Res 2014-067/Amendment No 1 to the Ferguson Replacement Power Plant Participation Agreement

Home Browse Search

Amendment No. 1 To Participation Agreement This Amendment No. 1 (the "Amendment "), dated as of March _, 2014 (the "Amendment Effective Date "), is made to the Participation Agreement, dated January 31, 2013, between the City of San Marcos ( "San Marcos "), and the Lower Colorado River Authority ( "LCRA ") (the "Agreement "). Except as otherwise specified herein, all terms defined in the Agreement shall have the same meanings when used in this Amendment. San Marcos and LCRA hereby agree as follows: 1. Article 5(d) of the Agreement is hereby amended to add the following language LCRA may, at its sole discretion, include the statement described above as a component of the LCRA consolidated wholesale power invoice, in which case the statement will be due and payable within the same timeframe as the LCRA consolidated wholesale power invoice of which it is a component. 2. Article 5(g) of the Agreement is hereby added to read in its entirety as follows: Netting. LCRA may, at its sole discretion, discharge debts and payment or credit obligations due and owing between the Parties under this Agreement and the WPA through netting, in which case amounts owed by the Parties under this Agreement and the WPA, including any related interest, payments, and credits, may be netted so that only the excess amount remaining shall be paid by the Party who owes it. Notwithstanding the foregoing sentence, all payments made by San Marcos under this Agreement will be made without demand, counterclaim, setoff, deduction or defense. 3. Article 17(f) of the Agreement is hereby amended by replacing the last sentence with the following: Except as provided in Article 5(g), this Agreement in no way alters, amends or otherwise affects the Parties' rights and obligations as expressly provided in writing under the WPA. 4. The amendments made to the Agreement by this Amendment will be effective as of the Amendment Effective Date. This Amendment constitutes the entire agreement and understanding of the Parties with respect to its subject matter and supersedes all oral communication and prior writings (except as otherwise provided herein) with respect thereto. The Agreement, as amended by this Amendment, remains in full force and effect. References to the Agreement will be to the Agreement, as amended by this Amendment. 5. This Amendment may be executed by electronic means and in one or more counterparts. This Amendment shall bind, and inure to the benefit of, the Parties and their successors and assigns. Cit By Tit] Dal Lower�o redo River Authority By: �/ �� Z/L.. �,GRy Title Date Signed: 1.1 d( Page 1 of 1