Res 2018-042/approving and authorizing the City Manager to execute a wholesale electric power purchase agreement with AEP Energy Partners, Inc. to supply wind energy to the San Marcos Electric Utility

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"Federal Funds (Effective)" as set forth in the weekly statistical release designated as H.15 (519), or any successor publication, published by the Board of Governors of the Federal Reserve System. Such interest shall be calculated commencing on the date Performance Assurance in the form of cash is received by a Party but excluding the earlier of: (i) the date Performance Assurance in the form of cash is returned to a Party; or (ii) the date Performance Assurance in the form of cash is applied to a Pledgor's obligations pursuant to Section 8.3. 8.5 Transfer of Interest Amount. The Pledgor shall invoice the Secured Party monthly setting forth the calculation of the interest amount due, and the Secured Party shall make payment thereof by the later of (A) the third Business Day of the first month after the last month to which such invoice relates or (B) the third Business Day after the day on which such invoice is received.". 19. Section 10.2, Representations and Warranties, shall be amended by adding a new clause (xiii) as follows: "(xiii) It is an "eligible contract participant" within the meaning of Section 1a (18) of the Commodity Exchange Act, as amended by the Commodity Futures Modernization Act of 2000. 20. Section 10.10 is replaced in its entirety with the following: "10.10 Bankruntcy Issues The Parties intend that (i) all Transactions constitute a "forward contract" within the meaning of the United States Bankruptcy Code (the "Bankruptcy Code") or a "swap agreement" within the meaning of the Bankruptcy Code; (ii) all payments made or to be made by one Party to the other Party pursuant to this Agreement constitute "settlement payments" within the meaning of the Bankruptcy Code; (iii) all transfers of Performance Assurance by one Party to the other Party under this Agreement constitute "margin payments" within the meaning of the Bankruptcy Code; and (iv) this Agreement constitutes a "master netting agreement" within the meaning of the Bankruptcy Code.". 21. Section 10.12, Calculation of Termination Payment, shall be added to article Ten as follows: "10.12 Calculation of Termination Payment. For the purposes of calculating a Termination Payment pursuant to Articles 5 and 8, the Parties may include Settlement Amounts for any and all other Transactions for the physical purchase and sale of power, including Options, whether or not such other Transactions are governed by this Master Agreement,". 22. Section 10.13, Index Transactions, shall be added to Article Ten as follows: "10.13 Index Transactions. If the Contract Price for a Transaction is determined by reference to a Price Source, then: (a) Market Disruption. If a Market Disruption Event occurs on any one or more days during a Determination Period (each day, a "Disrupted Day"), then: The fallback Floating Price, if any, specified by the Parties in the relevant Confirmation shall be the Floating Price for each Disrupted Day. • If the Parties have not specified a fallback Floating Price, then the Parties will endeavor, in good faith and using commercially reasonable efforts, to agree on a substitute Floating Price, taking into consideration, without limitation, guidance, protocols or other recommendations or conventions issued or employed by trade organizations or industry groups in response to the Market Disruption Event and other prices published by the Price Source or alternative 6