and $171,537 in tolling and energy sales to Dynasty Power. Overall Purchased Power decreased by $35,022. MRES purchases increased by $25,131 and market purchases/MISO costs decreased by $60,153. The average cost of MISO power was $24.70/mwh (1,706 mwh's purchased), compared to $35.29/mwh (2,439 mwh's purchased) in October 2023. There was no Power Cost Adjustment for the month leaving the total at $556,670 YTD. There was no Power Cost Adjustment for October 2023 and $305,137 YTD. HUTCHINSON UTILITIES COMMISSION GAS DIVISION FINANCIAL REPORT FOR OCTOBER, 2024 #110WW 83.3% of Year Comp. 2024 2023 2 %Chna 2024 2023 2 . %Chna Full YrBud %of Bud Gas Division Customer Revenue $ 708,439 $ 863,496 $ (155,057) (18.0%) $ 8,687,020 $ 9,579,727 $ (892,707) (9.3%) $ 12,248,803 70.9% Transportation $ 188,825 $ 79,521 $ 109,305 137.5% $ 1,653,531 $ 883,412 $ 770,118 87.2% $ 2,108,203 78.4% Electric Div. Transfer $ 60,383 $ 59,960 $ 424 0.7% $ 603,833 $ 599,598 $ 4,236 0.7% $ 724,600 83.3% Other Revenues $ 26,614 $ 27,608 $ (994) (3.6%) $ 1,037,621 $ 266,312 $ 771,309 289.6% $ 293,123 354.0% Interest Income $ 33,668 $ 39,236 $ (5,568) (14.2%) $ 400,502 $ 390,074 $ 10,428 2.7% $ 375,000 106.8% TOTAL REVENUES $ 1,017,929 $ 1,069,820 $ (51,891) (4.9%) $ 12,382,506 $ 11,719,122 $ 663,384 5.7% $ 15,749,729 78.6% Salaries & Benefits $ 151,372 $ 125,267 $ 26,105 20.8% $ 1,634,356 $ 1,428,754 $ 205,601 14.4% $ 2,192,864 74.5% Purchased Gas $ 439,808 $ 504,497 $ (64,689) (12.8%) $ 5,563,119 $ 6,041,051 $ (477,931) (7.9%) $ 7,740,876 71.9% Operating Expense $ 95,471 $ 81,783 $ 13,688 16.7% $ 877,418 $ 720,259 $ 157,159 21.8% $ 1,156,908 75.8% Depreciation $ 91,833 $ 92,237 $ (404) (0.4%) $ 924,286 $ 912,164 $ 12,123 1.3% $ 1,100,000 84.0% Transfers (City) $ 49,735 $ 48,760 $ 975 2.0% $ 497,354 $ 487,602 $ 9,753 2.0% $ 596,824 83.3% Debt Interest $ 23,233 $ 27,796 $ (4,563) 0.0% $ 232,433 $ 277,958 $ (45,525) 16.4% $ 278,800 83.4% TOTAL EXPENSES $ 851,453 $ 880,340 $ (28,887) (3.3%) $ 9,728,966 $ 9,867,787 $ (138,821) (1.4%) $ 13,066,272 74.5% NET PROFIT/(LOSS) $ 166,477 $ 189,481 $ (23,004) (12.1%)l 2,653,540 $ 1,851,335 $ 802,205 43.3% $ 2,683,457 98.9% �li>> ��((/�(*�f11fel 1 I�if�i(1�iI��Pffl91�'�f�(IIIIIIIIIIIIIIIIIII1�fl���lllll�llllllllll I�IIfI�M1f(�4Nfllllllllllllllllll o 83.3�6 of Year Comp. 2024 2023 2 . %Chnq 2024 2023 Di . %Chnq Full YrBud %of Bud Gas Division Residential 14,799,673 22,601,337 (7,801,664) (34.52%) 254,478,639 301,843,492 (47,364,853) (15.69%) 450,091,000 56.5% Commercial 14,613,652 21,448,675 (6,835,023) (31.87%) 202,138,858 239,069,353 (36,930,495) (15.45%) 350,477,000 57.7% Industrial 58,312,482 65,721,113 (7,408,631) (11.27%)l 607,671,018 642,539,013 (34,867,995) (5.43%)l 908,618,000 66.9% Total CF Sold 87,725,807 109,771,125 (22,045,318) (20.08%)l 1,064,288,515 1,183,451,858 (119,163,343) (10.07%)l 1,709,186,000 62.3% October October YTD YTD 2024 HUC 2024 2023 Change 2024 2023 Change Budget Target Gross Margin %: 48.6% 48.2% 0.4% 46.6% 43.9% 2.7% 46.0% Operating Income Per Revenue $ (%): 14.0% 15.3% -1.4% 13.6% 13.7% -0.1% 15.5% NNNNNNNIIIUuIIUuIIUuI Net Income Per Revenue $ (%): 16.4% 17.7% -1.4% 21.4% 15.8% 5.6% 17.0% NNNHIIIIIIIIIIIIII Contracted Customer Rev. per CF: $0.0058 $0.0059 -$0.0001 $0.0067 $0.0064 $0.0002 $0.0060 ����IIIIIIIIIIIIIIII Customer Revenue per CF: $0.0117 $0.0103 $0.0014 $0.0100 $0.0099 $0.0001 $0.0083 Total N.G. Supply Exp. per CF: $0.0056 $0.0048 $0.0009 $0.0055 $0.0053 $0.0002 $0.0048 $0.0048 Notes/Graphs: September Net Income decreased by $23,004 led by a decrease in usage and the same salaries and benefits issue discussed on the electric income statement. re was no fuel credit adjustment for October 2024 leaving $179,325 YTD returned to customers. re was no FCA for October 2023 as well as $0 YTD. HUTCHINSON UTILITIES COMMISSION BALANCE SHEET - CONSOLIDATED OCTOBER 31, 2024 Electric Gas Total Total Net Change Division Division 2024 2023 Total (YTD) Current Assets UnrestrictedlUndesignated Cash Cash 241,103.75 12,491,064.97 12,732,168.72 15,920,507.53 (3,188,338.81) Petty Cash 680.00 170.00 850.00 850.00 - Designated Cash Capital Expenditures - Five Yr. CIP 2,750,000.00 700,000.00 3,450,000.00 3,450,000.00 - Payment in Lieu of Taxes 1,345,802.00 596,824.00 1,942,626.00 1,904,536.00 38,090.00 Rate Stabilization - Electric 514,335.18 - 514,335.18 660,909.48 (146,574.30) Rate Stabilization - Gas - 609,590.76 609,590.76 626,564.78 (16,974.02) Catastrophic Funds 800,000.00 200,000.00 1,000,000.00 1,000,000.00 - Restticted Cash Bond Interest Payment 2017 1,085,018.22 - 1,085,018.22 1,557,856.73 (472,838.51) Bond Interest Payment 2012 - 1,992,650.00 1,992,650.00 1,811,895.87 180,754.13 Debt Service Reserve Funds 1,183,656.00 2,072,000.00 3,255,656.00 2,711,029.66 544,626.34 Total Current Assets 7,920,595.15 18,662,299.73 26,582,894.88 29,644,150.05 (3,061,255.17) Receivables Accounts (net of uncollectible allowances) 1,882,285.06 681,289.50 2,563,574.56 2,996,564.72 (432,990.16) Interest 70,706.31 70,706.32 141,412.63 118,283.99 23,128.64 Total Receivables 1,952,991.37 751,995.82 2,704,987.19 3,114,848.71 (409,861.52) Other Assets Inventory 1,997,641.80 550,645.37 2,548,287.17 2,399,724.77 148,562.40 Prepaid Expenses 334,506.23 116,874.50 451,380.73 (10,396.90) 461,777.63 Sales Tax Receivable 386,317.40 - 386,317.40 305,371.94 80,945.46 Deferred Outflows- Electric 741,556.00 - 741,556.00 1,221,397.00 (479,841.00) Deferred Outflows- Gas - 247,185.00 247,185.00 407,133.00 (159,948.00) Total Other Assets 3,460,021.43 914,704.87 4,374,726.30 4,323,229.81 51,496.49 Total Current Assets 13,333,607.95 20,329,000.42 33,662,608.37 37,082,228.57 (3,419,620.20) Capital Assets Land & Land Rights 690,368.40 3,899,918.60 4,590,287.00 4,590,287.00 - Depreciable Capital Assets 113,790,061.39 43,426,992.03 157,217,053.42 156,764,592.94 452,460.48 Accumulated Depreciation (73,005,080.16) (22,270,763.78) (95,275,843.94) (90,891,718.43) (4,384,125.51) Construction - Work in Progress 6,129,295.15 1,325,857.80 7,455,152.95 1,375,092.16 6,080,060.79 Total Net Capital Assets 47,604,644.78 26,382,004.65 73,986,649.43 71,838,253.67 2,148,395.76 Total Assets 60,938,252.73 46,711,005.07 107,649,257.80 108,920,482.24 (1,271,224.44) Current Liabilities Current Portion of Long-term Debt Bonds Payable Bond Premium Lease Liability - Solar Array Accounts Payable Accrued Expenses Accrued Interest Accrued Payroll Total Current Liabilities Long -Term Liabilities Noncurrent Portion of Long-term Debt 2017 Bonds 2012 Bonds Bond Premium 2012 Pension Liability- Electric Pension Liability - Electric OPEB Pension Liability - Nat Gas Pension Liability - Nat Gas OPEB Accrued Vacation Payable Accrued Severance Deferred Outflows - Electric Deferred Outflows - Nat Gas Total Long -Term Liabilities Net Position Retained Earnings Total Net Position HUTCHINSON UTILITIES COMMISSION BALANCE SHEET - CONSOLIDATED OCTOBER 31, 2024 Electric Gas Total Division Division 2024 730,000.00 19, 546.00 2,064,783.27 176,523.45 107,101.62 3,097,954.34 12,570,000.00 437,728.56 2,776,372.00 64,096.00 527,144.22 121, 598.92 998,815.00 17,495,754.70 1,825,000.00 185,608.32 605,709.68 116,266.65 35,905.94 2,768,490.59 4,130,000.00 201,075.31 925,458.00 21,365.00 191,450.10 32, 321.13 332,938.00 5,834,607.54 40,344,543.69 38,107,906.94 40,344,543.69 38,107,906.94 2,555,000.00 185,608.32 19, 546.00 2,670,492.95 292,790.10 143,007.56 5,866,444.93 12,570,000.00 4,130,000.00 638,803.87 2,776,372.00 64,096.00 925,458.00 21,365.00 718, 594.32 153,920.05 998,815.00 332,938.00 23,330,362.24 Total 2023 700,000.00 185,608.32 2,654,741.61 327,669.25 48,122.66 3,916,141.84 13,330,000.00 7,780,000.00 857,869.15 4,021,396.00 77,480.00 1,340,466.00 25,827.00 700,600.34 140,285.54 98,554.00 32,851.00 28,405,329.03 78,452,450.63 76,599,011.37 78,452,450.63 76,599,011.37 Net Change Total (YTD) 1,855,000.00 19, 546.00 15, 751.34 (34, 879.15) 94,884.90 1,950,303.09 (760,000.00) (3,650,000.00) (219,065.28) (1,245,024.00) (13, 384.00) (415,008.00) (4,462.00) 17,993.98 13, 634.51 900,261.00 300,087.00 (5,074,966.79) 1,853,439.26 1,853,439.26 Total Liabilities and Net Position 60,938,252.73 46,711,005.07 107,649,257.80 108,920,482.24 (1,271,224.44) Hutchinson Utilities Commission Cash -Designations Report, Combined 10/31/2024 Financial Institution Current Interest Rate Annual Interest Balance, October 2024 Balance, September 2024 Change in Cash/Reserve Position Savings, Checking, Investments varies varies varies 26,582,894.88 26,685,245.28 (102,350.40) Total Operating Funds 26,582,894.88 26,685,245.28 (102,350.40) Debt Reserve Requirements Bond Covenants - sinking fund Debt Reserve Requirements Bond Covenants -1 year Max. P & I Total Restricted Funds Operating Reserve Rate Stabalization Funds PILOT Funds Catastrophic Funds Capital Reserves Total Designated Funds Min 60 days of 2024 Operating Bud. Charter (Formula Only) Risk Mitigation Amount 5 Year CIP (2024-2028 Fleet & Infrastructure Maintenance) 3,077,668.22 2,797,880.20 279,788.02 3,255,656.00 3,255,656.00 - 6,333,324.22 6,053,536.20 279,788.02 6,631,467.17 6,631,467.17 1,123,925.94 1,151,459.79 (27,533.85) 1, 942, 626.00 1, 942, 626.00 1, 000, 000.00 1, 000, 000.00 3,450,000.00 3,450,000.00 14,148,019.11 14,175,552.96 (27,533.85) YE YE YE YE YTD HUC 2020 2021 2022 2023 2024 Target Debt to Asset 32.3% 30.8% 31.4% 28.6% 27.1% Current Ratio 5.67 5.22 4.47 4.48 4.51 RONA 3.62% 0.41% -1.38% 1.96% 1.77% Change in Cash Balance (From 12131114 to 1013112024) Month End Electric Elec. Change Natural Gas Gas Change Total Total Change 10/31/2024 7,920,595 18,662,300 26,582,895 12/31/2023 12,158,338 (4,237,743) 15,622,242 3,040,058 27,780,580 (1,197,685) 12/31/2022 11,633,212 525,126 15,450,554 171,688 27,083,766 696,815 12/31/2021 12,870,253 (1,237,041) 15,086,000 364,554 27,956,253 (872,487) 12/31/2020 14,239,233 (1,368,981) 15,019,173 66,827 29,258,406 (1,302,153) 12/31/2019 12,124,142 2,115,092 13,837,040 1,182,133 25,961,181 3,297,225 12/31/2018 15,559,867 (3,435,725) 12,335,998 1,501,042 27,895,864 (1,934,683) 12/31/2017 23,213,245 (7,653,378) 10,702,689 1,633,309 33,915,934 (6,020,070) 12/31/2016 8,612,801 14,600,444 9,500,074 1,202,615 18,112,875 15,803,059 12/31/2015 6,170,790 2,442,011 9,037,373 462,701 15,208,163 2,904,712 12/31/2014 3,598,821 2,571,969 6,765,165 2,272,208 10,363,986 4,844,177 * 2017's Significant increase in cash balance is due to issuing bonds for the generator project. Hutchinson Utilities Commission Cash -Designations Report, Electric 10/31/2024 Change in Financial Annual Balance, Balance, Cash/Reserve Institution Current Interest Rate Interest October 2024 September 2024 Position �' Rr Savings, Checking, Investments varies varies Total HUC Operating Funds tiectric ��iyyIIIIII �iJ� ++ Debt Restricted Requirements Bond Covenants - sinking fund Debt Restricted Requirements Bond Covenants -1 year Max. P & I Total Restricted Funds Operating Reserve Rate Stabalization Funds PILOT Funds Catastrophic Funds Capital Reserves Total Designated Funds varies 26,582,894.88 26,685,245.28 (102,350.40) 26,582,894.88 26,685,245.28 (102,350.40) Min 60 days of 2024 Operating Bud. $400 K-$1.2 K Charter (Formula Only) Risk Mitigation Amount 5 Year CIP (2024-2028 Fleet & Infrastructure Maintenance) 1,085,018.22 986,380.20 98,638.02 1,183,656.00 1,183,656.00 - 2,268,674.22 2,170,036.20 98,638.02 4,593,259.83 4,593,259.83 514,335.18 536,165.60 (21,830.42) 1, 345, 802.00 1, 345, 802.00 800,000.00 800,000.00 2,750,000.00 2,750,000.00 10,003,397.01 10,025,227.43 (21,830.42) YE YE YE YE YTD APPA Ratio HUC 2020 2021 2022 2023 2024 5K-10K Cust. Target Debt to Asset Ratio (* w/Gen.) 32.6% 32.2% 34.8% 34.0% 33.8% 39.8% Current Ratio 6.18 5.70 4.96 4.35 3.33 3.75 RONA 2.5% -1.2% -4.2% -0.9% -1.8% NA >0% Notes/Graphs: Hutchinson Utilities Commission Cash -Designations Report, Gas 10/31/2024 Change in Financial Annual Balance, Balance, Cash/Reserve Institution Current Interest Rate Interest October 2024 September 2024 Position 51' Rr Savings, Checking, Investments varies varies Total HUC Operating Funds ��yyIIIIII ��JJ� ++ Debt Restricted Requirements Bond Covenants - sinking fund Debt Restricted Requirements Bond Covenants -1 year Max. P & I Total Restricted Funds Operating Reserve Rate Stabalization Funds PILOT Funds Catastrophic Funds Capital Reserves Total Designated Funds varies 26,582,894.88 26,685,245.28 (102,350.40) 26,582,894.88 26,685,245.28 (102,350.40) Min 60 days of 2024 Operating Bud. $200K-$600K Charter (Formula Only) Risk Mitigation Amount 5 Year CIP (2024-2028 Fleet & Infrastructure Maintenance) 1, 992, 650.00 1, 811, 500.00 181,150.00 2,072,000.00 2,072,000.00 - 4,064,650.00 3,883,500.00 181,150.00 2,038,207.33 2,038,207.33 609,590.76 615,294.19 (5,703.43) 596,824.00 596,824.00 200,000.00 200,000.00 700,000.00 700,000.00 4,144,622.09 4,150,325.52 (5,703.43) YE YE YE YE YTD HUC 2020 2021 2022 2023 2024 AGA Ratio Target Debt to Asset 32.0% 28.8% 26.5% 21.0% 18.4% 35%-50% Current Ratio 5.18 4.79 4.06 4.61 5.79 1.0-3.0 RONA 5.3% 2.9% 3.0% 6.2% 6.7% 2%-5% VW UUU Notes/Graphs: ELECTRIC DIVISION Operating Revenue October 2024 CLASS AMOUNT KWH /KWH Street Lights $23.71 435 $0.0545 Electric Residential Service $415,973.03 3,552,673 $0.1171 All Electric Residential Service $14,080.31 112,028 $0.1257 Electric Small General Service $144,076.82 1,326,296 $0.1086 Electric Large General Service $610,489.13 6,790,030 $0.0899 Electric Large Industrial Service $695,418.30 8,850,000 $0.0786 Total $1,880,061.30 20,631,462 $0.0911 Power Adjustment $0.00000 Rate Without Power Adjustment $0.09113 Electric Division Year -to -Date ® 2024 $ Amount ❑ 2023 $ Amount ® 2024 KWH110 ❑ 2023 KWH110 20,000,000 18,000,000 16,000,000 14,000,000 12,000,000 10,000,000 8,000,000 6,000,000 4,000,000 2,000,000 0 Street Lights Residential All Elec. Resid. Small Gen. Srv. Large Gen. Srv. Large Industrial For Resale Total NOTE: Sales for resale includes capacity sales and energy for resale NATURAL GAS DIVISION Operating Revenue October 2024 CLASS AMOUNT MCF /MCF Residential $200,682.65 14,800 $13.5599 Commercial $159,587.75 14,614 $10.9205 Large Industrial $37,098.67 4,517 $8.2122 Large Industrial Contracts $311,070.32 53,795 $5.7825 Total $708,439.39 87,726 $8.0756 Fuel Adjustment $0.00000 Rate Without Fuel Adjustment $8.07561 Natural Gas Division Year -to -Date ❑ 2024 $ Amount ❑ 2023 $ Amount m 2024 MCF ❑ 2023 MCF 9,000,000 8,000,000 7,000,000 6,000,000 5,000,000 4,000,000 3,000,000 2,000,000 1,000,000 0 Gas Residential Gas Commercial Large Industrial Large Industrial Total Contracts Q N N N N N N N O N N Q Q Q O 0 0 0 0 0 0 E Q Q Q Q Q Q Q Q Q Q Q Q Q Q O N N Q Q Q Q Q Q s Q Q Q Q Q Q Q Q Q Q Q Q Q Q Q Q Q Q Q Q Q Q Q Q Q Q Q Z Z Z Z O O O O O O O' Z Z Z Z Z Z Z Z Z Z Z Z Z Z M O O M M C M Z Z Z Z Z Z> Z Z Z Z Z Z Z Z Z Z Z Z Z Z Z Z Z Z Z Z Z Z Z Z Z Z Z > O O R N N N ��-Q N N t6 W M NM MC�O 06�i �M OM .0r�p NOO Wr0 O r-0O��V V Cj CO COON C000 (V .-M 0.- CO N 0 N 0.-O0 M O M O MOCO .-m w, 7 7 O M ISM 0 (N N 000 MM"OOM M MM(NCO Mu,M I- O0M� ON 0M�1- M O M0 N ISM 01� �M M`-'�M NMI-I�NI� I�� MM1�0I�M�CONMM�N11-01� E V ` Ifs M M N N M V V 0 M M01�0 0 CO VIA NMI M V M M�M1�0I��CO IL o N R D N R C M o U O 7 Q IL 7 � U a a� 0 w 0 O C00 06 000 W O CO -O� COO ON 0M-NMM r C00u 00� NCO NN ON �00� MO �� MM MI, MO CO0 co CO N0000M�C CO �O 1� ISM � NN N000 NIA MN CO C �- 0 M M co 0 M CO c C O O 0 0 0 0 0 � : M O O O O O O O O O O O O O O O O o 0 0 0 o M M 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 � 00 0 0 o M M 00 0 0 0 0 0 0 0 0 0 0 0 0 0 O O M O O O O O N 0 0 0 0 0 0 0 0 0 0 0 0 0 0 O O CO o 0 0 0 0 N O M 0 0 0 0 0 0 0 0 0 0 0 0 0 0 000 � 0 0 0 0 CO � V co � � I OONV000N� V M M N N N N N N N N N N N N N O V OO60i0 0 0 N O V C0060iO�C00 W W� W r V �rC00i 000 �M MM OOM 0M COO �M co co CoNMN N Co � ISM 0000 COS �M � MN 00M Co COO co M I�0 MCO 0 0001�� O INN N0001�N MIS CO 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 000�00oo�o������������co��I O co O 0 1� O O I� O O M M M M M M M M M M M M M M O� O N M M M N � M N N N N N N N N N N N N N N i ON N W MC�O Nr �M �M W OMMV OONr O W�O C00r OVC00000M10OMi ONW i 0 �-M M M O M I� r N r M�N�-O M 0 0 N M M O MM-0M00N MMCO co 0 0 O `-'M O 0 �I��� M CO CO M MN0 0N�1��1��0 MOM i COVM � CO A �- M M N N CO MCO I� N M r r MAN I� MI�M��MMM00N1� MN MN OCO I�MM000M ON 02 co CO �I� I�COMN�OCON I O `-' M N .- M .- `-' M `-' N `-' N `-' �- N `-"-' MMMM�rLOOOWOOrO00M0�00�� MV COM M COM 0 coM �CO N N Co CO I- -co moo �- W n I � O r,I-M -OOi -M CO S.-r O �OCO--�� ;izco nCOOJ ISM MN OM 00O r Mr �N� rM M ��0 �� CO NMM�N� cO O� 0 M� OM O� M� M0 CONM��N ON 0M00 I�MM000�1�0 OCON �- 0 0 0 LO OO co co 0 M OO Il M�M 0 010 OONO 0 r000 0o M00ON CO coM M 0r O� 0� �O ON CMO M�CMO C00M W COO CMO MON nM �NMNVNO�M MCO M 00 MM M M0 NM 0 M-�M ON CO OCOM M �-0000 MM 1 m MIS IS M CO CO N CO INN N CO CON MNMM O CO co co"t � M M MM 0M O� M� 000�ONM00M 1��1�0 MI�M�OMI�MI�OMN M M M M�- m O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O M oMo� oO�- o� "0Nt00N00000g�og�oogg0 � 0 0 � 0 � 0 000000�W0 0- CO O��O ON�MM M O� �O �2 NM CO�R O� �000� �R O�N �- 0 N N N N N N N N N N ON N N N N N N N N N N N N N N ON N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N 000000000000000000000000000 00000000000000000000000000000000000 N N N N N N N N N N N N N N N N N N N N N N N N N N n Q N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N ---------����� � Z 0000000000 ��0000000 �_�000000000� �_OO N 0 0 0 0 00 0 00 0 0 0 0 0 00 00 0 00 00 - 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N N N N N N N N N N N N N N N N N N N N N N N N c E E E E E E E E E E E E E E E E E E E E E E E E (n fn fn fn fn fn fn fn fn fn fn fn fn fn fn fn fn fn fn fn fn fn fn fn > > > > > > > > > > > > > > > > > > > > > > > > m m m m m m m m m m m m m m m m m m m m m m m m 0 C) C) C) C) C) C) C) C) C) C) C) C) C) C) C) C) C) C) a v N d � 0 0 0 0 0 0 0 0 o lD 00 n .o0n d > N v o O) O M O) V N O N r i R N M N O o n a 4M1 M N O In (D O) Co N WR - > In LO 0) N O N In M O r W V (O r N m 'n `m Y rnm0000 of o uf, n o rn n rn o oo c m r- o o^ > m Lo ro c of v + ei i Q F O � N is w aR aR aR aR O �^ r N N M V In ' J � N M V In Oi ei Vf" R i L R o 0 o o o w o 0 o o o o o 0 0 o o o o o o o o 0 o o o o 0 o o o o 0 o o o 0 d o 0 o w 0 I� 0 o 0 Vf a 0 M 0 N ei �. y - � O In r W V M V 'ItO In r (O V () rn M 00 r- O) H J0' y c oo M o m _ c '^• II L� W � N u N N O � u N � a N oY 0 0 0 0 0 O fL C N pR a 00 N- M O n W o O o N W O O y 0 E N o F O N N In O o w � O � O o 00 O) In N V N (O O r N7 - 0 N 0 r M w (O M O w N > (N M (O O M R r O) r O W Nt W41� F V N N V In O N 0 0 0 0 0 =1 O R O I- N N M O N (O O O O o Q! F 0' N N N O 0 >" I- o) o 0o M M M In a (O m- 0' G j (O V N N (O V (M In V r N > M_ N V (MO a) M R V N O) "i r f 0 N M m d N a U 0 o a E m a aT N N o u of C IMMFIFI Work Order Description 12203 Plant 2 Air Dryer 12204 Cooling Tower Repairs 12401 Tuck Pointing Phase 2 12402 Plant 1 Combustible Gas Detection System 12403 SWOIS Computer Upgrade U5 12404 Plant 1 Side Stream Filter 12405 Tower Water Pumps Plant 1 12406 Plant 2 Overhead Crane Electric Production Total Total Materials Labor Budgeted Actual Difference S - 38,902.37 $ 38,902.37 138,695.00 20,000.00 $ 158,695.00 524,257.37 $ 365,562.37 140,000.00 - $ 140,000.00 138,230.28 $ (1,769.72) 100,000.00 - $ 100,000.00 $ (100,000.00) 490,000.00 - $ 490,000.00 $ (490,000.00) 40,000.00 - $ 40,000.00 30,900.00 $ (9,100.00) 60,000.00 - $ 60,000.00 58,052.43 $ (1,947.57) 15,207.00 - $ 15,207.00 $ 2,565.10 $ 12,641.90 $ 983,902.00 $ 20,000.00 $ 1,003,902.00 $ 792,907.55 $ (210,994. 45) Work Order Descrip ion 22301 Hutch Sub Transformer Upgrade Engineering 22401 Hutch Substation Transformer 22402 McLeod Sub Relay Replacement 22403 Pole Repair and Replacement 22404 Station Equipment 22405 3M Sub SCADA Phase 2 22406 HTI Sub SCADA 22407 VMF Ball Field Lighting 22408 Install Duct 22409 Les Schwab Tire 22410 Fairgrounds Upgrade 22411 New Developments 22412 Les Schwab Tire Transformer 22413 Fairgrounds Upgrade Transformer 22414 Transformer New Developments 22415 Transformer Replacements 22416 Meters 22417 LED Street Light Conversion 22418 Road Projects 22419 Feeder 14 22420 Feeder16 Electric Distribution Total Total Materials, Labor Budgeted Actual Difference 809,833.14 $ 809,833.14 - - 829,569.71 $ 829,569.71 125,000.00 - 125,000.00 - $ (125,000.00) 15,000.00 - 15,000.00 - $ (15,000.00) 10,000.00 - 10,000.00 - $ (10,000.00) 87,000.00 - 87,000.00 878.35 $ (86,121.65) 125,000.00 - 125,000.00 38,326.45 $ (86,673.55) 305,000.00 - 305,000.00 - $ (305,000.00) 18,000.00 65,000.00 83,000.00 10,889.67 $ (72,110.33) 5,000.00 3,000.00 8,000.00 3,465.53 $ (4,534.47) 7,000.00 4,000.00 11,000.00 42,643.13 $ 31,643.13 60,000.00 15,000.00 75,000.00 131,570.95 $ 56,570.95 10,000.00 1,500.00 11,500.00 14,965.83 $ 3,465.83 15,000.00 2,000.00 17,000.00 12,176.41 $ (4,823.59) 60,000.00 10,000.00 70,000.00 - $ (70,000.00) 75,000.00 15,000.00 90,000.00 8,645.21 $ (81,354.79) 75,000.00 - 75,000.00 11,018.44 $ (63,981.56) 175,000.00 35,000.00 210,000.00 22,650.00 $ (187,350.00) 40,000.00 - 40,000.00 42,287.52 $ 2,287.52 - - - 21,341.26 $ 21,341.26 40,631.33 rv._� (40,631.33) $ 1,207,000.00 $ 150,500.00 $ 1,357,500.00 $ 2,040 ,892.93 $ 683,392.93 Administrative Total Total Work Order Descri tion Bud eted Actual Difference 52203 Replace 037Dump Truck 60,581.53 (60,581.53) 52204 Replace 130 Ford F350 Super Duty 95,660.11 (95,660.11) 52205 Replace 948 58,480.08 (58,480.08) 52301 International 4900 w/Altec - 320,945.90 (320,945.90) 52302 Replace 995 2010 Dodge Dakota - 44,504.92 (44,504.92) 52303 Replace 226 2012 Dodge RAM 1500 53,052.33 (53,052.33) 52401 Vacuum Excavator 95,000.00 73,784.87 21,215.13 52402 Replace 2014 GMC Sierra 181 40,000.00 40,955.96 (955.96) 52403 Replace 2014 GMC Sierra 376 40,000.00 40,955.96 (955.96) 52404 Servvice Body for Metering Truck 32,000.00 32,000.00 52405 Replace 2014 SUV 113 40,977.00 58,480.08 (17,503.08) 52406 Trencher/Plow Machine 65,000.00 55,512.33 9,487.67 $ 312,977.00 $ 902,914.07 $ 589,937.07 Work Order Descri lion 62301 HCP Interconnect 62303 Fairfax Interconnect Downsize 62304 SCADA for HCP Interconnect 62401 Hanska Station Topsoil Removal and Rock 62402 Misc Developments & System Improvements 62403 City Projects 62404 Isolated Main Replacement (Btn Barley & Gler 62405 Improvements to Regulator Stations 62406 Service Lines 62407 Meters, AMI, and All Fittings 62408 Residential Regulators 62409 Industrial Metering and Regulation 62410 Methane Detector, Electro Fusion Machine Natural Gas Total Materials Labor Budgeted 20,000.00 1,500.00 21,500.00 25,000.00 5,000.00 30,000.00 7,000.00 2,000.00 9,000.00 27,500.00 5,000.00 32,500.00 20,000.00 3,500.00 23,500.00 57,000.00 15,000.00 72,000.00 165,000.00 4,000.00 169,000.00 5,000.00 5,000.00 25,000.00 3,500.00 28,500.00 40,000.00 1,000.00 41,000.00 $ 391,500.00 $ 40,500.00 $ 432,000.00 $ Total Actual Difference 807,105.36 807,105.36 2,340.92 2,340.92 58,711.30 58,711.30 - (21,500.00) 10,100.45 (19,899.55) 24,191.52 15,191.52 - (32,500.00) - (23,500.00) 64,666.12 (7,333.88) 4,195.22 (164,804.78) - (5,000.00) 22,411.65 (6,088.35) 499.84 (40,500.16) 994,222.38 $ 562,222.38 HUTCHINSON UTILITIES COMMISSION 9T, Board Action Form iiiiiiiiiiiiiiiiiiiiiillillillillillillilliillillillillillillilliilliillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliilllI Agenda Item: Review Policies Presenter: Angie Radke Agenda Item Type: Time Requested (Minutes): 5 Review Policies Attachments: Yes BACKGROUND/EXPLANATION OFAGENDA ITEM: As part of HUC's standard operating procedures, a continual policy review is practiced. This month, the following policies were reviewed and no changes are recommended on these policies at this time: i. CIP Rebate Level of Authority ii. Financial Reserve Policy iii. Service Beyond City Limits of Hutchinson iv. Surplus Property Policy v. Investment Policy BOARD ACTION REQUESTED: None Fiscal Impact: Included in current budget: Budget Change: PROJECT SECTION: Total Project Cost: Remaining Cost: Adopted January 27, 2010 Conservation Improvement Program — Rebate Level of Authority All commercial and industrial Conservation Improvement Program rebates in the amount of $25,000 or greater shall be reviewed and approved by Hutchinson Utilities Commission prior to the issuance of the rebate to the recipient. : HUTCHINSON UTILITIES FINANCIAL RESERVE POLICY A. PURPOSE: In order to maintain stable rates and provide reliable service, Hutchinson Utilities Commission (HUC) must have various tools in place to deal with changes in costs or operational performance. Maintaining appropriate financial reserves is one such tool that ensures sufficient funding is available for current operating, capital and debt service needs. Financial reserves absorb short-term financial variability resulting from unexpected operational changes or can reduce the need for large amounts of debt. This policy establishes a Capital Reserve (CR), which is used to cover acquisition of capital assets, including replacement of existing assets, and an Operating Reserve (OR), which addresses short-term financial volatility. HUC will establish a Capital Reserve and Operating Reserve for each of the two utilities — Electric and Gas. B. DEFINITIONS: Hutchinson Utilities Commission reserves can be classified into three broad categories that include Restricted Cash Reserves, Capital Reserve Funds, and Operating Reserve Funds. A "fund" is a segregation within the Utility's accounting system to keep sources and uses for a particular purpose easily identifiable and reportable. C. GENERAL PROVISIONS In the context of funding future capital equipment or facilities or replacing existing assets with substantial value HUC will analyze the most cost effective and efficient method to finance a project, be it through debt financing, pay -as -you go financing, use of reserves, use of contractual agreements, or through some combination of those various sources or others that may present themselves. At a minimum, reserve balances will be reviewed on an annual basis at, or near, the end of the fiscal year during preparation of the Capital & Operating Spending Plans to ensure adequate compliance with policy and intended funding targets. The minimum funding requirements established for each fund represents the baseline financial condition that is acceptable to the Commission from a risk and long-range financial planning perspective. Maintaining reserves at appropriate levels is a prudent, ongoing business process that consists of an assessment and application of various revenue generating alternatives. These alternatives (either alone or in combination with each other) include, but are not limited to: fees & charges, capital financing, investment of funds, contractual commitments, and levels of capital expenses. I. RESTRICTED RESERVES MR) - Restrictions on these monies are imposed by an outside source such as creditors, grantors, contributors, laws or regulations governing use. An example of restricted funds is bond reserve covenants required as a part of debt issuance. The funds are legally protected by bond covenants and can only be used in the event of default by HUC or to pay down principal at maturity. A. Funding Amount — The bond reserve requirements are established at the time of bond issuance. B. The sources of funds for the (RR) come from the undesignated fund balance of each utility which can change annually based on yearly operating performance and accumulated net revenues and, when appropriate, available short-term liquidity arrangements. 11. CAPITAL RESERVES (CR) - This reserve is established by action of the board to fund capital projects including electric and gas distribution & transmission system infrastructure, production facilities, and fleet that are a part of the 5-year capital improvement plan so HUC can avoid issuing bonds to pay for maintaining normal operations. This reserve is not intended to fund large major capital purchases. (Le ... Fleet, infrastructure replacement or acquisitions) A. Funding Amount — Minimum funding shall be targeted at the estimated current replacement costs of assets expected to be replaced within the next five years. B. Funding Sources — The sources of funds for the (CR) come from the undesignated fund balance of each utility which can change annually based on yearly operating performance and accumulated net revenues and, when appropriate, available short-term liquidity arrangements. 111. OPERATING RESERVES (OR) — This reserve is established by action of the board to address short- term financial risk or variability resulting from unexpected operating results and to address those financial risks that have a more immediate potential impact on the existing organization cost structure. (i.e... Rate Stabilization Reserve Funds, Catastrophic Reserve Funds, PILOT Reserve Funds, Operating Reserves) A. Risk Exposures — Potential sources of cash flow variability addressed by the (OR) include the following risk exposures: 1. Reductions in overall customer demand, 2. Changes in total system load resulting from the actions of large customers, 3. Failure to achieve the budgeted level of net income, 4. Changes in the costs of purchased power, 5. Catastrophic disasters or community events 6. General operation exposures, such as timing mismatch between revenue receipts and expense payment, unforeseen maintenance costs, regulatory compliance costs, and other unexpected increases in the operating budget B. Funding Amount— Target (OR) level has been set at a minimum of 60 days and a maximum of 90 days of total budgeted operating expenses for both the Electric Division and Gas Division. Since the (OR) changes annually for each division based on the following years budget, the (OR) will be adjusted annually. The (OR) target is in addition to the other operating reserve funds listed above. C. Funding Sources — The sources of funds for the (OR) come from the undesignated fund balance of each utility which can change annually based on yearly operating performance and accumulated net revenues and, when appropriate, available short-term liquidity arrangements. IV. FINANCIAL RESERVES HIERARCHY OF FUNDING — The following lists the priorities applied to HUC's reserves. A. Maintaining Operating Reserves (OR) within a 60 day to 90 day operating range. B. Once the Target (OR) level is achieved, excess cash may be applied to the (CR) or other areas at the discretion of the Hutchinson Utilities Commission. V. FINANCIAL RESERVES REPLENISHMENT— The above section describes the hierarchy of funding the reserves. The following describes what actions may be taken to generate cash and replenish the reserves under different scenarios of each of the two utilities. A. If the (OR) and (CR) are at the Target Level: Take no action B. If either the (OR) or (CR) is below the Target Level or if both the (OR) and (CR) are below the Target Level: Take no action during the current year, reevaluate the following year and reduce expenses and/or increase revenues, if necessary, to reach the Target Level within the next three years. VI. FINANCIAL RESERVES FUNDING LEVEL AND FUND BALANCE REVIEWS — The Target levels and fund balance are to be reviewed as follows: A. Target Level Review: Although the actual monetary values are reviewed annually and adjusted to reflect target goals when approving budgets, the Target (OR) and (CR) funding levels are to be evaluated every year. For example, the Commission could revise (reduce or increase) the (OR) or (CR) reserves based on future external factors and forward -looking cost drivers. B. Financial Reserves Fund Balance Review: The (OR) and (CR) fund balances are to be monitored monthly by the Finance Department and reviewed annually during the budget review process by the Commission or if an event were suddenly to reduce the fund balances. HUTCHINSON UTILITIES COMMISSION NATURAL GAS SERVICE BEYOND THE CITY LIMITS OF HUTCHINSON DISTRIBUTION MAIM EXTENSION POLICY THIS DOCUMENT SETS FORTH THE PROCEDURES TO BE OBSERVED WHEN EXTENDING A NATURAL GAS DISTRIBUTION MAIN BEYOND THE CITY LIMITS OF HUTCHINSON. HUTCHINSON UTILITIES COMMISSION DISTRIBUTION MAIN EXTENSION POLICY SERVICE BEYOND CITY LIMITS OF HUTCHINSON 1. DEFINITIONS NATURAL GAS DISTRIBUTION MAIN NATURAL GAS DISTRIBUTION MAIN IS DEFINED AS THAT PORTION OF THE HUC'S NATURAL GAS PIPING AND RELATED FACILITIES WHICH ARE INTENDED TO PROVIDE SERVICE TO MORE THAN A SINGLE CUSTOMER. SUCH PIPING IS NORMALLY LOCATED IN PUBLIC STREETS AND ITS RIGHT- OF-WAY OR ADJACENT TO PROPERTY LINES. 2. INDIVIDUAL REQUESTS FOR GAS MAIN EXTENSION A. APPLICATION PROSPECTIVE CUSTOMERS CURRENTLY WITHOUT NATURAL GAS SERVICE MAY REQUEST SUCH SERVICE BY SUBMITTING A WRITTEN APPLICATION TO HUTCHINSON UTILITIES COMMISSION (HUC). HUC SHALL INVESTIGATE THE POSSIBILITY OF INSTALLING GAS MAIN TO THE CUSTOMER AND SHALL MAKE AN ESTIMATE OF THE COSTS INVOLVED. HUC IS UNDER NO OBLIGATION TO EXTEND NATURAL GAS SERVICE BEYOND THE CITY LIMITS OF HUTCHINSON, MN. B. ALLOWANCES EACH CUSTOMER SHALL RECEIVE A CONSTRUCTION ALLOWANCE BASED ON PROJECTED MARGINAL REVENUE. 1) RESIDENTIAL CUSTOMERS - $9 1 5.00 2) FIRM COMMERCIAL CUSTOMERS ALLOWANCE FOR MAIN SHALL BE BASED ON CUSTOMER'S ESTIMATED ANNUAL REVENUE USING THE FOLLOWING FORMULA (BASED ON SEVEN YEAR RECOVERY): ALLOWANCE = $(U x M) x 7 PAGE 1 OF 5 WHERE: U = ESTIMATED LONG TERM ANNUAL, USAGE IN MCF M = APPLICABLE MARGIN PER MCF MONTHLY "METER CHARGE" NOT CONSIDERED IN CALCULATING CUSTOMER ALLOWANCE AS THIS IS A FIXED COST TO HUC. C. CUSTOMER CONTRIBUTIONS A CONTRIBUTION SHALL BE REQUIRED IF THE ESTIMATED CONSTRUCTION COST OF MAIN EXCEEDS THE MAIN ALLOWANCE(S) FOR THE CUSTOMER(S) REQUESTING THE EXTENSION. THIS PAYMENT IS DUE AS A SINGLE PAYMENT PRIOR TO THE INSTALLATION OF THE MAIN. HOWEVER, IF A RESIDENTIAL CUSTOMER'S CONTRIBUTION FOR MAIN EXCEEDS $300.00, THE CUSTOMER, WITH THE APPROVAL OF HUC, MAY ELECT TO MAKE A SINGLE PAYMENT BEFORE CONSTRUCTION BEGINS OR AGREE TO PAY THE CONTRIBUTION IN TWELVE (1 2) EQUAL INSTALLMENTS, INCLUDING A FINANCE CHARGE BASED ON HUC'S CURRENT WEIGHTED COST OF CAPITAL. THESE INSTALLMENTS SHALL BE BILLED WITH THE UTILITY BILL AND BE PAYABLE ON THE SAME DATE AS THE UTILITY BILL. ALL CONTRIBUTIONS SHALL BE REFUNDABLE IN ACCORDANCE WITH SECTION 3. OF THIS SCHEDULE. 3. REAPPORTIONMENT AND REFUNDS OF CONTRIBUTIONS A. REAPPORTIONMENT OF CUSTOMER CONTRIBUTION WHEN ADDITIONAL CUSTOMERS TAKE SERVICE FROM A MAIN EXTENSION WHICH HAD REQUIRED A CUSTOMER CONTRIBUTION, THE ORIGINAL CONTRIBUTION AND ANY NEW CONTRIBUTION WILL BE REAPPORTIONED AMONG ALL CUSTOMERS ON THE EXTENSION IF THE REAPPORTIONMENT DOES NOT CAUSE AN INCREASE IN ANY EXISTING CUSTOMER'S CONTRIBUTION. IF THE REAPPORTIONMENT CALCULATION WOULD CAUSE AN INCREASE TO ANY CUSTOMER'S CONTRIBUTION, THE PORTION OF NEW MAIN FACILITIES UNDER CONSIDERATION WILL BE CONSIDERED AS SEPARATE AND NEW GAS MAIN EXTENSION SUBJECT TO ALL THE GAS EXTENSION RULES. B. REFUNDS OF CUSTOMERS WITH NO ADDITIONAL CONTRIBUTION THE HUC SHALL MAKE REFUNDS TO THE CUSTOMER(S) OR DEVELOPER WHO MADE THE CONTRIBUTIONS) TOWARD THE EXTENSION OF MAIN FOR A PERIOD OF FIVE (5) YEARS FROM THE INSTALLATION DATE. WHEN THE HUC CONNECTS NEW CUSTOMERS TO THIS PORTION OF MAIN EXTENSION, THE REFUND SHALL BE EQUAL TO THE CHANGE IN THE CUSTOMER CONTRIBUTION VALUE AFTER PAGE 2OF5 REAPPORTIONING THE CONTRIBUTION USING THE ALLOWANCE IN EFFECT AT THE TIME THE EXTENSION WAS INSTALLED. WHEN THE HUC MAKES AN EXTENSION OF MAIN TO SUBSEQUENT CUSTOMER(S) THAT DOES NOT REQUIRE A CONTRIBUTION FROM THE SUBSEQUENT CUSTOMER(S), THE REFUND SHALL, BE EQUAL, TO THE CHANGE IN THE CUSTOMER ALLOWANCE IN EFFECT AT THE TIME THE ORIGINAL EXTENSION WAS INSTALLED AND THE ALLOWANCE IN EFFECT FOR THE NEW FACILITIES LESS THE CONSTRUCTION COSTS OF ALL MAIN. C. SINGLE CUSTOMER PAYMENT OF CONTRIBUTION IF AN INDIVIDUAL CUSTOMER AGREES IN WRITING BEFORE THE MAIN EXTENSION IS INSTALLED TO PAY THE TOTAL REQUIRED CONTRIBUTION, THAT CUSTOMER SHALL BE ELIGIBLE FOR ALL MAIN ALLOWANCE REFUNDS FROM ALL SUBSEQUENT CUSTOMERS ON THE EXTENSION DURING THE REFUND PERIOD. SUCH A WRITTEN AGREEMENT WILL THEREBY PRECLUDE ANY REAPPORTIONMENT OF THE CONTRIBUTION AMONG SUBSEQUENT CUSTOMERS. 1) IF A FURTHER MAIN EXTENSION OFF THE ORIGINAL EXTENSION IS REQUIRED TO SERVE A SUBSEQUENT CUSTOMER AND THE MAIN COST IS LESS THAN THE TOTAL MAIN ALLOWANCE AVAILABLE, THE UNUSED ALLOWANCE SHALL BE REFUNDED TO THE CUSTOMER WHO MADE THE SINGLE PAYMENT CONTRIBUTION OUTLINED ABOVE. 2) IF A FURTHER MAIN EXTENSION OFF THE ORIGINAL EXTENSION IS REQUIRED TO SERVE A SUBSEQUENT CUSTOMER AND THE MAIN COSTS EXCEEDS THE TOTAL MAIN ALLOWANCE AVAILABLE, THE SUBSEQUENT CUSTOMERS SHALL PAY THE CONTRIBUTION FOR THE NEW FACILITIES. 4. RIGHT TO REFUND THE RIGHT TO RECEIVE A REFUND OF ANY CONTRIBUTION HELD HEREUNDER WILL ATTACH TO THE OWNERSHIP OF THE PREMISES FOR WHICH THE ORIGINAL EXTENSION WAS MADE. ANY REFUND SHALL BE MADE TO THE PERSON WHO OWNS SUCH PREMISES) AT THE TIME THE REFUND IS PAID UNLESS THE CONTRIBUTOR HAS RESERVED THE RIGHT TO RECEIVE SUCH REFUND IN THE CONVEYANCE OF THE PREMISES) TO A SUBSEQUENT OWNER AND DEMONSTRATES THAT TO THE HUC. IN THE CASE OF A DEVELOPER MAKING A CONTRIBUTION TO EXTEND GAS INTO A DEVELOPMENT, THE RIGHT TO RECEIVE A REFUND SHALL ATTACH TO THE OWNER OF THE DEVELOPMENT AT THE TIME THE REFUND BECOMES DUE, UNLESS, IN THE CONVEYANCE OF THE DEVELOPMENT, THE DEVELOPER PROVIDES THE HUC WITH A WRITTEN AGREEMENT RESERVING THE RIGHT TO RECEIVE SUCH REFUNDS. PAGE 3OF5 IN NO CASE SHALL THE TOTAL REFUND(S) EXCEED THE AMOUNT OF THE CONTRIBUTION. J. CLEARING RIGHTS AND COSTS CUSTOMER REQUESTING SERVICE SHALL FURNISH, WITHOUT EXPENSE TO THE HUC, RIGHT-OF-WAY, EASEMENTS, PERMITS AND ADDITIONAL COSTS INCURRED TO PROVIDE ADEQUATE CLEARING FOR THE MAIN EXTENSION TO SERVE THE CUSTOMER ALONG A ROUTE APPROVED BY THE HUC AFTER CONSULTING WITH THE CUSTOMER. IF REQUESTED BY THE CUSTOMER, THE HUC WILL DO THE CLEARING AT CUSTOMER'S EXPENSE. THE CUSTOMER SHALL PAY THE HUC THE ESTIMATED COST OF CLEARING TO BE DONE BY THE HUC. COSTS WILL BE ADJUSTED TO ACTUAL COSTS UPON COMPLETION OF THE JOB. 6. TITLE THE TITLE TO ALL DISTRIBUTION MAIN EXTENSIONS MADE BY THE HUC HEREUNDER REMAINS WITH THE HUC. THE HUC MAY AT ANY TIME ADD ADDITIONAL CUSTOMERS TO OR MAKE NEW EXTENSIONS TO AN EXISTING EXTENSION WITHOUT THE CONSENT OF ANY CUSTOMER OR CUSTOMERS WHO CONTRIBUTED TO THE COST OF THE EXISTING EXTENSION, AND WITHOUT INCURRING ANY LIABILITY FOR REFUNDING CONTRIBUTIONS OTHER THAN AS PROVIDED HEREIN. %. CONSTRUCTION STANDARDS ALL NATURAL GAS DISTRIBUTION SYSTEM EXTENSIONS CONSTRUCTED HEREUNDER SHALL CONFORM TO THE HUC'S STANDARDS OF CONSTRUCTION, AND SHALL MEET THE REQUIREMENTS OF GOVERNMENTAL REGULATORY BODIES HAVING JURISDICTION. 8. GENERAL PROVISIONS A. IF IN THE HUC'S SOLE JUDGMENT THE HUC NEEDS AN EASEMENT OVER CUSTOMER'S PROPERTY IN ORDER TO FURNISH SERVICE TO CUSTOMER, CUSTOMER SHALL PROVIDE HUC WITH AN EASEMENT AT NO EXPENSE TO HUC. IF IN THE HUC'S SOLE JUDGMENT HUC NEEDS AN EASEMENT OR EASEMENTS OVER PROPERTY NOT OWNED BY CUSTOMER IN ORDER TO FURNISH SERVICE TO CUSTOMER, CUSTOMER SHALL OBTAIN THE EASEMENT(S) AT NO EXPENSE TO HUC. B. NO STRUCTURES SHALL BE PLACED OVER THE ROUTE OF THE HUC'S NATURAL GAS FACILITIES. HOWEVER, SUCH PROPERTY MAY BE USED FOR GARDENS AND OTHER PURPOSES WHICH WILL NOT INTERFERE WITH MAINTENANCE AND REPLACEMENT OF HUC'S NATURAL GAS FACILITIES. C. PROPERTIES SUBJECT TO AN EASEMENT GRANTED TO HUC SHALL BE GRADED TO A LEVEL WHICH SHALL NOT BE ABOVE OR MORE PAGE 4OF5 THAN 6 INCHES BELOW FINISHED GRADE, PRIOR TO THE TIME INSTALLATION OF NATURAL GAS FACILITIES IS COMMENCED BY HUC. THE HUC SHALL BE NOTIFIED IN ADVANCE OF ANY CHANGES IN GRADE AFTER THE NATURAL GAS FACILITIES HAVE BEEN INSTALLED BY HUC, AND HUC SHALL BE REIMBURSED FOR ANY AND ALL COSTS INCURRED AS A RESULT OF SUCH CHANGE. D. HUC SHALL NOT BE LIABLE FOR DAMAGE TO TREES, SHRUBS, FENCES, SIDEWALKS, DRIVEWAYS OR OTHER OBSTRUCTIONS INCIDENTAL TO THE INSTALLATIONS, MAINTENANCE OR REPLACEMENT OF NATURAL GAS FACILITIES, UNLESS SUCH DAMAGE IS CAUSED BY ITS OWN NEGLIGENCE. PAGE 5OF5 Amended November 25, 2020 Policy on Disposal of Surplus Property DISPOSAL OF EXCESS PROPERTY DECLARATION OF SURPLUS; SALE AUTHORIZATION. The General Manager may, from time to time, recommend to the Hutchinson Utilities Commission that certain personal property (chattels) owned by the Hutchinson Utilities Commission is no longer needed for utility purpose and should be sold. By action of the Commission, this property shall be declared surplus, the value estimated and the General Manager authorized to dispose of that property in the manner stated herein. SURPLUS VALUED UNDER $5,000 The General Manager may sell surplus property with a fair market value of less than $5,000 through negotiated sale. Surplus personal computers greater than three years old may be donated directly to public schools in the city. SURPLUS VALUED OVER $5,000 The General Manager shall offer for public sale, to the highest bidder, surplus property with a fair market value over $5,000. Notice of the public sale shall be given stating time and place of sale and generally describing the property to be sold at least ten days prior to the date of sale by publication once in the official newspaper. The sale shall be to the person submitting the highest bid. EXCEPTIONS Surplus property may be transferred or sold to other state agencies or government units or eligible non-profit organizations in accordance with state law without regard to the requirements of this policy. DISPOSITION OF PROCEEDS All receipts from sales of surplus property under this policy shall be placed in the fund from which it was purchased. PERSONS INELIGIBLE TO PURCHASE HUTCHINSON UTILITIES EMPLOYEES No Utilities officer, manager, or Commissioner or an advisor serving the Utilities in a professional capacity may be purchaser of property under this policy. Other employees may purchase property of the Utility if the property is sold through a competitive bidding process that is open to the public. PROHIBITED PURCHASES It is unlawful for any person to be a purchaser of property under this policy if that purchase is prohibited by the terms of this policy. INVESTMENT POLICY ADOPTED OCTOBER 28, 2015 AMENDED NOVEMBER 29, 2023 HUTCHINSON UTILITIES COMMISSION INVESTMENT POLICY PURPOSE The purpose of this policy is to establish specific guidelines Hutchinson Utilities Commission will use in the investment of Commission funds. It will be the responsibility of the General Manager and Financial Manager to invest Commission Funds in order to attain the highest market rate of return with the maximum security while meeting the daily cash flow demands of the Commission and protecting the capital of the overall portfolio. Investments will be made in accordance with all state and local statutes governing the investment of public funds. II. SCOPE The General Manager and Financial Manager are responsible for the investing of all financial assets of the Hutchinson Utilities Commission, excluding pension funds. These funds are accounted for in the Commission's Audited Financial Statements and Supplementary Information. III. PRUDENCE Investments shall be made with judgment and care, not for speculation, but for investment, considering the probable safety of the capital as well as the probable income to be derived. The standard of prudence to be used by investment officials shall be the "prudent person" standard and shall be applied in the context of managing the overall portfolio. Investment officers acting in accordance with this policy, with MN Statutes, Chapter 118A, and exercising due diligences shall be relieved of personal responsibility for an individual security's risk or market price change, provided that reasonable action is taken to control adverse developments and unexpected deviations are reported in a timely manner. OBJECTIVE A. Safety -Safety of principal is of critical importance to the investment program. Investments of the Commission shall be undertaken in a manner that seeks to ensure the preservation of principal in the overall portfolio. The objective will be to mitigate credit risk and interest rate risk. 1. Credit Risk - the risk of loss due to failure of the security issuer or backer, will be minimized by: - Limiting investments to the types of securities listed in Section VIII of this investment policy. - Pre -qualifying the financial institutions, broker/dealers, intermediaries, and advisors with which the Commission will do business in accordance with Section VI I. - Diversifying the investment portfolio so that the impact of potential losses from any one type of security or from any one individual issuer will be minimized. Insurance or collateral may be required to ensure return of principal. Hutchinson Utilities Commission Investment Policy Page 2 HUTCHINSON UTILITIES COMMISSION INVESTMENT POLICY 2. Interest Rate Risk — the risk that the market value of securities in the portfolio will fall due to changes in market interest rates will be minimized to: - Provide for liquidity by reviewing cash flow requirements and make investments to meet the shorter cash flow needs, thereby avoiding the need to sell securities in the open market prior to maturity. - Manage the average maturity of the overall portfolio to be consistent with the risk of the Commission. B. Liquidity - The Commission's investment portfolio will remain sufficiently liquid to enable the Commission to meet all operating requirements reasonably anticipated. The portfolio will be structured so that the portfolio emphasizes liquidity and consists largely of securities with active secondary or resale markets (dynamic liquidity). A portion of the portfolio may be placed in money market mutual funds or local government investment pools which offer same day liquidity for short-term funds. C. Yield - The Commission's investment portfolio shall be designed with the objective of attaining a market rate of return. The core of investments is limited to low -risk securities in anticipation of earning a fair return relative to the risk being assumed. Securities shall generally be held until maturity with the following exceptions: • A security with declining credit may be sold early to minimize loss of principal. • A security swap would improve the quality, yield, or target duration in the portfolio. • Liquidity needs of the portfolio require that the security be sold. IV. DELEGATION OF AUTHORITY Authority to manage the Commission's investment program is derived from MS 118A which authorizes the Commission to invest any funds not presently needed in obligations in which commission debt service funds may be invested. This law applies to all types of funds not presently needed, including all general, special revenue, permanent, trust or other funds regardless of source or purpose. Under this chapter a Government Entity may invest idle funds in state or national banks, savings and loan associations, or credit unions. No person may engage in an investment transaction except as provided under the terms of this policy and the procedures established by the policy. Management responsibility for the investment program is hereby delegated to the General Manager and Financial Manager, who shall be responsible for all transactions. The Financial Manager shall establish procedures for the operation of the investment program, consistent with this policy. Such procedures may include delegation of authority to persons responsible for investment transactions. V. ETHICS AND CONFLICTS OF INTEREST Hutchinson Utilities Commission Investment Policy Page 3 HUTCHINSON UTILITIES COMMISSION INVESTMENT POLICY The General Manager and Finance Staff involved in the investment process shall refrain from conducting personal business activity that could conflict with proper execution of the investment program, or which could impair their ability to make impartial investment decisions. Investment staff shall annually disclose to the Commission any material financial interests as required by state statute. Investment staff shall subordinate their personal investment transactions to those of the Commission, particularly with regard to the time of purchases and sales, and shall refrain from undertaking personal investment transactions with the same individual with whom business is conducted on behalf of the Commission. VI. AUTHORIZED FINANCIAL DEALERS AND INSTITUTIONS The Commission will annually, by resolution, approve depositories and a list of financial institutions authorized to provide investment services. A. Only approved security broker/dealers, selected by creditworthiness, shall be utilized, with a minimum of $10,000,000 capital and at least five years of operation. B. Financial institutions must be qualified as a "depository" by the Hutchinson Utilities Commission; these may include "primary" dealers or regional dealers that qualify under Securities & Exchange Commission Rule 15C3-1 (Uniform Net Capital Rule). C. All investments must be insured, or registered, or securities must be held by the Commission or its agent in the Commission's name. D. No public deposit shall be made except in a qualified public depository, as established by state laws. E. When investments purchased by the Commission are held in safekeeping by a broker/dealer, they must provide asset protection of $500,000 through Securities Investor Protection Corporations (SIPC), and at least another $2,000,000 Supplemental Insurance Protection, provided by the broker dealer. F. Before engaging in investment transactions with the Hutchinson Utilities Commission, the supervising officer at the securities broker/dealer shall submit a certification of "Notification to Broker and Certification by Broker Pursuant to MN Statute 118A". Said certification will state that the broker/dealer has reviewed the investment policies and objectives, as well as applicable state law, and agrees to disclose potential conflicts or risk to public funds that might arise out of business transactions between the securities broker/dealer firm and the Commission. All financial institutions shall agree to undertake reasonable efforts to preclude imprudent transactions involving the Commission's funds. VII. AUTHORIZED AND SUITABLE INVESTMENTS It shall be the policy of the Hutchinson Utilities Commission that available funds be invested to the best rates obtainable at the time of investment in conformance with the legal and administrative guideline outlined herein. US Treasury Obligations and Federal Agency Securities will be given preference when the yields are equal to or greater than alternative investments. The investments of the Hutchinson Utilities Commission will be made in accordance with Minnesota Statutes, section 118A, which lists all permissible investments for Government Entities. Hutchinson Utilities Commission Investment Policy Page 4 HUTCHINSON UTILITIES COMMISSION INVESTMENT POLICY COLLATERAL Interest -bearing deposits in authorized depositories must be fully insured or collateralized. Collateral ization will be required on Certificates of Deposits (where the dollar amount is in excess of FDIC coverage). In order to anticipate market changes and provide a level of security for all funds, the collateral ization level will be 110% of the market value of principal and accrued interest. When the pledged collateral consists of notes secured by first mortgages, the collateral level will be 140% of the market value of principal and accrued interest. Collateral shall be deposited in the name of the Commission, subject to release by the Financial Manager. VIII. SAFEKEEPING AND CUSTODY Securities purchased shall be held in a segregated account for the Commission's benefit at a third party trustee as safekeeping agent. The investment dealer or bank in which the security is purchased shall issue a confirmation ticket to the Commission listing the specific instrument, issuer, coupon, maturity, CUSIP number, purchase or sale price, transaction date, and other pertinent information. The financial service provider which executes the transaction on the Commission's behalf shall deliver all securities on a delivery versus payment method (DVP) to the designated third party. Delivery versus payment (DVP) is a way of controlling the risk to which securities market participants are exposed. Delivery of securities (i.e. the change in their ownership) is done simultaneously with payment. This means that neither the buyer nor the seller is exposed to the risk that the other will default. The Commission may not invest in securities that are uninsured. Securities will be held in the Commission's designated accounts. Investments, contracts and agreements may be held in safekeeping with: - Any Federal Reserve bank; - Any bank authorized under the laws of the United States or any state to exercise corporate trust powers, including, but not limited to, the bank from which the investment is purchased. - A primary reporting dealer in United States government securities to the Federal Reserve Bank of New York; or - A securities broker -dealer having its principal executive office in Minnesota, licensed under chapter 80A, or an affiliate of it, and regulated by the Securities and Exchange Commission; provided that the government entity's ownership of all securities is evidenced by written acknowledgments identifying the securities by the names of the issuers, maturity dates, interest rates, CUSIP number, or other distinguishing marks. IX. DIVERSIFICATION The Financial Manager or investment designee will attempt to diversify its investments according to type and maturity. The Commission will attempt to match its investments with anticipated cash flow requirements. Extended maturities may be utilized to take advantage of higher yields. Hutchinson Utilities Commission Investment Policy Page S HUTCHINSON UTILITIES COMMISSION INVESTMENT POLICY Diversifications strategies shall be determined and revised periodically by the Commission for all funds. A. Institutions — Diversity between financial institutions used. a. The Financial Manager or investment designee will attempt to diversify its investments amongst investment companies, keeping in mind that some temporary fluctuations may occur throughout the year (i.e. GO Bonds for projects, etc.) b. No funds may be invested in any one investment company in excess of the amount insured by it. B. Maturities — Diversity in length of maturities. a. Investments shall be made to assure that funds are constantly available to meet immediate payment requirements b. No investments shall be made with a term of more than 10 years.. C. Investments —The Commission should maintain a diversity of investments. a. Depending on market conditions, with the exception of US Treasury Securities, authorized pools, and Federal Agencies (backed by the full faith and credit of the US Government or its agencies), no more than 50% of the Commission's total investment portfolio may be invested in any one of the following: Certificates of Deposit or Commercial Paper. X. POOLING OF INVESTMENTS For the purpose of making the maximum amount of funds available for investment, the cash for Commission Funds, as listed in Part II, is pooled in an investment account. Interest earnings are allocated among the various funds based upon their average cash balance. XI. INVESTMENT POLICY ADOPTION The Commission's Investment Policy shall be adopted by resolution by the Hutchinson Utilities Commission. The Policy shall be reviewed on an annual basis and any modifications made thereto must be approved by the Hutchinson Utilities Commission. Hutchinson Utilities Commission Investment Policy Page 6 HUTCHINSON UTILITIES COMMISSION INVESTMENT POLICY APPENDIX A— MS STATUTE 118A. DEPOSIT AND INVESTMENT OF LOCAL PUBLIC FUNDS. 118A.01 DEFINITIONS. Subdivision 1.Application. The definitions in this section apply to sections 118A.Q I to 118A.06. Subd. 2.Government entity. (a) "Government entity" means a county, city, town, school district, hospital district, public authority, public corporation, public commission, special district, any other political subdivision, except an entity whose investment authority is specified under chapter 11A or 356A. (b) For the purposes of sections 118A.02 and 118A.03 only, the term includes an American Indian tribal government entity located within a federally recognized American Indian reservation. Subd. 3.Financial institution. "Financial institution" means a savings association, commercial bank, trust company, credit union, or industrial loan and thrift company. Subd. 4.Public funds. "Public funds" means all general, special, permanent, trust, and other funds, regardless of source or purpose, held or administered by a government entity, unless otherwise restricted. History: 1996 c 399 arl 1 s ?; 1999 c 151 s 39 118A.02 DEPOSITORIES; INVESTING: SALES, PROCEEDS, IMMUNITY. Subdivision 1.Designation; delegation. (a) The governing body of each government entity shall designate, as a depository of its funds, one or more financial institutions. (b) The governing body may authorize the treasurer or chief financial officer to: (1) designate depositories of the funds; (2) make investments of funds under sections 118A.Q I to 118A.06 or other applicable law; or (3) both designate depositories and make investments as provided in this subdivision. Hutchinson Utilities Commission Investment Policy Page 7 HUTCHINSON UTILITIES COMMISSION INVESTMENT POLICY Subd. 2.Sale; proceeds; immunity, if loss. (a) The treasurer or chief financial officer of a government entity may at any time sell obligations purchased pursuant to this section and the money received from such sale, and the interest and profits or loss on such investment shall be credited or charged, as the case may be, to the fund from which the investment was made. (b) Neither such official nor government entity, nor any other official responsible for the custody of such funds, shall be personally liable for any loss sustained from the deposit or investment of funds in accordance with the provisions of sections 118A.04 and 11 8A.05. History: 1996 c 399 ar l 1 s 3 118A.03 WHEN AND WHAT COLLATERAL REQUIRED. Subdivision 1.For deposits beyond insurance. To the extent that funds on deposit at the close of the financial institution's banking day exceed available federal deposit insurance, the government entity shall require the financial institution to furnish collateral security or a corporate surety bond executed by a company authorized to do business in the state. For the purposes of this section, "banking day" has the meaning given in Federal Reserve Board Regulation CC, Code of Federal Regulations, title 12, section 229.2(f), and incorporates a financial institution's cutoff hour established under section 336.4-108. Subd. 2.In lieu of surety bond. The following are the allowable forms of collateral in lieu of a corporate surety bond: (1) United States government Treasury bills, Treasury notes, Treasury bonds; (2) issues of United States government agencies and instrumentalities as quoted by a recognized industry quotation service available to the government entity; (3) general obligation securities of any state or local government with taxing powers which is rated "A" or better by a national bond rating service, or revenue obligation securities of any state or local government with taxing powers which is rated "AA" or better by a national bond rating service; (4) general obligation securities of a local government with taxing powers may be pledged as collateral against funds deposited by that same local government entity; (5) irrevocable standby letters of credit issued by Federal Home Loan Banks to a municipality accompanied by written evidence that the bank's public debt is rated "AA" or better by Moody's Investors Service, Inc., or Standard & Poor's Corporation; and (6) time deposits that are fully insured by any federal agency. Hutchinson Utilities Commission Investment Policy Page 8 HUTCHINSON UTILITIES COMMISSION INVESTMENT POLICY Subd. 3. Amount. The total amount of the collateral computed at its market value shall be at least ten percent more than the amount on deposit at the close of the financial institution's banking day, except that where the collateral is irrevocable standby letters of credit issued by Federal Home Loan Banks, the amount of collateral shall be at least equal to the amount on deposit at the close of the financial institution's banking day. The financial institution may furnish both a surety bond and collateral aggregating the required amount. Subd. 4.Assignment. Any collateral pledged shall be accompanied by a written assignment to the government entity from the financial institution. The written assignment shall recite that, upon default, the financial institution shall release to the government entity on demand, free of exchange or any other charges, the collateral pledged. Interest earned on assigned collateral will be remitted to the financial institution so long as it is not in default. The government entity may sell the collateral to recover the amount due. Any surplus from the sale of the collateral shall be payable to the financial institution, its assigns, or both. Subd. 5.Withdrawal of excess collateral. A financial institution may withdraw excess collateral or substitute other collateral after giving written notice to the governmental entity and receiving confirmation. The authority to return any delivered and assigned collateral rests with the government entity. Subd. 6.Default. For purposes of this section, default on the part of the financial institution includes, but is not limited to, failure to make interest payments when due, failure to promptly deliver upon demand all money on deposit, less any early withdrawal penalty that may be required in connection with the withdrawal of a time deposit, or closure of the depository. If a financial institution closes, all deposits shall be immediately due and payable. It shall not be a default under this subdivision to require prior notice of withdrawal if such notice is required as a condition of withdrawal by applicable federal law or regulation. Subd. 7. Safekeeping. All collateral shall be placed in safekeeping in a restricted account at a Federal Reserve bank, or in an account at a trust department of a commercial bank or other financial institution that is not owned or controlled by the financial institution furnishing the collateral. The selection shall be approved by the government entity. History: 1996 c 399 arl 1 s 4; 2003 c 51 s 15,161 2004 c 151 s 1,2; 2004 c 174 s 2; 2007 c 44 s 7; 2007 c 57 ar l 3 s 39; 2008 c 154 ar l 10 s 1. 2014 c 292 s 1 Hutchinson Utilities Commission Investment Policy Page 9 HUTCHINSON UTILITIES COMMISSION INVESTMENT POLICY 118A.04 INVESTMENTS. Subdivision 1.What may be invested. Any public funds, not presently needed for other purposes or restricted for other purposes, may be invested in the manner and subject to the conditions provided for in this section. Subd. 2.United States securities. Public funds may be invested in governmental bonds, notes, bills, mortgages (excluding high -risk mortgage -backed securities), and other securities, which are direct obligations or are guaranteed or insured issues of the United States, its agencies, its instrumentalities, or organizations created by an act of Congress. Subd. 3.State and local securities. Funds may be invested in the following: (1) any security which is a general obligation of any state or local government with taxing powers which is rated "A" or better by a national bond rating service; (2) any security which is a revenue obligation of any state or local government with taxing powers which is rated "AA" or better by a national bond rating service; and (3) a general obligation of the Minnesota housing finance agency which is a moral obligation of the state of Minnesota and is rated "A" or better by a national bond rating agency. (4) any security which is an obligation of a school district with an original maturity not exceeding 13 months and (i) rated in the highest category by a national bond rating service or (ii) enrolled in the credit enhancement program pursuant to section 126C.55. Subd. 4.Commercial papers. Funds may be invested in commercial paper issued by United States corporations or their Canadian subsidiaries that is rated in the highest quality category by at least two nationally recognized rating agencies and matures in 270 days or less. Subd. 5.Time deposits. Funds may be invested in time deposits that are fully insured by the Federal Deposit Insurance Corporation, the National Credit Union Administration, or bankers acceptances of United States banks. Subd. 6.High-risk mortgage -backed securities. For the purposes of this section and section 118A.05, "high -risk mortgage -backed securities" are: (a) interest -only or principal -only mortgage -backed securities; and Hutchinson Utilities Commission Investment Policy Page 10 HUTCHINSON UTILITIES COMMISSION INVESTMENT POLICY (b) any mortgage derivative security that: (1) has an expected average life greater than ten years; (2) has an expected average life that: (i) will extend by more than four years as the result of an immediate and sustained parallel shift in the yield curve of plus 300 basis points; or (ii) will shorten by more than six years as the result of an immediate and sustained parallel shift in the yield curve of minus 300 basis points; or (3) will have an estimated change in price of more than 17 percent as the result of an immediate and sustained parallel shift in the yield curve of plus or minus 300 basis points. Subd. 7.Temporary general obligation bonds. Funds may be invested in general obligation temporary bonds of the same governmental entity issued under section 429.091 subdivision 7 469.178 subdivision S or 475.61 subdivision 6. Subd. 8.Debt service funds. Funds held in a debt service fund may be used to purchase any obligation, whether general or special, of an issue which is payable from the fund, at such price, which may include a premium, as shall be agreed to by the holder, or may be used to redeem any obligation of such an issue prior to maturity in accordance with its terms. The securities representing any such investment may be sold by the governmental entity at any time, but the money so received remains part of the fund until used for the purpose for which the fund was created. Any obligation held in a debt service fund from which it is payable may be canceled at any time unless otherwise provided in a resolution or other instrument securing obligations payable from the fund. Subd. 9.Broker; statement and receipt. (a) For the purpose of this section and section 118A.0S, the term "broker" means a broker -dealer, broker, or agent of a government entity, who transfers, purchases, sells, or obtains securities for, or on behalf of, a government entity. (b) Prior to completing an initial transaction with a broker, a government entity shall provide annually to the broker a written statement of investment restrictions which shall include a provision that all future investments are to be made in accordance with Minnesota Statutes governing the investment of public funds. (c) A broker must acknowledge annually receipt of the statement of investment restrictions in writing and agree to handle the government entity's account in accordance with these restrictions. A government entity may not enter into a transaction with a broker until the broker has provided this written agreement to the government entity. Hutchinson Utilities Commission Investment Policy Page 11 HUTCHINSON UTILITIES COMMISSION INVESTMENT POLICY (d) The state auditor shall prepare uniform notification forms which shall be used by the government entities and the brokers to meet the requirements of this subdivision. History: 1996 c 399 4 ar l 12 s 1 118A.05 CONTRACTS AND AGREEMENTS. Subdivision 1.May enter into. In addition to other authority granted in sections 118A.01 to 118A.06, government entities may enter into contracts and agreements as follows. Subd. 2.Repurchase agreements. Repurchase agreements consisting of collateral allowable in section 118A.04, and reverse repurchase agreements may be entered into with any of the following entities: (1) a financial institution qualified as a "depository" of public funds of the government entity; (2) any other financial institution which is a member of the Federal Reserve System and whose combined capital and surplus equals or exceeds $10,000,000; (3) a primary reporting dealer in United States government securities to the Federal Reserve Bank of New York; or (4) a securities broker -dealer licensed pursuant to chapter 80A, or an affiliate of it, regulated by the Securities and Exchange Commission and maintaining a combined capital and surplus of $40,000,000 or more, exclusive of subordinated debt. Reverse agreements may only be entered into for a period of 90 days or less and only to meet short-term cash flow needs. In no event may reverse repurchase agreements be entered into for the purpose of generating cash for investments, except as stated in subdivision 3. Subd. 3.Securities lending agreements. Securities lending agreements, including custody agreements, may be entered into with a financial institution meeting the qualifications of subdivision 2, clause (1) or (2), and having its principal executive office in Minnesota. Securities lending transactions may be entered into with entities meeting the qualifications of subdivision 2 and the collateral for such transactions shall be restricted to the securities described in this section and section 118A.04. Subd. 4.Minnesota joint powers investment trust. Government entities may enter into agreements or contracts for: Hutchinson Utilities Commission Investment Policy Page 12 HUTCHINSON UTILITIES COMMISSION INVESTMENT POLICY (1) shares of a Minnesota joint powers investment trust whose investments are restricted to securities described in this section and section 118A.04, and section 118A.07, subdivision 7 (2) units of a short-term investment fund established and administered pursuant to regulation 9 of the Office of the Comptroller of the Currency, in which investments are restricted to securities described in this section and section 118A.04; (3) shares of an investment company which is registered under the Federal Investment Company Act of 1940 and which holds itself out as a money market fund meeting the conditions of rule 2a-7 of the Securities and Exchange Commission and is rated in one of the two highest rating categories for money market funds by at least one nationally recognized statistical rating organization; or (4) shares of an investment company which is registered under the Federal Investment Company Act of 1940, and whose shares are registered under the Federal Securities Act of 1933, as long as the investment company's fund receives the highest credit rating and is rated in one of the two highest risk rating categories by at least one nationally recognized statistical rating organization and is invested in financial instruments with a final maturity no longer than 13 months. Subd. 5.Guaranteed investment contracts. Agreements or contracts for guaranteed investment contracts may be entered into if they are issued or guaranteed by United States commercial banks, domestic branches of foreign banks, United States insurance companies, or their Canadian subsidiaries, or the domestic affiliates of any of the foregoing. The credit quality of the issuer's or guarantor's short- and long-term unsecured debt must be rated in one of the two highest categories by a nationally recognized rating agency. Agreements or contracts for guaranteed investment contracts with a term of 18 months or less may be entered into regardless of the credit quality of the issuer's or guarantor's long-term unsecured debt, provided that the credit quality of the issuer's short-term unsecured debt is rated in the highest category by a nationally recognized rating agency. Should the issuer's or guarantor's credit quality be downgraded below "A", the government entity must have withdrawal rights. History: 1996 c 399 ar l 1 s 6; 1997 c 219 s 11 2000 c 493 s 1; 005 c 152 ar l 1 s 1 2013 c143arl12 2-2014c?92s4 118A.06 SAFEKEEPING; ACKNOWLEDGEMENTS. Investments, contracts, and agreements may be held in safekeeping with: (1) any Federal Reserve bank; Hutchinson Utilities Commission Investment Policy Page 13 HUTCHINSON UTILITIES COMMISSION INVESTMENT POLICY (2) any bank authorized under the laws of the United States or any state to exercise corporate trust powers, including, but not limited to, the bank from which the investment is purchased; (3) a primary reporting dealer in United States government securities to the Federal Reserve Bank of New York; or (4) a securities broker -dealer having its principal executive office in Minnesota, licensed under chapter 80A, or an affiliate of it, and regulated by the Securities and Exchange Commission; provided that the government entity's ownership of all securities is evidenced by written acknowledgments identifying the securities by the names of the issuers, maturity dates, interest rates, CUSIP number, or other distinguishing marks. History: 1996 c 399 ar l 1 s 7;.:�.()..:1_()..._(::......:�..-�.4.....:y:.......: . 118A.07 ADDITIONAL INVESTMENT AUTHORITY. Subdivision 1.Authority provided. As used in this section, "governmental entity" means a city with a population in excess of 200,000, a county that contains a city of that size, or the Metropolitan Council. If a governmental entity meets the requirements of subdivisions 2 and 3, it may exercise additional investment authority under subdivisions 4, 5, and 6. Subd. 2.Written policies and procedures. Prior to exercising any additional authority under subdivisions 4, 5, and 6, the governmental entity must have written investment policies and procedures governing the following: (1) the use of or limitation on mutual bond funds or other securities authorized or permitted investments under law; and (2) specifications for and limitations on the use of derivatives; (3) the final maturity of any individual security; (4) the maximum average weighted life of the portfolio; (5) the use of and limitations on reverse repurchase agreements; (6) credit standards for financial institutions with which the government entity deals; (7) credit standards for investments made by the government entity. Subd. 3.Oversight process. Prior to exercising any authority under subdivisions 4, 5, and 6, the governmental entity must establish an oversight process that provides for review of the government Hutchinson Utilities Commission Investment Policy Page 14 HUTCHINSON UTILITIES COMMISSION INVESTMENT POLICY entity's investment strategy and the composition of the financial portfolio. This process shall include one or more of the following: (1) audit reviews; (2) internal or external investment committee reviews; and (3) internal management control. Additionally, the governing body of the governmental entity must, by resolution, authorize its treasurer to utilize the additional authorities under this section within their prescribed limits, and in conformance with the written limitations, policies, and procedures of the governmental entity. If the governing body of a governmental entity exercises the authority provided in this section, the treasurer of the governmental entity must annually report to the governing body on the findings of the oversight process required under this subdivision. If the governing body intends to continue to exercise the authority provided in this section for the following calendar year, it must adopt a resolution affirming that intention by December 1. Subd. 4.Repurchase agreements. A government entity may enter into repurchase agreements as authorized under section 118A.05, provided that the exclusion of mortgage -backed securities defined as "high -risk mortgage -backed securities" under section 118A.04 subdivision 6, shall not apply to repurchase agreements under this authority if the margin requirement is 101 percent or more. Subd. S.Reverse repurchase agreements. Notwithstanding the limitations contained in section 118A.05 subdivision 2, the county may enter into reverse repurchase agreements to: (1) meet cash flow needs; or (2) generate cash for investments, provided that the total securities owned shall be limited to an amount not to exceed 130 percent of the annual daily average of general investable monies for the fiscal year as disclosed in the most recently available audited financial report. Excluded from this limit are: (i) securities with maturities of one year or less; and (ii) securities that have been reversed to maturity. There shall be no limit on the term of a reverse repurchase agreement. Reverse repurchase agreements shall not be included in computing the net debt of the governmental entity, and may be made without an election or public sale, and the interest payable thereon shall not be subject to the limitation in section 475.55. The interest shall Hutchinson Utilities Commission Investment Policy Page 1S HUTCHINSON UTILITIES COMMISSION INVESTMENT POLICY not be deducted or excluded from gross income of the recipient for the purpose of state income, corporate franchise, or bank excise taxes, or if so provided by federal law, for the purpose of federal income tax. Subd. 6.Options and futures. A government entity may enter into futures contracts, options on futures contracts, and option agreements to buy or sell securities authorized under law as legal investments for counties, but only with respect to securities owned by the governmental entity, including securities that are the subject of reverse repurchase agreements under this section that expire at or before the due date of the option agreement. Subd. 7.Negotiable certificates of deposit. A Minnesota joint powers investment trust may invest funds in negotiable certificates of deposit or other evidences of deposit, with a remaining maturity of three years or less, issued by a nationally or state -chartered bank, a federal or state savings and loan association, or a state - licensed branch of a foreign bank, except that for obligations with a maturity of one year or less, the debt obligations of the issuing institution or its parent are rated in the top short-term rating category by at least two nationally recognized statistical ratings organizations and for obligations with a maturity in excess of one year, the senior debt obligations of the issuing institution or its parent are rated at least A or its equivalent by at least two nationally recognized statistical ratings organizations. Investments in these instruments shall not be subject to the collateralization requirements of section 118A.03. History: 1996 c 399 a/ I s 8. 2014 c 292 s S 118A.08 NO SUPERSEDING EFFECT. Except as provided in Laws 1996, chapter 399, article 1, section 11, sections 118A.Q I to 118A.06 shall not supersede any general or special law relating to the deposit and investment of public funds. History: 1996 c 399 ar l 1 s 9 Hutchinson Utilities Commission Investment Policy Page 16 HUTCHINSON UTILITIES COMMISSION 9T, Board Action Form iiiiiiiiiiiiiiiiiiiiiillillillillillillilliillillillillillillilliilliillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliilllI Agenda Item: Approve Policy Changes Presenter: Angie Radke Agenda Item Type: Time Requested (Minutes): 5 Approve Policy Changes Attachments: Yes BACKGROUND/EXPLANATION OFAGENDA ITEM: As part of HUC's standard operating procedures, a continual policy review is practiced. The following revisions to the policies below are recommended. i. Delegation of Authority ii. Payments of HUC Payables iii. Purchasing Policy/Credit Cards/Fixed Assets BOARD ACTION REQUESTED: Approve Policy Changes Fiscal Impact: Included in current budget: Budget Change: PROJECT SECTION: Total Project Cost: Remaining Cost: Adopted July 31, 2013 Amended ii•.�,!iu.igge...:7. 11.... 101 .5 Delegation of Authority From time to time the General Manager will be absent. In the absence of the General Manager and when the situation warrants, every effort to contact the General Manager will be made. If the efforts are unsuccessful and the situation still exists, the General Manager's full authority will be delegated to the .@ UF,@.......... � i i S i wu i ceete a in iin `^ `^,iing S&,vices Ma inage`^,. If the � UF,@ .... a i ce ete iia, E ii a g i iii eei, i.ng S&,vices i li inag&if. is absent or cannot be contacted and the situation still exists, the General Manager's full authority is delegated collectively to the Department Managers; Transmission and Distribution, F..Rffi..iiggeeiiai..iiqqg Se.F,Vieesc Nat uii,aIl Gas, Production, Financial/Customer Service. When authority has been delegated, the General Manager will be informed, as soon as4 possible and practical, of any actions taken or decisions made by the respective ..ii..iif:. e.c.t.iif::... ii in � iif. or managers. Amended November 297, 20234 Policy on Payments of Hutchinson Utilities Commission Payables The Hutchinson Utilities Commission Accountant and Financial Manager are hereby authorized to issue warrant(s) drawn from the proper funds. (Resolution 153 was amended on March 25, 2009 and reads as follows): Resolution 153 authorizes HUC Accountant or HUC Financial Manager to transfer funds by wire or other electronic means. Claims shall be paid upon proper presentation during the year 20245. This policy shall be reviewed on an annual basis. Amended November 29, 2023 27, 2324 POLICY ON PURCHASING State Statute 471.345 Hutchinson Utilities Commission hereby adopts a general policy on the purchasing of equipment, supplies and services. Inventory Agent is authorized to create requisitions and approve purchase orders for purchases associated with Hutchinson Utilities' standard inventory part numbers, which are based on set order points and order quantities. If requirements exceed current order quantities, either an approved Bill of Materials or an approved requisition will be required. All other purchases shall require supervisor permission. Emergency situations may require a deviation from this policy to ensure electric and/or natural gas services to the customers of the Hutchinson Utilities. Joint purchasing of materials, supplies and services shall be considered with other departments only when net economic benefits can be achieved. When a tie exists between low bids, preference will be given to a local supplier. For purchases when the estimate is more than $175,000: 1. The Hutchinson Utilities Commission will authorize permission to advertise for bids. 2. Specifications shall be made available to all prospective bidders. 3. Bids will be opened at a public bid opening. Date will be set in the advertisement for bids. 4. The staff will review bids and may recommend to the Hutchinson Utilities Commission to accept the lowest responsible bidder meeting specifications. 5. Hutchinson Utilities Commission will enter into a contract with the responsible bidder. For purchases between $25,000 and $175,000: 1. The Hutchinson Utilities Commission staff will solicit written, informal quotations from at least two (2) suppliers, if possible, and tabulate the results. 2. Fuel purchases for electrical generation is an exception, for additional exceptions refer to Minnesota Statutes 2017, 471.345 Uniform Municipal Contracting Law. 3. Staff will evaluate the quotes and, in its discretion, determine which quotation is most suitable for HUC and make a recommendation thereon to the commission. 4. Hutchinson Utilities Commission will approve the quote. For purchases up to $25,000- 1 . General Manager authorized to approve purchases up to $25,000. 2. For purchases of $5,000 - $25,000, the Hutchinson Utilities Commission staff may solicit written, informal quotations from at least two (2) suppliers and tabulate the results or, in the alternative purchase equipment, supplies or services on the open market. 3. Staff will recommend acceptance of purchases of $5,000 - $25,000 to the General Manager for approval. For purchases up to $5,000: 12eGtors, Managers, and the City Attorney are authorized to approve requisitions via the purchasing software for purchases requiring a purchase order number. If purchase order numbers are not required each department may use their assigned credit card. 1 I r9Gt IPS, Managers, or the City Attorney will approve all item requests prior to purchasing the item. 2. Receipts will be given to each II:::411.oc:tOF Manager, or City Attorney as items are purchased to initial, assign appropriate account number and give a description of the item purchased; then forward to Accounting. 3. Accounting will keep a file for each department until monthly credit card statements are received and reconciled. Petty cash may be used for purchases less than $50.00. Employees may make local purchases with prior approval from their :::42eGtGFWanager. The employee has the option of using a HUC credit card, paying cash for the item, if less than $50.00, and being reimbursed from petty cash, or making the purchase at a local retailer with whom we have an account established. All receipts must to be turned in to the appropriate II .i.2eGtO4Manager to initial, assign appropriate account number and then forward to the financial manager. CREDIT CARDS A purchase by credit card must comply with all statutes and rules applicable to Hutchinson Utilities Commission (HUC) purchases. Credit card purchases must comply with the following requirements: Minn. Stat. 412.271, subd. 2 and 471.38, subd.1. Claims presented to HUC for payment must be in writing and itemized. Bills from credit card companies do not contain the detail necessary to satisfy these requirements; therefore, HUC must retain invoices and itemized receipts for items charged to a credit card. The Office of the State Auditor strongly urges local government units to develop a comprehensive credit card use policy to avoid misappropriation of funds or other misuse of the credit card. The following are authorized to make credit card purchases on behalf of HUC: General Manager Natural Gas II .i:eGt0F IIManager Electric Transmission/Distribution Manager Production Manager Engineering Services Manager Inventory Agent Administrative Coordinator Plant Operator Crew Chief Maintenance Crew Chief Company purchases are allowed to be made with a credit card following all HUC spending limit requirements. No personal purchases are to be made with the credit card. Receipts will be given to each department I iirGir/Manager as items are purchased to initial, assign appropriate account numbers and give a description of the item purchased. The receipt then gets forwarded to the financial manager. The financial manager will keep a file for each department until monthly credit card statements are received and reconciled. The financial manager has the authority to approve and question all credit card purchases in so far as the policy applies. The full amount of the statement must be paid each month. FIXED ASSET CAPITALIZATION The Hutchinson Utilities Commission (HUC) will regard fixed assets as capitalized when all of the following criteria are met- 1 . Assets purchased, built or leased have useful lives of one year or more. 2. The cost of the asset (including installation) is $5,000 or more, or work order infrastructure assets whose cost is less than $5,000 individually but the aggregate total is $5,000 or more. 3. The cost of repairing or renovating the asset is $5,000 or more and prolongs the life of the asset. Costs associated with purchasing and implementing software, software maintenance and customer support are considered expenditures and will not be capitalized. Other Considerations: 1. REPAIR is an expenditure that keeps the property in ordinary efficient operating condition. The cost of the repair does not add to the value or prolong the life of the asset. All repair expenditures are charged to the appropriate department and fund. 2. IMPROVEMENTS are expenditures for additions, alterations and renovations that appreciably prolong the life of the asset, materially increase its value or adapt it to a different use. Improvements of the nature are capitalized. Examples of Repairs vs. Improvements Repairs=Expenditures All items -life less than one year All items under $5,000 Property maintenance, wall repair Replacement of machine parts to keep machine in normal operating condition Property restoration (rebuilding) for normal operations Existing building repairs Replacement of small sections of wiring, pipes or light fixtures Patching walls, minor repairs of floors, painting, etc. Patching driveways Improvements=Capitalized Assets Life of more than one year All items $5,000 or more Property rebuilding Replacement of machine parts that prolong the useful life Property restoration for something different or better Building regulation conformity Major replacement of wiring, lighting, pipes or sewer Installation of floor, wall, roof, wall covering, etc. New driveway or major repair Cleaning drapery, carpet, furniture New drapery, carpets, furniture Depreciation Method — Straight Line over the following useful lives: Buildings 35-60 years Transmission Plant (electric) 20-35 years Distribution Plant (electric) 20-35 years Building Improvement 15-30 years Transmission Plant (gas) 10-45 years Distribution Plant (gas) 10-45 years Generation Plant 10-30 years General Plant 5-10 years Vehicles 5-10 years Office Equipment 3-5 years Computer Equipment 3-5 years HUTCHINSON UTILITIES COMMISSION Board Action Form '�XA61Tl�`' Agenda Item: Non -Waiver of Tort Liability Limits for General Liability Presenter: Jared Martig Agenda Item Type: Time Requested (Minutes): 2 New Business Attachments: BACKGROUND/EXPLANATION OFAGENDA ITEM: As part of the League of Minnesota Cities Insurance Trust general liability insurance renewal for the period January 2025 through December 2025, HUC must decide whether or not to waive the statutory municipal tort liability limits from $500,000 per claimant and $1,500,000 per occurrence. If HUC does waive this, then HUC must purchase excess liability coverage. Historically HUC has not waived the municipal tort limit because by doing so, HUC opens itself up to claims and potential payment above the statutory limit. Recommendation is to not waive the tort liability limits. BOARD ACTION REQUESTED: Approve non -waiver of tort liability limits for general liability for the upcoming policy period of January 2025 through December 2025 Fiscal Impact: Included in current budget: No Budget Change: PROJECT SECTION: Total Project Cost: 0.00 Remaining Cost: LMCLAGUE MIN N ESOTA CITIES LIABILITY COVERAGE WAIVER FORM Members who obtain liability coverage through the League of Minnesota Cities Insurance Trust (LMCIT) must complete and return this form to LMCIT before their effective date of coverage. Email completed form to your city's underwriter, to >3stechc�lmc.or�, or fax to 651.281.1298. Members who obtain liability coverage from LMCIT must decide whether to waive the statutory tort liability limits to the extent of the coverage purchased. The decision to waive or not waive the statutory tort limits must be made annually by the member's governing body, in consultation with its attorney if necessary. The decision has the following effects: • If the member does not waive the statutory tort limits, an individual claimant could recover no more than $500,000 on any claim to which the statutory tort limits apply. The total all claimants could recover for a single occurrence to which the statutory tort limits apply would be limited to $1,500,000. These statutory tort limits would apply regardless of whether the member purchases the optional LMCIT excess liability coverage. • If the member waives the statutory tort limits and does not purchase excess liability coverage, a single claimant could recover up to $2,000,000 for a single occurrence (under the waive option, the tort cap liability limits are only waived to the extent of the member's liability coverage limits, and the LMCIT per occurrence limit is $2,000,000). The total all claimants could recover for a single occurrence to which the statutory tort limits apply would also be limited to $2,000,000, regardless of the number of claimants. If the member waives the statutory tort limits and purchases excess liability coverage, a single claimant could potentially recover an amount up to the limit of the coverage purchased. The total all claimants could recover for a single occurrence to which the statutory tort limits apply would also be limited to the amount of coverage purchased, regardless of the number of claimants. Claims to which the statutory municipal tort limits do not apply are not affected by this decision. LMCIT Member Name: Check one. - El The member DOES NOT WAIVE the monetary limits on municipal tort liability established by Minn. Stat. 466.04. ❑ The member WAIVES the monetary limits on municipal tort liability established by Minn. Stat. ' 466.04, to the extent of the limits of the liability coverage obtained from LMCIT. Date of member's governing body meeting: Signature: Position: League of Minnesota Cities 3/2/2023 Liability Coverage Waiver Form Page 1 HUTCHINSON UTILITIES COMMISSION � Board Action Form 'XA61Tl`' Agenda Item: Approve Write -Offs Presenter: Jared Martig Agenda Item Type: Time Requested (Minutes): 2 New Business Attachments: Yes BACKGROUND/EXPLANATION OFAGENDA ITEM: We are requesting that you approve the write-offs in the amount of $11,385.26 as shown on the attached spreadsheet. Past amounts written off are listed below. 2023: $ 4,883.37 2022: $ 7,492.23 2021: $ 8,993.92 2020: $24,998.20 2019: $ 9,603.01 2018: $ 9,850.78 2017: $31,967.78 2016: $11,350.31 2015: $ 7,537.92 2014: $41,279.16 2013: $ 4,316.12 2012: $ 4,067.15 2011: $ 9,792.12 BOARD ACTION REQUESTED: Approve Write Offs Fiscal Impact: Included in current budget: Budget Change: PROJECT SECTION: Total Project Cost: Remaining Cost: Bankruptcy Deceased Other WRITE OFFS FOR NOVEMBER 2024 65% 35% Total Electric Gas Last Pay 00400171 ` 6 C)56, f 1 $2,192.48 $3,863.63 2/22/2023 $6,056.11 $2,192.48 $3,863.63 Total Electric Gas Last Pay 00100915 $363,19 $250.86 $112.33 8/18/2023 00090300 9Me54.8,",R $11.83 $42.98 11/25/2023 00160640 `,r13 94 $20.37 $103.57 11/15/2023 00420201 `;;Y231; 41 $231.41 4/25/2024 $773.35 $514.47 $258.88 Total Electric Gas Last Pav 00120825$469,27 $468.27 11/16/2017 00371049 92,99 $92.99 11/15/2017 00120570 $85.09 12/18/2017 00121080 $ ; 2 °i9 9� 0, $323.90 12/27/2017 00420607 68.3"°':; $68.39 11/9/2017 00100825 ;-3,1, "74 $331.74 1/18/2018 00060345 ;91.9 7s.14 $175.09 $23.05 1/18/2018 00200017 ,6,7'f:9 $103.47 $568.34 3/7/2023 00120710 $1 50 $10.68 $93.82 2/21/2023 01001240 $a1 $7.52 $4.06 4/24/2024 00140505 ;ia0,66 $0.66 7/5/2023 00020195 7E, $41.75 2/5/2018 00260248 $6 7, 67 $62.30 $5.37 1/22/2018 00300415 $ 29 5 , 1 , $295.10 1/22/2018 00420430 1.0433r $89.40 $15.33 2/25/2018 00470027 $40,998 $26.63 $14.35 4/16/2018 00020195 9;i;1.9' 9`c 69 $128.37 $11.32 NA 00080810 23166 $23.74 $209.92 3/14/2018 00090250 158,17 $55.04 $103.13 5/16/2018 00370947 $72,9!9 $67.64 $5.35 5/18/2018 00030915 Y 21 `a 69 $217.85 $7.84 5/18/2018 00420458 $40.84 $40.84 6/19/2018 00121424 9;91.33.0C) $101.74 $31.26 6/28/2018 00030735 °11!,30' 22 $218.80 $11.42 5/15/2018 00437154 $261, 35 $73.00 $188.35 6/20/2018 00120815 694,.;29 $31.38 $16.90 8/17/2018 00420384 bw 104 61. $93.28 $11.33 4/22/2024 $4,555.80 $1,730.56 $2,825.24 $11,385.26 $4,437.51 $6,947.75 HUTCHINSON UTILITIES COMMISSION Board Action Form '�XA61Tl�`' Agenda Item: Approve Interconnect & Transportation Agreement between Brownton and UNG Presenter: Jeremy Agenda Item Type: Time Requested (Minutes): 5 New Business Attachments: Yes BACKGROUND/EXPLANATION OFAGENDA ITEM: In order for HUC to supply and transport natural gas to the City of Brownton an interconnect agreement needs to be in place between the City of Brownton and United Natural Gas, which owns an interconnect station close to hwy 212 and the UFC Grain Facility. The new agreement between Brownton and UNG started on November 12th, 2024 by both parties agreeing to the terms and conditions of the new agreement which will be in place until November 1, 2029. The ending term of this agreement coincides with the other agreements in place between HUC and Brownton. By the Commission approving this agreement, an acknowledgment exists that allows HUC the ability to fulfill the terms and conditions of the agreements in place with the City of Brownton. (Transportation, Commodity, O&M agreements) BOARD ACTION REQUESTED: Approve Acknowledgment of the Interconnect Agreement between the City of Brownton & UNG Fiscal Impact: Included in current budget: No Budget Change: PROJECT SECTION: Total Project Cost: Remaining Cost: INTERCONNECT AND NATURAL GAS FIRM TRANSPORTATION CAPACITY AGREEMENT THIS INTERCONNECT AND NATURAL GAS FIRM TRANSPORTATION CAPACITY AGREEMENT (hereinafter the "Agreement") is made and entered into this 12th day of November 2024, by and between the City of Brownton (the "City"); United Natural Gas LLC ("UNG"). The City and UNG shall hereinafter from time to time be referred to separately as "Party" or jointly as "Parties." Hutchinson Utilities Commission acknowledges the terms and conditions set forth herein. United Farmers Cooperative is a signatory to this Agreement for the limited purpose of guarantying the performance of UNG's obligations hereunder. RECITALS WHEREAS, the Hutchinson Utilities Commission ("Hutchinson") owns and operates an existing natural gas pipeline system which commences from a point on the Northern Border Pipeline near Trimont, Minnesota, to a point of terminus near Hutchinson, Minnesota (the "Hutchinson Transmission Pipeline"); WHEREAS, UNG owns and operates an existing intrastate natural gas pipeline system which commences from a point on Hutchinson Transmission Pipeline to a point of terminus approximately one mile from Brownton, Minnesota (the "UNG Pipeline Facilities). WHEREAS, the City will own intrastate pipeline facilities which are located within the State of Minnesota; WHEREAS, the City desires to establish an interconnection between its pipeline facilities (the "City Pipeline Facilities") and the UNG Pipeline Facilities, and UNG is willing to establish such interconnection under the terms and conditions set forth herein; WHEREAS, the City, on the one hand, and UNG, on the other hand, desire to continue the interconnection between their respective facilities effective as of "Nine a.m. Central Clock Time" the 12th day of November, 2024. (the "Service Connection Date"); WHEREAS, the City desires to contract with UNG for the provision of long-term firm transportation capacity by UNG to the City; WHEREAS, UNG has the capability to provide the City with long-term firm transportation capacity; WHEREAS, the Parties desire Hutchinson's acknowledgment of the terms of this Agreement; NOW, THEREFORE, in consideration of the premises and mutual covenants and agreements set forth herein, the Parties hereby agree as follows: ARTICLE I INTERCONNECTION POINT The point of interconnection between the UNG Interconnect Facility and the City Interconnect Facility, as defined herein, shall be located on property in McLeod County, Minnesota, legally described to -wit: A 25.00 foot easement for utility purposes and the installation and maintenance of a gas line, over, under, and across part of the North Half of the Northeast Quarter of Section 36, Township 115 North, Range 30 West, and that part of the Northwest Quarter of the Northwest Quarter of Section 31, Township 115 North, Range 29 West, all in McLeod County, Minnesota. Said easement being 12.50 feet to the right and 12.50 feet to the left of a line, hereinafter described as "Line A". Together with an easement 40.00 feet in width over, under, and across said Northwest Quarter of the Northwest Quarter, being 12.50 feet to the right and 27.50 feet to the left of a line, hereinafter described as "Line B". "Line A" is described as commencing at the northeast corner of said North Half of the Northeast Quarter of Section 36; thence South 00 degrees 10 minutes 47 seconds West, assumed bearing, along the east line of said North Half of the Northeast Quarter 576.10 feet; thence South 21 degrees 29 minutes 28 seconds West 32.56 feet; thence South 49 degrees 14 minutes 19 seconds West 419.05 feet; thence North 36 degrees 20 minutes 22 seconds West 12.54 feet to the point of beginning of said "Line A"; thence South 36 degrees 20 minutes 22 seconds East 223.71 feet, to a point distant 12.50 feet northerly, measured at right angles to, the northerly right of way line of Twin Cities and Western Railroad Co.; thence North 83 degrees 37 minutes 20 seconds East, along a line parallel, distant 12.50 feet northerly of said right of way line, 217.72 feet; thence northeasterly 1123.07 feet, along a tangential curve, concave to the north, central angle 11 degrees 21 minutes 16 seconds, radius 5667.15 feet, along said parallel line, and said "Line A" there terminating. "Line B" is described as beginning at the terminus of said "Line A"; thence northeasterly 66.19 feet along the prolongation of said "Line A", having a central angle of 00 degrees 40 minutes 09 seconds; thence North 71 degrees 35 minutes 55 seconds East 30.83 feet to a point on the westerly right of way line of Trunk Highway No. 15, as shown on MINNESOTA DEPARTMENT OF TRANSPORTATION RIGHT OF WAY PLAT NO. 43-9, according to the recorded plat thereof, McLeod County, Minnesota, and said "Line B" there terminating. The easterly side line of said "Line B" easement shall be prolonged or shortened to terminate on said westerly right of way line. 2 (the "Interconnect Station"). ARTICLE II UNG INTERCONNECT FACILITY 2.1 UNG shall own and maintain the following components of the Interconnect Station (hereinafter, the "UNG Interconnect Facility"): 2.1.1 Piping from T Intersection to Custody Transfer Point. The City or its agents shall purchase, design, construct, and install pipeline from the point at which UNG's existing pipeline shall connect with pipeline running to the Interconnect Station (said point hereinafter referred to as the "T Intersection"), to the Custody Transfer Point. On or before the Service Connection Date, the City shall deed, convey, and transfer all right, title, and interest in the piping running from the T Intersection to the Custody Transfer Point to UNG. From the date of the conveyance and thereafter, the T Intersection and the piping conveyed to UNG under this Section 2.1.1 shall be deemed a part of the UNG Interconnect Facility, and all maintenance, repair, and compliance with Federal, state, and local regulations related to said piping shall be the sole responsibility of UNG. UNG shall grant the City all temporary easements to their property necessary and expedient for the construction of the T Intersection and said piping. The T Intersection and the pipeline to be constructed and installed by the City and subsequently transferred to UNG is described in greater detail on the attached Exhibit A. 2.1.2 Upstream Piping and Related Equipment. The City shall purchase, construct, install, and maintain any additional or replacement connecting pipeline or ancillary equipment (for example, natural gas heaters), if any, required upstream from the T Intersection to facilitate the City's purchases of natural gas. ARTICLE III CITY INTERCONNECT FACILITY 3.1 The City shall own, design, purchase, construct, maintain, and operate the following components of the Interconnect Station (hereinafter the "City Interconnect Facility"): 3.1.1 Meter and Meter Run. The City or its agents shall install one 16M rotary meter with pressure and temperature corrector and associated meter run piping at the Interconnect Station, which shall be used for custody transfer gas volume measurement (the "Meter"). 3.1.2 Filter/Meter Skid. The Meter assembly will contain the meter and a bypass line around the Meter for meter maintenance. The filter assembly will contain the filter and a bypass line around the filter for filter maintenance. Monitoring the bypass line shall be the responsibility of the City. 3 3.1.3 Valves and Related Piping. Piping shall be installed from the Custody Transfer Point (as defined herein) to the emergency valve. The emergency valve shall be manually operated. Piping shall be installed from the emergency valve to the piping on the filter run, regulator run (with overpressure protection and pilot heaters), and meter run. All buried piping shall be installed at a minimum depth of five feet. All piping upstream of the regulator run shall be designed for a maximum pressure of 285 psig. All piping downstream of the regulator run shall be designed for a pressure of 100 psig. 3.1.4 Pressure and Temperature Transmitters. The City shall have SCADA installed for continuous monitoring of the gas pressure and temperature at the meter run, and be responsible for providing continuous monitoring of the meter run. 3.1.5 Reserved 3.1.6 Electronic Flow Measurement Device. The City shall install an electronic flow measurement device at the Interconnect Station, including all cables, conduit, and appurtenances, with a communication interface (collectively, the "EFM Device"). Such cable and conduit shall be galvanized and rigid above ground and PVC coated rigid below ground. 3.1.7 Signage and Line Markers. The City or its agents shall install, maintain, and otherwise be responsible for all signage and line markers required by Federal, state, or local law or regulations at the Interconnect Station, as defined hereafter. 3.1.8 Reserved. 3.1.9 Downstream Piping and Related Equipment. The City or its agents shall install connecting 2-inch steel line with overprotection pressure as required downstream of the Custody Transfer Point, as defined herein. ARTICLE IV INTERCONNECT STATION 4.1 Custody Transfer Point. The point at which custody of natural gas flowing through the UNG Interconnect Facility and Interconnect Station shall transfer from UNG to the City shall be located where UNG's outer flange makes contact with the upstream flange of the emergency valve (the "Custody Transfer Point"), which point is described in greater detail on the attached Exhibit A. 4.2 Engineering Standards. Each Party covenants and agrees that all piping and other materials and equipment shall be designed in compliance with industry engineering standards and applicable law. 4.3 Right -of -Way; Permits. The City shall obtain all of the property or right-of-way necessary for the construction, operation, and access to the Interconnect Station. The City shall M obtain all applicable regulatory and/or environmental permits, clearances, and consents necessary for the construction and operation of the Interconnect Station. 4.4 Operation; General Maintenance. The City shall operate and maintain the Interconnect Station, including but not limited to: (i) general maintenance and monthly testing of the Interconnect Station; (ii) performing monthly calibration of pressure and temperature transmitters and EFM maintenance and annual meter proving and inspection on the Meter; and (iii) general maintenance of the site immediately surrounding the Interconnect Station (including painting, weed control, and general building and ground maintenance). ARTICLE V DATA AND METERING 5.1 Data Sharing. The EFM Device will collect data on a continuous basis. The Parties each reserve the right to request particular data concerning their respective gas flow at the Interconnect Station, and authorize the other Party to review such data. 5.2 Power and Telecommunications Connection. The City shall be responsible for connecting the Interconnect Station to a power source and for providing electric or other power necessary to operating the Interconnect Station and its appurtenances. 5.3 No Warranty. Neither the City nor UNG make any warranties as to the accuracy or completeness of any data from the EFM Device provided pursuant to this Agreement. 5.4 Odorant Data. UNG is responsible to maintain adequate levels of odorization. UNG shall provide odorization data on a monthly basis to the City, including, but not limited to, the amount of odorant used (in pounds) per MMCF of gas odorized (the "Odorization Rate"). The City reserves the right to require UNG to adjust the Odorization Rate if testing anywhere within the City's pipeline system indicates that odorant is not detectable at one -fifth of the lower explosive limit by a person with a normal sense of smell, as defined in Part 192 of the federal Pipeline Safety Regulations. 5.5 Meter Inspection. The Meter will undergo a flow calibration prior to delivery. A meter calibration report shall be provided to any Party upon written request. The Parties shall also have the right to audit the records of the measurement equipment at the metering facilities. 5.6 Metering Standards. All measurement of gas quantities delivered from the Interconnect Station to the City shall be done by Hutchinson under the Natural Gas Firm Transportation Capacity Agreement between Hutchinson and the City, using the EFM Device. Flowing volumes shall be calculated in accordance with industry standards. Measured gas volumes shall be converted to gas heating values in decatherms (Dth) using Hutchinson - determined gas quality data. 5.7 Parties Bound by Meter Reading. Except for the Parties' audit right set forth in Section 5.3, the Parties agree to be bound by the readings of the Meter for all purposes related to this Agreement, unless testing demonstrates that the Meter reading deviates more than two percent from the actual amount. 5.8 UNG Gas Loss, Negligence. UNG shall be responsible for any gas lost due to the UNG Pipeline Facilities and/or the UNG Interconnect Facility. UNG shall be liable for all loss and damage to the City Interconnect Facility, City Pipeline Facilities, and any other property of the City which results from the negligent acts or omissions of UNG or its or their agents, employees, representatives or contractors in the design, construction, operation or maintenance of the UNG Interconnect Facility or UNG Pipeline Facilities. 5.9 City Gas Loss, Negligence. The City shall be responsible for any gas lost due to the City Interconnect Facility and/or the City Pipeline Facilities. The City shall be responsible for all loss and damage to the UNG Interconnect Facility, UNG Pipeline Facilities, and any other property of UNG which results from the negligent acts or omissions of the City or its agents, employees, representatives or contractors in the design, construction, operation or maintenance of the City Interconnect Facility or City Pipeline Facilities. ARTICLE VI INTERCONNECT CONSTRUCTION COSTS 6.1 Interconnect Station Construction. The City shall reimburse UNG for all of the costs for the design, purchase, construction, and installation of the UNG Interconnect Facility. The City shall also reimburse UNG for all taxes incurred by UNG in connection with the construction, maintenance, and operation of the UNG Interconnect Facility. 6.2 Construction Damages. The City shall be responsible for all costs for damages to the property of UNG or any third party due to construction of the T Intersection and the City Interconnect Facility, including, but not limited to, any damage to growing crops. 6.3 Railroad Crossing Permit. The City shall pay when due the cost of any and all railroad right-of-way use permits required for the Interconnect Station. ARTICLE VII NATURAL GAS FIRM TRANSPORTATION CAPACITY 7.1. Character of Service, Availability and Conditions. 7.1.1 Firm Natural Gas Transportation Service. UNG shall provide to the City volumetric firm natural gas transportation capacity in the amount of no more than 60,000 Dth per year (the "Maximum Annual Quantity"), and 600 Dth per day (the "Maximum Daily Quantity"), at a maximum pressure of 250 psig, for 365 days per year, effective as of "Nine a.m. Central Clock Time" the 12th day of November, 2024 and continuing for five (5) years , through "Nine a.m. Central Clock Time" the 1st day of November, 2029, and under the rates, terms and conditions set forth in this Agreement. This service shall always 0 be available to the City unless curtailed or interrupted pursuant to the terms of this Agreement, and such service may not be curtailed or interrupted except pursuant to the terms of this Agreement. 7.1.2 Delivery. UNG shall provide such firm natural gas transportation capacity from the point at which the UNG Pipeline Facilities connect to the Hutchinson Transmission Pipeline operated by Hutchinson (the "Uptake Point") to the Custody Transfer Point. UNG shall have the sole responsibility for transporting natural gas supplies from the Uptake Point to the Custody Transfer Point. The City shall have the sole responsibility for transporting natural gas from the Custody Transfer Point. 7.1.3 No Obligation to Provide Natural Gas Suply. UNG's sole obligation under this Article 7 is to provide firm capacity to the City over which the City may transport natural gas supplies purchased from an entity other than UNG. UNG shall have no obligation at any time or under any circumstances to provide any gas supplies to the City, and the City shall have no obligation at any time or under any circumstances to provide any gas supplies to UNG. It is the intention of the Parties that each Party shall remain solely responsible for obtaining its own natural gas supplies. 7.2 Term. The parties agree that this Agreement shall have an Initial Term as provided in Section 7.1.1, and that after such Initial Term, the City and UNG shall negotiate any renewals or extensions thereof on the basis that such extension or renewal of the term of this Agreement shall mirror the renewed or extended term of the Interconnect Agreement between Hutchinson and UNG, and that any extension or renewal of the Initial Term of this Agreement shall be contingent upon UNG renewing, extending, or entering into a new Agreement with Hutchinson for a term at least as long as the extended term of this Agreement. 7.3 Transportation Charges. The following charges shall apply to the firm transportation capacity to be provided to the City by UNG: $0.90 per Dth of flow (the "Transportation Charges"). If the City exceeds 600 Dth per day or 60,OOODth per year, the City shall pay a rate equal to twice the transportation charge for the Dths in excess of the daily or annual rate. 7.3.1 Billing and Payment. Invoices for the Transportation Charges shall be rendered to the City no later than the 15th day of the month following the month in which transportation service is rendered by UNG. Payment is due from the City on or before the 15th day of the month following the date the invoice is issued by UNG. A late payment charge of one and one-half percent per month, or the legally authorized maximum interest rate, whichever is lower, shall be levied on any unpaid balances. 7.3.2 Good Faith Dispute. If the City, in good faith, disputes the amount of any invoice rendered by UNG, or any part thereof, the City shall pay the full amount of the invoice. UNG shall promptly provide, in writing to the City, supporting documentation acceptable in industry practice to support the amount invoiced, and the City shall promptly provide to UNG, in writing, the basis for any dispute, including supporting documentation acceptable in industry practice. In the event the Parties are unable to resolve such dispute, 7 either Parry may pursue any remedy available at law or in equity to enforce its rights pursuant to this provision; provided, however, that all associated claims for overpayment shall be deemed waived unless such invoices are objected to, in writing, within two years after the invoice date. 7.3.3 Right to Inspect. Each Party shall have the right, at its own expense, upon reasonable notice and at reasonable times, to examine and audit and to obtain copies of the relevant portion of the books and records of the other Parry only to the extent reasonably necessary to verify the accuracy of any statement, charge, payment, or computation made under this Agreement. This right to examine, audit, and to obtain copies shall not be available with respect to information not directly relevant to transactions under this Agreement. 7.3.4 Third -Party Charges. The City is responsible for any and all charges imposed by any supplier, broker, marketer, or any other third parry for any service that is provided to, or on behalf of, the City. These charges include, but are not limited to, cost of gas, reservation charges, administrative fees, billing fees, minimum take charges, and any and all other types of charges from any such entity. 7.4 Title to Gas. Gas received by UNG on behalf of the City for delivery to the City shall remain the property of the City. Four the avoidance of doubt, the City shall take title to the gas transported under this Agreement at the Uptake Point. The City's gas may be commingled with other gas supplies in the UNG Pipeline Facilities. 7.5 Insurance. Except as otherwise provided in this Agreement, the City shall be responsible for maintaining sufficient insurance as necessary to protect its property and other interests in the gas prior to, during, and after its receipt from UNG. Except as otherwise provided in this Agreement, UNG shall be responsible for maintaining sufficient insurance as necessary to protect their property and other interests in providing transportation service under this Agreement to the City. 7.6 Curtailment and Interruption. 7.6.1 Permitted Curtailments and Interruptions. UNG shall be permitted to curtail or interrupt service to the City as necessary for inspection, maintenance, repair, Force Majeure events, and safety reasons concerning the UNG Pipeline Facilities and/or the Interconnect Station. Except for curtailments or service interruptions in response to emergencies, each Party shall provide the other Parties and Hutchinson reasonable advance notice of any intent or plan to curtail or interrupt service, and the City shall not cause service to UNG to be interrupted during any time that UNG is supplying gas for drying grain. 7.6.2 Partial Curtailment; City's Priority. If UNG is required to partially curtail or interrupt service for any reason, any services provided by UNG to third parties shall be curtailed completely before firm services to the City are curtailed, but the City will use its best efforts to the extent permitted by applicable law to curtail grain drying within the City proportionately to the curtailment that UNG imposes on third parties. 7.6.3 Unauthorized Taking During Curtailment or Interruption. Provided that UNG have complied with the terms of this Agreement with respect to such curtailment or interruption, if the City fails to curtail or interrupt its use of gas when directed to do so by UNG, UNG shall have the right to disconnect the City's supply of gas. UNG must restore such service as soon as practicable following any such disconnection. ARTICLE VIII REPRESENTATIONS AND WARRANTIES 8.1 City's Representations and Warranties. The City hereby represents and warrants as follows: 8.1.1 Authorization. The City is a municipal corporation duly existing under the laws of the State of Minnesota. The City has full power and authority to enter into and perform its obligations under this Agreement. The Agreement constitutes a valid and legally binding obligation of the City, enforceable in accordance with its terms and conditions. 8.1.2 Gopher State One Call. The City shall register any underground portions of the City Interconnect Facility no later than upon completion of construction on the Interconnect Station. 8.1.3 Third -Party Taps. The City shall have the right to authorize any third party to tap or otherwise access its natural gas pipe downstream of the City's Interconnect Station; provided, however, that neither the City nor any of its subsidiaries or affiliates shall authorize any grain drying facility located outside the April 1, 2013 city limits of the City of Brownton to tap or otherwise access its natural gas pipe without the prior written consent of UGS and UNG. The City warrants that any such third -party taps shall be the City's sole responsibility. 8.2 UNG's Representations and Warranties. UNG hereby jointly represent and warrant as follows: 8.2.1 Third -Party Taps. UNG warrants that third -party taps, if any, whether now in existence or added hereafter, shall be UNG's sole responsibility, and that under no circumstances shall the City or Hutchinson have any liability related to such third -party taps or any third party's right to install or access such a tap, nor shall the existence or use of any such third party taps be an excuse to full performance by UNG of the terms and conditions of this Agreement. 9 8.2.2 Firm Capacity Requirement. UNG has and shall continue to have sufficient firm transportation capacity to provide the amount of firm transportation service to the City pursuant to the terms of this Agreement. 8.2.3 Right and Title to Related Real Property. UNG represents that said companies have all right, title, and interest in the real property in which any part of the UNG Pipeline Facilities is located and in which any part of the UNG Interconnect Facility shall be located. There are no matters affecting the right, title, and interest of UNG which would materially and adversely affect the City's rights or UNG's ability to perform its obligations under this Agreement. 8.2.4 National Pipeline Mailing System. UNG is currently in compliance with the National Pipeline Mapping System requirements of Section 15 of the Pipeline Safety Improvement Act of 2002 ("NPMS"). United Natural Gas warrant that the UNG Interconnect Facility and the UNG Pipeline Facilities shall remain in compliance with NPMS during the term of this Agreement. Copies of all of NPMS submissions made by UNG is attached hereto as Schedule 8.2.4. UNG warrants that they shall provide the City with any additional reports, modifications, or updates to said documentation during the term of this Agreement. 8.2.5 Specifications: Upon request, UNG will provide the City with a list of the make, model, size, and specifications of all equipment and materials used or to be used as part of the UNG Interconnect Facility, and, to the extent that any of the following exist, will provide upon request copies of operations and maintenance manuals related to such equipment and materials. 8.2.6 Pipeline Installation Records. To the extent that any of the following exist, true and correct copies of all pipeline inspection records (including, but not limited to, pressure test records; welder and welding procedure qualifications; anode locations; pipe mill test reports; coating, type and thickness of pipes; maximum allowable operating pressure establishment records; and pipeline class location studies) of the UNG Pipeline Facilities made in the past ten months are attached hereto as Schedule 8.2.6. 8.2.7 Gopher State One Call_ UNG has registered all underground natural gas facilities it operates with the Gopher State One Call System and shall register any underground portions of the UNG Interconnect Facility no later than upon completion of construction on the Interconnect Station. 8.2.8 Integrity Management. UNG is currently in compliance with the U.S. Department of Transportation Pipeline and Hazardous Materials Safety Administration Gas Transmission Integrity Management Program, including, but not limited to, the following: (1) UNG has developed an integrity management program or, if there are no high consequence areas ("HCAs") on pipeline or systems operated by UNG, UNG has a process in place to periodically evaluate its pipeline to determine if an HCA has been created; (2) UNG has submitted all performance measure reports in accordance with 49 C.F.R. § 192.945; and (3) UNG has implemented third -parry damage enhanced protection 10 if required under 49 C.F.R. § 192.935 (collectively, "Integrity Management Regulations"). UNG warrants that the UNG Interconnect Facility and the UNG Pipeline Facilities shall remain in compliance with all Integrity Management Regulations during the term of this Agreement. Copies of all of the plans, policies, reports, and other documents related to UNG's compliance with Integrity Management Regulations are attached hereto as Schedule 8.2.8. UNG warrants that it shall provide the City with any additional reports, modifications, or updates to said documentation during the term of this Agreement. 8.2.9 Audits and Inspections. To the extent that any of the following documents exist, true and correct copies of all Minnesota Office of Pipeline Safety audits of UNG and all United States Department of Transportation Pipeline and Hazardous Materials Safety Administration inspections (including, but not limited to, valve maintenance, test station readings, atmospheric corrosion, odorization records, regulator inspections, patrolling, leak surveys, external coating and pipe inspections, annual reports, public awareness records, damage prevention records, and contractor crossings) of the UNG Pipeline Facilities made in the past ten months are attached hereto as Schedule 8.2.9. 8.2.10 No Litigation. Except as disclosed in Schedule 8.2.10, (a) there is no claim, demand, suit, action, cause of action, dispute, bankruptcy, insolvency or other proceeding, litigation, investigation, grievance, arbitration, governmental proceeding or other proceeding including appeals and applications for review, in progress against, by or relating to UNG or affecting any part of the UNG Pipeline Facilities or UNG Interconnect Facility which would individually or in the aggregate prohibit or materially impair UNG's ability to perform its obligations under this Agreement; (b) there is not outstanding against UNG any order, judgment or decree of any court, tribunal or governmental authority that materially and adversely affects any portion of the UNG Pipeline Facilities or the UNG Interconnect Facility, (c) no facts exist which could reasonably provide a basis for any such claim, action, or proceeding; (d) no assignment has been made or taken for the benefit of creditors of UNG; and (e) no action has been taken with a view, or which would constitute the basis for, the restitution of any insolvency proceedings. 8.2.11 Environmental Matters. To UNG's knowledge, the use, maintenance, and operation of the UNG Pipeline Facilities have been and are in compliance in all material respects with all environmental, health, and safety requirements. UNG has complied with all reporting and monitoring requirements under all environmental, health, and safety requirements in respect of the UNG Pipeline Facilities. All permits, certificates, approvals, registrations and licenses necessary to own and operate the UNG Pipeline Facilities and the UNG Interconnect Facility in compliance with all environmental, health, and safety requirements have been obtained and are described in Schedule 8.2.11. To UNG's knowledge, the transactions and obligations contemplated herein will not result in the revocation, suspension, modification or amendment of any such permits, approvals, registrations or licenses. 8.2.12 Legal and Regulatory Compliance. Except for those matters set forth on Schedule 8.2.12, no action, suit, proceeding, hearing, investigation, charge, complaint, 11 claim, demand or notice has been filed or commenced against UNG alleging any failure to comply, UNG and its affiliates have complied and are in complia nce with all applicable laws and regulations. 8. 2.13 Authorization. UNG is a limited liability company duly organized, validly existing, and in good standing under the laws of the state of Minnesota. UNG has full power and authority to enter into and perform its obligations under this Agreement. The Agreement constitutes a valid and legally binding obligation of UNG, enforceable in accordance with its terms and conditions. ARTICLE IX INDEMNITY AND INSURANCE 9.1 Indemnification by UNG. Except as provided in Section 5.3, UNG shall, defend, protect, indemnify and hold harmless the City, its members, directors, officers, employees and agents from and against all liability, claims, liens, costs, expenses, demands, suits and causes of action of every kind and character arising in favor of any person or party, including the Parties hereto, and their employees and representatives, on account of personal injuries or death, or damages to property (including without limitation claims for pollution and environmental damage) in any way directly resulting from the negligent acts or omissions of UNG, or its agents, employees, representatives or contractors. This indemnity includes UNG's agreement to pay all costs of defense, including without limitation attorneys' fees, incurred by any person or party indemnified herein. UNG agrees that the obligations of indemnification herein include, but are not limited to, liens by third parties against the City and its property because of labor, services, materials, or any other subject of lien, furnished to UNG, or its assignees or subcontractors, in connection with any work performed by UNG hereunder. 9.2 Indemnification by the City. Except as provided in Section 5.3, the City shall defend, protect, indemnify and hold harmless UNG, and its members, directors, officers, employees and agents from and against all liability, claims, liens, costs, expenses, demands, suits and causes of action of every kind and character arising in favor of any person or party, including the Parties hereto, and their employees and representatives, on account of personal injuries or death, or damages to property (including without limitation claims for pollution and environmental damage) in any way directly resulting from the negligent acts or omissions of the City, its agents, employees, representatives or contractors. This indemnity includes the City's agreement to pay all costs of defense, including without limitation attorneys' fees, incurred by any person or party indemnified herein. The City agrees that the obligations of indemnification herein include, but are not limited to, liens by third parties against UNG and its property because of labor, services, materials, or any other subject of lien, furnished to the City, its assignees or subcontractors, in connection with the work performed by the City hereunder. 9.3 Limitation on Damages. Notwithstanding anything to the contrary, the Parties acknowledge and agree that: 12 9.3.1 UNG, its successors and assigns, shall be solely responsible and liable for UNG's obligations under the terms of this Agreement, and failure by UNG to meet such obligations shall not create or give rise to any claim, liability or obligation of Hutchinson; and 9.3.2 The City, its successors and assigns, shall be solely responsible and liable for the City's obligations under the terms of this Agreement, and failure by the City to meet such obligations shall not create or give rise to any claim, liability or obligation of Hutchinson. 9.3.3 Nothing in this Section 9.3 is intended to limit or modify the rights of the City or UNG under any separate agreements either the City or UNG has or may have with Hutchinson. 9.4 Prior Construction. Without limiting the foregoing, it is expressly understood and agreed that under no circumstances shall the City be responsible or liable for the failure of any natural gas facility, pipeline, or related equipment constructed by or contracted to be constructed by or for the benefit of UNG prior to the date of this Agreement to comply with any Federal, state, or local law, regulation, inspection, audit, order, or other requirement. The City makes no representation as to the soundness of such prior constructions of UNG or such prior -constructed facility, pipeline, or equipment's compliance with any applicable law or regulation, regardless of whether said facility, pipeline, or equipment is necessary to the transportation of natural gas from the Hutchinson Transmission Pipeline to the Interconnect Station. 9.5 Authorized Taps into City Pipeline. Without limiting the foregoing Section 9.2, and notwithstanding any other provision herein, UNG shall defend, protect, indemnify, and hold harmless the City, its citizens, directors, officers, employees, and agents from and against all liability, claims, liens, costs, expenses, demands, suits and causes of action of every kind and character arising in favor of any person or party, on account of any dispute as to the City's legal and contractual authority to authorize any third party to tap or otherwise access its natural gas pipe downstream of the Interconnect Station in compliance with the terms of Section 8.1.3 of this Agreement if such claim or challenge to the City's authority is based upon any agreement (including easements) between such person and UNG or any of its affiliated companies, including UFC. This indemnity includes UNG's agreement to pay all costs of defense including, without limitation, attorneys' fees incurred by any person or party indemnified herein. 9.6 Insurance. At all times during this Agreement, each Party, or their agents, shall obtain and maintain the following insurance: 9.6.1 Worker's Compensation insurance in accordance with the State of Minnesota or such other state in which work is performed; 9.6.2 Commercial general liability insurance for claims alleging bodily injury including death, and damage to property of others, with a combined single limit of One Million Five Hundred Thousand Dollars ($1,500,000) for bodily injury and property damage per occurrence and in the aggregate; 13 9.6.3 Automobile Liability Insurance covering owned, non -owned, and hired vehicles with minimum combined single limits for bodily injury and property damage for any single loss of One Million Five Hundred Thousand Dollars ($1,500,000). 9.6.4 Excess liability insurance for claims alleging bodily injury including death and damage to property with a combined single limit of One Million Five Hundred Thousand Dollars ($1,500,000) for bodily injury and property damage per occurrence and in the aggregate. All insurance coverage described in this Section 9.6 must be endorsed with a Waiver of Subrogation Endorsement effectively waiving a party's right of subrogation with respect to the other Party. The insurance required under Paragraphs 9.6.2, 9.6.3, and 9.6.4 shall reflect that the other Party is an additional insured. Within thirty (30) days of the effective date of this Agreement, each Parry shall furnish to the other Parry certificates demonstrating that the insurance policies required under this Section 9.6 have been obtained. All insurance policies required under this Section 9.6 shall be endorsed to require the insurer to furnish 30 days written notice prior to the effective date of any modification or cancellation of such insurance to the certificate holder. 9.7 No Consequential Damages. Neither Party shall be liable to the other Party for any indirect, consequential, special, exemplary or punitive damages of any nature whatsoever arising out of or related to actions taken or omissions of such Parry in connection with this Agreement. ARTICLE X FORCE MAJEURE 10.1 Definition. The term "Force Majeure" as employed herein shall mean, but not by way of limitation, acts of God, the elements, strikes, lockouts or other labor or industrial disturbances, acts of the public enemy, arrests, wars, blockades, insurrections, riots, civil disturbances, criminal act, vandalism, terrorism or a terrorist act or acts and epidemics; landslides, lightning, earthquakes, fires, hurricanes, storms, floods and washouts; arrests, orders, directives, restraints and requirements, priority limitation or restraining orders of any government or governmental agencies, whether federal, state, civil or military; accident or obstructions involving a pipeline, machinery or lines of pipe; repairs or outages (shutdowns) of power plant equipment or lines of pipe for inspection, maintenance, change or repair; freezing of lines of pipe; tests, maintenance, or repairs to machinery, equipment, lines of pipe or other facilities; freezing of equipment, lines of pipe or other facilities; inability to obtain, or unavoidable delay in obtaining, material, equipment, rights -of -way or permits; and any other causes, whether of the kind herein enumerated or otherwise, not reasonably within the control of the Party claiming suspension. Failure to prevent or settle any strike or strikes or any dispute leading to a lockout shall not be considered to be a matter within the control of the Party claiming relief. 10.2 Effect. In the event any Party is rendered unable, wholly or in part, by force majeure to carry out its obligations under this Agreement, except payment of money, it is agreed that, on such Party's giving notice concisely describing the cause of such Force Majeure, in writing to the other Parry within a reasonable time after the occurrence of the cause relied on, the 14 obligations of the Party giving such notice, to the extent they are affected by such Force Majeure, will be suspended during the continuance of any inability so caused, but for no longer period, and such cause will, so far as possible, be remedied with all reasonable dispatch. The affected Party shall keep the other Parry apprised of the time, date, and circumstances upon which the affected Party's obligations under the Agreement shall be suspended. 10.3 Limitations on Force Majeure. Neither Party shall be entitled to the benefit of the provisions of Force Majeure to the extent performance is affected by any or all of the following circumstances: (i) the Party claiming excuse failed to remedy the condition and to resume the performance of such covenants or obligations with reasonable dispatch; or (ii) economic hardship of either Party. Notwithstanding any other provision of this Agreement, the Parry claiming Force Majeure shall not be excused from its responsibility for any imbalance charges. ARTICLE XI MISCELLANEOUS 11.1 Assignment. This Agreement shall not be assigned or transferred by any Parry in any manner, by operation of law or otherwise, without the prior written consent of the other Parties, which consent shall not be unreasonably withheld; provided, however, any Parry may, without the consent of the other Parties, transfer or assign its rights and obligations hereunder to any parent, affiliate, or subsidiary of such Party if such assignee shall agree in writing to be bound by the terms and conditions of this Agreement. Subject to the foregoing, this Agreement shall inure to the benefit of and be binding upon the successors, assigns, and legal representatives of the respective Parties. 11.2 Governing Law. This Agreement will be governed by and construed in accordance with the domestic laws of the State of Minnesota without giving effect to any choice or conflict of law provision or rule (whether of the State of Minnesota or any other jurisdiction) that would cause the application of the laws of any jurisdiction other than the State of Minnesota. 11.3 Notices. All notices, requests, demands, claims and other communications under this Agreement will be in writing. Any notice, request, demand, claim or other communication under this Agreement will be deemed duly given two business days after it is sent by registered or certified mail, return receipt requested, postage prepaid and addressed to the intended recipient as set forth below: 15 To UNG: Dary Turbes United Farmers Cooperative 705 East 4th Street P.O. Box 461 Winthrop, MN 55396 Phone: (507) 647-6600 Email: dturbes@ufcmn.com Copy to: Gregory Haupert Sobalvarro & Haupert 3601 181h St. S., Suite 105 St. Cloud, MN 56301 Phone: 320-774-1818 Email: ghaupert@parthenonagency.com To the City: City of Brownton Attn: 335 3rd St. So. Brownton, MN 55312 Phone: 335-328-5318 Email: ekruse@centurylink.net Copy to: Dustan J. Cross Gislason & Hunter LLP 2700 South Broadway P. O. Box 458 New Ulm, MN 56073 Phone: 507-354-3111 Email: dcross@gislason.com Any Parry may change the address to which notices, requests, demands, claims and other communications hereunder are to be delivered by giving the other Party notice in the manner set forth in this Agreement. 11.4 Emergency Contacts. The Parties shall supply to one another a 24-hour emergency telephone number. 11.5 Right of Inspection. To the extent permitted by law, each Party shall have the right to inspect and audit all books, records, and any other supporting evidence reasonably necessary in order to determine the other Party's compliance with this Agreement and with regulatory authorities, regulations, and laws. This right to audit shall extend through the term of this Agreement and for a period of three years thereafter, or longer if required by law. 16 11.6 Entire Agreement, This Agreement (including the documents referred to in this Agreement) constitutes the entire agreement between the Parties and supersedes any prior. understandings, agreements or representations by or between the Parties, written or oral, to the extent they related in any way to the subject matter of this Agreement. 11.7 Laws, Regulations, and Orders. Service under this Agreement is subject to all present and future valid laws, orders, rules, and regulations issued by any federal, state, or local authority having jurisdiction over the matters set forth herein. 11.8 Amendments and Waivers. No amendment of any provision of this Agreement will be valid unless the same is in writing and signed, by the City, UNG, UGS, and UNG. No waiver by any Pm-ty of any default, misrepresentation or breach of warranty or covenant hereunder, whether intentional or not, will be deemed to extend to any prior or subsequent default, misrepresentation or breach of warranty or covenant under this Agreement or affect in any way any rights arising by virtue of any prior or subsequent such occurrence, 11.9 Declaration of Invalift, if any provision of this Agreement is determined to be invalid, void, or unenforceable by any court or other entity having jurisdiction, such determination shall not invalidate, void, or make unenforceable any other provision, agreement or covenant of this Agreement; and the Parties agree to negotiate, in goad faith, a replacement to such invalid, void or unenforceable provision mid/or any other amendments as may be necessary to ensure that the. Agreement, as a whole, reflects the original intentions of the Parties. 11.10 No Third -Party Beneficiary, There is no third -party beneficiary to this Agreement. 11.11 No Joint Venture. The Parties expressly acknowledge and agree that it is neither the purpose of this Agreement nor their intent to create a partnership, joint venture contract or company, association or trust, fiduciary relationship or partnership between them. Except as expressly provided herein, no Party shall Have any authority to act for or assume any obligations, or responsibilities on behalf of, any other Party. 11.12 .Effective Date. This Agreement shall be effective upon the date stated in the Preamble; provided, however, that notwithstanding any other provision herein, this Agreement shall not become effective until the City, on the one hand, and Flutchinson, on the other, have executed: (1) a Natural Gas firm "Transportation Capacity Agreement, (2) a Distribution Facilities Operating Agreement, and (3) aNatural Gas Commodity Agreement, IN WITNESS WHEREOF, the Panties have executed this Agreement in two duplicate originals. CITY OF BROWNTON 17 Date Its i 4 ¢.: �.__a � ef` ti i UNITED NATURAL GAS LLC By 1 Its c With Acknowledgment of Hutchinson Utilities Commission HUTCHINSON UTILITIES COMMISSION By Its Guaranty by United Farmers Cooperative United harmers Cooperative hereby guarantees United Natural Gas LLC's full performance of its obligations under the foregoing Agreement. UNITED FARMERS COOPERATIVE Date By / 'UGc���'��� lJ Its 18 EXHIBIT A DIAGRAM OF CUSTODY TRANSFER POINT, UNG INTERCONNECT FACILITIES, AND CITY INTERCONNECT FACILITIES LOCATIONS [Attached] 1386211.1 HUTCHINSON UTILITIES COMMISSION Board Action Form '�XA61Tl�`' Agenda Item: Approve Audit Services Presenter: Jared Martig Agenda Item Type: Time Requested (Minutes): 2 New Business Attachments: No BACKGROUND/EXPLANATION OFAGENDA ITEM: Audit services for fiscal year 2024 was quoted at by Conway Deuth & Schmiesing at $30,000. Below is a history of audit fees. 2023: $28,500 2022: $26,000 2021: $24,850 2020: $24,750 2019: $24,750 2018: $24,750 2017: $23,200 2016: $22,750 2015: $22,525 2014: $21,950 2013: $21,950 2012: $21,500 2011: $21,250 BOARD ACTION REQUESTED: Approve fiscal year 2024 audit services with Conway Deuth & Schmiesing Fiscal Impact: $30,000 Included in current budget: Yes Budget Change: No PROJECT SECTION: Total Project Cost: Remaining Cost: Jared Marti From: Justin McGraw <jmcgraw@cdscpa.com> Sent: Tuesday, November 19, 2024 3:30 PM To: Jared Martig Subject: HUC 2024 Audit Dates and Fee Jared, Good afternoon! We are proposing an audit fee of $30,000 for the Commission's 2024 audit. Also, just to follow-up on our phone conversation, you are fine with us scheduling the Commission's audit fieldwork the week of January 20th, is that correct? CPAS & ADVISGIRS Thanks, 1", Direct (320) 221-8016 1 iu,.i,miiicgu (§) d's� l)a.c u Visit us online at cds.cpa Upload documents via your engagenierl:orgai.uiiccui° CONFIDENTIALITY NOTICE: This message is intended only for the individual or entity to which it is addressed and may contain information that is privileged, confidential and exempt from disclosure under applicable laver. If you are not the intended recipient, or the employee or agent responsible for delivering the message to the intended recipient, you are hereby notified that any dissemination, distribution or copying of this communication is strictly prohibited, and you are requested to please notify us immediately by either e-mail or telephone, and return the original message to us at the above address. HUTCHINSON UTILITIES COMMISSION Board Action Form '�XA61Tl�`' Agenda Item: City of Hutchinson LED St Light Conversion Presenter: Dave Agenda Item Type: Time Requested (Minutes): 5 New Business Attachments: Yes BACKGROUND/EXPLANATION OFAGENDA ITEM: During our 2021 Strategic Planning process Hutchinson Utilities Commission agreed to fund materials and labor for the City of Hutchinson's LED St Light conversion project. We plan to convert an overage of 220 lights per year. Hutchinson St Light count: Total Lights = 2,022 Total Converted to LED = 1231 Total Remaining = 791 The purchase order is for the fourth year of LED fixtures that are scheduled for delivery in February. This project is part of our 2025 Capital budget and we will not be invoiced for them until we receive them in 2025. BOARD ACTION REQUESTED: Approve Req 10068 Fiscal Impact: $173,216.59 Included in current budget: Yes Budget Change: No PROJECT SECTION: Total Project Cost: Remaining Cost: HUTCHINSON UT'IIILIITIIIE'S PURCHASE REQUISITION HUTCHINSON UTILITIES COMMISSION 225 MICHIGAN ST SE HUTCHINSON, MN 55350 Phone:320-587-4746 Fax:320-587-4721 BORDER STATES ELECTRIC SUPPLY PO BOX 1450 NW 7235 MINNEAPOLIS, MN 55485 Note Description: LED St light Conversion Date Requisition No. 11 /07/2024 010068 Required by: Requested by: dhunstad Item No. Part No. Description Qty Unit Due Date Unit Price Ext. Amount GVD3P3030KMVOLTMSGL3 LED GRANVILLE II - MFG. PART: 1 220.00 EA $716.920 $157,722.40 DLL127 LED PHOTO EYE - MFG. PART: 2 220.00 EA $19.780 $4,351.60 Total: 162,074.00 Tax: 11,142.59 Total: 173,216.59 Date Printed: 11/07/2024 Requisitioned By: dhunstad Page: 1/1 BORDER STATES Border States - ABV 11927 53rd Street NE Albertville MN 55301-3964 Phone: 763-497-6800 HUTCHINSON UTILITIES COMMISSION 225 MICHIGAN ST SE HUTCHINSON MN 55350-1905 Cust Item Item Material MFG - Description 000010 000020 Quote Page: 1 of 1 Quote: 27749311 Sold -To Acct #: 5004 Valid From: 11/07/2024 To: 11/14/2024 Payment Terms: NET 25TH PROX (31) Created By: Jarid I Schmidt Tel No: 763-497-6816 Fax No: Inco Terms: PPA PREPAID & ALLOW FREIGHT Ship -to: HUTCHINSON UTILITIES COMMISSION 225 MICHIGAN ST SE HUTCHINSON MN 55350-1905 Quantity Price Per UoM Value 3610082 220 EA 716.92 / 1 HOL - GVD3P3030KMVOLTMSGL3LOBKPR7AO6SH RFD GVD3P3030KMVOLTMSGL3(LO)BKPR7AO(6)SH RFD313629 Granville III LED (GVD3): Granville LED Classic, LED Performance Package 30, 3000 series CCT, Auto -sensing voltage (120 thru 277), Modern style swing open design, Glass asymmetric, type III, LESS OPTIC, Black, 7 pin NEMA photocontrol receptacle, ADJUSTABLE OUTPUT FACTORY SET AT 6, Shorting cap LEAD TIME 32 DAYS ARO EA 3610146 220 EA 19.78 / 1 EA HOL - DLL127 1.5 J50 PHOTO EYE LEAD TIME 32 DAYS ARO To access Border States Terms and Conditions of Sale, please go to https://www.borderstates.com The quoted sales tax is an estimate only based upon the information provided in this quote and will be finalized at the time of Invoice based upon the material purchased, quantity purchased, and delivery location. Shipping and handling fees in this quote are an estimate only and will be finalized at the time of Invoice. 157.722.40 4,351.60 Total $ 162,074.00 State Tax $ 6.875 % 1 1 ,142.59 County Tax $ 0.000 % 0.00 Local Tax $ 0.000 % 0.00 Other Tax1 $ 0.000 % 0.00 Other Tax2 $ 0.000 % 0.00 Other Tax3 $ 0.000 % 0.00 Tax Subtotal $ 6.875 % 11,142.59 Net Amount $ 173,216.59 All clerical errors contained herein are subject to correction. In the event of any cost or price increases from manufacturers or other suppliers, caused by, but not limited to, currency fluctuations, raw material or labor prices, fuel or transportation cost increases, and any import tariffs, taxes, fees, or surcharges, Border States reserves the exclusive right to change its pricing at the time of shipping and will provide notice of any such change to its customers prior to costs being incurred. HUTCHINSON UTILITIES COMMISSION Board Action Form '�XA61Tl�`' Agenda Item: Hutchinson Substation Capacitor Voltage and Potential Transformers Contract Presenter: J. Carter Agenda Item Type: Time Requested (Minutes): 5 New Business Attachments: Yes BACKGROUND/EXPLANATION OFAGENDA ITEM: Staff and DGR Engineering are recommending to enter into an purchase agreement with Border States Electric for capacitor voltage and potential transformers to be installed at the Hutchinson Substation for a total contracted price of $210,188.84. Attachments: Capacitor Voltage Transformer Bid Summary Potential Transformer Bid Summary Contract Nov 2024 BOARD ACTION REQUESTED: Approve a contract for Hutchinson Substation capacitor voltage and potential transformers to Border States Electric. Fiscal Impact: Included in current budget: Budget Change: PROJECT SECTION: Total Project Cost: Remaining Cost: BID SUMMARY Furnishing Electric Materials - Hutchinson Substation Hutchinson Utilities Commission Hutchinson, Minnesota Id�NZ DGR Project No. 428507 Bid Letting: August 14, 2024 - 2:00 PM Hutchinson Utilities Commission ENGINEERING Page 1 of l Bid No. 2 - Capacitor Voltage Transformers (CVTs) - Manufacturer! Bidder and Address Bid Securiry Ack. Add. 91 Bid Price Location Delivery Date Comments Border States 11927 53rd Street NE 5% Bid Bond No $114,991.32 GE Vemove 30-32 Weeks ARO Albertville, MN 55301 Dakota Supply Group ._ ..—................ ............_ .... ....... 1524 3rd Avenue SE 5% Bid Bond No $144,660.00 Trench 5/12/2025 Rochester, MN 55904 WESCO Distribution, Inc. 2650 7th Avenue N 5% Bid Bond Yes $158,880.00 Arteche / 14-16 Weeks ARO Miramar, FL Fargo, ND 58102 WESCO Distribution, Inc. (ALT) _.�........a. 2650 7th Avenue N 5% Bid Bond Yes $202,716.00 Hrtaclu/ABB / 24-25 Weeks ARO Crystal Springs, FL Fargo, ND 58102 Irby Utilities -- _�- .12501 Dupont Avenue S INo No Non -responsive Bid Exception taken to Bid Bond Burnsville, MN 55337 Corrected Bid Amounts Shown Shaded P1041285\OMPrdshllBidSU.Tab Mtds 428507.1ftx BID SUMMARY Furnishing Electric Materials - Hutchinson Substation Hutchinson Utilities Commission Hutchinson, Minnesota DGR Project No. 428507 Bid Letting: August 14, 2024 - 2:00 PM Hutchinson Utilities Commission ENGINEERING Page I of I Bid No. 3 - Potential Transformers��� Manufacturer!-N-- Bidder and Address Bid Securivw Ack. Add. #1 '.. Bid Price Location Delivery Date Comments Border States 11927 53rd Street NE 5% Bid Bond No $95,197.52 GE Vemova 30-32 Weeks ARO Albertville, MN 55301 Dakota Supply Group 1524 3rd Avenue SE 5% Bid Bond No $100,705.00 Trench 8/18/2025 Rochester, MN 55904 WESCO Distribution, Inc. (ALT) 2650 7th Avenue N 5% Bid Bond Yes $141,075.00 HltacWABB / 63 Weeks ARO , Crystal Springs, FL Fargo, ND 58102 WESCO Distribution, Inc. 2650 7[h Avenue N 5% Bid Bond Yes $145,519.00 Hitachi/ABB / 63 Weeks ARO Crystal Springs, FL Fargo, ND 58102 Irby Utilities 12501 Dupont Avenue S I No No Non -responsive Bid Exception taken to Bid Bond Burnsville, MN 55337 Corrected Bid Amounts Shown Shaded P_1 n28M715prtltbO3idSumTab We 428507.1dsz Contract Documents Furnishing Electric Materials Hutchinson Substation 00"- *%'.1011 = 11 8-�14111 &FI—Li7vt s Hutchinson Utilities Commission Hutchinson, Minnesota June 2024 DGR Project No. 428507 Border States Bid No. 2 — Capacitor Voltage Transformers Bid No. 3 — Potential Transformers FQL rel- I Z' 1 *4 N Ii TL r DATE: July 12, 2024 PROJECT: Furnishing Electric Materials — Hutchinson Substation Hutchinson Utilities Commission Hutchinson, Minnesota DGR Project No. 428507 BID DUE DATE: August 14, 2024 2:00 P.M. 225 Michigan St. SE, Hutchinson, MN 55350 ADDENDUM NO. 1 This ADDENDUM NO. 1 hereby revises the Contract Documents dated June 28, 2024. Revisions made herein shall become a binding part of the Contract Documents. Appendix B — Steel Structural Drawinas Drawing HUC-351 was mistakenly omitted from the appendix of the Bidding Documents. Add drawing HUC-351 to the drawing set. Drawing HUC-351 details the 115 kV deadend H-frame. This drawing includes information needed for Bid 1 and Bid 4. This ADDENDUM NO. 1 shall become a legal and binding part of the Contract Documents. All BIDDERS shall acknowledge receipt of this ADDENDUM NO. 1 on the BID FORM and agree to accept the revisions indicated and prepare proposals in accordance therewith. DGR ENGINEERING By Alexander M. Richter, P.E. Minnesota License No. 59098 DGR Engineering — 1302 South Union Street — P.O. Box 511 — Rock Rapids, IA 51246 phone: 712.472.2531 — fax: 712.472.2710 — dgr.com I":A0,:1\ 85\07\I:)rc\SI c\I ,aL F!aIs\Add #1, IVui:dh Sub IMaLei !aIs.docx -- w O moo ti �_ og�33 3w�33 v o3'3 oxa33 � O ?�wN� Eo h o ""_ "---- " ------ " h • • • • or o 14 •d• a U - �� -- U- o o r> _ x.'E' B F _ U o o o _ _ 3 d � c -- -- Q I x -- --- F F -- " wQ j W o Ca F o°a - - >• j H 0 • a- 'Ho • •o o o d O O r> m �. U� o. -.o�E opo o° oe oQ 'o o ono or z >P � a in3N J — _ Q oL� F ry �o� h o _ zz Bidding Documents Furnishing Electric Materials Hutchinson Substation Hutchinson Utilities Commission Hutchinson, Minnesota Contact persons for this Project are as follows: Owner's Representative: Hutchinson Utilities Commission 225 Michigan Street SE Hutchinson, Minnesota 55350 Telephone: 320-587-4746 Daniel Lang Engineering Services Manager Email: dlang@hutchinsommn.gov Engineer: DGR Engineering 1302 South Union Street Rock Rapids, Iowa 51246 Telephone: 712-472-2531 Alex Richter, P.E. Project Manager E-mail: alex.richter@dgr.com Jarrod Luze, P.E. Project Manager E-mail: jarrod.luze@dgr.com P:A04\285\07\DocASpecAMaterials\Hutchinson, MN - Furnishing Electric Materials - 428507-IFB.docx Bidding Documents Furnishing Electric Materials Hutchinson Substation Hutchinson Utilities Commission Hutchinson, Minnesota Table of Contents Page No. Advertisement for Bids.........................................................................AB-1 — AB-2 Instructions to Bidders..........................................................................IB-1 — I13-6 Bid Bond 1-2 - 2 Bid Forms: Bid Form No. 1 — GOAB Switches................................................BF1-1 — BF1-3 Bid Form No. 2 — Capacitor Voltage Transformers .......................BF2-1 — 13172-3 Bid Form No. 3 — Potential Transformers......................................BF3-1 — 13173-3 Bid Form No. 4 — Substation Steel.................................................BF4-1 — 13174-4 Bid Form No. 5 — Steel Transmission Poles...................................BFS-1 — 13175-3 Performance Bond 1-2 - 2 General Requirements..........................................................................GR-1 — GR-5 Technical Specifications: GOAB Switches..............................................................................TS-1 — TS-7 Capacitor Voltage Transformers.....................................................TS-8 — TS-10 Potential Transformers....................................................................TS-11 - TS-13 Substation Steel...............................................................................TS-14 — TS-18 P:A04\285\07\DocASpecAMaterials\Hutchinson, MN - Furnishing Electric Materials - 428507-IFB.docx Steel Transmission Poles................................................................TS-19 — TS-29 Material Agreement..............................................................................MA-1 — MA-4 Appendix A • Geotechnical Report Appendix B • Steel Structural Drawings • T-line Loading Trees P:A04\285\07\DocASpecAMaterials\Hutchinson, MN - Furnishing Electric Materials - 428507-IFB.docx ADVERTISEMENT FOR BIDS Notice is hereby given that on the 14th day of August 2024, until 2:00 p.m., sealed bids will be received by the Hutchinson Utilities Commission of the City of Hutchinson, Minnesota, at the Hutchinson Utilities Office, 225 Michigan Street SE, Hutchinson, MN 55350 and will be publicly opened and read aloud. The equipment required is as follows: Bid No. 1: Furnish Group Operated Air Break (GOAB) Switches Bid No. 2: Furnish Capacitor Voltage Transformers (CVTs) Bid No. 3: Furnish Potential Transformers (PTs) Bid No. 4: Furnish Substation Steel Bid No. 5: Furnish Steel Transmission Poles Each bid item will be treated as a separate bid. The bidder is not required to submit a bid on all bid items. The above equipment shall be in accordance with the Specifications and proposed form of Contract now on file at the Hutchinson Utilities Commission, Hutchinson, Minnesota by this reference made apart hereof, as though fully set out and incorporated herein. Bidders desiring a copy of the project documents for individual use may obtain them from www.questcdn.com. You may download the digital plan documents for $22 by inputting Quest project #9184984 website's Project Search page. Please contact QuestCDN.com at 952-233-1632 or info(a>,questcdn.com for assistance in free membership registration, downloading, and working with this digital project information. An optional paper set of the proposal forms and specifications for individual use may be obtained from the office of the Engineer, DGR Engineering, 1302 South Union Street, PO Box 511, Rock Rapids, IA 51246, telephone 712-472-2531, Fax 712-472-2710, e-mail dgyr(&,dgyr.com, upon payment of $75.00, none of which is refundable. Each bid shall be made out on the Bid Form furnished by the Engineer and shall be accompanied by either a Bid Bond issued by a Surety authorized to do business in the State of Minnesota and made payable to the Hutchinson Utilities Commission; or a certified check, cashier's check, or bank draft drawn on a state or national bank made payable to the Hutchinson Utilities Commission in a sum equal to five percent (5%) of the total bid (contract price). The bid security must not contain any conditions either in the body or as an endorsement thereon. Such bid security shall be forfeited to the Commission as liquidated damages in the event the successful Bidder fails or refuses to enter into a Contract within fifteen (15) days after the award of Contract and post satisfactory Performance and Payment Bonds. The successful Bidder shall furnish a Performance Bond in an amount equal to one hundred percent (100%) of the Contract Price and a Certificate of Insurance with appropriate limits to the Owner prior to the approval of the Contract. Bid envelopes must be clearly marked "Bid Enclosed — Hutchinson Substation - Furnishing Electric Materials". Payment to the Contractor will be made as described in the Material Agreement. The Hutchinson Utilities Commission of the City of Hutchinson, Hutchinson Minnesota reserves the right to defer acceptance of any bid for aperiod not to exceed thirty (30) days after the date bids are received and no bid may be withdrawn during this period. The Commission also reserves the right to waive irregularities and to reject any or all bids as it shall deem to be in the best interest of the Commission. P:A04\285\07\DocASpecAMaterials\Hutchinson, MN - Furnishing Electric Materials - 428507-IFB.docx AB-1 Dated this 26`h day of June, 2024. BY .�.. .��,�/1�iD`J... �..�.,. .a ............. /Y1,�sSi,,�fwPresident !� Date ATTESTED f BY 49v°.. p�tsi� , Secretary Date10��� — P:104\285\07\Doc\Spec\Materials\Hutchinson, MN - Fumishing Electric Materials - 428507 Ad for Bids.docx AB-2 INSTRUCTIONS TO BIDDERS 1.01 FAMILIARITY OF CONDITIONS. A. Bidders are required to examine to their satisfaction, the Plans and Specifications and to make sure that the requirements are fully understood. The failure or omission of any Bidder to examine any form, instrument, or document shall in no way relieve any Bidder from any obligation regarding their bid. 1.02 BIDDERS QUALIFICATIONS. A. Bidder must be capable of performing the work bid upon. The lowest responsive Bidders will be required to satisfy the Owner as to their integrity, experience, number of Employees, equipment, personal, and financial ability to perform and ability to finance the cost of the work. B. If the information and data requested by the Owner is not furnished, the Owner may consider the Bidder non -responsive or non -responsible. The Owner reserves the right, in its sole and absolute discretion, to accept the bid of a Bidder even though said Bidder has not submitted any information, list, data or statement requested. C. The Owner reserves the right to reject any bid if the Owner determines, in its sole and absolute discretion, that the Bidder is not properly qualified to carry out the obligations of the Contract and/or to complete the work contemplated by the Contract. Conditional bids will not be accepted. 1.03 METHOD OF BIDDING. A. Bids shall be submitted on a unit price or lump sum basis as stated on the Bid form. In preparing a bid, the Bidder shall specify the price, written legibly in ink or typewritten, at which the Bidder proposes to do each item of work. The price shall be stated with respect to each and every alternate item, whether an add alternate, or a deduct alternate. Failure to state a price for any alternate bid item shall constitute a non -responsive bid that will not be considered. The prices shall be stated in figures. In items where unit price is required, the total amount for each item shall be computed at the unit prices bid for the quantities given in the estimate. In the event of discrepancies in the unit price extensions listed in the bid, unit prices shall govern. B. For all work let on a unit price basis, the Engineer's estimate of quantities shown on the bid is understood to be approximate only, and will be used only for the purpose of comparing bids. For work let on a lump sum basis, any estimate of quantities provided is furnished for the convenience of Bidders and is not guaranteed. 1.04 BID SECURITY. A. Each bid shall be accompanied by bid security as specified in the Advertisement for Bids and made payable to the Owner. Should the Bidder receiving the award fail to P:A04\285\07\DocASpecAMaterials\Hutchinson, MN - Furnishing Electric Materials - 428507-IFB.docx I13-1 execute a satisfactory Contract and file acceptable bonds within fifteen (15) days after the award of Contract, the Owner may consider Bidder to be in default, annul the Notice of Award, and the bid security of that Bidder will be forfeited. Such forfeiture shall be the Owner's exclusive remedy if Bidder defaults. B. The bid security of unsuccessful Bidders will be returned promptly after the award has been made. In no case will the bid security be held longer than thirty (30) days without written permission of the Bidder, except that the bid security of the Bidder to whom the Contract is awarded will be retained until he or she has entered into Contract and filed an acceptable Bond. 1.05 TAXES. A. The prices for material items in all bids shall not include provisions for the payment of any taxes to the State of Minnesota. The Owner will issue a tax exemption certificate to the successful Bidder. 1.06 ALTERNATE MATERIALS. A. Requests for approval of `or -equal' materials and equipment shall be submitted to the Engineer in writing at least fifteen days prior to receipt of bids. Each request shall conform to the terms and conditions of the bidding documents and to the type, function, and quality standards of approved materials and equipment. The burden of proof of the merit of proposed `or -equal' materials and equipment is upon the Bidder. The Engineer's decision of approval or disapproval of a proposed `or -equal' item will be final. No substitution shall be approved except by a written addendum issued to all prospective Bidders. B. Bidders may submit bids for alternate materials which do not meet all the detailed requirements of the Specifications. Such submissions shall be in addition to the base bid which shall comply with all requirements of the Specifications. Bid evaluation and Contract award will be made based on the base bid. Alternate materials will then be considered, and the final Contract amount adjusted accordingly if the Owner decides to accept bids for alternate materials. In submitting bids for alternate materials, Bidders shall submit manufacturer's data and note the exceptions to the requirements of the Plans and Specifications. C. Additionally, as part of evaluating `or -equal' requests, engineer will consider the following: Manufacturer's ability to conform with the project specifications. 2. Manufacturer's relevant experience. 1.07 TERMS AND CONDITIONS. A. The Bidder is invited to attach their standard patent protection and liability limitation conditions, but shall not include any other terms and conditions to this bid. Attachment P:A04\285\07\DocASpecAMaterials\Hutchinson, MN - Furnishing Electric Materials - 428507-IFB.docx I13-2 of additional terms and conditions shall be grounds for disqualification of the submitted bid. 1.08 CHANGES IN QUANTITIES. A. Not used. 1.09 SUBMISSION OF BIDS. A. Bidders will be furnished with bid form(s) giving the estimate of quantities needed to complete the work. Two copies of the completed bid form(s) and all supporting documentation shall be included with the bid. B. If the bid is made by an individual, his or her name and post office address must be shown. If made by a firm or partnership, the name and post office address of the firm or partnership must be shown. If made by a corporation, the person signing the bid must name the state under the laws of which the corporation is chartered, and the name, title, and business address of the executive head of the corporation. Anyone signing a bid as agent may be required to submit satisfactory evidence of his or her authority to do so. C. Any changes or alterations made in the official bid form, or any additions thereto, may result in the rejection of the bid. No bid will be considered which contains a clause in which the Bidder reserves the right to accept or reject a Contract awarded by the Owner. Bids in which the unit prices are obviously unbalanced may be rejected. D. Should the Bidder find discrepancies, ambiguities, or omissions from these documents, they should immediately notify the Engineer and an addendum will be sent to all known entities holding copies of the Bidding Documents. E. Two copies of each bid form and all supporting documentation shall be provided. Bids shall be placed in an opaque envelope and the envelope sealed and marked "Bid Enclosed — Hutchinson Substation - Furnishing Electric Materials" to indicate its contents. If forwarded by mail, the envelope shall be mailed to the following address: Hutchinson Utilities Commission 225 Michigan Street SE Hutchinson, MN 55350-1905 F. Receipt of any Addenda must be acknowledged on the bid form or a copy of any Addenda relating to the bid shall be signed and attached to the bid. G. No oral, facsimile machine, telegraphic or telephonic bids or modifications will be considered. P:A04\285\07\DocASpecAMaterials\Hutchinson, MN - Furnishing Electric Materials - 428507-IFB.docx I13-3 1.10 MODIFICATION OR WITHDRAWAL OF BIDS. A. A bid may be withdrawn by an appropriate document duly executed in the same manner that a bid must be executed and delivered to the place where bids are to be submitted prior to the date and time for the opening of bids. Upon receipt of such notice, the unopened bid will be returned to the Bidder. B. If a Bidder wishes to modify its bid prior to bid opening, Bidder must withdraw its initial bid and submit a new bid prior to the date and time for the opening of bids. C. No bid may be withdrawn for a period of thirty (30) days after the scheduled date and time for the receipt of bids. 1.11 CONTRACT AWARD. A. Award of the Contract, if an award is made, will be on the basis of the Contract Price as is in the best interest of the Owner. It is the intent of the Owner to award one (1) Contract for each of the bid(s) as is deemed to be in the best interest of the Owner. The effect of the Contract Price, guaranteed delivery date, dimensions, and the experience record of the Bidder on equipment of similar size and rating will be considered when evaluating the bids. This may also include location of manufacturing and assembly, and preference may be given to equipment manufactured and assembled in the USA. The Owner reserves the right to reject any or all bids, waive technicalities, and make award(s) as deemed to be in the best interest of the Owner. In addition to cost, other items that will impact the award decision include the following: 1. Relevant experience with equipment of similar size and type. 2. Support capabilities. 3. Ability to meet specified delivery schedule. 4. Conformance to Project Specifications. 5. Life cycle and maintenance costs. 6. The Owner's and Engineer's experience with equipment submitted by the Bidder. 1.12 PERFORMANCE BOND. A. The Bidder to whom the Contract is awarded shall furnish a Performance Bond in an amount equal to the Contract Price of the bid guaranteeing the faithful performance of the work in accordance with the terms of the Contract. Such Bond shall be with a Surety company authorized to do business in the State of Minnesota and in form acceptable to the Owner. Any costs associated with procuring the necessary Bond shall be included in the bid prices. P:A04\285\07\DocASpecAMaterials\Hutchinson, MN - Furnishing Electric Materials - 428507-IFB.docx I13-4 1.13 EXECUTION OF CONTRACT. A. The Bidder to whom the Contract has been awarded shall enter into Contract with the Owner within fifteen (15) days after the award has been made. B. No bid shall be considered binding upon the Owner until the Contract is properly executed by both parties and all required Bonds are filed and certificates of insurance are in place. C. The Contract, when executed, shall be combined with all the Contract Documents identified in the Material Agreement representing the entire agreement between parties. The Bidder shall not claim any modification resulting from representation or promise made by representative of the Owner or other persons. 1.14 PROJECT SCHEDULE. A. The desired delivery dates are as follows: 1. GOAB Switches August 29, 2025 2. CVTs August 29, 2025 3. PTs August 29, 2025 4. Substation Steel a. Anchor bolts, templates, and cages May 1, 2025 b. Steel August 29, 2025 5. Steel Transmission Poles a. Anchor bolts, templates, and cages May 1, 2025 b. Steel Poles August 29, 2025 Based on current material availability, both later and earlier delivery dates will be considered by the Owner and should be listed on the bid form. B. Material offloading and installation will be completed by Others. C. The Bidder shall provide in his bid a guaranteed delivery date. The Owner reserves the right to deduct from the Contract Price $500 per day for each calendar day after the contracted delivery date that the equipment is not delivered to the site. This price reduction shall be in lieu of proving an actual loss via legal or arbitration proceedings. D. The Owner agrees to indemnify the Contractor for circumstances beyond his control, including acts of God, acts of government, and related circumstances. Actions that cause delivery delays that are under the control of the Contractor are failure to allow P:A04\285\07\DocASpecAMaterials\Hutchinson, MN - Furnishing Electric Materials - 428507-IFB.docx I13-5 sufficient time for manufacturing, failure to inform the Engineer of changes in the manufacturing schedule, or lack of cooperation in establishing effective measures by which delays could be minimized. E. The Contractor shall provide monthly progress reports to the Engineer during the manufacturing of the equipment. * * * END OF SECTION * * * P:A04\285\07\DocASpecAMaterials\Hutchinson, MN - Furnishing Electric Materials - 428507-IFB.docx I13-6 PENAL SUM FORM IFNC INFFF° MINF CONFFAG[ DOCUMENTS COMMITTEE Any singular reference to Bidder, Surety, Owner or other party shall be considered plural where applicable. BIDDER (Name and Address): SURETY (Name, and Address of Principal Place of Business): OWNER (Name and Address): M Bid Due Date: Description (Project Name— Include Location): BOND Bond Number: Date: Penal sum $ (Words) (Figures) Surety and Bidder, intending to be legally bound hereby, subject to the terms set forth below, do each cause this Bid Bond to be duly executed by an authorized officer, agent, or representative. BIDDER SURETY (Seal) Bidder's Name and Corporate Seal 2 Surety's Name and Corporate Seal :� Signature Print Name Title Attest: Attest: Signature (Seal) Signature (Attach Power of Attorney) Print Name Title Signature Title Title Note: Addresses are to be used for giving any required notice. Provide execution by any additional parties, such as joint venturers, if necessary. EJCDC® C-430, Bid Bond (Penal Sum Form). Published 2013. Prepared by the Engineers Joint Contract Documents Committee. Page 1 of 2 �'.,° (" PENAL SUM FORM IFNC INFFFS MINF CONFFAG[ DOCUMENFS COMMITTEE 1. Bidder and Surety, jointly and severally, bind themselves, their heirs, executors, administrators, successors, and assigns to pay to Owner upon default of Bidder the penal sum set forth on the face of this Bond. Payment of the penal sum is the extent of Bidder's and Surety's liability. Recovery of such penal sum under the terms of this Bond shall be Owner's sole and exclusive remedy upon default of Bidder. 2. Default of Bidder shall occur upon the failure of Bidder to deliver within the time required by the Bidding Documents (or any extension thereof agreed to in writing by Owner) the executed Agreement required by the Bidding Documents and any performance and payment bonds required by the Bidding Documents. 3. This obligation shall be null and void if: 3.1 Owner accepts Bidder's Bid and Bidder delivers within the time required by the Bidding Documents (or any extension thereof agreed to in writing by Owner) the executed Agreement required by the Bidding Documents and any performance and payment bonds required by the Bidding Documents, or 3.2 All Bids are rejected by Owner, or 3.3 Owner fails to issue a Notice of Award to Bidder within the time specified in the Bidding Documents (or any extension thereof agreed to in writing by Bidder and, if applicable, consented to by Surety when required by Paragraph 5 hereof). 4. Payment under this Bond will be due and payable upon default of Bidder and within 30 calendar days after receipt by Bidder and Surety of written notice of default from Owner, which notice will be given with reasonable promptness, identifying this Bond and the Project and including a statement of the amount due. 5. Surety waives notice of any and all defenses based on or arising out of anytime extension to issue Notice of Award agreed to in writing by Owner and Bidder, provided that the total time for issuing Notice of Award including extensions shall not in the aggregate exceed 120 days from the Bid due date without Surety's written consent. 6. No suit or action shall be commenced under this Bond prior to 30 calendar days after the notice of default required in Paragraph 4 above is received by Bidder and Surety and in no case later than one year after the Bid due date. 7. Any suitor action under this Bond shall be commenced only in a court of competent jurisdiction located in the state in which the Project is located. 8. Notices required hereunder shall be in writing and sent to Bidder and Surety at their respective addresses shown on the face of this Bond. Such notices may be sent by personal delivery, commercial courier, or by United States Registered or Certified Mail, return receipt requested, postage pre -paid, and shall be deemed to be effective upon receipt by the party concerned. 9. Surety shall cause to be attached to this Bond a current and effective Power of Attorney evidencing the authority of the officer, agent, or representative who executed this Bond on behalf of Surety to execute, seal, and deliver such Bond and bind the Surety thereby. 10. This Bond is intended to conform to all applicable statutory requirements. Any applicable requirement of any applicable statute that has been omitted from this Bond shall be deemed to be included herein as if set forth at length. If any provision of this Bond conflicts with any applicable statute, then the provision of said statute shall govern and the remainder of this Bond that is not in conflict therewith shall continue in full force and effect. 11. The term "Bid" as used herein includes a Bid, offer, or proposal as applicable. EJCDC® C-430, Bid Bond (Penal Sum Form). Published 2013. Prepared by the Engineers Joint Contract Documents Committee. Page 2 of 2 BID FORM NO.2 Capacitor Voltage Transformers (CVTs) TO: Hutchinson Utilities Commission Hutchinson, Minnesota FROM: Bidder's Name Border States Address NE 1192. 53r St Albertville, MN 55301 Pursuant to and in compliance with the Advertisement for Bids and the Instructions to Bidders relating thereto, the terms of which are incorporated herein by reference thereto, the undersigned as Bidder offers and agrees, if this offer is accepted, to furnish and deliver the equipment and materials in strict conformance with the Specifications forming a part of these Contract documents and in accordance with following Addenda for the sum indicated on the following bid schedule. Addendum Number Addendum Date 1. The prices set forth herein do not include any sums which are or may be payable by the seller on account of taxes imposed by the State of Minnesota upon the sale, purchase or use of the equipment. If any such tax is applicable to the sale, purchase or use of the equipment, the amount thereof shall be paid by the Owner. i 4 2. The prices included herein are firm without regard for time of delivery, increase in cost from Bidder, or any other factor. 3. The price of the equipment set forth herein shall include the cost of delivery to the job site as set forth in the Specifications. The guaranteed delivery date of the equipment shall be included in this Bid. 4. Title to the equipment shall pass to the Owner after all required field testing has met the requirements of the specification and the test results have passed the requirements. This bid is void unless a materials Contract based on this bid is entered into by the Owner and the Contractor within thirty (30) days after the date hereof. 6. The undersigned being familiar with all the details, conditions, and requirements hereby proposes to furnish the following material to Hutchinson Utilities Commission, in strict conformance with the specifications and Bidding Documents, to -wit: P:\04\285\07\Doc\Spec\Materials\Hutchinson, MN - Fumishing Electric Materials - 428507-IFB.docx BF2-1 l Item No. Description_ Unit Price [Extended Price $ 9582.61 $ 114,991.32 A 12 115 kV CVT (ea.) 114,991.32 CONTRACT PRICE: GE VERNOVA CVT Manufacturer and Location: Attach a sketch of the proposed switch configuration with all CVT Dimensions: dimensions and wei hts. Approximate Weight of CVT: Delivery Date: 30-32 WKS ARO * All materials shall be F.O.B. Hutchinson, Minnesota P:\04\285\07\Doc\Spec\Materials\Hutchinson, MN - Furnishing Electric Materials - 428507-IFB.docx BF2-2 Bid Security Enclosed The undersigned bidder certifies that this bid is made in good faith without collusion or connection with any other person or persons bidding on the work. The undersigned bidder states that this bid is made in conformity with the Contract Documents and agrees that, in the event of any discrepancies or differences between any conditions of this bid and the Specifications, the provisions of the latter shall prevail. Dated this 11 day of :.. "` , 20— Bidder Address��.�. f...F Authorized Officer: V{04 " Signature Print Title Phone E-mail _ ..._..... i Contact for Contract Document Processing: Name Phone E-mail Contact for Order Status Updates: Name Phone E-mail P:\04\285\07\Doc\Spec\Materials\F(utchinson, MN - Fumishing Electric Materials - 428507-1FB.docx BF2-3 Project #428507 Furnishing Electric Materials — Hutchinson Substation After review of the bid documents, Border States has identified the below exceptions and clarifications to the bid documents. Border States is happy to discuss the requested revisions with you, should it be awarded the contract. Exceptions & Clarifications Instructions to Bidders �► Section 1.14 Project Schedule: Regarding Paragraph C, delivery dates are Border States' best estimates, and Border States does not agree to liquidated damages. While Border States will make commercially reasonable efforts to meet all estimated delivery dates, Border States cannot guarantee delivery dates. Please see Border States' quotation providing the expected delivery dates for the material as stated in weeks from the anticipated date of receipt of the purchase order. The lead times for all deliveries will be determined from the date Border States receives a purchase order for the material and will be communicated when Border States receives the purchase order. All lead times are subject to change and Border States will promptly communicate any changes in the lead times. Bid Forms: a Proposed pricing is valid for the time period as stated in the proposal or quote. 0 Delivery dates are estimates only and are not guaranteed. • Risk of loss shall transfer to the Owner upon delivery. General Reg,uirements U, Section 1.04 Submittals: Regarding Paragraph E, approval of drawings, data, or submittals by Engineer shall serve as confirmation and is conclusive that such documents are accurate and meet the Owner's requirements. Section 1.04 Submittals: Regarding Paragraph C, risk of loss shall transfer upon delivery. • Section 1.07 Insurance Requirements: Regarding Paragraph B, risk of loss shall transfer upon delivery. Section 1.08 Warranty: As a distributor, Border States does not provide a separate warranty for the goods it sells, and the goods will be limited solely to the warranty provided the manufacturer. In the event of a warranty claim, Border States will make commercially reasonable efforts to assist the Buyer in pursuing the warranty claim and will negotiate with the manufacturer regarding costs associated with a warranty claim. Border States' warranty terms are as follows: Owner agrees that Contractor has not made and does not make any warranty or representation whatsoever, express or implied, as to the products supplied, including, without limitation, any warranty or representation as to: (i) the description, condition, design, quality, or performance of the products; or (ii) the merchantability or fitness or suitability of the products for a particular use or purpose, whether or not disclosed to Contractor. Products will be limited solely to the warranty extended by the original manufacturer or vendor to the extent permissible thereunder. Section 1.06 Liquidated Damages: Border States does not agree to liquidated damages. Please add the following terms regarding delivery dates: Shipment or delivery dates are the best estimates of Contractor and its suppliers and are not guaranteed. While Contractor will make commercially reasonable efforts to meet all estimated delivery dates, in no case will Contractor be liable for any special, incidental, direct, indirect, consequential, punitive, exemplary, or special damages (whether sounding in contract, tort, strict liability, or otherwise) arising from any delay in shipment or delivery, regardless of whether Contractor knew or should have known of the possibility of such damages. • Section 1.07 Termination: The order is not cancellable except upon the written consent of Border States. If cancellation of an order is requested, Owner will be .-.m liable for all resulting cancellation charges, up to 100% of the contract price. 0 Section 1.16 Risk of Loss: Regarding Paragraph A, risk of loss shall transfer to the Owner upon delivery. GTE'H� Regarding the specifications included in the bid package, all goods and equipment will be subject to the manufacturer's terms and conditions and remedies. All products and equipment will also be subject to the manufacturer's warranty and remedies included in the manufacturer's terms and conditions. All exceptions taken by the manufacturer are included with and incorporated into Border States' proposal. 2 �,kry EV-1i Y y.. Border States - TSS 2400 38th St S Fargo ND 58104 Phone: 701-293-5834 HUTCHINSON UTILITIES —SUBSTATION -- JOB —SUBSTATION 225 MICHIGAN ST SE HUTCHINSON MN 55350-1905 Cust Item Item 000010 Material MFG - Description - OTCF 123 JYHVOTCF123FG Quote Page: 1 of 2 Quote: 27634143 Sold -To Acct #: 5004 Valid From: 08/13/2024 To: 09/30/2024 Payment Terms: NET 25TH PROX (31) Created By: Tel No: 763497-6822 Fax No: Inco Terms: PPA PREPAID & ALLOW FREIGHT Ship -to: HUTCHINSON UTILITIES -SUBSTATION JOB -SUBSTATION 10 GARDEN RD NE HUTCHINSON MN 55350 Quantity Price Per UoM Value 12 EA 9,582.61 / 1 EA 114,991.32 "' See attached Data sheets and additional information. Delivery: Currently 30-32 weeks ARO. Accessories Included in Price: Aluminum 4-hole NEMA primary terminal - Aluminum 2-hole NEMA ground pad - Oil level sight glass on base tank - Heater - Puncture pin Carrier Accessories Adder: The price does not include any carrier accessories. If ordered with carrier accessories, add $600 per unit to the price. Additional Clarifications: - The price includes shipment to Hutchinson, MN. - Units are manufactured in Itajuba, Braziil. - Our offer includes routine tests per the appropriate standard. Our offer does not include any type tests. - GE factory is ISO 9001 certified. - GE does not provide any equipment BOMs. - GE does not recommend the purchasing and/or storage of any spare parts nor are any special tools required. - GE equipment is hermetically sealed. No periodic maintenance of the insulating oil Is required and no oil fill port is provided on PT, CTs, CMUs, or coupling capacitor sections. The CCVT base tank is provided with a M12 oil fill port. - GE equipment is manufactured from marine grade Aluminum andlor galvanized steel and does not require any paint - Approval drawings will be provided approximately 4 weeks ARO and customer will be given 2 weeks to review and approve the drawings. NOTE ANY PURCHASE ORDER SHOULD REFERENCE THIS QUOTE NUMBER Border States - TSS 2400 38th St S Fargo ND 58104 Phone: 701-293-5834 Cust Item Item Quote Page: 2 of 2 Quote: 27634143 Sold -to Acct #: 5004 Valid From: 08/13/2024 To: 09/30/2024 Material Quantity Price Per UoM MFG - Description Payment Conditions: 100% NET 30 days after delivery, payment by wire transfer. Value Warranty: Twelve (12) months after installation, not to exceed eighteen (18) months after delivery. The warranty does not cover any in -and -out costs (except freight) only repair or replacement of the defective equipment at GE discretion. Extended Warranty Adder GE Grid Solutions can also provide an extended warranty for an additional 2% per 12-month period. The maximum total duration of the warranty (standard and extended) cannot exceed 60 months from operation or 66 months from notification of readiness to ship. In addition, the extended warranty does not cover any in -and -out costs (except freight) only repair or replacement of the defective equipment at GE discretion. CVT: Cancellation Charge (% of contract value): 1 # 2 weeks after receipt of order 5% 2 # 6 weeks after receipt of order 15% 6 weeks after receipt of order - 8 weeks before shipment 35% 4 # 8 weeks before shipment 60% 0 # 4 weeks before shipment 100% Total $ 114,991.32 State Tax $ 6.875 % 7,905.65 County Tax $ 0.000 % 0.00 Local Tax $ 0.000 % 0.00 Other Tax1 $ 0.000 % 0.00 Other Tax2 $ 0.000 % 0.00 Other Tax3 $ 0.000 % 0.00 Tax Subtotal $ 6.875 % 7,905.65 Net Amount $ 122,896.97 To access Border States Terms and Conditions of Sale, please go to https://www.borderstates.com The quoted sales tax is an estimate only based upon the information 1 provided in this quote and wilt be finalized at the time of Invoice based upon the material purchased, quantity purchased, and delivery location. 1 Shipping and handling fees in this quote are an estimate only and will be finalized at the time of Invoice. All clerical errors contained herein are subject to correction. In the event of any cost or price increases from manufacturers or other suppliers, caused by, but not Limited to, currency fluctuations, raw material or labor prices, fuel or transportation cost increases, and any import tariffs, taxes, fees, or surcharges, Border States reserves the exclusive right to change its pricing at the time of shipping and will provide notice of any such change to its customers prior to costs being incurred. T 0 Fa- J w w oZ 0 w� Q a wg w [if o 0w w W� Q (� zw � � Z w O w d � a G3 O E Eo E E o Eo v Y my wNg N c " m g n ° Q in o o o) E ^ E ....._.. d y o w ro ro a o f y �g m v o N o o c w m E o o 0 - E y a'c E ni ° .E :✓� E E ° E y o E ro E._ m o ¢-p c_ m ..u..........._... .o�my ro m ayi ro ro~ ® m - y m .0 E .0 m o o C d ui mE .° o occ E�' E vi a) 2wo °, x •-`m m a ® wui B E M aon M u d N ro O) C a C m U CO a ro O w W t O o o d ro W N 0. _ A T N ro ro O p— V ,N S Ul l0 ro U p. U C O 'N O O N " coi Er E i0 v` m00 c x EE �a Evm> d m U� 2QV m m'cro roZ �1-7)Q. W Z c= �000m3 �UUHI- rod�_.�ro CL cal- �4ai0 p a N M of l0 6 P aD OS N M Q ,L5 t0 P afJ 0) N n m E y O _ U C C9 IR M ti tPU X O C •ro C U > X y p> C LL hM- 0 O 0 O O O ro y p w c v U a r Q oQ ro � y y c p X ro � r N N � ro � E N ry N Z, E w c d V U• w 1d Q E 0 0 c a°i . o ..................... o UT.� y C U y, E r C y .5 O 2 ro o 0. ' p, N i O roO ro o `roN ...,. ..... 0 C +I EV 'm° ,NN NO `Od2N dVN N� Uro m LL LL LL a0 w V O c :2 O U C 0, V o N �c . ro d m y N N Np .2,- W O O O C N C ®CQV C O D U= yo d r E a v a a m o r m` ° `m Or U(/)!-uz x u o W I— Z 0 f? S u O C ro E 0 o m N LL U 0 z cn C� Q 0 J z w U O Q CO Z O �_ w 0 Q Q U I V Ctl ,IS n�ro�n qR)'�6 m dtlb +6fr agpt+ a[u / 1 Y w5 J y>, , d dk'& a A ,iw1( sl dG 1'k uG Yb �d'W epo- Apagrry a ,a qw %q wa sn),,k l9. ro� AlZO p IHAages{, a+g%/o',w,.0 a. 1. g, x)'aUagrng lW �,Y J1+4'.' Yr R'i O,kNu�nrvyp,rr�ep n. owep +)aw.PU M�uuv .un: pwl0 cwau.ry F:w,F)a++l�9 uV Nu UV+K'S t»n y„w..dro,�wi, 'war4.m'a.a 4.svy5rwnm�bn �,yq y14MwYYYxI.N t„4 a wl il1:WIVI tAW ,I�N i3ia0))INM „)'ll (t(;Inb,:,)w.i td .7Ck F"dQC lFI.,P111hrACt.J eA BID FORM NO.3 Potential Transformers TO, Hutchinson Utilities Commission Hutchinson, Minnesota FROM: Bidder's Name Address oL 1 3 r-d�1 5 �' `' �--5 3 a Pursuant to and in compliance with the Advertisement for Bids and the Instructions to Bidders relating thereto, the terms of which are incorporated herein by reference thereto, the undersigned as Bidder offers and agrees, if this offer is accepted, to furnish and deliver the equipment and materials in strict conformance with the Specifications forming a part of these Contract documents and in accordance with following Addenda for the sum indicated on the following bid schedule. ,Fl Addendum Number Addendum Date L 1. The prices set forth herein do not include any sums which are or may be payable by the seller on account of taxes imposed by the State of Minnesota upon the sale, purchase or use of the equipment. If any such tax is applicable to the sale, purchase or use of the equipment, the amount thereof shall be paid by the Owner. 2. The prices included herein are firm without regard for time of delivery, increase in cost from Bidder, or any other factor. 3. The price of the equipment set forth herein shall include the cost of delivery to the job site as set forth in the Specifications. The guaranteed delivery date of the equipment shall be included in this Bid. 4. Title to the equipment shall pass to the Owner after all required field testing has met the requirements of the specification and the test results have passed the requirements. This bid is void unless a materials Contract based on this bid is entered into by the Owner and the Contractor within thirty (30) days after the date hereof. 6. The undersigned being familiar with all the details, conditions, and requirements hereby proposes to furnish the following material to Hutchinson Utilities Commission, in strict conformance with the specifications and Bidding Documents, to -wit: P:\04\285\07\Doc\Spec\Materials\Hutchinson, MN - Furnishing Electric Materials - 428507-IFB.doex BF3-1 Item No. Description_ Unit Price Extended Price A 11 69 kV Potential Transformers $ 8654.32 $ 95197.85 1.0.1.. 74.2..70..... CONTRACT PRICE: $ PT Manufacturer and Location: PT Dimensions: Approximate Weight of Potential Transformer: Delivery Date: GE VERNOVE Attach a sketch of the proposed PT configuration with all dimensions and weights. 30-32 WKS ARO * All materials shall be F.O.B. Hutchinson, Minnesota P:\04\285\07\Doc\Spec\Materials\Hutchinson, MN - Furnishing Electric Materials - 428507-IFB.docx BF3-2 Bid Security Enclosed The undersigned bidder certifies that this bid is made in good faith without collusion or connection with any other person or persons bidding on the work. The undersigned bidder states that this bid is made in conformity with the Contract Documents and agrees that, in the event of any discrepancies or differences between any conditions of this bid and the Specifications, the provisions of the latter shall prevail. Dated this day of wS+ , 2024. Bidder F Address J)-5-'R _77 5t Fy E Authorized Signature Officer - Print M, e4w4._._...._..... Title "' �t Phonem7KJ �.m_._.._ E-mail �~ ►. - ..:..... ". V Contact for Contract Document Processing: Name Phone E-mail Contact for Order Status Updates: Name Phone E-mail P:\04\285\07\Doc\Spec\Materials\Hutchinson, MN - Fumishing Electric Mwerials - 428507-IFB.docx BF3-3 POTENTIAL TRANSFORMERS PART u - GENERAL AL 1.01 SCOPE: A. The Advertisement for Bids, Instructions to Bidders, Bid Form, and General Requirements of the Contract are hereby made part of this section. B. Work under this Section includes furnishing and delivering the potential transformers (PTs) as specified herein. C. It will be assumed that the manufacturer is quoting in strict conformance with these specifications unless the quotation includes a statement and description of proposed exceptions. D. Work performed by Others: 1. Unloading and installation of PTs. 1.02 SUBMITTALS: A. See General Requirements, for submittal procedures. B. Shop Drawings: 1. Dimensions. 2. Descriptive data. 3. Performance data. 4. Electrical schematics. 5. Ratio correction factor and phase angle curves. C. In addition, the successful bidder shall, under separate cover, furnish electronic copies of certified "record" drawings in AUTOCAD and PDF format. 1.03 PAYMENT: A. Payment shall be at the unit prices as shown on the Bid Form. 1.04 WARRANTY: A. See General Requirements Section. P:\04\285\07\Doc\Spec\Materials\Hutchinson, MN - Fumishing Electric Materials - 428507-IFB.doex TS-11 PART 2 PRODUCTS 2.01 ACCEPTABLE MANUFACTURERS: A. Trench. B. Kuhlman/ABB/Hitachi. C. Instrument Transformer Equipment Corporation. D. Ritz. E. GE. F. Or Engineer approved equal prior to bid. 2.02 POTENTIAL TRANSFORMER CONSTRUCTION: A. Potential transformers shall include the following: 1. Single phase, 60 Hz, outdoor type in accordance with ANSI C57.13, except as modified in this specification. 2. Shall meet all ANSI and IEC metering and protection class accuracies. 3. Hermetically sealed using nitrile rubber gaskets. 4. Head shall be made of corrosion resistant aluminum and polyester powder coated. 5. Compensation for oil expansion shall be by a dry nitrogen cushion. 6. Secondary shall have two windings, each provided with a tap for secondary voltages. Ratios shall be as listed in this specification. 7. Primary rating shall be as specified, for connection to a nominal 69 kV line or bus. The PTs shall have the following ratings: 1 P:\04\285\07\Doc\Spec\Materials\Hutchinson, MN - Furnishing Electric Materials - 428507-IFB.docx TS-12 System voltage (kV) 69 MCOV, L-L (kV) 72.5 Basic Insulation Level (BIL) (kV) 350 Primary voltage rating, L-G (kV) 40.25 Voltage ratio, both secondaries 350/600:1 Rated secondary (Volts) 115/67.08 Accuracy and burden rating 0.3 ZZ Thermal rating (VA) 5000 Creepage distance (in) 52 Strike distance (in) 23 Induced voltage (kV) 140 8. Metering accuracy class shall be 0.3 with burdens W, X, Y, Z, and ZZ. 9. Insulating oil (if used) shall be the manufacturer's standard product and certified PCB free. 10. Ground pad shall be provided suitable for a NEMA 2-hole connector. 11. Bushings: a. Porcelain. b. Color: Gray. C. Connector: NEMA 4-hole spade. 12. Magnetic oil level gauge shall be provided. 13. Oil filling plug with nitrogen filling valve and oil drain valve shall be included. 14. Cabinet heaters shall be provided as required to minimize condensation in the enclosure. 15. Lifting holes or ears shall be provided on the base. 16. Include a 5 kV neutral bushing with removable copper strap for testing the single bushing unit. PART 3 - EXECUTION 3.01 See General Requirements section. * * * END OF SECTION P:\04\285\07\Doc\Spec\Materials\Hutchinson, MN - Fumishing Electric Materials - 428507-IFB.docx TS-13 Project #428507 Furnishing Electric Materials — Hutchinson Substation After review of the bid documents, Border States has identified the below exceptions and clarifications to the bid documents. Border States is happy to discuss the requested revisions with you, should it be awarded the contract. Exceptions & Clarifications Instructions to Bidders Section 1.14 Project Schedule: Regarding Paragraph C, delivery dates are Border States' best estimates, and Border States does not agree to liquidated damages. While Border States will make commercially reasonable efforts to meet all estimated delivery dates, Border States cannot guarantee delivery dates. Please see Border States' quotation providing the expected delivery dates for the material as stated in weeks from the anticipated date of receipt of the purchase order. The lead times for all deliveries will be determined from the date Border States receives a purchase order for the material and will be communicated when Border States receives the purchase order. All lead times are subject to change and Border States will promptly communicate any changes in the lead times. Bid Forms Proposed pricing is valid for the time period as stated in the proposal or quote. 0 Delivery dates are estimates only and are not guaranteed. Risk of loss shall transfer to the Owner upon delivery. General Requirements • Section 1.04 Submittals: Regarding Paragraph E, approval of drawings, data, or submittals by Engineer shall serve as confirmation and is conclusive that such documents are accurate and meet the Owner's requirements. Section 1.04 Submittals: Regarding Paragraph C, risk of loss shall transfer upon delivery. Section 1.071nsurance Requirements: Regarding Paragraph B, risk of loss shall transfer upon delivery. Section 1.08 Warranty. As a distributor, Border States does not provide a separate warranty for the goods it sells, and the goods will be limited solely to the warranty provided the manufacturer. In the event of a warranty claim, Border States will make commercially reasonable efforts to assist the Buyer in pursuing the warranty claim and will negotiate with the manufacturer regarding costs associated with a warranty claim. r, Border States' warranty terms are as follows: Owner agrees that Contractor has not made and does not make any warranty or representation whatsoever, express or implied, as to the products supplied, including, without limitation, any warranty or representation as to: (i) the description, condition, design, quality, or performance of the products; or (ii) the merchantability or fitness or suitability of the products for a particular use or purpose, whether or not disclosed to Contractor. Products will be limited solely to the warranty extended by the original manufacturer or vendor to the extent permissible thereunder. Section 1.06 Liquidated Damages: Border States does not agree to liquidated damages. Please add the following terms regarding delivery dates: Shipment or delivery dates are the best estimates of Contractor and its suppliers and are not guaranteed. While Contractor will make commercially reasonable efforts to meet all estimated delivery dates, in no case will Contractor be liable for any special, incidental, direct, indirect, consequential, punitive, exemplary, or special damages (whether sounding in contract, tort, strict liability, or otherwise) arising from any delay in shipment or delivery, regardless of whether Contractor knew or should have known of the possibility of such damages. Section 1.07 Termination: The order is not cancellable except upon the written consent of Border States. If cancellation of an order is requested, Owner will be liable for all resulting cancellation charges, up to 100% of the contract price. Section 1.16 Risk of Loss: Regarding Paragraph A, risk of loss shall transfer to the Owner upon delivery. Regarding the specifications included in the bid package, all goods and equipment will be subject to the manufacturer's terms and conditions and remedies. All products and w . equipment will also be subject to the manufacturer's warranty and remedies included in the manufacturer's terms and conditions. All exceptions taken by the manufacturer are included with and incorporated into Border States' proposal. a Border States - TSS 2400 38th St S Fargo ND 58104 Phone: 701-293-5834 p HUTCHINSON UTILITIES —SUBSTATION If JOB —SUBSTATION 225 MICHIGAN ST SE HUTCHINSON MN 55350-1905 L Cust Item Item 000010 Material MFG - Description Quote Page: 1 of 2 Quote: 27634176 Sold -To Acct #: 5004 Valid From: 08/13/2024 To: 09/30/2024 Payment Terms: NET 25TH PROX (31) Created By: Tel No: 763-497-6822 Fax No: Inco Terms: PPA PREPAID & ALLOW FREIGHT Ship -to: HUTCHINSON UTILITIES -SUBSTATION JOB -SUBSTATION 10 GARDEN RD NE HUTCHINSON MN 55350 Quantity Price Per UoM Value 11 EA 8,654.35 / 1 EA 95,197.85 - OTEF 072 JYHVOTEF072FG ' `" See attached Data sheets and additional information Delivery: Currently 30-32 weeks ARO. Accessories Included in Price: Aluminum 4-hole NEMA primary terminal Aluminum 2-hole NEMA ground pad - Lever style oil level indicator - H2 (VT) neutral bushing located inside the secondary terminal box - Heater Additional Clarifications: - The price includes shipment to Hutchinson, MN. - Units are manufactured in Itajuba, Brazil. - Our offer includes routine tests per the appropriate standard. - Our offer does not include any type tests. - GE factory is ISO 9001 certified. - GE does not provide any equipment BOMB. - GE does not recommend the purchasing and/or storage of any spare parts nor are any special tools required. - GE equipment is hermeticatly sealed. No periodic maintenance of the insulating oil fs required and no oil fill port is provided on PT, CTs, CMUs, or coupling capacitor sections. The CCVT base tank is provided with a M12 oil fill pork.. - GE equipment is manufactured from marine grade Aluminum andfor galvanized steel and does notrequire any paint. - Approvals drawings wifl he provided approximately 4 weeks ARO and customer will be given 2 weeks to review and approve the drawings. NOTE: ANY PURCHASE ORDER SHOULD REFERENCE THIS QUOTE NUMBER. Payment Conditions: 100% NET 30 days after delivery, payment by wire transfer. Border States - TSS 2400 38th St S Fargo ND 58104 Phone: 701-293-5834 Cust Item Item Quote Page: 2 of 2 Quote: 27634176 Sold -to Acct #: 5004 Valid From: 08/13/2024 To: 09/30/2024 Material Quantity Price Per UoM Value MFG - Description Warranty. Twelve nths)after deliverer The warranty does not cover an in -and -out costs months exceed eighteen (18) m y y y(except freight) only repair or replacement of the defective equipment at GE discretion. Extended Warranty Adder GE Grid Solutions can also provide an extended warranty for an additional 2% per 12-month period. The maximum total duration of the warranty (standard and extended) cannot exceed 60 months from operation or 66 months from notification of readiness to ship. In addition, the extended warranty does not cover any in -and -out costs (except freight) only repair or replacement of the defective equipment at GE discretion. INDUCTIVE: Cancellation Charge (% of contract value): 1 # 2 weeks after receipt of order 5% 2 # 8 weeks after receipt of order 15% 8 weeks after receipt of order - 12 weeks before shipment 50% 8 # 12 weeks before shipment 80% 0 # 8 weeks before shipment 100% f i To access Border States Terms and Conditions of Sale, please go to https://www.borderstates.com If i The quoted sales tax is an estimate only based upon the information provided in this quote and will be finalized at the time of Invoice based upon the material purchased, quantity purchased, and delivery location. Shipping and handling fees in this quote are an estimate only and will be finalized at the time of Invoice. Total $ 95,197.85 State Tax $ 6.875 % 6„544.85 County Tax $ 0.000 % 0.00 Local Tax $ 0.000 % 0a00 Other Tax1 $ 0.000 % 0.00 Other Tax2 $ 0.000 % 0.00 Other Tax3 $ 0.000 % 0.00 Tax Subtotal $ 6.875 % 6,544.85 Net Amount $ 101,742.70 All clerical errors contained herein are subject to correction. In the event of any cost or price increases from manufacturers or other suppliers, caused by, but not limited to, currency fluctuations, raw material or labor prices„ fuel or transportation cost increases, and any import tariffs, taxes„ fees, or surcharges, Border States reserves the exclusive right to change its pricing at the time of shipping and will provide notice of any such change to its customers prior to costs being 'incurred. Technical Data Sheet Offer Reference: GX240405-20 Quantity: 11 ACl Reference: Grid7532177/Grid7532264 Standard: IEEE C57.13:2016 Date: 8/12/2024 Direct Customer: End Customer: Voltage Transformer OTEF-72.5 Environmental Conditions Withstand voltage for operation at altitude up to: 1000� Wind speed: 100.0 Ambient temperatures: -40 to 40 °C Seismic conditions: Not Applicable Max. Ice Thickness: 0.79 Electrical Parameters Highest system voltage: System rating voltage: Frequency: Rated power frequency withstand voltage, 1 min: Rated power frequency withstand voltage -secondary: Rated lightning impulse withstand voltage(1,2/50µs) Rated switching impulse withstand voltage: Grounding System: Insulation medium: Insulator Data Material: Porcelain Creepage distance. 74.80 Product Performance Anti ferro-ressonance No design: Winding Primary Voltage [V] Secondaryvoltage [VI Xl-X2-X3 69000 115 - 67.08 Yl-Y2-7369000 115 - 67.08 Total simultaneous burden`. Not Applicable Terminals Primary Terminal Type: AL NEMA 4x 014mm Vertical Quantity primary terminal: 1 Accessories Secondary Terminal Box: One Box Grounding Connector: No AC1 m (above sea level) mph in 72.5 kV 69 / 40.25 Grd Y (Ratio 350/600,1) kV 60 Hz 140 kV 2.5 kV 350 kV NA kV Not Applicable APAR 1020-60 SNX (AIB Standard) Color: Grey in Arcing 26.38 distance: Overvoltage factor: Ratio Burden [VA] 1:350 - 1:600 WXMYZ,ZZ (40 1:350- 1:600 WXMYZ,ZZ (40 in 1.73Un for 1 minute Acc. Class Thermal burden [VA] 0.3 1500 0.3 1 1500 Static withstand testload: Voltage Transformers, IEEE C57.13.5, Table 6 Sec. terminal board: WeidmullerIST5-N 126-10AWGIStud Type High Voltage Connector: No Capacitive Tap (CT): No Rev. 00 GE Grid Solutions, Av. N. Sra. da Piedade, 1021, ITAIUBA-MG - BRAZIL Oil Level Indicator: Yes Comments Routine tests according to offered standard. Packing: according to GE standard Document language: English Other Requirements: Technical deviations Thermal rating=3000VA Painting: No AC1 Z Rev. 00 GE Grid Solutions, Av. N. Sra. da Piedade, 1021, ITAJUBA-MG - BRAZIL GE RENEWABLE ENERGY GRID SOLUTIONS AIR INSULATED SWITCHGEAR Customer Not informed Country USA Project: Hutchinson Reference number from AlB: GX240405 => Additional Information: 1. Instrument Transformers: El Itajuba, 12 August 2024 1.1 Inductive Voltage Transformer (Standard: IEEE C57.13) & Capacitive Voltage Transformer (Standard: IEEE C93.1): • Only the costs of routine tests, according to standard, are included in the quoted prices. Type tests and/or special tests may be performed for an additional cost. • All the costs of the inspections are not included in the price. • Spare parts and special tools are not necessary for the proposed equipment. • All metallic components are made of hot dip galvanized steel or aluminum. No painting on these parts is recommended. • Nuts,bolts etc. are made of stainless steel. Finishing of these parts are not necessary. • Our transformers are explosion -proof design. A metallic bellow or a synthetic rubber membrane is provided at the top of the transformer and it expands with the oil variation, preventing slight internal overpressure and reducing the risk of explosion. • The equipment is supplied totally mounted ready for installation and put into service. Supervision for site installation, testing/commissioning are not necessary for the proposed IT's. • Our transformers are single pole, oil filled type for outdoor installation. • Supporting structures are not supplied by GE Grid Solutions. • The protection grade of the secondary box is IP54. • A blank, removable plate is provided in the bottom of the secondary terminal box for terminating all control cables. The plate must be field drilled for cable entrance. • Connectors are not supplied by GE Grid Solutions. • MCB"s are not supplied by GE Grid Solutions. • Marshalling boxes/kiosks are not supplied by GE Grid Solutions. • Complementary Base for fixation adjustments is not supplied by GE Grid Solutions. • Our transformers are hermetically sealed. Spare porcelain insulator, spare oil, plug assembly for taking oil sample or oil filling device will not be provided. • The oil utilized in the Instrument Transformers are Mineral Type and complies with IEC 60296. • The Dimensional Drawing is only for offer level. In case of Order, drawings for approval will be sent. • External distances of the equipment are designed for altitude operation up to 3300 feet above the sea level. • For further considerations, see proposed technical sheet with the offer. • The terms related to the technical guarantee are detailed and defined in the commercial offer. • Special attention regarding delivery times guaranteed for the scope offered. These must be revalidated at the end of the process, regardless of the validity of this proposal. This fact is necessary due to the dynamism related to the productive capacity due to the Grid Solutions Transmissao de Energia Ltda — Av. Nossa Sra da Piedade, 1021 — CEP 37504-358— Itajuba — MG / Brasil Tel.:+55 35 3629 7000 — Fax : +55 35 3629 7007 CNPJ : 05.356.949/0002-23 Insc. Est.: 324,252476.00-63 demands confirmed in the period. • All documents processed in this procurement process are the exclusive property of GE and the customer to which the purchase order belongs. They may not be reproduced, transmitted, stored or copied, in whole or in part, or used to provide information to third parties, without the prior written permission of Grid Solutions. +� Catalogues available on: http://www.gegridsolutions.com/HVMV_Equipment.htm _> Technical Deviation: • Cn=24000 pF tolerance -5% +10%. • VT termal rating = 3000VA. Pagina 2 R U G3 N d S! � U ry os a � o Er o CG]i� m o f V U 03 UamE V ...,.. N $ o 3: o o. 1 c� O�2- Sic°Qm ErX 0 t"�, fl a 09 .64,,— '0.9'1 1 M E ❑ s c F— E d 0 0 M LL N LL u LL N E g w U C N 10' o E N (p U) N V � r chit wy cX m c maJ c ��•—.c m � m m M � dc«:E:�co�•— ayiEma��mmc' mOO�Oini-5U¢ 0 ZrN M 4 Ldf0 �a c c N LL LLI o z of O J U ¢ Z Z o w Z W W C7 Q ❑ N J 0 y Ln c 0 Y 0 tn V v � x lz t� s aLL e I gy r I o 4Nli Q21 UeI-EL ;pa�Gdnr qpd u a �a res U s I' .._ — - U .� .� .�.— ......a..,_. ____ ,. __...... ... -- _______...... 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Any acceptance of Seller's offer is expressly limited to acceptance of these Terms and Conditions and Seller expressly objects to any additional or different terms proposed by Buyer. No facility entry form shall modify these 'Terms and Conditions even if signed by Seller's representative. Any order to perform warp and Seller's performance of work shall constitute Buyer's assent to these Terms and Conditions. Unless otherwise specified) in the quotation, Seller's quotation shall expire 30 days from its date and may be modified or withdrawn by Seller before receipt of Buyer's conforming acceptance. Definitions "Buyer" means the entity to which Seller is providing Products or Services under the Contract. "Contract" means either the contract agreement signed by both parties, or the purchase order signed by Buyer and accepted by Seller in writing, for the sale of Products or Services, together with these Terms and Conditions, Seller's final quotation, the agreed scope(s) of work, and Seller's order acknowledgement. In the event of any conflict, the Terms and Conditions shall take precedence over other doc- uments included in the Contract. "Contract Price" means the agreed price stated in the Contract for the sale of Products and Services, including adjustments (if any) in accordance with the Contract. "Firmware" means software provided with or embedded in a Product and necessary for the proper functioning of the Product, but exclud- ing software supplied by a third party and software applications licensed separately "Hazardous Materials" means any toxic or hazardous substance, hazardous material, dangerous or hazardous waste, dangerous good, radioactive material, petroleum or petroleum -derived products or by-products, or any other chemical, substance, material or emission, that is regulated, listed or controlled pursuant to any national, state, provincial, or local law, statute, ordinance, directive, regulation or other legal requirement of the united States ("U.S.") or the country of the Site. "Insolvent/Bankrupt" means that a party is insolvent, makes an assignment for the benefit of its creditors„ has a receiver or trustee ap- pointed for it or any of its assets, or files or has filed against it a proceeding under any bankruptcy, insolvency dissolution or liquidation laws. "Products" means the equipment, parts, materials, supplies, software, and other goods Seller has agreed to supply to Buyer under the Contract. "Seller" means the entity providing Products or performing Services under the Contract. "Services" means the services Seller has agreed to perform for Buyer under the Contract. "Site" means the premises where Products are used or Services are performed, not including Seller's premises from which it performs Services. "Terms and Conditions" means these "Terms and Conditions for Sale of Products and Services", including any relevant addenda pursu- ant to Article 18, together with any modifications or additional provisions specifically stated in Seller's final quotation or specifically agreed upon by Seller in writing. 2. Payment 2.1 Buyer shall pay Seller for the Products and Services by paying all invoiced amounts by direct bank transfer in the currency specified by Seller in the Contract, without set-off for any payment from Seller not due under this Contract, within thirty (30) days from the invoice date. Remittance advice notifying of payment is to be sent to Remit.Renewable.Ener e.com. Invoicing and payment shall be in accordance with the Contract. If not otherwise agreed in the Contract, Seller shall issue invoices upon shipment of Products and as Ser- vices are performed, or if the Contract Price is U.S. Two Hundred Fifty Thousand Dollars ($250,000) or more, progress payments shall be invoiced starting with twenty-five percent (25%) of the Contract Price for Products and Services upon the earlier of Contract signature or issuance of Seller's order acknowledgement and continuing such that ninety percent (90%) of the Contract Price for Products is re - Form EM104 (Global( Grid Solutions March 14t1, 2022 Page 1 ceived before the earliest scheduled Product shipment and Services are invoiced as performed ("the Progress Payments"). For each calendar month, or fraction thereof, that payment is late, Buyer shall pay a late payment charge computed at the rate of 1.5% per month on the overdue balance, or the maximum rate permitted by law, whichever is less. If the price is set by the Contract in a currency other than U.S. dollars, references to U.S. dollars in this Section 2.1 shall mean the equivalent amount in the applicable currency. In case of any increase in material or labor costs over the Contract execution period the Seller shall be entitled to get compensated as per the Con- tract price escalation mechanism specified in the Seller's offer. In cease the Contract does not comprise a price escalation mechanism and if a Party can demonstrate that the continued performance of its contractual obligations has become excessively onerous due to an t event as per Clause 10 (which will include evolution of any event preexisting at the time of signature of the Contract), the Parties are bound, within a reasonable time of written notice by one Party to the other, to negotiate alternative contractual terms or a mitigation plan which reasonably permit the consequences of the event to be mitigated or the restoration of the balance that was pre-existing at the signature of the Contract between the Parties. The Party serving notice under this Clause shall provide the other Party with as much commercially available details of the event or events affecting that Party's contractual obligations, the affected obligations themselves and how and to which extent these events are (and will be) affecting the performance of the Contract. The Parties shall act in the spirit of openness and transparency in this communication within the limits set by applicable antitrust laws and regulations. Where an agreement is reached, the Parties shall start implementing the agreed measures immediately, pending the signature of the relevant amendment to the Contract. In the event the Parties are unable to agree on alternative contractual terms or on a mitigation plan as provided above with- in fifteen (15) days of the written notice, and in the absence of any other agreement, the Party serving notice under this Clause will be entitled to either suspend its performance of the affected portion of the Contract„ or to terminate the Contract, without any liability to the other party, If the Contract is suspended for a period greater than 60 consecutive days by that Party, either Party may terminate the Con- tract by sending written notice of termination to the other Party. In case of ter'rnination of the Contract hereunder, the Parties shall settle their accounts accordingly as if the Contract had been terminated through no fault of the Parties„ without prejudice to any Party's right to apply the provisions of Clause 16.2 hereof. To support the prevention of fraud, in the event the Buyer is required to make a payment to a bank account that is not the one expressly agreed in the Contract, the Buyer shall before proceeding with payment request confirmation to the Seller that the bank account identified in the invoice or request for payment is valid. Verification must be anticipated not to lead to any delay in making payment. 2.2 As and if requested by Seller, Buyer shall at its expense establish and keep in force payment security in the form of an irrevocable, unconditional, sight letter of credit or bank guarantee allowing for pro-rata payments as Products are shipped and Services are per- formed, plus payment of cancellation and termination charges, and all other amounts due from Buyer under the Contract ("Payment Se- curity"). The Payment Security shall be (a) in a form, and issued or confirmed by a bank acceptable to Seller, (b) payable at the counters of such acceptable bank or negotiating bank, (c) opened prior to commencement of work by Seller with respect to development, manu- facturing and shipment of Products and at least sixty (60) days prior to commencement of Services, and (d) remain in effect until the latest of ninety (90) days after the last scheduled Product shipment, completion of all Services and Seller's receipt of the final payment required under the Contract. Buyer shall, at its expense, increase the amount(s), extend the validity period(s) and make other appiropri- ate modifications to any Payment Security within ten (10) days of Seller's notification that such adjustment is necessary in connection with Buyer's obligations under the Contract. 2.3 Seller is not required to commence or continue its performance unless and until any required Payment Security is received, opera- tive and in effect and all applicable Progress Payments have been received. For each day of delay in receiving Progress Payments or acceptable Payment Security, Seller shall be entitled to an equitable extension of the schedule. If at any time Seller reasonably deter- mines that Buyer's financial condkion or payment history does not justify continuation of Seller's performance, Seller shall be entitled to require full or partial payment in advance or otherwise restructure payments, request additional forms of Payment Security, suspend its performance or terminate the Contract. 3. Taxes and Duties Seller shall be responsible for all corporate taxes measured by net income due to performance of or payment for work under this Con- tract ("Seller Taxes"). Buyer shall be responsible for all taxes, duties, fees, or other charges of any nature (including, but not limited to, consumption, gross receipts, import, property, sales, stamp, turnover, use, or value-added taxes, and all items of withholding, deficiency, penalty, addition to tax, interest, or assessment related thereto, imposed by any governmental authority on Buyer or Seller or its subcon- tractors) in relation to the Contract or the performance of or payment for work under the Contract other than Seller Taxes ("Buyer Tax- es"). The Contract Price does not include the amount of any Buyer Taxes. If Buyer deducts or withholds Buyer Taxes, Buyer shall pay additional amounts so that Seller receives the full Contract Price without reduction for Buyer Taxes. Buyer shall provide to Seller, within one month of payment, official receipts from the applicable governmental authority for deducted or withheld taxes. 4. Deliveries; Title Transfer; Risk of Loss; Storage i- 4.1 For shipments that do not involve export„ including shipments from one European Union ("EU") country to another EU country, Seller shall deliver Products to Buyer FCA Seller's facility or warehouse (Incoterms 2020). For export shipments, Seller shall deliver Products to Buyer FCA Port of Export (Incdterms 2020). Notwithstanding anything to the contrary, for any importation, Buyer shall be identified as the importer in all applicable documents. Buyer shall pay all delivery costs and charges or pay Seller's standard shipping charges plus Form EM104 (Global) Grid Solutions March 141h, 2022 Page 2 up to twenty-five (25%) percent. Partial deliveries are permitted. Seller may deliver Products in advance of the delivery schedule. In case Buyer and Seller agree on different transportation arrangement with cost of freight and delivery to destination included in the Con- tract Price, Seller will not be responsible for any increase in transportation costs occurring after the Contract signature unless if caused by Seller's sole negligence, and Seller will be entitled to invoice the Buyer the additional transportation costs it has actually incurred, subject to reasonable justification of such additional', costs. Delivery times are approximate and are dependent upon prompt receipt by Seller of all information necessary to proceed with the work without interruption. If Products delivered do not correspond in quantity, type or price to those itemized in the shipping invoice or documentation, Buyer shall so notify Seller within ten (10) days after receipt. 4.2 For shipments that do not involve export, title to Products shall pass to Buyer upon delivery in accordance with Section 4.1. For export shipments from a Seller facility or warehouse outside the U.S., title shall pass to Buyer upon delivery in accordance with Section 4.1. For shipments from the U.S. to another country, title shall pass to Buyer immediately after each item departs from the territorial land, seas and overlying airspace of the U.S. The 1982 United Nations Convention of the law of the Sea shall apply to determine the U.S. territorial seas. For all other shipments, title to Products shall pass to Buyer the earlier of (i) the port of export immediately after Products have been cleared for export or (ii) immediately after each item departs from the territorial land, seas and overlying airspace of the sending country. When Buyer arranges the export or intercommunity shipment, Buyer will provide Seller evidence of exportation or intercommunity shipment acceptable to the relevant tax and custom authorities. 4.3 Risk of loss shall pass to Buyer upon delivery pursuant to Section 4.1, except that for export shipments from the U.S., risk of loss shall transfer to Buyer upon title passage. 4.4 If any Products to be delivered under this Contract or if any Buyer equipment repaired at Seller's facilities cannot be shipped to or received by Buyer or end user when ready due to any cause attributable to Buyer, its other contractors or the end user, Seller may ship the Products and equipment to a storage facility, including storage at the place of manufacture or repair, or to an agreed freight forward- er. If Seller places Products or equipment into storage, the following apply: (i) title and risk of loss immediately pass to Buyer, if they have not already passed, and delivery shall be deemed to have occurred; (ii) any amounts otherwise payable to Seller upon delivery or shipment shall be due; (iii) Seller will be entitled to invoice the Buyer the costs of transportation to the storage facilities plus a lumpsum amount of 0.5% of the Contract Price per full week (or prorata thereof) of storage with a minimum of USD 1000 (one thousand United States Dollars). Invoices shall be on a weekly basis starting the beginning of third week of storage until the shipment of the Products can be made ; and (iv) when conditions permit and upon payment of all amounts due, Seller shall make Products and repaired equipment available to Buyer for delivery. If the Contract requires Seller to submit drawings or other documents for approval by Buyer, Buyer shall review and issue its response (either approval or disapproval with reasons for disapproval detailed) within 10 days of Seller's submittal. If Buyer fails to provide a response within 10 days, the submittal shall be deemed approved. 4.5 If repair Services are to be performed on Buyer's equipment at Seller's facility, Buyer shall be responsible for, and shall retain risk of loss of, such equipment at all times, except that Seller shall be responsible for damage to the equipment while at Seller's facility to the extent such damage is caused by Seller's negligence. 5. Warranty 5.1 Seller warrants that Products shall be delivered free from defects in material, workmanship and title and that Services shall be per- formed in a competent, diligent manner in accordance with any mutually agreed specifications. 5.2 The warranty for Products shall expire one (1) year from first use or eighteen (18) months from delivery, whichever occurs first, ex- cept that software is warranted for ninety (90) days from delivery. The warranty for Services shall expire one (1) year after performance of the Service, except that software -related Services are warranted for ninety (90) days. 5.3 If Products or Services do not meet the above warranties, Buyer shall promptly notify Seller in writing prior to expiration of the war- ranty period. Seller shall (i) at its option, repair or replace defective Products and (ii) re -perform defective Services. If despite Seller's reasonable efforts, a non -conforming Product cannot be repaired or replaced, or non -conforming Services cannot be re -performed, Sell- er shall refund or credit monies paid by Buyer for such non -conforming Products and Services. Warranty repair, replacement or re - performance by Seller shall not extend or renew the applicable warranty period. Buyer shall obtain Seller's agreement on the specifica- tions of any tests it plans to conduct to determine whether a non-conformance exists. 5.4 Buyer shall bear the costs of access for Seller's remedial warranty efforts (including removal and replacement of systems, structures or other parts of Buyer's facility), de -installation, decontamination, re -installation and transportation of defective Products to Seller and back to Buyer. 5.5 The warranties and remedies are conditioned upon (a) proper storage, installation (by properly certified installers or under the su- pervision of properly certified supervisors, if required), use, operation, and maintenance of Products, (b) Buyer keeping accurate and complete records of operation and maintenance during the warranty period and providing Seller access to those records, and (c) modifi- Form EM104 (Global) Grid Solutions March 1411, 2022 Page 3 cation or repair of Products or Services only as authorized by Seller in writing. Failure to meet any such conditions renders the warranty null and void. Seller is not responsible for normal wear and tear. 5.6 This Article 5 provides the exclusive remedies for all claims based on failure of or defect in Products or Services, regardless of when the failure or defect arises, and whether a claim, however described, is based on contract, warranty, indemnity, tort/extra-contractual liability (including negligence), strict liability or otherwise. The warranties provided in this Article 5 are exclusive and are in lieu of all oth- er warranties, conditions and guarantees whether written, oral, implied or statutory. NO IMPLIED OR STATUTORY WARRANTY, OR WARRANTY OR CONDITION OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE APPLIES. 6. Confidentiality 6.1 Seller and Buyer (as to information disclosed, the "Disclosing Party") may each provide the other party (as to information received, the "Receiving Party") with Confidential Information in connection with this Contract. "Confidential Information" means (a) information that is designated in writing as "confidential" or "proprietary" by Disclosing Party at the time of written disclosure, and (b) information that is orally designated as "confidential" or "proprietary" by Disclosing Party at the time of oral or visual disclosure and is confirmed to be con- fidential" or "proprietary" in writing within twenty (20) days after the oral or visual disclosure. In addition, prices for Products and Services shall be considered Seller's Confidential Information. 6.2 Receiving Party agrees: (i) to use the Confidential Information only in connection with the Contract and use of Products and Ser- vices, (ii) to take reasonable measures to prevent disclosure of the Confidential Information to third parties, and (iii) not to disclose the Confidential Information to a competitor of Disclosing Party. Notwithstanding these restrictions, (a) Seller may disclose Confidential In- formation to its affiliates and subcontractors in connection with performance of the Contract, (b) a Receiving Party may disclose Confi- dential Information to its auditors, (c) Buyer may disclose Confidential Information to lenders as necessary for Buyer to secure or retain financing needed to perform its obligations under the Contract, and (d) a Receiving Party may disclose Confidential Information to any other third party with the prior written permission of Disclosing Party, and in each case, only so long as the Receiving Party obtains a non -disclosure commitment from any such subcontractors, auditors, lenders or other permitted third party that prohibits disclosure of the Confidential Information and provided further that the Receiving Party remains responsible for any unauthorized use or disclosure of the Confidential Information. Receiving Party shall upon request return to Disclosing Party or destroy all copies of Confidential Information except to the extent that a specific provision of the Contract entitles Receiving Party to retain an item of Confidential Information. Seller may also retain one archive copy of Buyer's Confidential Information. 6.3 The obligations under this Article 6 shall not apply to any portion of the Confidential Information that: (i) is or becomes generally available to the public other than as a result of disclosure by Receiving Party, its representatives or its affiliates; (ii) is or becomes availa- ble to Receiving Party on a non -confidential basis from a source other than Disclosing Party when the source is not, to the best of Re- ceiving Party's knowledge, subject to a confidentiality obligation to Disclosing Party; (iii) is independently developed by Receiving Party, its representatives or affiliates, without reference to the Confidential Information; (iv) is required to be disclosed by law or valid legal pro- cess provided that the Receiving Party intending to make disclosure in response to such requirements or process shall promptly notify the Disclosing Party in advance of such disclosure and reasonably cooperate in attempts to maintain the confidentiality of the Confiden- tial Information. 6.4 Each Disclosing Party warrants that it has the right to disclose the information that it discloses. Neither Buyer nor Seller shall make any public announcement about the Contract without prior written approval of the other party. As to any individual item of Confidential Information, the restrictions under this Article 6 shall expire five (5) years after the date of disclosure. Article 6 does not supersede any separate confidentiality or nondisclosure agreement signed by the parties. 7. Intellectual Property 7.1 Notwithstanding the provisions of section 4.2, Seller grants only a non-exclusive license, and does not pass title, to any Firmware and other software provided by Seller under this Contract, drawings and other documentation delivered for use of Buyer shall remain subject to ownership and/or intellectual property rights of Seller, as applicable and title to any leased equipment remains with Seller. 7.2 Seller shall defend and indemnify Buyer against any claim by a non-affiliated third party (a "Claim") alleging that Products or Services furnished under this Contract infringe a patent in effect in the U.S., an EU member state or the country of the Site (provided there is a corresponding patent issued by the U.S. or an EU member state), or any copyright or trademark registered in the country of the Site, provided that Buyer (a) promptly notifies Seller in writing of the Claim, (b) makes no admission of liability and does not take any position adverse to Seller, (c) gives Seller sole authority to control defense and settlement of the Claim, and (d) provides Seller with full disclo- sure and reasonable assistance as required to defend the Claim. 7.3 Section 7.2 shall not apply and Seller shall have no obligation or liability with respect to any Claim based upon (a) Products or Ser- vices that have been modified, or revised, (b) the combination of any Products or Services with other products or services when such Form EM104 (Global) Grid Solutions March 141h, 2022 Page 4 f,,, combination is a basis of the alleged infringement, (c) failure of Buyer to implement any update provided by Seller that would have pre- vented the Claim, (d) unauthorized use of Products or Services, or (e) Products or Services made or performed to Buyer's specifications. 7.4 Should any Product or Service, or any portion thereof, become the subject of a Claim, Seller may at its option (a) procure for Buyer the right to continue using the Product or Service, or applicable portion thereof, (b) modify or replace it in whole or in part to make it non - infringing, or (c) failing (a) or (b), take back infringing Products or Services and refund the price received by Seller attributable to the in- fringing Products or Services. 7.5 Article 7 states Seller's exclusive liability for intellectual property infringement by Products and Services. 7.6 Each party shall retain ownership of all Confidential Information and intellectual property it had prior to the Contract. All rights in and to Firmware and software not expressly granted to Buyer are reserved by Seller. All new intellectual property conceived or created by Seller in the performance of this Contract, whether alone or with any contribution from Buyer, shall be owned exclusively by Seller. Buyer agrees to deliver assignment documentation as necessary to achieve that result. 8. Indemnity Each of Buyer and Seller (as an "Indemnifying Party") shall indemnify the other party (as an "Indemnified Party") from and against olaims brought by a third party, on account of personal injury or damage to the third party's tangible property, to the extent caused by the negli- gence of the Indemnifying Party in connection with this Contract, In the event the injury or damage is caused by joint or concurrent neg- ligence of Buyer and Seller, the loss or expense shall be bonne by each party in proportion to its degree of negligence. For purposes of Seller's indemnity obligation, no part of the Products or Site is considered third party property. 9. Insurance During the term of the Contract, Seller shall maintain for its protection the following insurance coverage: (i) Worker's Compensation, Employer's Liability and other statutory insurance required by law with respect to work related injuries or disease of employees of Seller in such form(s) and amount(s) as required by applicable laws; (ii) Automobile Liability insurance with a combined single limit of $2,500,000.00; and (iii) Commercial General Liability or Public Liability insurance for bodily injury and property damage with a combined single limit of $2,500,000.00, If required in the Contract, Seller shall provide a certificate of insurance reflecting such coverage. 10. Excusable Events Seller shall not be liable or considered in breach of its obligations under this Contract to the extent that Seller's performance is delayed or prevented, directly or indirectly, by any cause beyond its reasonable control, or by armed conflict, acts or threats of terrorism, epidem- ics, pandemics, strikes or other labor disturbances, or acts or omissions of any governmental authority or of the Buyer or Buyer's con- tractors or suppliers. If an excusable event occurs, the schedule for Seller's performance shall be extended by the amount of time lost by reason of the event plus such additional time as may be needed to overcome the effect of the event. If acts or omissions of the Buyer or its contractors or suppliers cause the delay, Seller shall also be entitled to an equitable price adjustment. Buyer recognizes that in case of epidemics or pandemics (or evolution of existing epidemics or pandemics), the precautionary, mitigation or corrective measures implemented by the Seller in the frame of the Contract are implemented in the best interest of the Buyer and the Contract performance, and the Buyer and Seller both agree that the additional costs reasonably incurred by Seller in implementing such measures shall be compensated by the Buyer to the Seller. 11. Termination and Suspension 11.1 Buyer may terminate the Contract (or the portion affected) for cause if Seller (i) becomes Insolvent/Bankrupt, or (ii) commits a ma- terial breach of the Contract which does not otherwise have a specified contractual remedy, provided that: (a) Buyer shall first provide Seller with detailed written notice of the breach and of Buyer's intention to terminate the Contract, and (b) Seller shall have failed, within 30 days after receipt of the notice, to commence and diligently pursue cure of the breach. 11.2 If Buyer terminates the Contract pursuant to Section 11.1, (i) Seller shall reimburse Buyer the difference between that portion of the Contract Price allocable to the terminated scope and the actual amounts reasonably incurred by Buyer to complete that scope, and (ii) Buyer shall pay to, Seller (a) the portion of the Contract Price allocable to Products completed, (b) lease fees incurred, and (c) amounts for Services performed before the effective date of termination. The amount due for Services shall be determined in accord- ance with the milestone schedule (for completed milestones) and rates set forth in the Contract (for work toward milestones not yet achieved and where there is no milestone schedule), as applicable or, where there are no milestones and/or rates in the Contract, at Seller's then -current standard time and material rates. 11.3 Seller may suspend or terminate the Contract (or any affected portion thereof) immediately for cause if Buyer (i) becomes Insol- vent/Bankrupt, or (ii) materially breaches the Contract, including, but not limited to, failure or delay in Buyer providing Payment Security, making any payment when due, or fulfilling any payment conditions. Form EM104 (Global) Grid Solutions March 141h, 2022 Page S 1, ,,, r, 11.4 If the Contract (or any portion thereof) is terminated for any reason other than Seller's default under Section 11.1, Buyer shall pay Seller for all Products completed, lease fees incurred and Services performed before the effective date of termination, plus expenses reasonably incurred by Seller in connection with the termination. The amount due for Services shall be determined in accordance with the milestone schedule (for completed milestones) and rates set forth in the Contract (for work toward milestones not yet achieved and where there is no milestone schedule), as applicable or, where there are no milestones and/or rates in the Contract, at Seller's then - current standard time and material rates. In addition, Buyer shall pay Seller a cancellation charge equal to 80% of the Contract Price applicable to uncompleted made -to -order Products and 15% of the Contract Price applicable to all other uncompleted Products or Ser- vices. 11.5 Either Buyer or Seller may terminate the Contract (or the portion affected) upon twenty (20) days advance notice if there is an ex- cusable event (as described in Article 10) lasting longer than ninety (90) days or such other period agreed upon in writing. In such case„ Buyer shall pay to Seller amounts payable under Section 11.4, provided that Buyer's payments shall include the cancellation charge for uncompleted Products if the excusable event(s) leading to the termination included an act or omission of the Buyer or Buyer's contrac- tors or suppliers but Buyer shall not be required to pay the cancelation charge if the excusable event(s) leading to termination did not include any act or omission of the Buyer or Buyer's contractors or suppliers. 11.6 Buyer shall pay all reasonable expenses incurred by Seller in connection with a suspension, including, but not limited to, expenses for repossession, fee collection, demobilization/remobilization, and costs of storage during suspension. The schedule for Seller's obliga- tions shall be extended for a period of time reasonably necessary to overcome the effects of any suspension. 12. Compliance with Laws and Regulations 12.1 Seller shall comply with laws applicable to the manufacture of Products and its performance of Services. Buyer shall comply with ` laws applicable to the purchase, application, operation, use and disposal of the Products and Services, including without limitation those regarding anticorruption/antibribery, fair competition (antitrust), and environment, health and safety (EHS). Buyer acknowledges it had access, reviewed, and fully understands GE's Integrity Policies. Seller shall at all times comply with the GE Integrity Policies. The GE Integrity Policies can be accessed electronically at https://www.ge.com/sites/default/files/S&L_Booklet_English_O.pdf 12.2 Seller's obligations are conditioned upon Buyer's compliance with all US, EU, UK and other applicable trade control laws and regu- lations. Buyer shall not trans -ship, re-export, divert or direct or otherwise make or allow any disposition of equipment, materials, services, technology, technical data, software, or other information or assistance or Product furnished by the Seller under the Contract other than in and to the ultimate country of destination declared by Buyer and specified as the country of ultimate destination on Seller's invoice. The Buyer hereby certifies that the equipment, materials, services, technology, technical data, software, or other information or assis- tance or product furnished by the Seller under the Contract will not be used in the design, development, production, stockpiling or use of chemical, biological, or nuclear weapons. The Buyer shall also ensure that the bank or financial institution or other entity executing any payments or financial transactions under the Contract on behalf of the Buyer (including without limitation the issuance of any payment securities such as a letter of credit) is not subject to any export regulation prohibiting to do business with such bank, financial institution or entity. Should the Buyer fail to comply with any of the obligations as specified above, the Seller may, without prejudice to the exercise of any other rights or remedies which may be available to it, terminate the Contract by giving the Buyer notice in writing to that effect. In the event of a change in applicabte trade control laws and regulations, including but not limited to the laws of the US, EU and UK and changes in the interpretation thereof, or in the event an authorization pursuant to said laws is either denied, revoked, withdrawn or can- celled at any time, preventing the Seller from executing its obligations without breaching such applicable trade control laws and regula- tions or makes Seller's execution of its obligations unreasonably burdensome or unbalanced, Seller shall have the right without incurring liability to the Buyer to (i) withdraw its proposal, or either (ii) suspend its performance of the Contract or terminate the Contract. If the suspension lasts more than four (4) months, any of the Parties shall have the right to terminate the Contract by giving the other Party notice in writing to that effect. 12.3 Notwithstanding any other provision, Buyer shall timely obtain, effectuate and maintain in force any required permit, license, ex- emption, filing, registration and other authorization, including, but not limited to, building and environmental permits, import licenses, environmental impact assessments, and foreign exchange authorizations, required for the lawful performance of Services at the Site or fulfillment of Buyer's obligations, except that Seller shall obtain any license or registration necessary for Seller to generally conduct busi- ness and visas or work permits, if any, necessary for Seller's personnel. Buyer shall provide reasonable assistance to Seller in obtaining such visas and work permits. 13. Environmental, Health and Safety Matters 13.1 Buyer shall maintain safe working conditions at the Site, including, without limitation, implementing appropriate procedures regard- ing Hazardous Materials, confined space entry, and energization and de-energization of power systems (electrical, mechanical and hy- draulic) using safe and effective lock-out/tag-out ("LOTO") procedures including physical LOTO or a mutually agreed upon alternative method. Form EM104 (Global) Grid Solutions March 1411, 2022 Page 6 13.2 Buyer shall timely, advise SeIter in writing of all applicable Site -specific health, safety, security and environmental requirements and procedures. Without limiting Buyer's responsibilities under Article 13, Seller has the right but not the obligation to, from time to time, review and inspect applicable health, safety, security and environmental documentation, procedures and conditions at the Site. 13.3 If, in Seller's reasonable opinion, the health, safety, or security of personnel or the Site is, or is apt to be, imperiled by security risks, terrorist acts or threats, the presence of or threat of exposure to Hazardous Materials, or unsafe working conditions, Seller may, in addi- tion to other rights or remedies available to it, evacuate some or all of its personnel from Site, suspend performance of all or any part of the Contract, and/or remotely perform or supervise work. Any such occurrence shall be considered an excusable event. Buyer shall reasonably assist in any such evacuation. 13.4 Operation of Buyer's equipment is the responsibility of Buyer. Buyer shall not require or permit Seller's personnel to operate Buy- er's equipment at Site. 13.5 Buyer will make its Site medical facilities and resources available to Seller personnel who need medical attention. 13.6. Seller has no responsibility or liability for the pre-existing condition of Buyer's equipment or the Site. Prior to Seller starting any work at Site, Buyer will provide documentation that identifies the presence and condition of any Hazardous Materials existing in or about Buyer's equipment or the Site that Seller may encounter while performing under this Contract. Buyer shall disclose to Seller industrial hygiene and environmental monitoring data regarding conditions that may affect Seller's work or personnel at the Site. Buyer shall keep Seller informed of changes in any such conditions. 13.7 Seller shall notify Buyer if Seller becomes aware of. (i) conditions at the Site differing materially from those disclosed by Buyer, or (ii) previously unknown physical conditions at Site differing materially from those ordinarily encountered and generally recognized as inherent in work of the character provided for in the Contract. If any such conditions cause an increase in Seller's cost of, or the time required for, performance of any part of the work under the Contract, an equitable adjustment in price and schedule shall be made. 13.8 If Seller encounters Hazardous Materials in Buyer's equipment or at the Site that require special handling or disposal, Seller is not obligated to continue work affected by the hazardous conditions. In such an event, Buyer shall eliminate the hazardous conditions in accordance with applicable laws and regulations so that Seller's, work under the Contract may safely proceed, and Seller shall be entitled to an equitable adjustment of the price and schedule to compensate for any increase in Seller's cost of, or time required for, performance of any part of the work. Buyer shall properly store, transport and dispose of all Hazardous Materials introduced, produced or generated in the course of Seller's work at the Site. 13.9 Buyer shall indemnify Seller for any and all claims, damages, losses, and expenses arising out of or relating to any Hazardous Materials which are or were (i) present in or about Buyer's equipment or the Site prior to the commencement of Seller's work, (ii) improp- erlyhandled or disposed of b Buyer or Buyer's employees, a ents, contractors or subcontractors, or w brought, generated, produced P Y Y Y9 (���) 9 9 or released on Site by parties other than Seller. 14. Changes 14.1 Each party may at any time propose changes in the schedule or scope of Products or Services. Seller is not obligated to proceed with any change until both parties agree upon such change in writing. The written change documentation will describe the changes in scope and schedule, and the resulting changes in price and other provisions, as agreed. 14.2 The scope, Contract Price, schedule, and other provisions will be equitably adjusted to reflect additional costs or obligations in- curred by Seller resulting from a change, after Seller's proposal date, in Buyer's Site -specific requirements or procedures, or in industry specifications, codes, standards, applicable laws or regulations. However, no adjustment will be made on account of a general change in Seller's manufacturing or repair facilities resulting from a change in laws or regulations applicable to such facilities. Unless otherwise agreed by the parties, pricing for additional work arising from such changes shall be at Seller's time and material rates. 14.3 It shall be acceptable and not considered a change if Seller delivers a Product that bears a different, superseding or new part or version number compared to the part or version number listed in the Contract. 15. Limitations of Liability 15.1 The total liability of Seller for all claims of any kind arising from or related to the formation, performance or breach of this Contract, or any Products or Services, shall not exceed the (i) Contract Price, or (ii) if Buyer places multiple order(s) under the Contract, the price of each particular order for all claims arising from or related to that order and ten thousand US dollars (US $10,000) for all claims not part of any particular order. Form EM104 (Global) Grid Solutions March 141h, 2022 Page 7 a , ;. i 15.2 Seller shall not be liable for loss of profit or revenues, loss of use of equipment or systems, interruption of business, cost of re- placement power, cost of capital, downtime costs, increased operating costs, any special, consequential, incidental, indirect, or punitive damages, or claims of Buyer's customers for any of the foregoing types of damages. 15.3 All Seller liability shall end upon expiration of the applicable warranty period, provided that Buyer may continue to enforce a claim iW,.,,, for which it has given notice prior to that date by commencing an action or arbitration, as applicable under this Contract, before expiration of any statute of limitations or other legal time limitation but in no event later than one year after expiration of such warranty period. 15.4 Seller shall not be liable for advice or assistance that is not required for the work scope under this Contract. j 15.5 If Buyer is supplying Products or Services to a third party, or using Products or Services at a facility owned by a third party, Buyer shall either (i) indemnify and defend Seller from and against any and all claims by, and liability to, any such third party in excess of the limitations set forth in this Article 15, or (ii) require that the third party agree, for the benefit of and enforceable by Seller, to be bound by all the limitations included in this Article 15. 15.6 For purposes of this Article 15, the term "Seller" means Seller, its affiliates, subcontractors and suppliers of any tier, and their re- spective employees. The limitations in this Article 15 shall apply regardless of whether a ctaim is based in contract, warranty, indemnity, tortlextra-contractual liability (including negligence), strict liability or otherwise, and shall prevail over any conflicting terms, except to the extent that such terms further restrict Seller's liability. 16. Governing Law and Dispute Resolution 16.1 This Contract shall be governed by and construed in accordance with the laws of (i) the State of New York if Buyer's place of busi- ness is in the U.S. or (ii) England and Wales if the Buyer's place of business is outside the U.S., in either case without giving effect to any choice of law rules that would cause the application of laws of any other jurisdiction (the "Governing Law"). If the Contract includes the sale of Products and the Buyer is outside the Seller's country, the United Nations Convention on Contracts for the International Sale of Goods shall apply. 16.2 In the event of any dispute arising out of or in connection with this Contract, including any question regarding its existence or validi- ty, the parties agree to submit the matter to mediation under the ICC mediation Rules, without prejudice to either party's right to seek b emergency, interim or conservatory measures of protection at any time. If the dispute has not been settled pursuant to the ICC Mediation Rules within thirty (30) days following the tiling of a request for Media- tion or within such other period as the parties may agree in writing, such dispute shall be finally settled under the Rules of Arbitration of the International Chamber of Commerce by one or more arbitrators appointed in accordance with the said Rules of Arbitration. In case the arbitral tribunal is constituted of more than one arbitrator, the party -appointed arbitrators shall, for a period of two (2) weeks following the date on which their appointments have both been confirmed, attempt to reach agreement on the president of the arbitral tribunal. For this purpose, the arbitrators may communicate with the parties on an ex-parte basis. If the two arbitrators are unable to agree upon the third, upon request of either Buyer or Seller, the President of the ICC shall appoint the third. The seat, or legal place„ of the mediation and arbitration shall be Geneva, Switzerland. The language to be used in the mediation and in the arbitration shall be the English language. The parties' written submissions shall, to the extent possible, contain all arguments and supporting materials on fact, law and damages, including all exhibits on which each party intends to rely, supporting witness statements, expert reports and legal authorities. 17. Inspection and Factory Tests Seller will apply its normal quality control procedures in manufacturing Products and perform any factory tests in accordance with Seller's standard procedures. Seller shall attempt to accommodate requests by Buyer to witness Seller's factory tests of Products, subject to appropriate access restrictions, if such witnessing can be arranged without delaying the work. Travel and living expenses of Buyer per- sonnel to witness such tests shall be borne by Buyer. Unless otherwise agreed, failure by the Buyer or its representative to attend the factory tests on the scheduled date shall entitle the Seller to proceed with such factory tests alone and the Seller shall promptly share the results of such tests with the Buyer. In the event the factory tests or any other tests to be performed under the Contract cannot be either witnessed or performed (as the case may be) by the Buyer for any reason (including as a consequence of any pandemic) and the Buyer cannot delegate any third party to represent it, or to perform the tests in its name and on its behalf, the Seller may propose to the Buyer alternate measures in order to avoid delaying the testing, including but not limited to the use of electronic messaging services such as Skype, Teams or equivalent, recording devices such as cameras, and a distribution of results via electronic storage media such as DVD or streamed videos. The Buyer and the Seller shall make their best efforts to agree on such measures with a view not to delay the testing of the Products. If despite reasonable alternate measures proposed by the Seller, the Buyer instructs the Seller to suspend or postpone the performance of the tests, the Seller shall, notwithstanding anything to the contrary in the Contract, be entitled to a reasonable exten- Form EM104 (Global) Grid Solutions March 14'h, 2022 Page 8 sion of the time for completion and compensation by the Buyer for the additional costs incurred as a result of the suspension or post- ponement of the affected tests. 18. Firmware, Software, Leased Equipment, Remote Diagnostic Services, PCB Services Seller grants Buyer a non-exclusive license to use Firmware solely in connection with use of the Product for which the Firmware is pro- vided by Seller. Buyer shall not sublicense, assign, or otherwise transfer the license to use the Firmware to any third party, except with that specific Product and to the extent such transfer is not otherwise restricted by the Contract. If Seller provides any software to Buyer other than Firmware, the Software License Addendum shall apply. If Seller leases any of Seller's equipment or provides related Services to Buyer, including placing Seller's equipment at Buyer's site to provide remote Services, the Lease Addendum shall apply. If Seller provides remote diagnostic services to Buyer, the Remote Diagnostic Services Addendum shall apply. If Seller provides PCB Services to Buyer, the PCB Services Addendum shall apply. If there is any conflict between these "Terms and Conditions for the Sale of Products and Services, Form EM 104" and the terms of any addendum incorporated pursuant to this Article 18, the terms of the addendum shall take precedence with respect to the applicable scope. 19. General Clauses 19.1 Products and Services sold by Seller are not intended for use in connection with any nuclear facility or activity, and Buyer warrants that it shall not use or permit others to use Products or Services for such purposes, without the advance written consent of Seller. If, in breach of this, any such use occurs, Seller (and its parent, affiliates, suppliers and subcontractors) disclaims all liability for any nuclear or other damage, injury or contamination, and, in addition to any other rights of Seller, Buyer shall indemnify and hold Seller (and its parent, affiliates, suppliers and subcontractors) harmless against all such liability. Consent of Seller to any such use, if any, will be conditioned upon additional terms and conditions that Seller determines to be acceptable for protection against nuclear liability. 19.2 Seller may assign or novate its rights and obligations under the Contract, in whole or in part, to any of its affiliates or may assign any of its accounts receivable under this Contract to any party without Buyer's consent. Buyer agrees to execute any documents that may be necessary to complete Seller's assignment or novation. Seller may subcontract portions of the work, so long as Seller remains !, responsible for it. The delegation or assignment by Buyer of any or all of its rights or obligations under the Contract without Seller's prior written consent (which consent shall not be unreasonably withheld) shall be void. 19.3 Buyer shall notify Seller immediately upon any change in ownership of more than fifty percent (50%) of Buyer's voting rights or of )` any controlling interest in Buyer. If Buyer fails to do so or Seller objects to the change, Seller may (a) terminate the Contract, (b) require Buyer to provide adequate assurance of performance (including but not limited to payment), and/or (c) put in place special controls re- garding Seller's Confidential Information. 19.4 If any Contract provision is found to be void or unenforceable, the remainder of the Contract shall not be affected. The parties will endeavor to replace any such void or unenforceable provision with a new provision that achieves substantially the same practical and " economic effect and is valid and enforceable. 19.5 The following Articles shall survive termination or cancellation of the Contract: 2, 3, 4, 5, 6, 7, 8, 10, 11, 12, 13, 15, 16, 18, 19 and 20. 19.6 The Contract represents the entire agreement between the parties. No oral or written representation or warranty not contained in this Contract shall be binding on either party. Buyer's and Seller's rights, remedies and obligations arising from or related to Products and Services sold under this Contract are limited to the rights, remedies and obligations stated in this Contract. No modification, amendment, rescission or waiver shall be binding on either party unless agreed in writing. 19.7 Except as provided in Article 15 (Limitations of Liability) and in Section 19.1 (no nuclear use), this Contract is only for the benefit of the parties, and no third party shall have a right to enforce any provision of this Contract, whether under the English Contracts (Rights of Third Parties) Act of 1999 or otherwise. 19.8 This Contract may be signed in multiple counterparts that together shall constitute one agreement. If permitted by applicable laws, the Contract may be signed by the parties using certified digital signature tools such as Docusign, or any other agreed upon certified I,... means. 20. US Government Contracts 20.1 This Article 20 applies only if the Contract is for the direct or indirect sale to any agency of the U.S. government and/or is funded in whole or in part by any agency of the U.S. government. 20.2 Buyer agrees that all Products and Services provided by Seller meet the definition of "commercial-off--the-shelf' ("COTS") or "com- mercial item" as those terms are defined in Federal Acquisition Regulation ("FAR") 2.101. Unless otherwise specifically stated by Seller Form EM104 (Global) Grid Solutions March 141", 2022 Page 9 m„,„. in this Contract, Seller makes no representation or warranty as to the country of origin of Products. Buyer agrees any Services offered by Seller are exempt from the Service Contract Act of 1965 (FAR 52.222-41). The version of any applicable FAR clause listed in this )�Article 20 shall be the one in effect on the effective date of this Contract. 20.3 If Buyer is an agency of the U.S. Government, then as permitted by FAR 12.302, Buyer agrees that all paragraphs of FAR 52.212- 4 (except those listed in 12.302(b)) are replaced with these Terms and Conditions. Buyer further agrees the subparagraphs of FAR 52.212-5 apply only to the extent applicable for sale of COTS and/or commercial items and as appropriate for the Contract Price. 20.4 If Buyer is procuring the Products or Services as a contractor, or subcontractor at any tier, on behalf of any agency of the U.S. Government, then Buyer agrees that FAR 52.212-5(e) or 52.244-6 (whichever is applicable) applies only to the extent applicable for sale of COTS and/or commercial items and as appropriate for the Contract Price. Form EM104 (Global) Grid Solutions March 1411, 2022 Page 10 Border States Industries, Inc. Standard Limit of Liability In no event will Border States be liable for consequential, incidental, indirect, punitive, liquidated or special damages (including loss of profits, data, business or goodwill). Border States' maximum cumulative liability relative to all other claims and liabilities, including that with respect to direct damages and obligations under any indemnity, whether or not insured, will not exceed the cost of the products giving rise to the claim or liability. Any action against Border States must be brought within twelve (12) months after the cause of action accrues. Risk of loss transfers upon delivery, unless it is rejected as non -conforming and owner refuses to unload it. Border States Industries, Inc. Patent Protection Border States will pass through any patent protection from the manufacturer of the product. The foregoing obligation of Border States does not apply to product or portions or components: (i) not supplied by Border States, (ii) made in whole or in part in accordance to Buyer specifications or requests, (iii) which are modified after shipment, if the alleged infringement relates to such modification, (iv) combined, processed or used with other products, processes or materials where the alleged infringement relates to such combination, process or use, (v) where Buyer continues allegedly infringing activity after being notified thereof or after being informed of modifications that would have avoided the alleged infringement, or (vi) where the infringement is incident to use of the product but does not result primarily from the product and its intended application. Buyer will indemnify Border States and its officers, directors, agents and employees from all damages, settlements, attorneys' fees and expenses:(i) related to a claim of infringement or misappropriation excluded from Border States' indemnity obligation by the immediately preceding sentence or (ii) in connection with Buyer's activities regarding the products or its failure to effectively pass on to its direct or indirect customers Border States' liability and warranty limitations and disclaimers. r:�(�)cUivuFNTS CONOWTEE CONTRACTOR (name and address): OWNER (name and address): CONSTRUCTION CONTRACT Effective Date of the Agreement: Amount: Description (name and location): PERFORMANCE BOND SURETY (name and address of principal place of business): BOND Bond Number: Date (not earlier than the Effective Date of the Agreement of the Construction Contract): Amount: Modifications to this Bond Form: ❑ None ❑ See Paragraph 16 Surety and Contractor, intending to be legally bound hereby, subject to the terms set forth below, do each cause this Performance Bond to be duly executed by an authorized officer, agent, or representative. CONTRACTOR AS PRINCIPAL (seal) Contractor's Name and Corporate Seal By: Signature Print Name Title Attest: Signature Title SURETY Surety's Name and Corporate Seal By: Signature (attach power of attorney) Print Name Title Attest: Signature Title (seal) Notes: (1) Provide supplemental execution by any additional parties, such as joint venturers. (2) Any singular reference to Contractor, Surety, Owner, or other party shall be considered plural where applicable. EJCDC® C-610, Performance Bond Copyright © 2013 National Society of Professional Engineers, American Council of Engineering Companies, and American Society of Civil Engineers. All rights reserved. 1 of 2 1. The Contractor and Surety, jointly and severally, bind themselves, their heirs, executors, administrators, successors, and assigns to the Owner for the performance of the Construction Contract, which is incorporated herein by reference. 2. If the Contractor performs the Construction Contract, the Surety and the Contractor shall have no obligation under this Bond, except when applicable to participate in a conference as provided in Paragraph 3. 3. If there is no Owner Default under the Construction Contract, the Surety's obligation under this Bond shall arise after: 3.1. The Owner first provides notice to the Contractor and the Surety that the Owner is considering declaring a Contractor Default. Such notice shall indicate whether the Owner is requesting a conference among the Owner, Contractor, and Surety to discuss the Contractor's performance. If the Owner does not request a conference, the Surety may, within five (5) business days after receipt of the Owner's notice, request such a conference. If the Surety timely requests a conference, the Owner shall attend. Unless the Owner agrees otherwise, any conference requested under this Paragraph 3.1 shall be held within ten (10) business days of the Surety's receipt of the Owner's notice. If the Owner, the Contractor, and the Surety agree, the Contractor shall be allowed a reasonable time to perform the Construction Contract, but such an agreement shall not waive the Owner's right, if any, subsequently to declare a Contractor Default; 3.2. The Owner declares a Contractor Default, terminates the Construction Contract and notifies the Surety; and 3.3. The Owner has agreed to pay the Balance of the Contract Price in accordance with the terms of the Construction Contract to the Surety or to a contractor selected to perform the Construction Contract. 4. Failure on the part of the Owner to comply with the notice requirement in Paragraph 3.1 shall not constitute a failure to comply with a condition precedent to the Surety's obligations, or release the Surety from its obligations, except to the extent the Surety demonstrates actual prejudice. 5. When the Owner has satisfied the conditions of Paragraph 3, the Surety shall promptly and at the Surety's expense take one of the following actions: 5.1. Arrange for the Contractor, with the consent of the Owner, to perform and complete the Construction Contract; 5.2. Undertake to perform and complete the Construction Contract itself, through its agents or independent contractors; 5.3. Obtain bids or negotiated proposals from qualified contractors acceptable to the Owner for a contract for performance and completion of the Construction Contract, arrange for a contract to be prepared for execution by the Owner and a contractor selected with the Owners concurrence, to be secured with performance and payment bonds executed by a qualified surety equivalent to the bonds issued on the Construction Contract, and pay to the Owner the amount of damages as described in Paragraph 7 in excess of the Balance of the Contract Price incurred by the Owner as a result of the Contractor Default; or 5.4. Waive its right to perform and complete, arrange for completion, or obtain a new contractor, and with reasonable promptness under the circumstances: 5.4.1. After investigation, determine the amount for which it may be liable to the Owner and, as soon as practicable after the amount is determined, make payment to the Owner; or 5.4.2. Deny liability in whole or in part and notify the Owner, citing the reasons for denial. 6. If the Surety does not proceed as provided in Paragraph 5 with reasonable promptness, the Surety shall be deemed to be in default on this Bond seven days after receipt of an additional written notice from the Owner to the Surety demanding that the Surety perform its obligations under this Bond, and the Owner shall be entitled to enforce any remedy available to the Owner. If the Surety proceeds as provided in Paragraph 5.4, and the Owner refuses the payment or the Surety has denied liability, in whole or in part, without further notice the Owner shall be entitled to enforce any remedy available to the Owner. 7. If the Surety elects to act under Paragraph 5.1, 5.2, or 5.3, then the responsibilities of the Surety to the Owner shall not be greater than those of the Contractor under the Construction Contract, and the responsibilities of the Owner to the Surety shall not be greater than those of the Owner under the Construction Contract. Subject to the commitment by the Owner to pay the Balance of the Contract Price, the Surety is obligated, without duplication for: 7.1. the responsibilities of the Contractor for correction of defective work and completion of the Construction Contract; 7.2. additional legal, design professional, and delay costs resulting from the Contractor's Default, and resulting from the actions or failure to act of the Surety under Paragraph 5; and 7.3. liquidated damages, or if no liquidated damages are specified in the Construction Contract, actual damages caused by delayed performance or non-performance of the Contractor. 8. If the Surety elects to act under Paragraph 5.1, 5.3, or 5.4, the Surety's liability is limited to the amount of this Bond. 9. The Surety shall not be liable to the Owner or others for obligations of the Contractor that are unrelated to the Construction Contract, and the Balance of the Contract Price shall not be reduced or set off on account of any such unrelated obligations. No right of action shall accrue on this Bond to any person or entity other than the Owner or its heirs, executors, administrators, successors, and assigns. 10. The Surety hereby waives notice of any change, including changes of time, to the Construction Contract or to related subcontracts, purchase orders, and other obligations. 11. Any proceeding, legal or equitable, under this Bond may be instituted in any court of competent jurisdiction in the location in which the work or part of the work is located and shall be instituted within two years after a declaration of Contractor Default or within two years after the Contractor ceased working or within two years after the Surety refuses or fails to perform its obligations under this Bond, whichever occurs first. If the provisions of this paragraph are void or prohibited by law, the minimum periods of limitations available to sureties as a defense in the jurisdiction of the suit shall be applicable. 12. Notice to the Surety, the Owner, or the Contractor shall be mailed or delivered to the address shown on the page on which their signature appears. 13. When this Bond has been furnished to comply with a statutory or other legal requirement in the location where the construction was to be performed, any provision in this Bond conflicting with said statutory or legal requirement shall be deemed deleted herefrom and provisions conforming to such statutory or other legal requirement shall be deemed incorporated herein. When so furnished, the intent is that this Bond shall be construed as a statutory bond and not as a common law bond. 14. Definitions 14.1.13alance of the Contract Price: The total amount payable by the Owner to the Contractor under the Construction Contract after all proper adjustments have been made including allowance for the Contractor for any amounts received or to be received by the Owner in settlement of insurance or other claims for damages to which the Contractor is entitled, reduced by all valid and proper payments made to or on behalf of the Contractor under the Construction Contract. 14.2. Construction Contract: The agreement between the Owner and Contractor identified on the cover page, including all Contract Documents and changes made to the agreement and the Contract Documents. 14.3.Contractor Default: Failure of the Contractor, which has not been remedied or waived, to perform or otherwise to comply with a material term of the Construction Contract. 14.4.Owner Default: Failure of the Owner, which has not been remedied or waived, to pay the Contractor as required under the Construction Contract or to perform and complete or comply with the other material terms of the Construction Contract. 14.5.Contract Documents: All the documents that comprise the agreement between the Owner and Contractor. 15. If this Bond is issued for an agreement between a contractor and , the term Contractor in this Bond shall be deemed to be Subcontractor and the term Owner shall be deemed to be Contractor. 16. Modifications to this Bond are as follows: EJCDC® C-610, Performance Bond Copyright © 2013 National Society of Professional Engineers, American Council of Engineering Companies, and American Society of Civil Engineers. All rights reserved. 2 of 2 GENERAL REQUIREMENTS PART 1 - GENERAL 1.01 DEFINITION OF TERMS Addenda: Changes or information applying to the Plans and Specifications. Addenda are issued prior to opening of Bids. Bidder: Any individual, firm or corporation submitting a Proposal for the Work under their own name. Bond: The Performance/Maintenance bond and the Payment Bond executed by the Contractor and the Contractor's Surety in favor of the Owner, guarantying the faithful performance of the obligations assumed by the Contract and the payment of all debts pertaining to the Work. Change Order: A written order by the Engineer for changes or alterations in the Work. Change Orders are issued after the opening of Bids. Clerk or Secretary: The one who keeps the records and correspondence of the Owner. Contract: The written agreement between the Contractor and the Owner setting forth the terms and conditions under which the Work is to be accomplished and all documents incorporated therein by reference. Contractor: Any individual, firm or corporation contracting as the Parry of the Second Party in the Contract. Employee: Any person employed on the Work to which the Specifications apply and who is under the direction or control of or receives compensation from the Contractor or a Subcontractor. Engineer: DeWild Grant Reckert and Associates Company, dba DGR Engineering, 1302 South Union Street, Rock Rapids, IA 51246. The Engineer is the general administrator of the Contract. Notice: Advertisement for bids, advertising the date and time for hearing objections and/or opening and reading bids on the Work. Owner: The Parry of the First Part as represented by Council, commission, or Board of Trustees of the City, Utility, or the individual or firm for whom the Work is performed. Plans (Drawings): Graphic and pictorial representations of the design, location and dimensions of the Work. Project: The total construction authorized by the Owner as a single program of which the Work may constitute a whole or a part. P:A04\285\07\LDuc\�pecAM aterials\lf.utchrrn,c�rn, MN .. Furnishing Electric Materials ... 428507 Vl]# docx GR I Proposal (Bid) Guaranty The security, required by Notice and the Proposal, to be furnished by the Bidder as a guaranty that the Bidder will enter into Contract for Work awarded to the Bidder and furnish an acceptable Bond. Specifications: The Instructions to Bidders, General Conditions, Special Conditions and Technical descriptions of material, equipment, construction systems, standards and workmanship applicable to the Work. Subcontractor: Any individual, firm or corporation who has, with the approval of the Owner, contracted with the Contractor to execute and perform in the Contractor's stead all or any part of the Contract. Superintendent: The Contractor's authorized representative in responsible charge of the Work. Sure . The corporate body bound with and for the Contractor for the acceptable performance of the Contract. The Work: The materials, equipment and labor necessary for the construction of the improvement as indicated in the Specifications, on the Plans, or as set forth in the Contract. Treasurer: The duly designated Treasurer of the Owner. 1.02 SUMMARY: A. Materials shall be supplied as specified herein, and shall be in accordance with the applicable NEMA, ANSI, IEEE, IPCEA, ASTM Standards, NEC, NERC, and the Standards of the Underwriter's Laboratory. 1.03 CONTRACT AWARD: A. The Owner will award one (1) Contract for each of the bids as deemed in the best interest of the Owner. The following dates represent the proposed schedule for this Contract: August 14, 2024 Bid Opening August 28, 2024* Owner Awards Contract September 18, 2024 Contractor furnishes performance bonds, certificate of insurance and signed Contract(s) September 25, 2024 Contract(s) executed by Owner May 1, 2025 + Anchor Bolts, templates, and cages P:A04\285\07\LDuc\�pecAM aterials\lf.utchrrn,c�rn, MN .. FurnishrrnP, Electric Materials ... 428507 Vl]# docx GR 2 August 29, 2025 + Delivery of Equipment: • GOAB Switches • CVTs • PTs • Steel • Steel Transmission Poles * Date subject to change. + Contract Price deductions (liquidated damages) apply to these dates. Delivery of electric materials is desired to be no later than the dates listed above, respectively. Based on current material availability, both later and earlier delivery dates will be considered by the Owner. 1.04 SUBMITTALS: A. In addition to any drawings and data submitted with the bid, the Contractor, after award of the contract and before proceeding with the manufacture of the material, shall furnish the Engineer electronic copies of all design calculations, data sheets and drawings covering the design and installation of the material for approval. B. The Contractor shall submit outline, layout, detailed, and wiring drawings of the material as applicable for approval. All drawings shall be approved prior to fabrication. C. The Contractor shall supply to the Engineer an electronic copy in .pdf and an AutoCAD compatible format of each of the above -mentioned drawings for all submittals. D. Drawings submitted shall be in 11 x 17 format. E. Approval of final Contractor's drawings or data by the Engineer shall not relieve the Contractor of any part of his responsibility to meet all the requirements of this specification or as to the correctness of his drawings and data. Further, approval of the Engineer does not relieve the Contractor of responsibility for the adequacy of the design. F. Shop drawings for all material shall be submitted within 6 weeks of award. G. Allow 2-3 weeks for the Engineer's review of the shop drawings. H. See the Technical Specifications for additional submittal requirements. P:A04\285\07\LDuc\�pecAM aterials\lf.utchrrn,c�rn, MN .. Furnishing Electric Materials ... 428507 Vl]# docx GR 3 1.05 INSTRUCTION MANUALS: A. In addition, the successful bidder shall, under separate cover, furnish: three (3) copies of instruction manuals: three (3) copies of certified "as built" drawings; and electronic versions of drawings in AUTOCAD format and manuals in PDF format. B. The instruction manual shall contain a list of recommended spare parts. 1.06 SHIPPING AND DELIVERY PROCEDURES: A. The Bid(s) shall include F.O.B to the Project location (or the Owner's storage facility) in Hutchinson, Minnesota. The Project site address is as follows: Hutchinson Substation 10 Garden Road NE Hutchinson, MN 55350 The Owner's storage facility location is as follows: Plant 1 44 4 h Avenue NE Hutchinson, MN 55350 B. Contractor shall notify the Owner when equipment is ready for shipment at least seven (7) days prior to delivery. In addition, seller shall advise the Owner of method of shipment, projected routing, and estimated time in shipment. C. Title to the equipment shall pass to the Owner upon acceptance testing and checkout of the equipment and receipt of all required documentation. D. Deliveries Accepted: Monday -Friday, 8:00 AM — 3:00 PM, working days only. E. The Contractor shall investigate all limitations in regard to shipping the equipment. The equipment shall be shipped as completely assembled as transportation limits allow. F. Contractor shall also coordinate delivery in advance with the Owner's substation construction Contractor to ensure that site preparations are complete, and the Contractor can schedule to be on -site during delivery of the equipment. G. The Contractor shall coordinate delivery locations with the Owner and Engineer. 1.07 INSURANCE REQUIREMENTS: A. Casualty Insurance: Except when the risk of loss of the Equipment is with Owner, Contractor shall maintain on the Equipment insurance against loss or damage by P:A04\285\07\LDuc\�pecAM aterials\lf.utchrrn,c�rn, MN .. Furnishing Electric Materials ... 428507 Vl]# docx GR 4 fire, lightning and all other risks covered by the so-called extended coverage insurance endorsement in an amount equal to the full insurable value of the Equipment. Upon the request of Owner, Contractor shall deliver to Owner a certificate of insurance evidencing the insurance required by this section. B. Risk of Loss - Risk of loss of the Equipment shall remain with Contractor until the Equipment has been unloaded, inspected, and accepted by the Owner or Owner's Representative, at which time risk of loss shall pass to Owner. Notwithstanding the foregoing, if Owner rejects the Equipment as non -conforming, risk of loss of the Equipment shall be and remain with Contractor until Contractor corrects the non -conformity or Owner accepts the Equipment. 1.08 WARRANTY: A. A warranty package shall be furnished with the substation material. The warranty shall be in effect for 18 months after date of delivery as part of this proposal. B. The warranty shall be comprehensive, without deductibles, and shall cover all equipment supplied by the Bidder, whether or not it was manufactured by the Bidder. C. All repair parts, labor, and travel expenses necessary for repairs at the j ob site shall be included. 1.09 TERMS AND CONDITIONS: A. The Bidder is invited to attach their standard patent protection and liability limitation conditions, but shall not include any other terms and conditions to this bid. Any terms or conditions submitted with the Bid other than the terms or conditions herein listed shall be grounds for disqualification of bid. All additional costs required to meet this specification shall be deemed to be included in the Contract Price. * * * END OF SECTION * * * P:A04\285\07\LDuc\�pecAM aterials\lf.utchrrn,c�rn, MN .. Furnishing Electric Materials ... 428507 Vl]# docx GR 5 TECHNICAL SPECIFICATIONS GOAB SWITCHES PART 1 - GENERAL 1.01 SCOPE: A. The Advertisement for Bids, Instructions to Bidders, Bid Form, and General Requirements of the Contract are hereby made part of this section. B. Work under this Section includes designing, furnishing, and delivering the GOAB switches as herein specified and shown on the Drawings. C. It is assumed that the manufacturer is quoting in strict conformance with these specifications unless the quotation includes a statement and description of proposed exceptions. D. Work performed by Others: 1. Unloading and installation of GOAB switches. 1.02 SUBMITTALS: A. See General Requirements, for submittal procedures. B. Shop Drawings: 1. Dimensions. 2. Descriptive data. 3. Performance data. C. In addition, the successful bidder shall, under separate cover, furnish electronic copies of certified "record" drawings in AUTOCAD and PDF format. 1.03 PAYMENT: A. Payment shall be at the unit prices as shown on the Bid Form. 1.04 WARRANTY: A. See General Requirements Section. P:A04\285\07\DocASpecAMaterials\Hutchinson, MN - Furnishing Electric Materials - 428507-IFB.docx TS-1 PART 2 - PRODUCTS 2.01 ACCEPTABLE MANUFACTURERS: A. Vertical Break Switches: 1. Cleaveland / Price — Type "V2-CA" 2. Royal — Type "AVT" 3. Pascor Atlantic 4. Pascor — Type "VPBA". 5. Southern States — Type "EV-2". 6. SEECO — Type "VIPA". 7. USCO — Type "AVR". 8. Or Engineer approved equal prior to bid. 2.02 GOAB SWITCH CONSTRUCTION: A. Switches are to include the following: 1. Vertical break opening. 2. Group operated, 3-poles. 3. Mounting: Horizontal. 4. Insulators shall be supplied with the switches. a. Acceptable post insulator manufacturers: (1) Lapp. (2) NGK Locke. (3) Victor. (4) Or Approved equal. b. Post insulator construction: (1) Shall be station post type. P:A04\285\07\DocASpecAMaterials\Hutchinson, MN - Furnishing Electric Materials - 428507-IFB.docx TS-2 (2) Single -piece porcelain body. (3) Standard strength. (4) Four (4) UNC standard bolt holes on standard bolt circle. (5) Color: ANSI No. 70 light gray. (6) Exposed metal shall be galvanized. (7) Minimum Ratings: 115 kV 69 kV Nominal voltage 115 kV 69 kV Basic Insulation Level (BIL) 550 kV 350 kV Minimum impulse flashover, pos 610 kV 390 kV Leakage distance 99 in. 72 in. Maximum design cantilever 2600 lb 3000 lb Technical Reference Number (TR) 287 278 Bolt circle 5 in. 5 in. 5. Switch shall be designed to support the full cantilever strength of the insulators and weight of the connections. 6. Fittings and blades: aluminum, copper, or bronze. 7. Contacts: Silver to silver. 8. Worm gear operator and ice -break decoupler. 9. Outboard and guide bearings. 10. Pipe extension. 11. Interphase rods. 12. Padlocking provisions for "open" and "closed" positions. 13. Grounding: Braided copper grounding strap and clamps. 14. Switch base: Metal with sufficient stiffness to prevent excessive deflection when mounted and operated on the supporting structure indicated on the Drawings. 15. Steel: Galvanized. P:A04\285\07\DocASpecAMaterials\Hutchinson, MN - Furnishing Electric Materials - 428507-IFB.docx TS-3 16. Steel supporting members: Adequacy shall be verified as per requirements of the supplied switch. Contractor shall be responsible for ensuring the switch supplied will fit and operate properly on the structure specified on the Drawings. 17. Metal Indicators: a. Embossed or stamped. b. Installed on vertical operating rod. C. Indicate "open" and "closed" positions. d. Size: Approximately 7.5 inches high and 1.5 inches wide. e. "Closed" indicator paint color: Red. f. "Open" indicator paint color: Green. g. Mounting height: Normal eye level. h. Positioning: Appropriate indicator shall directly face the operator when the person is in a normal position for operating the switch. 18. Ratings for switches without motor operators: 115 kV 69 kV Nominal voltage 115 kV 69 kV Rated Maximum Voltage 123 kV 72.5 kV Basic Insulation Level (BIL) 550 kV 350 kV Continuous Current rating 3000 A 2000 A Momentary current rating 61 kA 61 kA Phase to phase spacing 8'-0" 5'-0" 19. Ratings for switches with motor operators: 115 kV 69 kV Nominal voltage 115 kV N/A Rated Maximum Voltage 123 kV N/A Basic Insulation Level (BIL) 550 kV N/A Continuous Current rating 2000 A. N/A Momentary current rating 61 kA N/A Phase to phase spacing 8'-0" N/A 20. Switch accessories: Arching horns. P:A04\285\07\DocASpecAMaterials\Hutchinson, MN - Furnishing Electric Materials - 428507-IFB.docx TS-4 2.03 MOTOR OPERATING MECHANISM: A. The electric motor operator cabinet shall be of all -aluminum or stainless steel construction, maintenance -free, and weatherproof. Painted cabinets are not acceptable. B. The motor and control circuits shall operate at 125 Volts DC (90 volt minimum to 140 volt maximum). C. A minimum of twelve (12) auxiliary contacts (six N.O. and six N.C.) shall be furnished. Contacts shall be interchangeable in the field from N.O. to N.C. and vice versa. D. The angular travel of the motor operator shall be continuously adjustable from 60 to 270 degrees. E. The direction of rotation shall be field -selectable. F. The motor operator shall have a minimum torque of 20,000 inch -pounds. G. A coupling device shall be provided that will allow for testing the motor operator without disturbing the high voltage switch. The motor operator shall have provisions for padlocking the coupling mechanism for the switch in both the coupled and decoupled positions and for padlocking the switch in the fully open and fully closed position when coupled to the motor mechanism. A visual indication of the coupled and decoupled position is required. H. The coupling shall include provisions for manually operating the switch with the motor operator disengaged. A three-foot long, removable swing handle shall be provided. L Two cabinet heaters shall be supplied, one continuously energized and one thermostatically controlled to operate at 40' Fahrenheit. The continuously energized heater shall be adequate for prevention of water condensation buildup. The heater circuit shall be furnished with fuses and be suitable for operation on a 120/240 volt single-phase AC supply. J. Supply two -pole knife switch for DC isolation. Mounted vertically, jaw end on top, hinge end on bottom. K. Mechanism shall include a front -panel -mounted mechanical operation counter. L. A push button control to open and close the switch shall be mounted within the motor operator housing. M. Mechanism shall have a safety switch that opens the power circuit to the motor when the hand crank is engaged. P:A04\285\07\DocASpecAMaterials\Hutchinson, MN - Furnishing Electric Materials - 428507-IFB.docx TS-5 N. Mechanism shall have electrical seal -in to protect customer's operating contacts of both the close and open coils. O. All connectors used for terminating control and secondary wiring shall be full circle lugs with seamless barrels and uninsulated, visible crimping. Terminal blocks, including those for external wiring connections, shall be Marathon Catalog 4 1512 STD or equivalent. 2.04 INCIDENTALS: A. Furnish incidental items including, but not limited to, miscellaneous hardware and connectors to achieve a complete installation. 2.05 DRAWINGS AND INSTRUCTION MANUALS: A. Each GOAB switch shall be shipped with an instruction manual and a complete set of certified "record" drawings. As -built drawings shall include the following: 1. Nameplate drawing. 2. Control Diagram. 3. Outline of switch 4. Connection diagrams. 5. Outline of insulators. 6. Outline of single phase base assembly. 7. In addition, the successful bidder shall, under separate cover, furnish: four (4) copies of instruction manuals: four (4) copies of certified "record" drawings; and electronic copies of drawings in AUTOCAD format and manuals in PDF format. 8. The instruction manual shall contain a list of recommended spare parts. 2.06 SHIPMENT AND DELIVERY: A. See Instruction to Bidders for schedule and General Requirements for Shipping information. PART 3 - EXECUTION 3.01 See General Requirements section. 3.02 ADJUSTMENTS: P:A04\285\07\DocASpecAMaterials\Hutchinson, MN - Furnishing Electric Materials - 428507-IFB.docx TS-6 A. Provide services as required to assist with switch adjustment to ensure proper operation of the switch. * * * END OF SECTION * * * P:A04\285\07\DocASpecAMaterials\Hutchinson, MN - Furnishing Electric Materials - 428507-IFB.docx TS-% CAPACITOR VOLTAGE TRANSFORMERS PART 1 - GENERAL 1.01 SCOPE: A. The Advertisement for Bids, Instructions to Bidders, Bid Form, and General Requirements of the Contract are hereby made part of this section. B. Work under this Section includes furnishing and delivering the capacitor voltage transformers (CVTs) as herein specified. C. It will be assumed that the manufacturer is quoting in strict conformance with these specifications unless the quotation includes a statement and description of proposed exceptions. D. Work performed by Others: 1. Unloading and installation of CVTs. 1.02 SUBMITTALS: A. See General Requirements for submittal procedures. B. Shop Drawings: 1. Nameplate drawing. 2. Outline drawings. 3. Descriptive data. 4. Performance data. 5. Electrical schematics and connection diagrams. 6. Ratio correction factor and phase angle curves. C. In addition, the successful bidder shall, under separate cover, furnish electronic copies of certified "record" drawings in AUTOCAD and PDF format. 1.03 PAYMENT: A. Payment shall be at the unit prices as shown on the Bid Form. P:A04\285\07\DocASpecAMaterials\Hutchinson, MN - Furnishing Electric Materials - 428507-IFB.docx TS-8 1.04 WARRANTY: A. See General Requirements Section. PART 2 - PRODUCTS 2.01 ACCEPTABLE MANUFACTURERS: A. Arteche B. GE C. Kuhlman/ABB/Hitachi. D. Instrument Transformer Equipment Corporation. E. Trench. F. Or Engineer approved equal prior to bid. 2.02 CAPACITOR VOLTAGE TRANSFORMER CONSTRUCTION: A. Primary rating shall be as specified, for connection to a nominal 115 kV line. The CVTs shall have the following ratings: Nominal Voltage 115 kV MCOV, L-L 123 kV Primary voltage rating, L-G 69 kV Basic Insulation Level (BIL) 550 kV Power freq. withstand volts (1 min.) 265 kV Secondary ratio 600/1,000:1 Standard capacitance (min.) 12,500 pF Creepage distance (min.) 124 in. Minimum rated output 400 VA Design temperature range -40°C to 40°C Design ice loading 0.5 in Wind Loading 90 mph B. Metering accuracy class shall be 0.3 with burdens W, X, Y, Z, and ZZ. C. Insulating oil shall be the manufacturer's standard product and certified PCB free. D. Puncture Pin: 1. Shall provide release of internal pressure in the event of severe service conditions leading to internal discharges. P:A04\285\07\DocASpecAMaterials\Hutchinson, MN - Furnishing Electric Materials - 428507-IFB.docx TS-9 2. Operation of the pin shall cause insulating oil to flow down the porcelain insulators, resulting in an oil stain that can provide visual indication of a puncture pin operation. E. Bushings: 1. Porcelain. 2. Color: Gray. 3. Connector: NEMA 4-hole spade. F. Cabinet heaters shall be provided to minimize condensation in enclosure. G. Ground pad shall be provided suitable for a NEMA 2-hole connector. H. Provide external potential grounding switch with hook stick lever operation. PART 3 - EXECUTION 3.01 See General Requirements section. * * * END OF SECTION * * * P:A04\285\07\DocASpecAMaterials\Hutchinson, MN - Furnishing Electric Materials - 428507-IFB.docx TS-10 POTENTIAL TRANSFORMERS PART 1 - GENERAL 1.01 SCOPE: A. The Advertisement for Bids, Instructions to Bidders, Bid Form, and General Requirements of the Contract are hereby made part of this section. B. Work under this Section includes furnishing and delivering the potential transformers (PTs) as specified herein. C. It will be assumed that the manufacturer is quoting in strict conformance with these specifications unless the quotation includes a statement and description of proposed exceptions. D. Work performed by Others: 1. Unloading and installation of PTs. 1.02 SUBMITTALS: A. See General Requirements, for submittal procedures. B. Shop Drawings: 1. Dimensions. 2. Descriptive data. 3. Performance data. 4. Electrical schematics. 5. Ratio correction factor and phase angle curves. C. In addition, the successful bidder shall, under separate cover, furnish electronic copies of certified "record" drawings in AUTOCAD and PDF format. 1.03 PAYMENT: A. Payment shall be at the unit prices as shown on the Bid Form. 1.04 WARRANTY: A. See General Requirements Section. P:A04\285\07\DocASpecAMaterials\Hutchinson, MN - Furnishing Electric Materials - 428507-IFB.docx TS-1 1 PART 2 - PRODUCTS 2.01 ACCEPTABLE MANUFACTURERS: A. Trench. B. Kuhlman/ABB/Hitachi. C. Instrument Transformer Equipment Corporation. D. Ritz. E. GE. F. Or Engineer approved equal prior to bid. 2.02 POTENTIAL TRANSFORMER CONSTRUCTION: A. Potential transformers shall include the following: 1. Single phase, 60 Hz, outdoor type in accordance with ANSI C57.13, except as modified in this specification. 2. Shall meet all ANSI and IEC metering and protection class accuracies. 3. Hermetically sealed using nitrite rubber gaskets. 4. Head shall be made of corrosion resistant aluminum and polyester powder coated. 5. Compensation for oil expansion shall be by a dry nitrogen cushion. 6. Secondary shall have two windings, each provided with a tap for secondary voltages. Ratios shall be as listed in this specification. 7. Primary rating shall be as specified, for connection to a nominal 69 kV line or bus. The PTs shall have the following ratings: P:A04\285\07\DocASpecAMaterials\Hutchinson, MN - Furnishing Electric Materials - 428507-IFB.docx TS-12 System voltage (kV) 69 MCOV, L-L (kV) 72.5 Basic Insulation Level (BIL) (kV) 350 Primary voltage rating, L-G (kV) 40.25 Voltage ratio, both secondaries 350/600:1 Rated secondary (Volts) 115/67.08 Accuracy and burden rating 0.3 ZZ Thermal rating (VA) 5000 Creepage distance (in) 52 Strike distance (in) 23 Induced voltage (kV) 140 8. Metering accuracy class shall be 0.3 with burdens W, X, Y, Z, and ZZ. 9. Insulating oil (if used) shall be the manufacturer's standard product and certified PCB free. 10. Ground pad shall be provided suitable for a NEMA 2-hole connector. 11. Bushings: a. Porcelain. b. Color: Gray. C. Connector: NEMA 4-hole spade. 12. Magnetic oil level gauge shall be provided. 13. Oil filling plug with nitrogen filling valve and oil drain valve shall be included. 14. Cabinet heaters shall be provided as required to minimize condensation in the enclosure. 15. Lifting holes or ears shall be provided on the base. 16. Include a 5 kV neutral bushing with removable copper strap for testing the single bushing unit. PART 3 - EXECUTION 3.01 See General Requirements section. * * * END OF SECTION * * * P:A04\285\07\DocASpecAMaterials\Hutchinson, MN - Furnishing Electric Materials - 428507-IFB.docx TS-13 SUBSTATION STEEL PART 1 - GENERAL 1.01 SCOPE: A. The Advertisement for Bids, Instructions to Bidders, Bid Form, and General Requirements of the Contract are hereby made part of this section. B. Work under this Section includes furnishing and delivering the substation steel structures as herein specified and shown on the Drawings. C. It will be assumed that the manufacturer is quoting in strict conformance with these specifications unless the quotation includes a statement and description of proposed exceptions. D. Work performed by Others: 1. Unloading and installation of structural steel. 1.02 SUBMITTALS: A. See General Requirements, for submittal procedures. B. Shop Drawings: 1. Dimensions. 2. Descriptive data. 3. Dimensional tolerances. 4. Calculated shipping weight of each structure excluding anchor bolts. C. In addition, the successful bidder shall, under separate cover, furnish electronic copies of certified "record" drawings in AUTOCAD and PDF format. D. Drawing titles shall clearly indicate Hutchinson Utilities - Hutchinson Substation, purchase order number, the structure type identification and such other notations as shall be necessary to properly identify drawings with this specification and contract. 1.03 PAYMENT: A. Payment shall be at the unit prices as shown on the Bid Form. P:A04\285\07\DocASpecAMaterials\Hutchinson, MN - Furnishing Electric Materials - 428507-IFB.docx TS-14 1.04 WARRANTY: A. See General Requirements Section. 1.05 REFERENCES: A. Steel structures shall comply with the following documents: 1. National Electric Safety Code, current edition and revision. 2. STM Specification A123, current edition and revision. 3. AST Specification A153, current edition and revision. 4. ASCE Substation Structure Design Guide No. 113, 1" edition. 5. AISC (American Institute of Steel Construction) — Specification for Structural Steel Buildings, Allowable Stress Design (ASD). (9 h Edition). 6. AISC (American Institute of Steel Construction) — Code of Standard Practice for Structural Steel Buildings and Bridges. (March 7, 2000). 7. AISC (American Institute of Steel Construction) — Seismic Provisions for Structural Steel Buildings. 8. ASTM A36 — Carbon Structural Steel. 9. ASTM A53 — Pipe, Steel, Black, Welded and Seamless. 10. ASTM A325 — Structural Bolts, Steel, Heat -Treated. 11. ASTM A500 — Cold -Formed Welded and Seamless Carbon Steel Structural Tubing in Rounds and Shapes. 12. ASTM A563 — Carbon and Alloy Steel Nuts. 13. ASTM A992 — Structural Steel Beams. 14. AWS A2.4 (American Welding Society) — Standard Symbols for Welding, Brazing, and Nondestructive Examination. 15. AWS D1.1 (American Welding Society) — Structural Welding Code — 70XX. 16. RCSC (Research Council on Structural Connections) — Specification for Structural Joints Using ASTM A325 or ASD. 17. SSPC (Steel Structures Painting Council) — Steel Structures Painting Manual, Volumes 1 and 2. P:A04\285\07\DocASpecAMaterials\Hutchinson, MN - Furnishing Electric Materials - 428507-IFB.docx TS-15 18. UL (Underwriters Laboratory, Inc.) — Fire Resistance Directory. 19. WH (Warnock Hersey) — Certification Listings. PART 2 - PRODUCTS 2.01 ACCEPTABLE CONTRACTORS: A. Contractors shall have significant experience designing and furnishing steel structures for high -voltage electrical substation projects. B. Acceptable Manufacturers: 1. Dis-Tran. 2. Falcon Steel. 3. Galvanizers, Inc. 4. Grid Structures. 5. Klute, Inc. 6. Rohn. 7. Valmont Industries, Inc. 8. V&S Schuler. 9. Or Engineer approved equal prior to bid. 2.02 STEEL STRUCTURES CONSTRUCTION: A. General: 1. Shall be of size and type as indicated in the attached Drawings. 2. Steel and hardware shall be galvanized. 3. Contractor shall verify supplied steel is adequate for supplied equipment installed on steel structure. 4. Contractor to provide all hardware to assemble the structures. P:A04\285\07\DocASpecAMaterials\Hutchinson, MN - Furnishing Electric Materials - 428507-IFB.docx TS-16 B. Structural Considerations: 1. Shall conform to the requirements of ASCE No. 113, except where more rigid requirements are indicated in the plans and specifications. 2. Design loading shall conform to the requirements of heavy loading conditions as defined by the NESC. C. Galvanizing: 1. Shall conform to ASTM Specification A123. 2. Shall be galvanized per ASTM Specification A153. 3. Any galvanizing damaged during transportation, unloading, or erection shall be repaired to the satisfaction of the Engineer. D. Dimensional Tolerances: 1. Shall be noted by Contractor and shall comply with the minimum or fixed requirements with no exceptions. E. Anchor Bolts and Templates: 1. Supply anchor bolts and templates (top & bottom) for steel structures as shown on the Drawings. The steel structures' footprints shall match the anchor bolt sizes and bolt circles as shown on the Drawings. 2. Galvanized. 3. Anchor bolts and templates for the steel structures shall be delivered to site as an assembled cage. 4. Anchor bolt cages shall be handled and transported to the site in a manner which does not result in racking, bending, or twisting of any part of the anchor bolt or any part of the complete anchor bolt assembly. F. Equipment Mounting: 1. Shall be fastened to structural steel by means of appropriate bolt, locknut, and washers. 2. Steel manufacturer shall supply all mounting materials to match the equipment to be installed. Manufacturer is responsible for quantifying all nuts, bolts, and washers required. 3. Coordinate mounting of supplied equipment with Engineer. P:A04\285\07\DocASpecAMaterials\Hutchinson, MN - Furnishing Electric Materials - 428507-IFB.docx TS-1 % 2.03 GROUNDING SWITCH PLATFORM CONSTRUCTION: A. Shall be galvanized steel. B. Surface shall be non -slip lattice type. C. Reinforcing angle of similar material shall be used to provide a solid non -warping ground plate. D. Holes for ground connectors shall be drilled prior to any galvanizing. E. Platforms shall be open mesh type. F. Shape and construction shall be as shown on Drawings. 2.04 INCIDENTALS: A. Furnish incidental items including, but not limited to, miscellaneous hardware and connectors to achieve a complete installation. PART 3 - EXECUTION: 3.01 See General Requirements Section. * * * END OF SECTION * * * P:A04\285\07\DocASpecAMaterials\Hutchinson, MN - Furnishing Electric Materials - 428507-IFB.docx TS-1 c4 STEEL TRANSMISSION POLES PART 1 - GENERAL 1.01 SCOPE: A. The Advertisement for Bids, Instructions to Bidders, Bid Form, and General Requirements of the Contract are hereby made part of this section. B. Work under this Section includes furnishing the steel transmission poles as herein specified and shown on the Drawings. C. Work performed by Others 1. Unloading and installation of steel poles. 1.02 SUBMITTALS: A. See General Requirements for submittal procedures. A. Shop Drawings: 1. For Approval Prior to Fabrication: a. Preliminary design calculations and loading trees. b. Calculated shipping weight of each structure excluding anchor bolts. C. Calculated shipping weight of anchor bolts. d. Description of pole shaft, including thickness, length, diameter, cross sectional geometry, and method of fastening each shaft component. e. Data showing the design of the arm, arm connections, arm attachment plates, and brackets. f. Preliminary drawings of structure and structure attachments. g. Total ultimate moments, section modulus required, the section modulus furnished, the b/t for polygonal and D/t for round cross sections at all splices and at least every 20 feet along the pole. h. Stresses in sections covered in 1.02.B.2.b. i. Computation of stresses in connections and attachments. P:A04\285\07\DocASpecAMaterials\Hutchinson, MN - Furnishing Electric Materials - 428507-IFB.docx TS-19 j. Details of all welds including electrode type and welding procedure. k. Deflection calculations for all structure types and heights. Camber diagrams for all structures requiring cambers. 2. Weld test reports of all welds shall be submitted during the fabrication process. 3. All design calculations and drawings shall be certified by a Civil/Structural Engineer registered in the state where the pole is to be erected. 4. Structure components required by this specification shall be shop detailed by the Contractor. Detailing shall conform to the best modern practice for transmission structures. Contractor shall be responsible for the correctness of dimensions and details on the shop detail drawings. Approval of shop detail drawings by the Engineer shall not relieve the Contractor of this responsibility. 5. Drawing titles shall clearly indicate the structure type identification and such other notations as shall be necessary to properly identify drawings with this specification and contract. 6. Erection drawings shall be provided for each structure. The weight of all structure components shall be accurately and completely shown on both the shop detail and erection drawings. The erection drawings shall indicate the lifting points for one or two point erection pick up of each component. Erection drawings shall also include torque requirements for the anchor bolts. 1.03 PAYMENT: A. Payment shall be at the Contract unit prices as shown on the Bid Form. 1.04 WARRANTY: A. See General Requirements for warranty requirements. 1.05 REFERENCES: A. Structures shall comply with the following documents: 1. Attached dimensional sketches and conceptual design drawings for the steel pole structures to be supplied. 2. American Institute of Steel Construction (AISC), Specification for the Design, Fabrication and Erection of Structural Steel for Buildings, current edition and revision. P:A04\285\07\DocASpecAMaterials\Hutchinson, MN - Furnishing Electric Materials - 428507-IFB.docx TS-20 3. American Society for Testing and Materials (ASTM), various standards, current edition and revision. 4. American Concrete Institute (ACI), Building Code Requirements for Reinforced Concrete, ACI 318, current edition and revision. 5. American Welding Society (AWS), Structural Welding Code, AWS D1.1, current edition and revision. 6. National Electric Safety Code (NESC), current edition and revision. 7. Design of Steel Transmission Pole Structures, ASCE Structural Division, Task Committee on Steel Transmission Poles of the Committee on the Analysis and Design of Structures. 1.06 PROJECT CONDITIONS: A. Structures to be supplied are for installation of new and existing 115 kV and 69 kV transmission line facilities. 1.07 DELIVERY, STORAGE, AND HANDLING: A. Packing and Shipping: 1. Poles shall be properly blocked and restrained on cars or trucks to prevent damage or distortion of components during shipment. 2. Contractor shall exercise every precaution to protect all shipments against damage in transit. 3. Bundling straps or bands and related items such as containers and crating shall be of sufficient strength to contain and protect the contents under shipping, handling, and storage yard conditions to which they will be subjected. 4. Banding material shall be galvanized or aluminized steel or other equivalent material that will not rust or otherwise deteriorate during shipping and storage. 5. Containers shall be constructed in a manner that shall prevent pilferage of contents from the unopened container. 6. Cars or trucks in which structures are shipped shall be reasonably clean and free from foreign matter that could in any way injure the material. 7. Methods of packing, loading, and shipping are subject to inspection by the Owner and/or Engineer. P:A04\285\07\DocASpecAMaterials\Hutchinson, MN - Furnishing Electric Materials - 428507-IFB.docx TS-21 8. The steel Contractor shall coordinate the exact time of pole delivery to the desired location with the Owner in order that the unloading of the pole occurs in a timely manner. 1.08 SYSTEM DESCRIPTION A. The Contractor shall make up the loading trees from the dimensional drawings included with the Bid Documents, according to the prescribed loading conditions as shown on the Drawings. Any questions or ambiguities concerning the loading drawings should be addressed to the Engineer. PART 2 - PRODUCTS 2.01 ACCEPTABLE MANUFACTURERS: A. Dis-Tran Steel Pole. B. Rohn Structures. C. Trinity Myer Utility Structures. D. Sabre Tubular Structures. E. Valmont Industries. F. V&S Schuler Tubular Products. G. Klute, Inc. H. Or Approved equal. 2.02 STEEL TRANSMISSION TOWER CONSTRUCTION: A. General: 1. Steel pole Contractor shall be fully responsible for structure designs. 2. Structures designed by Contractor shall be designed in accordance with the requirements of this specification and the dimensional loading drawings. 3. Pole joints shall be minimized. Required joints are subject to the approval of the Engineer. 4. Completed structures shall present as pleasing and aesthetic appearance as possible consistent with the design requirements of this specification. 5. Poles shall be continuously tapered over their entire length. P:A04\285\07\DocASpecAMaterials\Hutchinson, MN - Furnishing Electric Materials - 428507-IFB.docx TS-22 6. Cross section and/or diameter shall be minimized as much as possible. 7. Arms shall be designed so the end of the arm is at the specified height. 8. Arms shall be upswept or straight, tapered, steel tubular members, of any cross -sectional type that meets the dimensions shown on the attached Drawings. 9. All structures shall be designed for full terminal loading according to load cases shown in the Drawings. B. Structural steel: 1. Pole material shall be low alloy, high strength material complying with ASTM Specification A-871/A871M with atmospheric corrosion resistance (self -weathering), Grade 65 minimum or ASTM A572, Grade 65, modified for galvanized steel poles. 2. Structural steel for attachment plates and miscellaneous details shall comply with ASTM Specification A-572-70A, Grade 65 minimum and A588 and A633 for base plates. 3. Contractor shall take steps to ensure correct steel strength is used in the fabrication of the structures. 4. Material shall be identified according to yield strength. Minimum thickness of any steel shall be 3/16 inch. 5. Steel plates over 1-1/2 inch thick shall be ultrasonically tested to assure against lamellar testing. 6. Shall have a minimum impact property of 15 foot pounds at -20 degrees Fahrenheit in the longitudinal direction as measured by the Charpy "V" notch test in accordance with ASTM A370-72 and E23-72. 7. Anchor Bolts: a. Furnish anchor bolts with the quantity, lengths, and coordinates as shown on the drawings. The steel towers' footprints shall be designed to accept the anchor bolt sizes and bolt circles noted on the Drawings. b. Embedment length shall be determined by using the anchor bolt's design load in tension and the ultimate bond stress values as listed in the latest edition of the American Concrete Institute Building Code. C. Assume concrete has a compressive strength of 3500 psi. P:A04\285\07\DocASpecAMaterials\Hutchinson, MN - Furnishing Electric Materials - 428507-IFB.docx TS-23 d. Anchor bolts shall be pre -clustered so that they may be shipped and placed in the foundation as one unit. (1) Templates shall be detailed and provided by the Contractor. (2) Templates shall be designed by the manufacturer with sufficient thickness and strength to withstand transportation and handling without deformation of the anchor bolt pattern. A template thickness no less than 1/z" shall be used on the proj ect. e. Allowable shear will be .65 x proof load, where the proof load is calculated from proof stress values given in ASTM A615. For allowable values for combined shear and tension, follow AISC. 8. Structural steel design shall be done in accordance with the current edition of American Institute of Steel Construction "Specification for Design, Fabrication, and Erection of Structural Steel for Buildings". Safety factors shall be 1.0 in accordance with the Specification Commentary. 9. If the Contractor desires to use steel other than specified, prior approval shall be obtained from the Engineer. C. Welding: 1. Shall conform with the recommended practice of the American Welding Society (AWS) "Structural Welding Code D1.1-72". 2. Welders shall be qualified in accordance with AWS D1.1-72, Section 5. 3. Machine welding shall be utilized whenever practical. 4. Scale or torch -cut edges shall be removed by mechanical means. 5. Welding electrodes shall conform to AWS specifications. 6. Weld Material: a. Shall be certified to meet the requirements of a Charpy impact value of 15 foot pounds at -20 degrees Fahrenheit. b. Shall have strength properties equal to or greater than the steel being welded. 7. Preheating shall be in accordance with AWS D1.17-72, Section 4, Part 1, Table 4.2. P:A04\285\07\DocASpecAMaterials\Hutchinson, MN - Furnishing Electric Materials - 428507-IFB.docx TS-24 8. Welds for attachment of plates, lugs, etc. to poles shall be designed to develop the full strength of the member. Weld shall be same strength as design load plus over load. 9. Longitudinal Welds: a. Shall have a minimum penetration thickness of 80 percent for welds in material greater than 3/8 inch in thickness. b. Welds in material 3/8 inch or less in thickness shall have a minimum penetration of 60 percent. 10. Weld Quality Assurance: a. Cost of testing welds shall be incidental to the fabrication costs and shall be included in the quote price. b. The following items outline a minimal acceptable quality control program. The Contractor shall expand these items to assure a quality product. (1) Primary inspection for conformance to the AWS code shall be by close visual inspection. (2) Welds shall be inspected in accordance with the procedures of AWS D.1-72, Section 6 and herein specified. (3) Circumferential welds shall be tested ultrasonically in accordance with Part III, Section 6, of AWS D1.1-72 using either 45 or 70 degree transducers or as approved by Engineer. (4) Longitudinal welds, unless otherwise specified, shall be tested in accordance with the Dry Power Magnetic Particle Inspection, ASTM Designation E109-63(71) or as approved by the Engineer. D. Bolts, Nuts, and Locking Devices: 1. All mounting hardware for galvanized poles must be galvanized. E. Structure Deflection and Cambering: 1. The pole shall be designed to remain plumb or to lean away from the angle under the 60' Initial loading condition. The Contractor may specify the amount of rake to be put in the pole during construction so that the pole satisfies this condition. Cambering will not be allowed. P:A04\285\07\DocASpecAMaterials\Hutchinson, MN - Furnishing Electric Materials - 428507-IFB.docx TS-25 2. For purposes of deflection limit calculations, the structure height shall be the total height of structure above the base plate for anchor bolt type poles. a. The maximum structure deflection under full design loading (load cases 1-3, and 5 on the loading trees) with overload factors when measured from the vertical shall not exceed the following percentages of the total height of the structure: Structures with Line Maximum Structure Deflection of Deflection -Percent 1 degree to 30 degrees 5% 30 degrees to 60 degrees 4% 60 degrees to 90 degrees 3% b. The deflection under the intact and terminal scenarios for the 60OF Initial condition (load case 4 on the loading tree) shall be limited to I %. F. Corrosion Protection: 1. Galvanizing: a. Shall be performed in accordance with the AGA "Quality Control Manual", and shall meet the applicable requirements of ASTM A123, A143, and A153. 2. Weathering Steel: a. Steel shall conform to ASTM A588 or A871. After fabrication, poles made of weathering steel shall be cleaned of oil, scale, etc., in accordance with Steel Painting Council's "Surface Preparation Specification" SSPC-SP6 to ensure uniform and rapid formation of the protective oxide layer. b. Weathering steel structures shall be designed to eliminate water and refuse traps. Tubular sections shall be sealed from moisture entering the inside of the pole. 3. Polyurethane Coating: b. Shall be applied on all direct embedded steel poles on the outside of the full embedded portion of the pole, plus one (1) foot above ground line. C. Polyurethane formulation shall be "Corrocote II Classic" or approved equivalent, shall consist of 100% solids, and shall contain no hazardous materials. P:A04\285\07\DocASpecAMaterials\Hutchinson, MN - Furnishing Electric Materials - 428507-IFB.docx TS-26 d. Average thickness shall be 16 mils. 4. Structures shall be designed to eliminate areas that could trap moisture and potentially accelerate corrosion. 5. Structures which are to be direct embedded shall have bearing plates and ground sleeves. e. Bearing Plates: (1) Plates and all steel below groundline shall be a minimum of 3/16" thick. (2) Diameter: Not more than 2" greater than the maximum pole diameter. f. Ground Sleeves: (1) Minimum Length: 2'. (2) Minimum Thickness: 3/16". G. Grounding Provisions: 1. A 1/2"-13 UNC type 316 stainless steel threaded inserts shall be installed for grounding purposes as shown on the Drawings. 2. A NEMA standard 2-hole threaded stainless steel grounding pad shall be installed at the base or ground line of each structure for grounding purposes as shown on the Drawings. H. Calculations of Final Weights: 1. Weights shall be computed in accordance with the AISC Code of Standard Practice for Steel Building and Bridges except that the term "Detailed Overall Length" in Part I, Paragraph (b) Section 3, Calculations of Weights, will be considered to be the actual cut lengths of the pieces to be incorporated into the work. 2. Weight of each piece shall be listed on the Bill of Material of each erection drawing. L Marking and Identification: 1. Type and length of each structure and groundline moment shall be marked on one face a distance of 4'-6" up from groundline of the pole. Component marking shall be the same as shown on the erection drawings. P:A04\285\07\DocASpecAMaterials\Hutchinson, MN - Furnishing Electric Materials - 428507-IFB.docx TS-27 2. Parts shall be pre -fitted and match -marked to assure proper fit in the field and to aid in field assembly. 3. Brackets and other small parts shall be bundled in packages convenient for handling and marking for identification. Each shipment shall contain complete structures. 2.03 FABRICATION A. Commencement of Fabrication: l . Contractor shall give written notice of the start of fabrication to the Engineer sufficiently in advance of the start of fabrication to permit arrangements to be made for inspection of facilities, materials, and fabrication methods by the Engineer or Owner. B. Erection Considerations: 1. Particular attention shall be given to design details to facilitate erection wherever possible. 2. Structures shall be designed for assembly in the field by attaching together component by component either on the ground or in the final vertical position. 3. Structures shall be designed so that no field wiring is required. C. Workmanship and finish shall be equal to the best modern practice for the manufacture and fabrication of transmission structures, notwithstanding any omissions from this specification or the Drawings. D. Entire structure and assemblies shall be neatly finished and free from kinks or twists. Holes, blocks, and clips shall be made with sharp tools and shall be clean- cut without torn or ragged edges. E. Fabrication shall be in strict accordance with shop detail drawings prepared by the Contractor and approved by the Engineer. F. Structural material shall be straight and clean before being laid out or worked in any manner. If straightening is necessary, it shall be done by methods that will not injure the metal. Members which are bent or warped or otherwise improperly fabricated will be rejected. G. Shearing and cutting shall be performed carefully and all portions of the work shall be finished neatly. Copes and reentrant cuts shall be filleted before cutting. H. Forming or bending during fabrication shall be done by methods that will prevent embrittlement or loss of strength in the material being worked. P:A04\285\07\DocASpecAMaterials\Hutchinson, MN - Furnishing Electric Materials - 428507-IFB.docx TS-28 I. Bolt holes shall be 1/8 inch larger than the nominal diameter of the bolts except for the base plate, which shall be 3/8 inch larger than the nominal bolt diameter. J. Holes in structural steel less than 13/16 inch thick may be punched to full size unless otherwise noted on the approved drawings. Holes shown on the drawings as drilled holes and holes in structural steel 13/16 inch or more in thickness shall be drilled or sub -punched and reamed. Holes shall be cylindrical and perpendicular to the member. Where necessary to avoid distortion of the holes, holes close to the points of bends shall be made after bending. Use of a burning torch for cutting holes will not be permitted unless automatic equipment is used. K. When punching to full size, the diameter of the punch shall be 1/16 inch larger than the nominal diameter of the bolt and the diameter of the die shall not be more than 1/16 inch larger than the diameter of the punch. When sub -punching, the diameter of the punch shall be 3/16 inch smaller than the nominal diameter of the bolt and the diameter of the die shall not be more than 3/32 inch larger than the diameter of the punch. Sub -punching for reamed work shall be such that after reaming, no punched surface shall appear in the periphery of the hole. L. Holes shall be spaced accurately in accordance with the drawings. Maximum allowable variation in hole spacing from that indicated on the drawings for all bolt holes shall be 1/16 inch. M. Slip joints shall be designed for a minimum overlap of 1-1/2 times the maximum inside diameter of the female section at the joint, as per ASCE "Report No. 72, Design of Transmission Pole Structures". N. Inspection and Acceptance: 1. All material shall be subject to inspection. 2. No material shall be shipped until factory inspection has been made or manufacturer's guarantee has been submitted and approved unless authority to ship without inspection has been received in writing from the Owner. 3. Preliminary acceptance will be at destination following receipt of the material complete and in good order. Where inspection has been made at the factory, preliminary acceptance at destination will be dependent primarily upon inspection for completeness of items and damage in shipment. Preliminary acceptance will be assumed if, within 30 calendar days after receipt of materials, the Owner does not notify the Contractor either of earlier preliminary acceptance or of damages, shortages, or defects. PART 3 - EXECUTION 3.01 See General Requirements Section. * * * END OF SECTION * * * P:A04\285\07\DocASpecAMaterials\Hutchinson, MN - Furnishing Electric Materials - 428507-IFB.docx TS-29 MATERIAL AGREEMENT THIS AGREEMENT made as of October 14, 2024 between Border States (hereinafter called the "Contractor"), and Hutchinson Utilities Commission - Hutchinson, Minnesota (hereinafter called the "Owner"), WITNESSETH, that the Contractor and the Owner for the considerations hereinafter named agree as follows: 1.01 SCOPE OF WORK. A. The Contractor agrees to sell and deliver to the Owner and the Owner agrees to purchase and receive from the Contractor equipment in strict accordance with the documents entitled "Furnishing Electric Materials" for Hutchinson Utilities Commission - Hutchinson, Minnesota. 1.02 THE CONTRACT DOCUMENTS. A. The Contract Documents shall consist of this written Agreement, Bid Form, Advertisement for Bids, Instructions to Bidders, Addendums issued numbers 1, Insurance Policies and Certificates, General Requirements, Performance Bond, Drawings and Specifications, tests and engineering data, approved Change Orders, Contractor's Requests for Payment, and all Addenda issued by the Owner prior to the awarding of the Contract (collectively, the "Contract Documents"). All of the Contract Documents listed in this Material Agreement are hereby incorporated by this reference as fully as if they were set out in this Agreement in full, all of which documents and instruments are incorporated by the signature of the parties hereto. 1.03 TIME OF COMPLETION. A. The work to be performed under this Contract shall be commenced upon execution of this Agreement. Material shall be fully delivered by August 29, 2025 [To be updated with Contractor's guaranteed delivery date]. 1.04 THE CONTRACT SUM. A. The Owner shall pay the Contractor for the equipment, in current funds: The Owner shall pay to the Contractor for performance of the work encompassed by this Agreement, and the Contractor will accept as full compensation therefore the lump sum of two hundred ten thousand, one hundred eighty-eight and 84/100 ($210,188.84), Bid Description Price 2 Capacitor Voltage Transformers CVTs $ 114,991.32 3 Potential Transformers 95,197.52 Contract Price $ 210,188.84 P:A04\285\07\DocASpecAMaterials\Contract Docs\Originals\Agreement 428507 BSE.docx MA-1 subject to adjustment as provided by the Contract Documents, to be paid by progress payments in cash or its equivalent in the manner provided for in the Contract Documents. 1.05 PAYMENT. A. Payment to the Contractor will be made on the basis of one hundred percent (100%) of the base bid within thirty (30) days of receipt of the materials in acceptable condition and associated invoice. 1.06 LIQUIDATED DAMAGES: Contractor and Owner recognize that time is of the essence and that Owner will suffer financial and other losses if the Work is not completed and Milestones not achieved within the times specified, plus any extensions thereof allowed in accordance with the Contract. The parties also recognize the delays, expense, and difficulties involved in proving in a legal or arbitration proceeding the actual loss suffered by Owner if the Work is not completed on time. Aeeer-dingly, instead of q.. - ^y stlehr Owner- and Cent+aeter- agree t4at as li"idated damages f9F delay (btA not as a Penalty), C. Shipment or delivery dates are the best estimates of Contractor and its suppliers and are not guaranteed. While Contractor will make commercially reasonable efforts to meet all estimated delivery dates, in no case will Contractor be liable for any special, incidental, direct, indirect, consequential, punitive, exemplary, or special damages (whether sounding in contract, tort, strict liability, or otherwise) arising from any delay in shipment or delivery, regardless of whether Contractor knew or should have known of the possibility of such damages. 1.07 TERMINATION. A. This Agreement may be terminated by either party upon seven (7) days written notice should the other party breach the terms of this Agreement and, that party fails to initiate and diligently pursue a cure to such breach within the seven (7) day period after receiving such written notice. Further, any delay, suspension or termination f an order for convenience will be subject to Contractor's Cancellation and Delay Policy, as attached to Contractor's quote. 1.08 ASSIGNMENT. A. The Contractor shall not assign all of his rights or obligations under this Agreement without the express written consent of the Owner. Upon any assignment even though consented to by the Owner, the Contractor shall remain liable for the performance of the work under this Agreement. P:\04\285\07\Doc\Spec\Materials\Contract Docs\Originals\Agreement 428507 BSE.docx MA-2 1.09 PARTIAL INVALIDITY. A. If any provisions of this Agreement are in violation of any statute or rule of law of the State of Minnesota, then such provisions shall be deemed null and void to the extent that they may be violative of law, but without invalidating the remaining provisions hereof. 1.10 WAIVER. A. No waiver of any breach of any one of the agreements, terms, conditions or covenants of this Agreement by the Owner shall be deemed or imply or constitute a waiver of any other agreement, term, condition or covenant of this Agreement. The failure of the Owner to insist on strict performance of any agreement, term, condition or covenant, herein set forth, shall not constitute or be construed as a waiver of the Owner's rights thereafter to enforce any other default; neither shall such failure to insist upon strict performance be deemed sufficient grounds to enable the Contractor to forego or subvert or otherwise disregard any other agreement, term, condition or covenant of this Agreement. 1.11 ENTIRE AGREEMENT. A. The within Agreement, together with the Contract Documents, constitute the entire agreement of the parties hereto. No modification, change, or alteration of the within Agreement shall be of any legal force or effect unless in writing, signed by all the parties. 1.12 COUNTERPARTS. A. This Agreement may be executed in several counterparts and each such counterpart shall be deemed an original. 1.13 GOVERNING LAW. A. Venue for any and all legal actions regarding or arising out of the transaction covered herein shall be solely in the District Court in and for McLeod County, State of Minnesota or the United States District Court for the State of Minnesota. This transaction shall be governed by the laws of the State of Minnesota. 1.14 INSURANCE REQUIREMENTS. A. The Contractor shall secure and maintain such insurance policies as specified in the General Requirements of this Contract. 1.15 NOTICES. A. All notices, requests, demands and other communications given or to be given under this Agreement shall be in writing and shall be deemed to have been duly given when P:\04\285\07\Doc\Spec\Materials\Contract Docs\Originals\Agreement 428507 BSE.docx MA-3 served if served personally, or on the second day after mailing if mailed by first class mail, registered or certified, postage prepaid, and properly addressed to the party to whom notice is to be given as set forth below. If to Owner: Hutchinson Utilities Commission 5 Michigan Street SE . - - Hutchinson, MN 55350 1.16 RISK OF LOSS. If to Contractor: Border States 11927 53rd Street NE Albertville, MN 55301 A. Risk of loss of the Equipment shall remain with Contractor until the Equipment has been unloaded, i b ". ,, epfeseMatiw, at which time risk of loss shall pass to Owner. Notwithstanding the foregoing, if Owner rejects the Equipment as non -conforming, risk of loss of the Equipment shall be and remain with Contractor until Contractor corrects the non -conformity or Buyer accepts the Equipment. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by their duly authorized representatives all as of the day and year first above written. Hutchinson Utilities Commission Owner Sign: Print: ATTEST Sign: Print: Border States Contractor Sign:_ Print: .. ATTEST Sign: Print:+' Apt k _. P:\04i285\07\Doc\Spec\Materials\Contract Docs\Originals\Agreement 428507 BSE,doex MA-4 Appendix A • Geotechnical Report Appendix B • Steel Structural Drawings • Transmission Line Loading Trees HUTCHINSON UTILITIES COMMISSION Board Action Form '�XA61Tl�`' Agenda Item: Hutchinson Substation Construction - Advertisement for Bids Presenter: J. Carter Agenda Item Type: Time Requested (Minutes): 5 New Business Attachments: Yes BACKGROUND/EXPLANATION OFAGENDA ITEM: Staff is requesting Board approval to advertise for bids for construction improvements at the Hutchinson Substation as part of the 115kV expansion project. This work will include the civil, mechanical, and electrical components required for substation completion. HUC will receive sealed bids at the Hutchinson Utilities office until 2:00 pm on January 15, 2025 and then publicly open and read aloud such Bids at said time and place. Attachments: -Hutchinson, MN - Advertisement for Bids Nov 2024 BOARD ACTION REQUESTED: Approve advertisement for bids - Hutchinson Substation Construction Improvements Fiscal Impact: TBD Included in current budget: Budget Change: PROJECT SECTION: Total Project Cost: Remaining Cost: ADVERTISEMENT FOR BIDS Sealed bids will be received by the Hutchinson Utilities Commission of the City of Hutchinson, Minnesota, located at 225 Michigan Street SE, Hutchinson, MN 55350 until 2:00 PM, on January 15, 2025, for the construction improvements at the Hutchinson Substation for Hutchinson Utilities Commission, Hutchinson, Minnesota. At said time and place, bids will be publicly opened and read aloud. The general nature of the work on which bids will be received consists of upgrading and expanding an existing 115 to 69 kV substation, associated transmission terminals, and associated sitework. Work includes installation and/or connections of new owner -furnished and existing items including steel, steel poles, autotransformers, control enclosure, breakers, GOAB switches, CVTs, and PTs. The project includes site grading, storm water improvements, fencing, concrete foundations, laminated wood poles, round wood poles, transmission insulators, transmission conductor, disconnect switches, lightning arresters, bus work, trench, conduit, grounding, and control cable associated with the new and existing equipment. Additionally, the project includes demolition of existing equipment and foundations as well as modifications and connections to existing facility equipment. The above work shall be in accordance with the specifications and proposed form of contract now on file in the offices of, Hutchinson Utilities Commission, Hutchinson, Minnesota, by this reference made a part hereof, as though fully set out and incorporated herein. The Contractor and all subcontractors shall submit to the Owner a signed statement verifying compliance with each of the criteria described in the State of Minnesota "Responsible Contractor" law as codified in Minnesota Statute section 16C.285. See Instructions to Bidders for more details. Contractors desiring a copy of the bidding documents for individual use may obtain them from www.questcdn.com. You may download the digital plan documents for $22 by inputting the Quest project # 9399336 on the website's Project Search page. Please contact QuestCDN.com at 952-233-1632 of info@questcdn.com for assistance in free membership registration, downloading, and working with this digital project information. An optional paper set of the proposal forms and specifications for individual use may be obtained from the office of the Engineer, DGR Engineering, 1302 South Union Street, PO Box 511, Rock Rapids, IA 51246, telephone: 712-472-2531, fax: 712-472-2710, email: dgr@dgr.com, upon payment of $150, none of which is refundable. All bids shall be made on proposal forms furnished by the Engineer and shall be accompanied by bid security in the form of a certified check or Bid Bond, made payable to Hutchinson Utilities Commission, in the amount of five (5) percent of the bid, which security becomes the property of Hutchinson Utilities Commission in the event the successful bidder fails to enter into a contract and post satisfactory Performance and Payment Bonds. The sealed envelope containing the bid shall be clearly marked "BID ENCLOSED — HUTCHINSON SUBSTATION IMPROVEMENTS" on the outside of the envelope. Payment to the Contractor will be made on the basis of ninety-five (95) percent upon certification of work completed; five (5) percent within thirty-one (31) days after final completion and acceptance. The construction shall be performed upon a Notice to Proceed issuance. Substantial Completion of the project shall be no later than October 30, 2026. See the "Construction Schedule" of the Technical Specifications for more details on construction timing requirements. C:AUsers\aradkeAAppData\Local\Microsoft\Windows\INetCacheAContent.Outlook\UZC3G70L\MN Advertisement for Bids.docx AB-1 Hutchinson Utilities Commission reserves the right to defer acceptance of any bid for a period not to exceed thirty (30) days after the date bids are received and no bid may be withdrawn during this period. The Utilities also reserves the right to waive irregularities, reject any or all bids, and enter into such contract as it shall be deemed to be in the best interest of the Utility. This advertisement is given by order of the Hutchinson Utilities Commission, Hutchinson, Minnesota. Dated this 27th day of November, 2024. By President Date ATTESTED By Secretary Date C:AUsers\aradkeAAppData\Local\Microsoft\Windows\INetCacheAContent.Outlook\UZC3G70L\MN Advertisement for Bids.docx AB-2