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Nowhere Sample Nowhere Bulk Fuel Storage Project January 1, 2002
SAMPLE BULK FUEL BUSINESS OPERATING PLAN Business Operating Plan of the Nowhere Bulk Fuel Storage Project January 1,2002 City of Nowhere P.O.Box 1212 Nowhere,AK 99999 Phone:(907)999-9999 Fax:(907)999-9998 SAMPLE BULK FUEL BUSINESS OPERATING PLAN TABLE OF CONTENTS PAGE I.EXECUTIVE SUMMARY ....cccsssssscssssscessssssccssoserssssceessssnccessssneseccssnasesessssnesescsnsnseeees 2 Document Interrelationships ........ssssecssesssessessssessessessesssssssssstecstscssssssssnsssessscsscssssssesssesssssecssessseenscssssesssensessnseseesse 2 II.BACKGROUND ....cccosssssesstesccccecnccececsscscssssssccssccccecessescessceccnenscssccccsccuccececssssssccccscescccccccessccesccccoccconaeess 3 Selected Statistics -Nowhere........ecscssssssssssessesssssssssssssssenessncsscsseussscecarscssssceusuecessusssssevecseessesesscsussassssasssssssassuaasevees 3 III.FACILITY UPGRADE sssccennsvensnenes seseecseesessacasesessessecoensensesessesens 4 Bulk Fuel Storage Facility Description .......sessssssssssssssesssesssssesssesssssssessesssesssesssesssssssssesssesssssssssessasssscssesssesssissseesees 4 Project Exchisions.....cssssssessesssssssesessesssesssssseesessssssssscssnsssesssssesesssssssssessssssssssssessnsasssssecsssssessesstssnssussssssessssssessoesesenes 4 Community Site Plan and Details......cssesssessessseesseesssessecssesssesssersssssessessssesessscesessassanssanssseeeseerssseesetes 5 Bulk Fuel Storage Facility Capacity .....ssccsssssssssesssecssesssesssessssssesrsessssssssssserssarsessecescsssesssssacssscesccssssssseseeeseessessneensesees 7 TV.FACILITY PARTICIPANTS....ccsssscccssssscceccacscscccvscsccccucescccscacnceccaecsecccueseccesscscesscescccsessocescaseres 8 Participant Contacts....ssccsssssesssessssesecssesssessseessssssssssssssessscesecssssssscssanecsssssecescsesesssssssaseesecesesssssssequecancescceneeaneeees 8 Facility Component Ownership.......sssssessscssessessssssssasessssnesscsnessseneescessssnesneesssaessnssessscsnessceaceassacanesnacsnseacessanssesecaneees 8 Vv.PRIMARY OPERATOR..,....s.cccccssssssscccscssccccccscssccensavsccenecscsecsescsscseesessosecccscacescccescsccsescccecsscscseeccccossoees 9 Turnover and Assumption of Responsibilities /Sustainability ........cscssssssssesssessssesssssessseessneessseesssses 9 Staffing and Training .......ccsssssessessssssessesseesssssssssessessscssssssssssssessessssssssusensssssssssacanceneesecarsnssanesucasesassaccassaesssssassssssneenes 9 Financial Responsibilities .....cssssssssssssssesssessssessseecsseessssesssessacessnessassssessnesssnecssusessessssstsscassecsssssnessssssanecsnessascenaeessnesssas 10 Operations and Maintenance Guidelines ......c.ssssssssssessssssssessesssssssnecsseessnsssnssseresntessnsesaeesenersneess 10 Renewal and Replacement Guidelines.......sssssesssssssessssssecssecssecssscnsssnscsssensensesnnesssesssennsenseeneensesnsees 11 Audits and Reporting.......scssssessssssssessssssssssssesscnnsessesssssssesssesscesssssesssecasecsscsscsasecanecsesesessscssscusesseceseessensseeneetas 11 VI.SECONDARY OPERATOR .....ccosssccssscccssssercsscensssccessccesscosssocessccsscnessecessesassonssccesssesscsessooescoasssconssssensss 12 VII.INSURANCE........sscssssssrcccccessssnssscccessescossscceesssscecsssssecscessecsssssssceceseesssscsescsnsssnsseeeesssssseoenneneees 13 VIII.REGULATORY COMPLIANCE .....ccossccssscccessscsssccnssccnscscnesccnscccscscscssosssccansecsascoessonsseacnssnescsoesssnssosooese 14 TX.FINANCIAL INFORMATION ......scccssssssccscnssccnssccsscssccesccsccsscnssonssssscanssccsccscnessassocsccsceesneee 15 Key Financial Assumptions ......sssesssssessssessssssssssesssseessssscssnssssnecsssnecesanessauceesuscssnsensnsccsaasersaeranscsansecuanecensececaneesenststsy 15 Key Operating Assumptions.......sssssssssssssssssssssssssessnsessneesnsenssescnsecsssscnnecsnrecnsessecsanecenensanensee w15 Explanation of Financial Terms .......ssscssssssssessnnsessnssersneensnseecsnencnseencusessnnersuscssnesssaseasanssssvensanesesonsessssssssnscesneeseas 15 Bulk Fuel Facility Funnding......ccssesssssssssessnsessssecsssssssessnsssssessnsscsnessaressscecaecsucesueceneegonsseanssasaesnesenesenessnesssseassnssssnessnses 16 Subsequent Operating Year Revisions......sscssssccsssecssescnnersneecsnsessssesssssssssesssscsssasccsoserasesssseecasecesnecsanescssesensessess 16 TABLES Table A:Participant Allocation......cssssssscseessssesnecsnserseesnteenseersesseesssessnsesssssseessnesssessnenses 17 Table B:Annual O&M Schedule.w.ccecscccsseccssecssssscsscssssesesscsssssersscssssssecasesseconsesesessssessssscossserssesessessssssceesseeseees 17 Table C:40 Year O&M Cash flow...cccccccssscssssscsccccsscssssescscsesssscssnecsssscessessessecesessscaceasseeossessessesseacavasseseeseseensceenes 18 Table D:40 Year R&R Schedule ..cccccscsesscersesscsssssssscssessssacssseesesessssssessssssssecsscsssasssssosscssesssoeseseeeseenssesssssneneneess 19 Table E:40 Yeat R&R Cash flow..cssccsssssssscssssscesecssssssssesssssssssssssssssescenssevasscscscesseseseseseesensssssssssssenssesenenseneeenanenens 20 Table F:Loan Schedule ..........ccccsscssssssssesecececsscsssssssssssssessssssssscscsessesssssaeaeseseaeasssssscssssesesseeseacseseseaeaescacaesesesenenesonseees 22 Table G:Summary of Facility Expenses to Participant .......ssecssssssvcsssessesssserssessnsesnsensensseennecsneensnessnseney 23 APPENDIX A:PRIMARY OPERATOR STATEMENT OF QUALIFICATION APPENDIX B:O&M AND R&R COST ESTIMATE ADDITIONAL RELATED AND ATTACHED DOCUMENTS ee yenPO&M AGREEMENT SECONDARY OPERATOR AGREEMENT SITE CONTROL DOCUMENTS GRANT AGREEMENT R&R FUND ACCOUNT --SAMPLE DOCUMENTS City of Nowhere Bulk Fuel Facility Business Operating Plan Page 1 of 24 SAMPLE BULK FUEL BUSINESS OPERATING PLAN I,EXECUTIVE SUMMARY This Business Operating Plan (the "Plan”)provides a guideline for the City of Nowhere's (the "City””)maintenance,operation and sustainability of a new Bulk Fuel Storage Facility (the "Facility”). The City will be responsible to operate and maintain the newly installed Facility and to ensute its ongoing sustainability.This plan has been developed to assist the City with that effort:it estimates operation and maintenance needs and costs,estimates renewal and replacement needs and costs,and a per gallon surcharge for fuel.The surcharge should be reviewed and recalculated annually. The Bulk Fuel Upgrade Project will construct a new Bulk Fuel Storage Facility in Nowhere that will reuse or replace all of the existing storage facilities of the City and School.The City will utilize its facility assets to operate City owned utilities and will directly retail fuel. Upon construction,the Facility will be turned over to the management of the City (the "Primary Operator')after the satisfactory completion,as determined by the Alaska Energy Authority (AEA) of its representative,of a 14-day test period.After this test period,AEA will provide written notice (Certificate of Substantial Completion)that the Facility is ready for Beneficial Occupancy.Upon receipt of this Certificate,the City will become the Primary Operator and will assume responsibility for the use,day-to-day operations,and long-term maintenance of all Facility components,except those noted elsewhere in the plan.When the Project has been completed (the Facility is complete, crews have demobilized,invoices have been paid and there are no outstanding issues),the AEA will issue,through its Grants Manager,a Notice of Project Completion.This Notice is included in the Grant Agreement;see Additional Related and Attached Documents. This Plan focuses on wholesale operations only.Additional costs that will be borne by the end-user include fuel costs and other retail operation and maintenance costs (defined later in this Plan). These additional costs are not part of this Plan.See Table G:Summary ofFacility Expenses to Participants for the estimated per gallon fuel surcharge. Document Interrelationships The Business Operating Plan is a plan,not an agreement.Attached to this Plan are: O&M Agreement Secondary Operator Agreement Site Control Documents Grant Agreement R&R Fund Account --Sample Documents The O&M Agreement and the Secondary Operator Agreement reference the Plan,and includelanguagerequiringtheplanbefollowed.The Plan takes effect after these agreements are executed.Acceptance of the Plan by execution of these Agreements is pre-requisite to funding from theDenaliCommission(the "Commission”),which will be provided through a separate Grant Agreement (See Attachments). City of Nowhere Bulk Fuel Facility Business Operating Plan Page 2 of 24 SAMPLE BULK FUEL BUSINESS OPERATING PLAN II.BACKGROUND The Denali Commission was established by the Federal Government to fund improvement projects within the State of Alaska,including the Bulk Fuel Upgrade Project.The Alaska Energy Authority is a state-owned corporation that assists in the development of safe,reliable,and environmentally sound energy systems for Alaska's communities.AEA will coordinate the planning,construction and funding of the Nowhere Bulk Fuel Facility,which is to be partially funded by the Commission. The village of Nowhere is located in southcentral Alaska on the Westside of Cook Inlet, approximately 46 air miles west of Anchorage.Transportation to the village is by air or water,and the river is generally ice-free from June through October.Currently,Nowhere has a 3,500-foot gravel airstrip that the State of Alaska,Department of Transportation and Public Facilities maintains. The population of Nowhere,predominantly Athabascan,has remained relatively stable for the past thirty years and the economy of the area is primarily focused on commercial fishing and subsistence activities.All 80 households and facilities use individual wells,and,all but four,are either connected to a piped sewage system or use septic tanks.Pip Be sy Pp The City provides most utility services;it owns and operates the washeteria,health clinic,wastewater utility,electric utility and cable utility.The City operates all of these utilities as enterprise activities. Selected demographic and historical data for the community is provided below: Selected Statistics -Nowhere 'Population ot SU RAE PA nee BE Lad 2000 200 1990 159 1980 134 1970 112 1960 94 1950 88 :Housing (2000 Data)Oe eat a ee TNS Occupied Housing 80 Vacant Housing Due to Seasonal Use 10 Other Vacant Housing 4«Economic Data (1990 Data)(S20 0 Unemployment Rate 25.5% Median Household Income $15,250 City of Nowhere Bulk Fuel Facility Business Operating Plan Page 3 of 24 SAMPLE BULK FUEL BUSINESS OPERATING PLAN III.Facttiry UPGRADE The Bulk Fuel Upgrade Project will construct a new Bulk Fuel Storage Facility in Nowhere that will replace all of the existing storage facilities of the City and the Nowhere Area School District (NASD)(collectively referred to as the "Participants”). Bulk Fuel Storage Facility Description The AEA contracted with Acme Engineering,Inc.to develop a Conceptual Design Report (CDR), which was submitted to AEA on December 15,2001.The purpose of the CDR is to provide a concept design and construction cost estimate for consolidation and upgrade of bulk fuel storage in the community,which are referenced in this Plan.This Plan is predicated upon the information contained in the CDR and its acceptance by the community. The new Facility will be located just south of the airport and in close proximity to the existing facility.The Facility will consist of a single pad and dike with both the City and NASD facilities located within the dike. Project Exclusions The BFU project does not include the following: ¢Decommissioning of existing tanks or environmental cleanup -AEA coordinates with DEC,which performs cleanup (pending available funds) e Retail business:including licenses,revenue,prices,taxes,profits,or contributions to the wholesale fuel storage program The AEA and the Commission will not provide any guarantees,warrantees or ongoing support, other than that which is defined in the Plan.However,manufacturer warranties will be transferred at the time of project turnover (defined in Section V.Primary Operator). See the following diagrams for the tank fatm and retail dispenser site plans and details of the Facility: City of Nowhere Bulk Fuel Facility Business Operating Plan Page 4 of 24 SAMPLE BULK FUEL BUSINESS OPERATING PLAN Community Site Plan ii Cy 9 S i? ii 'BELOW GRADE 3°DNESEL.iG FUEL AND CASOUNEFLL iy UNES 10 BARGE LAMONG jfiiif =.;i ===;:===if |"==e _ i OjiifLLsve100 .i vad a M RIVER NN N PROJECT:ORAWN BY:SCHE:NONE $of,MeentofCommun DevelopmentBULKFUELSTORAGE ;oe te,Deoart we ne i enPLENAMESHEEToF-4meCOMMUNITYSITEPLAN{Az:oes coe oe TBALASES L City of Nowhere Bulk Fuel Facility Business Operating Plan Page 5 of 24 SAMPLE BULK FUEL BUSINESS OPERATING PLAN Bulk Fuel Storage Facility Capacity The following table provides a summary of the tankage,by type of fuel (obtained from the CDR), which will be included in the Facility upgrade: Facility Components &Capacities ,Primary Storage/Dispensing' ¢.Number City Diesel Primary Storage 2 24,300 48,600 Primary Storage 2 9,000 18,000 Subtotal Diesel 4 66,600 Gasoline Primary Storage 1 24,300 24,300 Dispensing 1 3,600 3,600 Subtotal Gasoline 2 27,900 Total City 6 94,500 Nowhere Area School District Diesel Primary Storage 1 10,800 10,800 Intermediate Storage 1 3,600 3,600 Total NASD 2 14,400 Total Primary Storage /Dispensing 8 108,900 Boe es Gallons Total).'Day Tanks.)2 ess.Number.Per Tank «...Gallons * NASD -Diesel 2 100 200 Total Day Tanks 2 200 "Pipeline Components...i.e Number «i608 ed Marine Header 1 Filler Pipelines 2 Pipeline to School 1 Pipeline to Power Plant 1 Pipeline to retail dispenser 1 1Single-fuel retail dispenser Each participant's storage capacity is in excess of its present usage.The Commission guidelinesdictatethatextracapacityisprovidedtoaccountfor10yearsofgrowthinfuelrequirements. However,if annual fuel requirements increase to levels above planned storage capacity,the tank farm can be expanded or multiple fuel deliveries can be made each year. City of Nowhere Bulk Fuel Facility Business Operating Plan Page 6 of 24 SAMPLE BULK FUEL BUSINESS OPERATING PLAN IV.FACILITY PARTICIPANTS The Facility participant is: City of Nowhere Primary Contact Name:Joe Smith,City Administrator Phone:(907)999-9999 Fax:(907)999-9998 Address:City of Nowhere,P.O.Box 1212,Nowhere,AK 99999 Usage:The City will utilize its facility assets to operate its utilities and to retail fuel. Nowhere Area School District Primary Contact Name:Jane Smith,Maintenance Director Phone:(907)999-9997 Fax:(907)999-9996 Additional Contact Name:Mary Jones,Superintendent Phone:(907)999-9995 Fax:(907)999-9994 Address:NASD District Office,P.O.Box 1211,Nowhere,AK 99999 Usage:The NASD will utilize its facility assets to operate its physical plant and will not directly retail fuel. The Nowhere BFU facility is organized as follows: 1.Land:The land is owned by the City.A leases/land use agreement is needed for the NASD improvements. 2.Improvements:The City and NASD will each own their own tanks,pipes,etc that are enclosed within each secondary containment cell. 3.Common Facilities:Commonly owned facilities include fencing,liners and barge headers. 4.Right of Ways:Right of Ways will be needed for the City and NASD transfer pipelines that cross village corporation land. 5.Primary Operator:The City will be the Primary Operator (PO).The Denali Commission will select a Secondary Operator if the PO does not perform.The PO will take care of the O&M (annual operations and maintenance,training,testing,etc)and R&R of common facilities.The PO will also collect funds from all participants to help fund O&M,insurance and R&R activities,as spelled out in the O&M Agreement. That specific portion of the Facility that is owned by each of these entities is defined by thefollowingdiagramandbytheCostallocationcolumnofO&M Agreement AppendixA:Partiapant's Operational and Maintenance Responsibilities. City of Nowhere Bulk Fuel Facility Business Operating Plan Page 7 of 24 SAMPLE BULK FUEL BUSINESS OPERATING PLAN Piping Plan and Tank Schedule TANK SCHEDULE (CAPACITY IN GALLONS)TANK NEW |PREVIOUS|TANK SIZE ICATEGORY|TYPE [#1 DNESELL42 OIESEL!GASOLINEOWNER|OWNER GROSS |GROSS |GROSS(a ChY N/A 27,000 {_NEW[BUK 27,006 C2 CIty N/A 4,000[NEW _|DISP.4,000 C3 CHY RJA 7,000|NEW |BUK[27,000C4ChYN/A 7,000"NEW|BULK 27,000C5CnyCy6ReK 16.000 ce cir cry 0,000 [REFURB.|BULK 10,000 ore STORAGE TOTAL $4,000]20,000]31,000 i)ar 12.0004 REFURB BUCK I 12,000ieSDN/A 40001 _N INTER,4.000 3D SCHOOL STORAGE TOTAL 16,000 PROJECT GROSS STORAGE CAPACITY BY PROOUCT 70,000/20,000|31,000 PROJECTTOTALGROSS STORAGE CAPACITY ois 121,000 IPROVECT TOTAL NET STORAGE CAPACITY (90%OF GROSS)108,900 >»= rit'Ooe ti e38'L O °#1 O4SE,FOLp<.>-+---<] ,45" .1 Ea ™ . .oe z 'o>Peder Py salty Oo BR OT qb -<}>.os ee \ewLNACRAT/::URUK FLL AWA |i Rey >\=:>.CE oe 27,000 CeLLON Oo LL -<JY)\oboe 1 'énSa'L, WAX -/ Na \ re rat =HSS 3 mae ciune CASON DESL FLL .DRAWN BY:scar:1"=20 on State,OF Alngkaproeects"-"BULK FUEL STORAGE -7]wy,Oerarzent of CommunityontEe pment -OESIGHEDBY:..-wre *an A ATE:PLE NAME SHEET OF yoN 813 Waut Mortharn Uigile hd.SBALASEAPIPINGPLAN&TANK SCHEDULE 8 1 1 at ano City of Nowhere Bulk Fuel Facility Business Operating Plan Page 8 of 24 SAMPLE BULK FUEL BUSINESS OPERATING PLAN V.PRIMARY OPERATOR The Primary Operator for the Nowhere Bulk Fuel Storage Facility is the City.A detailed statement of qualifications for the Primary Operator is included as Appendix A:Primary Operator Statement of Qualification. Turnover and Assumption of Responsibilities /Sustainability The Facility will be turned over to the Primary Operator after the satisfactory completion,as determined by AEA or its representative,of a 14-day test period.After this test period,AEA will provide written notice (Certificate of Substantial Completion)stating that the Facility is ready for Beneficial Occupancy.Upon receipt of this Certificate,the City will become the Primary Operator and will assume responsibility for the use,day-to-day operations,and long-term maintenance of all Facility components,except those noted elsewhere in the plan. When the Project has been completed (the Facility is complete,crews have demobilized,invoices have been paid and there are no outstanding issues),the AEA will issue through its Grants Manager a Notice of Project Completion.This Notice is included in the Grant Agreement;see Additional Related and Attached Documents. The Primary Operator is responsible for the long-term sustainability of the Facility for the benefit of the local community.The complete Facility will be maintained according to guidelines outlined in this plan,all manufacturers'recommendations for maintenance,and all State and Federal laws,codes and regulations governing operation.The Primary Operator is responsible for the transfer of fuel and no costs for this activity are included in the Plan. The Primary Operator is responsible to establish and manage accounts for O&M and R&R to ensure that sufficient financial resources exist to sustain the Facility as specified in the Plan. Staffing and Training The Primary Operator will designate an Operations and Maintenance Manager (the "Manager”for the Facility.The Manager will be the point of contact for communications between the Primary Operator,the Commission and all other interested patties.The Primary Operator will name the Manager prior to the start of operation and will inform the Commission in a timely fashion whenever a Manager is to be replaced.The Manager will manage the Primary Operator 's enterprises and will be given complete responsibility for operating the Facility in compliance with this Plan. It is recognized that there will be,from time to time,turnover in various operational,maintenance and administrative positions.Because all functions are essential to the successful operation of the Facility,replacements will be recruited and trained as necessary.The Manager will be responsible for maintaining adequate staffing and training at all times.When the Primary Operator lacks trained operators and administrative staff,training will be obtained to ensure sustained Facility operation. The Primary Operator will utilize training programs offered by AEA,the Alaska Vocational Technical Center (AVTEC)in Seward,the Commission and other training programs. City of Nowhere Bulk Fuel Facility Business Operating Plan Page 9 of 24 SAMPLE BULK FUEL BUSINESS OPERATING PLAN Financial Responsibilities There are two cost categories that will be incurred in the ongoing operation and upkeep of the Facility -O&M and R&R. The Primary Operator will incur a number of expenses relating to the O&M of the Facility.O&Mitemsaredefinedasexpensesthatareincurredonaregularbasis(administration,audits,etc)and maintenance expenses that are incurred on an annual basis.O&M expenses are detailed in Tabs B: Annual O&M Schedule and a narrative detail is provided in Section IX:Financial Information to address estimates and assumptions.Certain Facility components are common to all Participants,and the O&M costs of these items will be properly allocated,prorated according to fuel storage capacity to all Participants as defined in Table_A:Participant Allocation. R&R costs are those expenses defined as items costing greater than $5,000 and/or that are not replaced on an annual basis.Tab D:40 Year R¢7R Schedule details the anticipated items,the frequency of their replacement and their present day value.Certain Facility components are -common to all Participants,and the R&R costs of these items shall be properly allocated,prorated according to fuel storage capacity,to all Participants as defined in Table A:Participant Allocation. Participants will make annual O&M and R&R contributions on a mutually agreeable date,as specified in the attached O&M Agreement.The contribution will be made directly to the Primary Operator,which will deposit contributions into separate accounts.The Primary Operator will maintain separate O&M and R&R accounts and will maintain a sufficient account balance to meet the O&M and R&R financial goals in this Plan.The O&M account may be an active non-interest bearing account,while the R&R account must be an interest-bearing,managed savings account, which requires two signatories and a community resolution for withdrawals,until such time as the cash balance makes an escrow account more cost effective;then the R&R account must be transferred to an interest-bearing invested escrow account that is acceptable to the Denali Commission.The Manager will be authorized to draw against the O&M funds for routine expenses of the Facility,however individual expenditures in excess of $5,000 will require the authorization of the Primary Operator's management or governing body.See Appendix A:Statement ofQualifications for an overview of the Primary Operator's fiscal controls and accounting procedures. At least once a year,no later than December 31,the Primary Operator will develop a budget for the upcoming calendar year,January 1 through December 31,for both O&M and R&R,and will distribute copies to each participants. Operations and Maintenance Guidelines The Primary Operator will establish an active non-interest bearing account for the Facility O&M so that the O&M schedule can be completed and the Facility operations can be sustained into the future.Section IX:Financial Information provides Tabk B:Annual OC*M Schedule as a guide to plan for annual maintenance activities and Table C:40 Year O¢™M Cashflow as a guide to estimated yearly O&M required contributions.These costs are based upon the O&M cost estimate provided by HMS,Inc,see Appendix B:O&M and R&R Cost Estimate. The Primary Operator of the Facility will be responsible for the majority of the O&M of the Facility. The NASD will be responsible for the O&M of its facilities,and as such,these costs are not included as part of this Plan. City of Nowhere Bulk Fuel Facility Business Operating Plan Page 10 of 24 SAMPLE BULK FUEL BUSINESS OPERATING PLAN Renewal and Replacement Guidelines The Primary Operator will establish a Bulk Fuel Facility managed savings account ot interest-bearing invested escrow account acceptable to the Denali Commission,which will ensure capitalization of an amount sufficient to maintain the R&R Schedule.It is assumed that the R&R activities for Year 20 and Year 40 will be funded 40%from the R&R account and 60%from debt financing,at 5.5%over 10 years.Section VIL:Financial Information provides Table D:40 Year RR Schedule as a guide to plan for annual R&R activities,Table E:40 Year R¢>R Cashflow as a guide to estimated yearly R&R required contributions,and Tabée F:Loan Schedules as a guide to Yeat 20 and Year 40 R&R loan assumptions and payment schedules.These costs are based upon the R&R cost estimate provided by HMS,Inc,see Appendix B:O&M and R¢7R Cost Estimate. When applicable,the Primary Operator will periodically remit R&R funds to the administrator of its R&R escrow account,according to guidelines to be established by the Denali Commission. Management and other fees charged by the escrow fund administrator will be automatically deducted from the Primary Operator's R&R escrow account,according to an Escrow Agreement or other similar document. The Participants will use the estimates in this Plan for year one contributions,and in subsequent years will recalculate contributions based upon assets to be maintained as actually built. Audits and Reporting The Primary Operator will arrange for an annual financial reconciliatory audit that is conducted by qualified,independent auditors at their office.The auditors will not travel to Nowhere unless the Primary Operator requests an on-site audit.The Primary Operator will provide an annual report of operations to the Commission that includes a summary description of O&M and R&R projects, annual O&M and R&R budgets and expenditures,a projection of future O&M and R&R cash flows, and any other information appropriate to the Facility.The Commission will review the reports and the annual financial reconciliatory audits of Facility operations and will actively monitor the Primary Operatotr's ability to operate consistent with guidelines outlined in this Plan.The Commission has reserved the right to visit the site and to access all books and records related to the Facility at any time upon written request. City of Nowhere Bulk Fuel Facility Business Operating Plan Page 11 of 24 SAMPLE BULK FUEL BUSINESS OPERATING PLAN VI.SECONDARY OPERATOR The Secondary Operator for the Nowhere Bulk Fuel Facility project will be determined in the future by the Denali Commission,if the need arises.See the attached Secondary Operator Agreement for details. City of Nowhere Bulk Fuel Facility Business Operating Plan Page 12 of 24 -=eeSAMPLE BULK FUEL BUSINESS OPERATING PLAN VII.INSURANCE The Primary Operator is required to be insured for General Liability Insurance,which is estimated to be 10 cents/gallon based on the City throughput.The Primary Operator will include the cost of General Liability Insurance in the annual O&M costs. The Nowhere Area School District is considered self-insured and thus will not contribute to any insurance costs for its facilities. City of Nowhere Bulk Fuel Facility Business Operating Plan Page 13 of 24 SAMPLE BULK FUEL BUSINESS OPERATING PLAN VIII.REGULATORY COMPLIANCE The Primary Operator is responsible for ensuring the operation and maintenance of the storage tanks and transfer systems that they own and operate are compliant with state and federal requirements.The Primary Operator shall comply with the procedures established in the spill prevention and response plans listed below and will maintain and be familiar with the following regulatory plans: e US Coast Guard Facility Response Plan (33 CFR Part 154)/EPA Facility Response Plan (40 CFR Part 112)-This plan establishes spill response procedures and organization for the tank farm.It commits the Participants to maintain adequate spill response equipment and to conduct annual training and drill programs. e US Coast Guard Operations Manual (33 CFR Past 154)-This plan describes the required procedures to be followed by each Participant when off-loading fuel from marine vessels to the tank farm. e US Environmental Protection Agency (EPA)Spill Prevention Control and Countermeasures Plan (SPCC)(40 CFR Part 112)-This plan confirms compliance of the Facility with the spill prevention and operating requirements of 40 CFR Part 112.A Registered Professional Engineer must certify the plan. These plans include commitments and guidelines for spill prevention,response,and other related environmental information to ensure the environmental integrity of the Facility and the community. The plans will be developed near the end of tank farm construction.The Primary Operator will participate in development and review of the plans as requested.Estimated expenses have been provided herein and include the anticipated costs of implementing the plans,ensuring the reliability of the spill response equipment,maintaining the proper records,and conducting periodic spill drills. The Primary Operator shall ensure the plans are approved,maintained,and updated in accordance with Coast Guard and EPA requirements described in the plans. The Primary Operator will receive initial spill response training pursuant to the above referenced plans.A training class will be held on or about the time of the completion.Designated spill responders and representatives of the Primary Operator shall attend the training. City of Nowhere Bulk Fuel Facility Business Operating Plan Page 14 of 24 SAMPLE BULK FUEL BUSINESS OPERATING PLAN IX.FINANCIAL INFORMATION All estimates and assumptions contained in this Plan are preliminary and are anticipated to change as the Project progresses.Actual expenses may vary throughout the life of the Facility and these estimates should not be considered final. Key Financial Assumptions Annual inflation rate of 1.5%. Annual investment rate of 3%. Provision for insurance is estimated to be 10 cents/gallon of City throughput. Year 20 and Year 40 R&R activities will be funded 40%from the Primary Operator's R&R account and 60%from debt financing,at 5.5%over 10 years. e R&R funds may be deposited into an interest bearing invested escrow account.Fees are assumed to be 1%. e Detailed assumptions regarding labor rates,required labor hours,and other operating costs are provided in the tables that follow. e Annual expenses equal annual revenues. e Existing debt,or other obligations,of the bulk fuel Facility are not included in this Plan. Key Operating Assumptions e NASD is assumed to be responsible for the O&M and R&R of its own facilities. e NASD will pay its proportionate share of O&M costs and R&R costs of Common Facilities. e O&M and R&R Expenses associated with Common Facilities will be allocated to each participant based on its share of installed primary storage capacity or as detailed in the O&M Agreement Appendix A:Partiapants'Operational Responstbilities. e Retail operations,or its profits,are not included in the Plan. Explanation of Financial Terms e Common Assets -Facility assets common to all Participants,which are shared proportionately. e Proprietary Assets -Facility assets that are owned by individual Participants and not shared among the Participants. e Primary Operator Assets -The combination of Proprietary Assets owned by the Primary Operator and Common Assets that are the responsibility of the Primary Operator. e Throughput -The annual estimated gallons of fuel that will flow through the Facility. e Initial annual throughput estimates:Retail Sales 35,000 gallons /diesel and 25,000 gallons/gasoline;Utility consumption 25,000 gallons/diesel,NASD 15,000 gallons/diesel. e Throughput is estimated to grow annually at a rate of .75%for diesel and .25%for gasoline for City consumption and to remain steady for NASD consumption. City of Nowhere Bulk Fuel Facility Business Operating Plan Page 15 of 24 SAMPLE BULK FUEL BUSINESS OPERATING PLAN Bulk Fuel Facility Funding This Plan is not a commitment to provide project funding;however,it is anticipated that project funding will be provided by the U.S.HUD,ICDBG funding and the Denali Commission. Subsequent Operating Year Revisions Starting with the second year,as operating experience specific to this Facility is obtained,the projections and assumptions upon which the plan is based will be reviewed and modified.The following guidelines are for use in subsequent operating years in updating and modifying plan projections and assumptions: Step 1:Review previous years'O&M and R&R costs and compare to current projections Step 2:Adjust O&M and R&R projections and assumptions based upon actual experience Step 3:Recalculate Participant Share of annual O&M costs Step 4:Recalculate City per gallon O&M costs based upon updated throughput estimates,while the NASD should recalculate their O&M costs Step 5:Recalculate Participant payments to R&R Fund Step 6:Recalculate City per gallon R&R costs based upon updated throughput estimates,while the NASD should recalculate their R&R costs Step 7:Recalculate total City per gallon fuel costs City of Nowhere Bulk Fuel Facility Business Operating Plan Page 16 of 24 SAMPLE BULK FUEL BUSINESS OPERATING PLAN TABLE A PARTICIPANT ALLOCATION Primary Net Capacity and Initial Throughput Volumes City NASD NA Total Primary Capacity (Net)Gallons 91,800 18,000 0 109,800 Percentage 83.6%16.4%0.0%100% Initial Throughput Gallons 85,000 15,000 0 100,000 Volumes Percentage 85%15%0%100% %Share of O&M and R&R on Common Assets 83.6%16.4%0%100% (based upon Primary Capacity) TABLE B ANNUAL O&M COSTS Annual O&M Costs Total Annual O&M Expenses (per HMS cost estimate)$11,513 $2,318 $-$13,831 Common Power Costs (estimated based upon current)|$750 $-$-$750 Insurance (.10/gal based on throughput)$8,500 $-$-$8,500 $20,763 ||$2,318 ||$-$23,081 City of Nowhere Bulk Fuel Facility Business Plan Page 17 of 24 SAMPLE BULK FUEL BUSINESS OPERATING PLAN TABLE C 40 YEAR "O and M"CASHFLOW Inflation Rate Annual O&M_Expense Assumed Throughput (Gallons)Per Gallon O&M Payment City Year City NASD NA Total NASD NA City NASD NADieselGasolineTotalCityConsumption|Consumption 1 $20,763 |$2318|$-|$23,081 60,000 25,000 85,000 15,000 -|[s 0.2441 $0.15]$- 2 $21,0741$2353 1$-|$23,427 60,300 25,063 85,363 15,000 -|[s 0.247 |$0.16 |$- 3 $21391 /$2388 1$-|$23,779 60,602 25,125 85,727 15,000 -|[$0.250 |$0.16 1$- 4.{s 21,711!$2424/1 -[$24,135 60,905 25,188 _86,092|_15,000 -|Is 0.252/$0.16]$- 5 $22,037'$ 24601$-|$24,497 61,209 25,251!86,460 15,000 -I[$0.255 |$0.16]$- 6 $22368$2,497$-[$24,865 61,515 |25,314 86,829 15,000 -|[s 0.258 |$0.17]$| 7 $22,703 $2,535'$-|$25,238.61,823 |25,377|87,200 15,000 |-|[s 0.260 |$0.17/15 - 8 $23,044'$2,573:$-|$25,616 62,132 |25,4411 87,573 15,000 -l[s 0.263 |$017]$- 9 $23,389 '$2611 $-|$26,001 62,442 |25,504 |87,947 15,000 -|[s 0.266 |$0.171 §- 10 $23,740 $2,650!$-[$26391 62,755 |25,568 88,323|15,000 -|[s 0.269 |§0.18]$- "1 $24,096'$2,690!§-[s _26,786||_63,068|25,632 88,700 15,000 -l[s 0.272!§0.18]$- 12 $24,458:$2,730.$-|$27,188 63,384 |25,696 89,080 15,000] -s-||0.275 '§0.18 /$- 13 $24925!$2771 '§-[$27,596 63,701 |25,760 89,461 15,000 -l[s 0.277 |$0.181$. 14 $25,197'$2813'$-|$28,010|64,019!25,825 89,844 15,000 -|[s 0.280[$19 |- 15 $25,575'§2,8551$§-|$28,430 64,339 |25,889 90,229 15,000 -|[s 0.283 |$0.19]$- 16 $25,959:$28081$-|$28,857 64,661 25,954 90,615 15,000 |-|[s 0.286 |$0.191 - 417 $26348:$ 2,942'$-1$29,289 64,984 26,019;91,003 15,000 -||s 0.290 |$0.20 |$- 18 $26,743 '$2,986.1 $-|$29,729 65,309 26,084!91,393 15,000 -l[s 0.293 |$0.201 $- 19 $27,144:$3,030§-[$30,175,65,636 26,149!91,785 15,000 -i[s 0.296 |§0.20]- 20 $27,551'$3,076'$-|$30,627 65,964 26215}92,179 15,000 -I{s 0.299!§0.211 - 21 $27,965 '$ 3,122'$-|$31,087 66,294 |26,280!92,574 15,000 -l{s 0.302 |§0.21 4$- 22 $28,3841$3,169!$-[$31,553 66,625 26,346 92,971 15,000 -1{$0.305 |$0.2145 - 23 $28,810/$3,216|$-[$32,026 66,958 26,412 93,370 15,000 -lTs 0.309 |$021]$- 24 $29,2421$§3,265!§-|$32,507 67,293 26,478 93,71 15,000 -l{s 0.312 |$0.22]$. 25 $29,681 |$ 3,314/$-1$32,994 67,630 26,544 94,174 15,000 -l{$0.315 |$0.224$- 26 $30,126|$3,363!$-|$33,489 67,968 26,610 94,578 15,000 -T{s 0.319!$0.22 |$- 27 $30,578 '$3,414 1 -|$33,992|68,308 26,677 94,984 15,000 -l{s 0322/§0231$- 28 $31,037:$3,465 |$-|$34,501 68,649 26,744 95,393 15,000 -l{s 0.325 |$02345 - 29 $31,502/$3,517 $-|$35,019 68,992 26,810 95,803 15,000 -I Is 0.329|$0.234 - 30 $31,975 |$3,570 |$-(§35,544 69,337 26,877 96,215 15,000 -l{s 0332/$ o241$- 31 $32,454|§3,623 |$-|$36,077 69,684 26,945 96,629 15,000 -l{s 0.336|$ -_0.244$ 32 $32,941 |$3,678 |$-1$36,619 70,032 27,012 97,044 15,000 -l[s 0.339/$ 025];$- 33 $33,435 |$3,733.1 $-|$37,168 70,383 27,079 97,462 15,000 -l{s 0343/$025/1$- 34 $33,937 |$3,789 |$-[$37,725 70,735 27,147 97,882 15,000 -i{s 0347/$ 0.25/$. 35 $34,446 |$3,846 |$-1$38,291 71,088 27,215 98,303 15,000 -l[s 0.350/$0.26]$- 36 $34,962 |$3,903 |$-|$38,866 71,444 27,283 98,727 15,000 |-l{s 0.354/$026/$: 37 $35,487 |$§3,962 1§-1$39,449 71,801 27,351 99,152 15,000 |-l/s 0358/$ 026/$: 38 $36,019 ;$4,021 |$-|$40,040 72,160 27,420 99,579 15,000 -l{s 0.362/$0.27]$: 39 $36,559 |$4,082|$-1$40,641 72,521 27,488 100,009 15,000 -l[s 0.366/$0.27]. 40 $37,1081$4,143!§-|$41,251 72,883 27,557 100,440 15,000 -l[s 0.369 1 $0.28 |§: City of Nowhere Bulk Fuel Facility Business Operating Plan Page 18 of 24 SAMPLE BULK FUEL BUSINESS OPERATING PLAN TABLE D 40 YEAR "R and R"SCHEDULE Cost Allocation City NASD NA Year of Present Day Inflated Yearly City &Activity R&R Activity Value Value Inflated Total Common Common Only NA 5 Repair Steps/Landings $5,360 ||$5,689 $4,741 1}$948 11 $- Electrical Upgrade 2,190 2,324 ||$8,013 1,730 594 - 10 Fence Upgrade $5,299 11 $6,059 $4,264 11 $1,795 ||$- Pad Upgrade 3,186 3,643 3,123 520 - Pump Replacement 4,198 4,800 4,800 -- Valve Replacement 989 1,131 1,131 -- Repair Fill Lines 4,371 4,998 4,181 817 - Electrical Upgrade 2,190 2,504 1,864 640 - Replace Dispenser 11,300 12,920 12,920 -- Tank Inspection 4,975 5,688 {|$41,743 5,688 -- 15 Repair Steps/Landings $5,360 |}$6,602 $5,502 ||$1,100 |]$- Electrical Upgrade 2,190 2,698 ||$9,300 2,008 690 |- 20 Fence Replacement $20,809 ||$27,613 §20,244 ||$7,369 ||$- Resurface Pad 5,399 7,164 6,141 1,023 - Replace Steps 7,746 10,279 8,565 1,714 - Replace Pipeline Valves 2,763 3,666 3,666 -- Pump Replacement 4,198 5,571 5,571 -- Valve Replacement 989 1,312 1,312 -- Major Electrical 31,325 41,567 41,567 -- Replace Dispenser 11,300 14,995 14,995 -- Tank Inspection 4,975 ||6,602 ||$118,767 6,602 ee |-| 25 Repair Steps/Landings $5,360 |]$7,662 $6,386 ||$1,276 ||$- |Electrical Upgrade 2,190 3,131 ||$10,793 2,330 801 - 30 Fence Upgrade $5,299 11 $8,160 $5,743 {|$2,417 115 - Pad Upgrade 3,186 4,906 4,206 700 - Pump Replacement 4,198 6,465 6,465 -- Valve Replacement 989 1,523 1,523 -- Repair Fil Lines 4371 6,731 5,632 1,099 - Electrical Upgrade 2,190 3,373 2,510 863 - Replace Dispenser 11,300 17,402 17,402 -- Tank Inspection 4,975 7,661 ||$56,222 7,661 -- 35 Repair Steps/Landings $5,360 ||$8,892 $7,411 ||$1,481 |]$- Electrical Upgrade 2,190 3,633 |]$12,525 2,704 929 - 40 Fence Replacement $20,809 I!$37,190 $27,266 ||$9,924 ||$- Resurface Pad 5,399 9,649 8,271 1,378 - Replace Steps 7,746 13,844 11,536 2,308 - Excavate,Liner,Backfill 113,551 202,940 176,557 26,383 - Replace Pipeline Valves 2,763 4,938 4,938 -- Pump Replacement 4,198 7,503 7,503 -- Valve Replacement 989 1,768 1,768 -- Major Electrical 31,325 55,984 55,984 -- Replace Dispenser 11,300 20,195 20,195 -. Refurbish/Replace Tanks 60,400 107,947 107,947 -- Replace Pipelines 159,252 284,617 ||$746,575 257,296 27,321 - $610,452 ||$1,003,938 {|$1,003,938 [|$909,849 11 $94,089 |]$- City of Nowhere Bulk Fuel Facility Business Operating Plan Page 19 of 24 SAMPLE BULK FUEL BUSINESS OPERATING PLAN TABLE E 40 YEAR RENEWAL AND REPLACEMENT CASHFLOW City Inflation Rate:J":Initial Cost per gallon ($/gallon):|$- Reinvestment Rate :|City 20 Year R&R:5 year step cost increase :| Escrow Fees:|20 Year Loan Proceeds:City Ininal Throughput (gallons):|-0:NASD City 40 Year R&R:NASD Ininal Throughput (gallons)000 Initial Cost per gallon ($/gallon):['$- Loan Rate:|40 Year Loan Proceeds:NA Taitial Throughput (gallons):|-5 year step cost increase : Loan Term:}-NA Initial Cost per gallon ($/gallon):['-:- 5 year step cost increase : R &R Fund Balance Assumed Throughput (Gallons)Per Gallon Payment _of Annual Deposit .Interest End ofYear"eo Pancipal |Debt Service |_Renewals/Eamings (Net Year City NASD NA City NASD NA Balance City NASD NA Total Received Replacements |"Fees)Balance 1]fs -_|s 2,550 |$675 |$-i$3,225 {$s -{$-|$3,225 85,000 15,000 -1 1s 0.030 |$0.045|§2 $3,225 |$2,561 Is 675 |$-:$3,236 $-4$97|$6,558 85,363 15,000 :$0.030 |$0.045 |$3 $6,558 |$2,572 |$675:$-1$3,247 $-|$197|§10,001 85,727 15,000 -][8 0.030 |$0.045 |$ 4 $10,001 |$2,583 |§____675 $§-'S 3,258 $-{|$300 |$13,559 86,092 15,000 :$0.030 |$0.045 |$ 5 ||s 13,559]$2,594'$675 $$-S$3,269 ___|s_3013[s 166 [5 8,981 86,460 15,000 -|[s 0.030 |$0.045|$Polls sols 5210's 1,125 '§-$6,335 a $-[s 269[$15,585 86,829 15,000 __-/fs 00c0[$0.075 |5TIHI{s__15,585 [$5,232 |$1125 5S _-$6,357 $_-|$468|$22,410 87,200 15,000 -|15 o.060]s 0.075 |§| 8 ||s 2240/8 5254/1 $14,1255 _-'$6379 $-[s 672|$29,461 87,573 |15,000 -|[s 0.060|$0.075|§"9 |[s 29,401]5 5,277 |$1,125:$-1$6,402 __|s -|$884|$36,747 87,947 15,000 -|1s 0.060 |$0.075 |$110}|$36,747]$5,2991§1,125 '$-'$6,424 __[s 41,743 [$95]$1,524 88,323 15,000 |-|[s 0.060|$0.075 |$ul is 1,524 |$7,983 |$1,575 |§-i$9,558 _$_=|132]$11,214 88,700 15,000 -|fs 0.090|$0.105 |$| 124,78 11,214 |$8,017 |$1,575:$-|$9,592 $-|$336 |$21,142 |89,080 15,000 :$0.090|$0.105 |$13}[s 21,142[$8,051 |$1,575 |$-|$9,626 $-[s634[$31,403 89,461 15,000 -|[s 0.090 |$0.105|$ 14]48 31,403 |$8,086 |$1,575 |$-1$9,661 $-|$942 1$42,006 89,844 15,000 -]ps 0.090 |$0.105 |$15 $42,006 |$8,121 i $1,575 |$-|$9,696 __|s 9,300 |$981 1 $43,383 90,229 15,000 -$0.090 |$0.105 |$'16 |{$43,383 ]$10,874;$2,025$-|$12,899 3 -[$1,302|$57,584 90,615 15,000 -|[s o120[$0.1351§17 $57,584 |$10,920 |$2,025 |$-,3$12,945 $-|$1,728 |$72,257 91,003 15,000 :$0.120 |$0.135 |$'1B |$72,257 |$10,967 |$2,025 |$-'$12,992 $-|s 2,168 |$87,416 91,393 15,000 -$0.120 |$0.135 |$494 /$ 87,416/$11,014 $2,025 |$-:$13,039 _{s -|s 2,623]$103,078 91,785 15,000 -|[s 0.120 |$0.135]$20 |]$ 103,078]$11,061.$2,025 |$-/$13,086]$65,198 {s__118,767]3431$62,938 92,179 15,000 -|[$0.120]$0.135]§ 21){is 62,938[$13,886:$2,475 |$-1$16361 $8,650 |$-|$1,629|$72,278 92,574 15,000 -|[s 0.150]$0.1651 $ 22 $72,278 |$13,946 |$2,475 |$-i$16,421 $8,650 |$-{|$1,909]$81,958 92,971 15,000 -$0.150 |$0.165 |$ 23 )]$31,958/$ 14006/$2,475 15 -|$16,481 $8,650 $-[$2,002]$91,792|93,370 15,000 -|[s 0.150 |$0.165 |$24 $91,792 |$14,066 !$2,475 |$-'$16,541 $8,650|$-{[s$2,269 |$101,951 93,771 15,000 :$0.150}§0.165]$25 $101,951]$14,126 |$2,475 |$-|$16,601 $8,650 |$10,793 |$224113 101,351 94,174 15,000 -$0.150 |$0.165 |$26 |$101,351]$17,024 |$2,925 |$-|$19,949 $8,650 |$-|$2,518 |$115,168 94,578 15,000 -$0.180 |$0.195 |§27 $115,168]$17,097 |$2,925 |$-1$20,022 $8,650 |$-|$2,130 |$128,671 94,984 15,000 :$0.180 |$0.195 |§2B $128,671]$17,171 |$2,925 |$-|$20,096 $8,650|$-|[$2,400 |$142,518 95,393 15,000 -$0.180 |$0.195 ]$ 29 $142,518]$17,244 |$2,925 |$-($20,169 $8,650 |$-|$§2,677|$156,715 95,803 15,000 -$0.180]$0.195 |$30 $156,715 ]$17,319 |$2,925 |$-{$20,244 $8,650 1 $56,222 |$1,837 |$113,924 96,215 15,000 -$0.180 |$0.195 |$31 $113,924]§20,292 |$3,375 |$-|$23,667 $-|$2,278 |$139,870 96,629 15,000 -$0.210 |$0.225 |$32 |$139,870]$20,379 |$3,375 |$-|$23,754 $-|$2,797 |$166,421 |97,044 15,000 -$0.210]$0.225 |$331 1$166,421|$ 20,467/$3,375 |$-[$23,842 $-|$3,328[$193,592 97,462 |15,000 -|Is 0.210 |§0.225 |$34 $193,592]$20,555 |$3,375 |$-|$23,930 $-1$3,872,$221,394 97,882 |15,000 -$0.210 |$0.225 |$35.$221,394 $20,644 |$3,375 |$-1$24,019 $12,525 |$4,177 1$237,064 98,303 15,000 :$0.210 $0.225 |$36||$ 237,0604[$23,604/5 3,825|§-:$27,519 5 -|s 4741]$269,325 98,727 15,000 -|[s 0.240 |$0.255 |$37 |1s 269325|$23,797 1§3,825 |$-1§27,622 $-|$$386 |$302,333 99,152 15,000 -|[s 0.240 |$0.255 |$38 $302,333 |$23,899 |$3,825 |$-{$27,724 $-|$6,047 |$336,104 99,579 15,000 :$0.240 |$0.255 ]$39 ||s 336,104[$24,002 /$3,825|$-1$27,827 $-|$6,722 |$370,653 100,009 15,000 "lds.0.240 |$0.2551$"40 $370,653 1$24,106 |$3,825!$-'$27,931 }$407,557 $746,575 |$-|$59,565 100,440 15,000 -$0.240 |$0.255 1$ City of Nowhere Bulk Fuel Facility Business Operating Plan Page 20 of 24 sAMPLE BULK LB TABLE E -PAGE 2 R and R Participant Payment Schedules ESS -.RATING PLAN City NASD R &R Fund Balance R &R Fund Balanceve[EF]nme |Peel |ese)PY Jee]cow ||ee [RE]ame |eee |oe |too ||aBalanceDepositReceivedReplacementsofFees)Balance Deposit Received Service}Replacements (Net of 1 $-$2,550 $-|$2,550 1 $-$675 $-|$675 2 $2,550 |$2,561 $77\$5,187 2 $675 |$675 $20/$1,370 3 $5,187 |$2,572 $156 |$7,915 3 $1,370]§675 $41/$2,086 4 $7,915 |$2,583 $237}$10,735 4 $2,086 |$675 $631$2,824 5 $10,735 |$2,594 $6,471 |$128 |$6,986 5 $2,824 |§$675 $1,542 |$38}$1,995 6 $6,986 |$5,210 §210!$12,405 6 $1,995;$1,125 §60/$3,180 7 $12,405 |$5,232 $372 ;$18,009 7 $3,180;$1,125 $95|$4,400 8 $18,009 |$5,254 |$540 |$23,804 8 $4,400 |$1,125 $132|$5,657 9 $23,804 |$5,277 $714}$29,795 9 $5,657 |$1,125 $170 |$6,952 | 10 $29,795 |$5,299 $37,971 1$-|$(2,877)10 $ 6,952|)$1,125 $3,771 |$95|$4,401 1 11 $(2,877)|$7,983 $-!$5,106 11 $4,401 |$1,575 $1321$6,108 12 $5,106 |$8,017 $153 |$13,277 12 $6,108|$1,575 $183 1$7,866 13 $13,2771 $8,051 $398 |$21,726 13 $7,866)$1,575 $236|$9,677 | 14 $21,726)$8,086 $652 |$30,464 14 $9,677 |$1,575 |$290 |$11,543 | 15 $30,464 |$8,121 $7,510 |$689 |$31,763 15 $11,543;$1,575 |$1,790 |$293 |$11,620 16 $31,763;$10,874 $953 |$43,590 16 $11,620 |$2,025 $349 |$13,994 17 $ 43,590|$10,920 $1,308 |$55,818 17 $13,994 1$2,025 $420|$16,439 18 $55,818|$10,967 $1,675 |$68,460 18 $16,4391 $2,025 |$493 |$18,057 19 $68460;$11,014 $2,054 |$81,528 19 $18,957 |$2,025 |$569 |$21,551 20 $81,528;$11,061 |$65,198 $108,663 |$-|$49,124 20 $21,551)$2,025 |$10,105 |$343 |$13,814 21 $49,124;$13,886 $8,650 $1,214 |$55,575 21 $13,814 |$2,475 $414/$16,703 | 22 $55,575!$13,946 $8,650 $1,408 |$62,278 22 $16,703 |$2,475 $501 1$19,679 23 $62,278 |$14,006 $8,650 $1,609 |$69,243 23 $19,679 |§2,475 $394|$22,548 24 $69,243;$14,066 $8,650 $1,818 |$76,477 24 $22,548 |$2,475 §4511$25,474 25 $76,477;$14,126 $8,650 |$8,716 |$1,773 |$75,011 25 $25,474 |$2,475 S 2,077 |$468 |$26,340 | 26 $75,011 |$17,024 $8,650 $1,991 |$85,376 26 $26,340 |$2,925 §527|$29,792 27 $85,376|$17,097 $8,650 $1,535 |$95,358 27 $29,792 |$2,925 $596 |$33,313 28 $95,358;$17,171 $8,650 $1,734 |$105,613 28 $33,313 ;$2,925 $666 |$36,904 29 $105,613 |$17,244 $8,650 $1,939 |$116,147 29 $36,904 |$2,925 $738 |$40,567 30 $116,147 |$17,319 $8,650 |$51,142 |$1,127 |$74,801 30 $40,5671 $2,925 $5,080 |$710 |$39,122 31 $74,801 ;$20,292 $1,496 |$96,589 31 $39,122 |$3,375 $782 |$43,280 32 $96,589 |$20,379 $1,932 |$118,901 32 $43,280 |$3,375 §866 |$47,520 33 $118,901 |$20,467 $2,378 |$141,746 33 $47,520 |$3,375 $950!$51,846 34 $141,7461$20,555 $2,835 |$165,136 34 $51,8461$3,375 $1,037/$56,258 35 $165,1361$20,644 $10,115 |$3,100 |$178,765 35 $56,258 |$3,375 $2,410 |$1,077 |$58,299 36 $178,765 |$23,694 $3,575 |$206,034 36 $58,299 |$3,825 $1,166]$63,290 37 $206,034 |$23,797 $4,121 |$233,952 37 $63,290 |$3,825 $1,266 |$68,381 38 $233,952 |$23,899 $4,679 |$262,530 38 $68,381 |}$3,825 $1,368/$73,574 39 $262,530;$24,002 $5,251 |$291,782 39 $73,5741$3,825 $1,471 1$78,870 40 $291,782/$24,106;$407,557 $679,261!$-!$44,184 40 $78,8701$3,825 $67,313 1 §$-1$15,382 | City of Nowhere Bulk Fuel Facility Business Operating Plan Page 21 of 24 SAMPLE BULK FUEL BUSINESS OPERATING PLAN TABLE F Loan Schedules Year 20 R&R Loan City Beginning Principal Ending Year Balance Interest Payment |Payment |Balance 1 $65,197.80/$3,585.88]($8,649.65)$5,063.77]$60,134.03 2 [$60,134.03 |$3,307.37 |($8,649.65)|$_5,342.27|$54,791.76 3 $54,791.76|/$3,013.55}($8,649.65)]$5,636.10 |$49,155.66|4 |$49,155.66]$2,703.56 |_($8,649.65)]$5,946.09 |$43,209.575|$43,209.57|$2,376.53]_($8,649.65)$6,273.12 |$36,936.456|_36,936.45 ]$_2,031.50]($8,649.65))$6,618.14]$30,318.317[8 3031831]$1,667.51]($8,649.65)$6,982.14]$23,336.178|$23,336.17/$1,283.49|($8,049.65)$7,366.16|$15,970.019 |$15,970.01]}$878.35]($8,649.65)$_7,771.30|$8,198.72 10 |[$ 8,198.72}$450.93 |($8,649.65)]$8,198.72 |$(0.00) $21,298.67 ($86,496.47)$65,197.80 Year 40 R&R Loan City Beginning Principal Ending Year Balance Interest Payment |Payment |Balance1.|$407,556.60[$22,415.61 |$(64,069.62)|$31,654.01 |$_375,902.592|$375,902.59]$20,674.64 |$_(54,069.62)|$33,394.98|$_342,507.61__3__[$342,507.61]$18,837.92|$(64,069.62)|$35,231.71|$307,275.904|$307,275.90/$16,900.17 |$_(64,069.62)|$_37,169.45 |$270,106.455]$_270,106.45 |$__14,855.85 |$(54,069.62)|$_39,213.77|$_230,892.686|$230,89268]$12,699.10 |$(54,069.62)]$41,370.53 |$_189,522.157$189,522.15 |$10,423.72 |$(54,069.62)|$43,645.91 |$145,876.258|$145,876.25/$8,023.19 |$(54,069.62)|$46,046.43 |$99,829.819|$99,829.81]$5,490.64 |$(54,069.62)|$48,578.98 |$_51,250.8310|$51,250.83 |$2,818.80 |$(54,069.62)|$51,250.83 |$(0.00 $133,139.65 ($540,696.25)$407,556.60 City of Nowhere Bulk Fuel Facility Business Operating Plan Page 22 of 24 TABLE G SAMPLE BULK FUEL BUSINESS OPERATING PLAN Summary of Facility Expenses to Participants City of Nowhere NASD NA y.O&M R&R Total O&M R&R Total O&M R&R Totalear Annual $$Per Annual $$Per Total Total Per Annual $$Per Annual $S Per Total Total Per Annual $$Per Annual $$Per Total Total PerPaymentsGallonPaymentsGallonPaymentsGallonPaymentsGallonPaymentsGallonPaymentsGallonPaymentsGallonPaymentsGallonPaymentsGallon 1 $20,763!$0.244/$2550;$0.030}$23,313!$8 O274]/]$2,318;$0.1555 $675;$0.045/$2,993 |$0.200 -i$-|$-|$--|$- 2 $ 21,074|$0.247]$2,561 |$0.030}$23,635!$0.277 $2,353!)$0.157]$675!$ 0.045/$3,028 |$0.202 ||$-ls -|$-1$§-|$-|$- 3 $21,391 |$0.250]$2,572 |$0.030}$23,962 i$0.280]1]$2,388 |$0.159 |$6751 $0.045|$3,063 |$0.204 ||$-1$-1$-|$-1$-1$- 4 $21,711;$0.252]$2,583;$0.030}$24,294!$0.282 $2,424 |§0.162 |$675:$0.045/$3,099 |$0.207 ||$-1$-|$-[$-|$-|$- 5 $22,037|$0.255|$2,594;$0.030|$24631;$0.285 $ 2460/$0.164]$675|$0.045/$3,135 |$0.209 ||$-I $-{$-[$-{|$-4$- 6 $22,368|$0.258]§$5,210 |$0.060;$27,577|$0318)]$2,497|$0.166|$1,125 |$0.075 |$3,622 |$0.241 $-|$-|$-i$-|$-1$- 7 $22,703;$0.260]$5,232 |$0.060]$27,935|$0.320 $2,535]$0.169 |$1,125 |$0.075 |$3,660 |$0.244115 -[$-|$-1$-|$-|$- 8 $23,044)$0.263]$5,2541$0.060]$28,298;$0.323 $2,573 |$«0.172 |$1,125 |$0.075 |$3,698 |$0.247 ||$-|$-|$-{$-1$-1$- 9 $23,389)$0.266}$5.2771 $0.060|$28666!$0.326 $2611;$0174/5 1,125 |$0.075 |$3,736 |$0.249 ||$-[$-{$-|$-|$-1$- 10 |$23,740)$0.269]§5,299 |$0.060]$29,040)$0.329 $ 2650/$0.177|$1,125 |$0.075 |$3,775 |$0.252 |}1 $-[$-|$-|$-($-|$- 11 $24096,$0.272|$7,983 |$0.090]$32,079 :$0.362 $2690:$0.179 |$1,575 |$0.105 |$4,265 |$0.284 ||$-($-|$-[$-|$-{$- 12 |$24458;$0.275]$8,017;$0090]$32475|S$0.365 $2,730 Es 0.182 |$1,575 |$0.105 |$4,305 |$0.287 ||$-[$-|$-|$-|$-|$- 13 |$ 24825({$02771$8,051 |$0.090]$ 32,876|$0.367 $2.7711 $0.185 |$1,575.1 $0.105 |$4,346 |$0.290 ||$-|$-[$-|§-|$-1$- 14 |$25,197)$0.280]$8,086;$0.090]$33,283|$O370}($2,813 1 $0.188 |$1,575 |$0.105 |$4,388 |$0.293 ||$-|[$-|$-{$-|$-{$. 15 |$25,575|$ 0.283|$8.121!$0.090]$33,696;$0.373 $2,855)$0.190]$1,575:$0.105]$4,430 |$0.295 ||$-|[$-|$-'$-|$-1$- 16 [|$25,959}$ 0.286|$10,874)$0.120]$36,832}$0.406 $2,898)$0.193]$2,025!$0135/$4,923 |$0.328 |1 §-1$-|$-{$-{$-1$- 17 |$263481 $0.290|[$10,920]$0120]$37,268:$0.410 $ 2,942/$0.196]$2,025:$0.135]$4,967 |$0.331 $-i$-|§-{$-{$-|$- 18 |$26,743|$0.293]$10,967}$0.120]$37,710;$0.413 $2,986;$0.199|$2,025;$0.135|$5,011 |$0.334}1$-{$-{|$-1$-[$-|$- 19 |$27,144/$0296[$11,014/$ 0120/$381591/$o416}/$3,030/$o0202[$ 2025/$0135[$ 5,055|$0337];15 -|$-{$-1$-1$-|$ 20 |$27,551|$0299]$11,061|$0120]$38613)$0.419 $ 3,076|$0.205]$2,025)$0135/5 5,101 |$0.340 11 §-|$-{$-1$-([$-1|$- 21 $27,965!$0302]$13,886)$0.150}$41,851 |$0452)]$3,122)§0.208]$2,475,$0.165]$§5,597 |$0.373 |]$-|[$-{$-|$-|$-4$- 22 |S 28,384!$0305]$13,946;$0.150]$42330|$0.455 $ 3,169|$0.211]$2,475 |$0.165]$5,644 |$0.376 ||$-|$-{$-|$-|$-4$- 23 |$28,810;$0309}$14006)$0.150]$42,815|S$0.459 $3,216 §0.214]S$2.4751 $0.165/$5,691 1$0.379 14 $-{5 -|($-[$-|$-{$- 24 |S$29,242)$0312]$14066|$0.150]$43,308:$O462}]$3,265 |§$0.218 |$2,475 |$0.165]$5,740 |$0.383 ||$-($-|$-($-|$-|[$- 25 |$29,681)$0315]$14126)$0.150]$43,807;$O4657)]$3,314)§0.221]§$2,475 |$0.165]$5,789 |$0.386 ||$-|§-1$-|$-1{$-|§> 26 |$30,126;$0319]$17,024;$0.180]$47,150/$0499},$33631 $0.224 |$2,925 |$0.195]$6,288 |$0.419 ||$-($-|$-($-1$-|$- 27 |$30,578)$0322]$17,097;$0180]$47,675|$O502)])S 3,414)$0.228]$2,925|$0.195]$§6,339 |$0.423 ||$-[$-|$-\|$-|$-|$- 28 |$31,037)$0325]$17,171}$0.180]$48,207;$0.505 $ 3,4651$0231]$2,925)$0195]/$6,390 |$0.426 ||$-{$-|$-1$-4$-1$§- 29 |$ 31,502|$0329]$17,244;$0.180]$48,747)$0.509 $ 3,517/$0234/$2,925/$0.195]$6,442 1$0.429 1 $-{$-|$-|$-{$-1$- 30 |$31,975]$0332]$17,319;$0180}$49,293 |$0.512 $ 3,570|$0.238]/$2,925)$ 0.195]$6,495 1 $0.433 |1 §-|$-|$-|$-{$-1$§- 31 $32,454/$0.3361 $20,292;$0.210]$52,746|$0.546 $3,623;$ 0242]/$3,375|$0225/$6,998 |$0.467 ||$-($-|$-1§-|$-|$- 32 |$32,941)$0.339)$20,379)$0.210]$53,320|$0.549 $3678)$0245/$3,375)$0225/$7,053 |$0.470 |]$-{$-|$-|$-|[$-{$- 33 |$33,435!$0343]$20,467)$0.210]$53,902|$0.553 $3,733 |$0.2491 $3,375/$0.225|§$7,108 |$0.474,1$-|$-{[$§-|$-{|$-1$- 34,|$33,937|$0347]$20,555)$0210]$54492/$0.557 $3,789;$025318 3,375;$0225]}$7,164 |$0.478 ||$-1$-1§-|$-|$-|$- 35 |$34446;$03501$20644)$0.210138 55,089;$0560]]$3,846/$02567$3,375)$0.22545 7,221 |$0.481 ||$-|$-|$-|$-|$-|$. 36 {S$34,962)$0354]$23694'$0240]$58657)$0594/}$ 3,903/$0260]$3,825|$0255/45 7,728 |$0.515 }/$-($-|$§-|$-|$-{1§- 37,|$35,487;$0358]$23,797!$0.240]$59,283)$O598/]$3,962;§0.264]$3,825)$0.25543$7,787 |$0.519 ||$-{$-|$-|$-|$-|$- 38 |$36019|$0.362]$23,899|$0240]$59,9181 $0.602 $4021|$0268]§3,825 |$ 0255/$§7,846 |$0.523 ||$-{$-|$-[$-1$-|$- 39 |S 36,559!$0366]$24002;$0.240]$60,562|$0.606 $4,082)$0.272 |$3,825|$0.2551$7,907 |$0.527 ||§-($-|$-{$-1$-1$- 40 $37,108 |$0.369 1$24,1061 $0.240 ]$61,213!0.609 $4143!$0.276 |$3,825 |$0.255 |$7,968 1 $0.531 $-'$-{$-'$-{$-1$- City of Nowhere Bulk Fuel Facility Business Operating Plan Page 23 of 24 SAMPLE BULK FUEL BUSINESS OPERATING PLAN APPENDIX A:PRIMARY OPERATOR STATEMENT OF QUALIFICATION The Primary Operator Statement of Qualification includes: 1.A description of the Primary Operator,its personnel and experience,and its responsibilities and functions.This discussion includes a description of the ability and history of the Primary Operator to operate a bulk fuel facility as a business and/or its history of operating other business enterprises,as well as a description of the Primary Operator's fiscal controls and accounting procedures.This discussion details organization history,management and structure;identification of key personnel,their experience and responsibilities;and,proposed organization of bulk fuel facility management and operations,including an organizational chart. 2.A description of the Primary Operator's,if any,staffing or training needs. 3.A description of the training plan proposed by the Primary Operator to address current and future needs. City of Nowhere Bulk Fuel Facility Business Operating Plan Page 24 of 24 SAMPLE BULK FUEL BUSINESS OPERATING PLAN CITY OF NOWHERE Organization History The village of Nowhere is located in southcentral Alaska on the Westside of Cook Inlet,has a population of 200,predominantly Athabascan,which has grown steadily for the past thirty years and the economy of the area is primarily focused on commercial fishing and subsistence activities.All 80 households and facilities use individual wells,and,all but four,are either connected to a piped sewage system or use septic tanks.City,state and federal governments provide the primary year- round employment.Other employment is found through the school and private enterprises such as the local store and guiding businesses,although residents utilize some subsistence activities for food. Nowhere was the site of a trading post during the gold rush due to its location on the Westside of Cook Inlet,which connected southern gold mining districts to the Cook Inlet.Subsequently, Nowhere becamea winter trail station along the Cook Inlet Trail that was used until 1926.The school was established in 1948 and the post office was opened in 1949. The City incorporated in 1970 as a Second Class City.Today,all 80 households and facilities use individual wells,and,all but four,are either connected to a piped sewage system or use septic tanks. An electric power generation upgrade project is underway that will provide a new generator building for safer and more reliable power.Funds have been requested to rehabilitate the washeteria, develop two new wells,upgrade the landfill and expand the piped sewer system.The annual City budget is approximately $720,000. The City of Nowhere can be reached via air or water.The State owns a 3,500-foot gravel airstrip that was expanded in late 2001 in order to better accommodate the transportation needs of the area. Barges supply fuel and other supplies. Description of Business History The City of Nowhere manages the following utilities and services:water and wastewater,fuel,light and power,cable TV,building and road construction,and public works.Currently,community residents and organizations pay for all of these services.Residents and community facilities pay $17.50 per month for wastewater services.Residents and community facilities obtain water from individual wells or a community well and do not pay for this service. The City of Nowhere purchases fuel approximately one time per year from either Cook Fuel or Inlet Marine.Fuel is purchased between $1.85 and $2.10 per gallon/diesel.Residents and commercial businesses currently pay $3.00 per gallon/diesel fuel and between $3.50 and $4.00 for unleaded fuel. In addition,the City owns the facility that houses the Nowhere Health Clinic,city offices,post office,library,and recreational center.The city is responsible for operations of the public library, recreation center and cable TV services. City of Nowhere Bulk Fuel Facility Business Operating Plan Appendix A-1 SAMPLE BULK FUEL BUSINESS OPERATING PLAN The electric utility in Nowhere is presently owned by Nowhere Power Utility and operated by the City.Currently,residents are paying 27.5 cents/kilowatt with PCE for the first 500 kilowatts. Businesses and those residents exceeding 500 kilowatts pay 50 cents/kilowatt. Description of Fiscal Controls and Accounting Procedures City staff has the authority to submit check requests,which must have supporting documents prior to being processed.All checks must be signed by two of the City Council Members.A copy of the .check is attached to the supporting documents and filed at the City office.The City operates on a July 1 through June 30 fiscal year. The City staff use IBM Compatible computers and are working towards using the accounting software program Quick Books Pro. Management and Structure A seven-member Council,one of which is the mayor,manages the operations of the City.Each Council member is elected to a three-year term,and the Council appoints the mayor for a one-year term.Below are the names and titles of the Council's 2002 Members. CITY OF NOWHERE COUNCIL MEMBERS -john XXXX,Mayor Mary XOOCKX,Vice Mayor Agnes XXXXXK William XXXXX Margaret XXXX Joe XXXXX Samuel XXXXX There are approximately twenty City employees,although only one is a fulltime equivalent (FTE) position. Day-to-day operations of the City are performed by Mr.Joe Smith,City Administrator/City Clerk. Mr.Smith has been the City Administrator/City Clerk since 1999 and also serves as the City's accountant/bookkeeper.He oversees the management and financial operations of the City's bulk fuel facility. The organizational chart below shows the relationship between the various components of the City'soverallstructure.At the apex of management is a City Council comprised of the Mayor and Council Members,all representing the community of Nowhere. City of Nowhere Bulk Fuel Facility Business Operating Plan Appendix A-2 SAMPLE BULK FUEL BUSINESS OPERATING PLAN City of Nowhere Organizational Chart City Council' Administrator/City Clerk Joe Smith Library Light &Power Utility Martha XXXX George XXXX &Nick XXXXX Cable TV Utility Water/Wastewater Utility Kim XXXX Tony XXXX &William XXXX Fuel Utility Public Works/Equipment Repair George XXXKX &Nick XXXXX George XXXXKX Building &Road Const.| Identification of Key Personnel The City has operated its Fuel Utility since 1985 and believes it can meet the staffing requirements of the upgraded bulk fuel facility with current staff.The Nowhere Bulk Fuel Facility will have overall direction from the City of Nowhere headed by John XXX,Mayor.Joe Smith,City Administrator/City Clerk,will provide oversight and financial management,budget and reporting for the Bulk Fuel Facility.Mr.Smith will be involved in this project from the beginning and is the main contact for the City.He will work with AEA and the Denali Commission to ensure the City's role in the project timeline. Joe Smith is also responsible for payroll,accounts payable,accounts receivable,tax filings and schedules,program budgets,and for tracking project expenses and preparation of required project financial reports.See attached resume. The City of Nowhere will operate and maintain the Bulk Fuel Facility.George XOCXX is Primary Operator of the City's existing Bulk Fuel Facility and is responsible for the Facility's overallmanagementandoperations.His position will remain the same with the new consolidated Bulk Fuel Facility.Tony XXX and William XXXX are Backup Fuel Operator for the Primary.See attached resumes. City of Nowhere Bulk Fuel Facility Business Operating Plan Appendix A-3 SAMPLE BULK FUEL BUSINESS OPERATING PLAN Organization of Bulk Fuel Management and Operations The following chart illustrates the staff relationships of the Nowhere Bulk Fuel Facility: NNOWHERE BULK FUEL FACILITY PROJECT STAFFING City Council:"John"XXXXX.MayorLedteSEcdsVayo:aw Joe Smith City Administrator/City Clerk George XXXXX Primary Operator Tony XXX &William XXX Backup Operator Staff Training Needs Below is an initial list of training and assistance the City has identified for staff: ¢HAZWoper e Oil Spill Response Drills e Bulk Fuel Facility Minor Maintenance and Repair Proposed Training Plan The Council staff will coordinate HAZWoper,Oil Spill Response Drills,and Bulk Fuel Facility Minor Maintenance as courses are offered by state agencies in the region. Additionally,the City will utilize training resources available through AEA and the Alaska Vocational Technical Center to ensure proper training of its personnel.The following is a summary of those resources: e Alaska Energy Authority (AEA) The Alaska Energy Authority has developed a series of courses relating specifically to Bulk Fuel and Power Utility operations.These courses are taught through the Alaska Vocational Technical Center (AVTEC)in Seward: City of Nowhere Bulk Fuel Facility Business Operating Plan Appendix A-4 SAMPLE BULK FUEL BUSINESS OPERATING PLAN Phone:(907)-269-3000 Contacts Bruce Tiedeman,Rural Energy Manager,Alaska Energy Authority/AIDEA Address:813 West Northern Lights Blvd.,Anchorage,Alaska 99503 Phone:(907)269-4641 Fax:(907)269-3044 Web Address:www.aidea.org/training.htm Email address:btiedeman@aidea.org Dick Harrell,Instructional Administrator,Alaska Vocational Technical Center Address:P.O.Box 889 809 2"!Avenue,Seward,Alaska 99664 Phone:(907)-224-4162 1-800-478-5389 fax (907)224-4144 Web Address:www.avtec.alaska.edu Email:dick_harrell@educ.state.ak.us Technical Assistance Provided - Facility Maintenance and Operations Cost The state will pay for transportation to and from your community to the Alaska Vocational Technical Center (AVTEC)as well as lodging and $10 per meal allowance while in transit to AVTEC.Furthermore,while at AVTEC the state will pay for tuition,deposit,room and board and training related materials. Currently,the primary bulk fuel training provided by AEA is: Bulk Fuel Operator Training -This is a 2-week program that covers how to safely run a tank system within a rural Alaskan community as well as covers information regarding the Alaska Energy Authorities Bulk Fuel loan program and how to recognize deficient tank systems. The following courses are anticipated for the future: Itinerant Training -This course will provide follow-up onsite training following the AVTEC Bulk Fuel Operator Training course.The Alaska Energy Authority (AEA)staff will conduct all training.It is anticipated that 6 communities will be chosen as test sites or demonstration projects. Oil Spill Response Training -This course will be taught on-site and have the participation of the Alaska Energy Authority (AEA),Department of Environmental Conservation (DEQ),Environmental Protection Agency (EPA)and the US Coast Guard.This course is tentatively targeted to begin Summer-2002. City of Nowhere Bulk Fuel Facility Business Operating Plan Appendix A-5 SAMPLE BULK FUEL BUSINESS OPERATING PLAN e Alaska Vocational Technical Center (AVTEC) The Alaska Vocational Technical Center (AVTEC)is located in Seward Alaska approximately 120 miles south of Anchorage via the Seward Highway.In addition to offering onsite training and courses AVTEC staff also provide off-site training. Contact Admissions Office Address:P.O.Box 889 809 2"Avenue,Seward,Alaska 99664 Phone:(907)-224-4152 1-800-478-5389 fax (907)224-4143 Web Address:www.avtec.alaska.edu Technical Assistance Provided Skilled Labor Business Administration Facility Maintenance and Operations Cost Fees for courses vary based on the specific program.An estimated fee for various programs has been included next to the listing of programs offered.The estimated fees include tuition,activity fee,security deposit,room and board,and books and supplies.Broken out these costs total -activity fee ($25),security deposit ($50),and room and board ($20/day). The tuition,books and supplies vary in cost according to the course and course length. The following programs and coutses are offered relating to Skilled Labor: Construction Machinery and Diesel Engine Technology -This program teaches students the skills and competencies of servicing,maintaining,and repairing construction machinery and diesel engines.Approximately 40 percent of the course is classroom instruction with the remainder being shop work.Four certification levels can be obtained within the program.The entire course will cost an estimated $7,280 and take approximately 40 weeks or 1379 houts. Basic course content includes:tire repair;basics of equipment operation;chassis components;differentials;transmissions;brakes;electrical systems;hydraulic systems; introduction to gas and arc welding;diesel engine operation and tuning;precision measurement;disassembly and reassembly of diesel engines;fuel injection systems and governors,including electronically injected diesels;mathematics;industrial first aid;job search skills;and,shop safety. Welding Technology This program teaches students the skills necessary to successfully pass the AWS-D1.1 Structural Certification Test and become employed in the welding and fabrication industry.Certificates can be obtained in;Combination Welder,Welder SMAW, Wire-Feed Welder,Aluminum Welder,and Welder Helper.The entire course will cost an estimated $5,260 and take approximately 20 weeks or 700 hours. City of Nowhere Bulk Fuel Facility Business Operating Plan Appendix A-6 SAMPLE BULK FUEL BUSINESS OPERATING PLAN Basic course content includes:O.A.W.(Oxyacetylene Welding);S.M.A.W.(Stick electrode); G.M.A.W.(MIG);G.T.A.W.(TIG);shop safety;industrial first aid and CPR and job search skills. Industrial Electricity -This program prepares students for entry-level positions in the field of industrial electricity.The course is broken into three parts;classroom presentation, experimental lab work,and electrical maintenance shop work.Four certificates can be obtained,Industrial Controls Technician,Industrial Electrical Technician,Electrical Apptentice,and Electrical Helper.The entire course will cost an estimated $8,175 and can take up to 40 weeks or 1400 hours depending on the certification level. Basic course content includes:electrical theory and wiring practices;electrical construction and national electrical code,industrial process automation,and job search and interview skills. The following program and courses are offered relating to Business Administration: Business and Office Technology -This program is an individualized,self-paced program. The following certificate levels can be obtained within the program,Accounting Clerk, Administrative Assistant,General Business/Office Assistant,and Business/Office Clerk. The entire course will cost an estimated $6,855 and take approximately 35 weeks or 1225 hours. Basic course content includes:Computer operations and software applications;Keyboarding and document processing;Proofreading and editing;Office procedures and office machines; Machine transcription;Accounting and record keeping;Business English and mathematics; Job and interview preparation;and,Internship training. The following programs are offered relating to Facility Maintenance and Operations: Facility Maintenance/Construction Trades -This program prepares students for installation,maintenance,service,repair and diagnostics to maintain installations and repair numerous types of facility equipment.Approximately 50 percent of the course is classroom instruction with the remainder being hands on training.Two certificates can be obtained: Building Maintenance Repairer and Building Maintenance Repairer Helper.The entire course will take approximately 38 weeks or 1316 hours. The main courses of study are carpentry,plumbing,heating and electrical.Basic coursecontentincludes:Carpentry (blueprint reading,power tools and hand tools,framing,sheetrock,structural repair,foundations);Plumbing (names of fittings,join pipe,repair and replace fixtures);Heating (proper cleaning,troubleshooting,preventative maintenance);and,Electrical (electrical theory,residential wiring,electrical troubleshooting,national electrical code,blueprints,schematics). City of Nowhere Bulk Fuel Facility Business Operating Plan Appendix A-7 SAMPLE BULK FUEL BUSINESS OPERATING PLAN Facility Maintenance/Mechanical -This program prepares students for installation, maintenance,service,tepait and diagnostics of HVAC/R equipment.Approximately 45 percent of the course is classroom instruction with the remainder being hands on training. Six certificates can be obtained:Plumbing and Heating Technician;Plumbing and Heating Repairer;Plumbing and Heating Assistant Repairer,HVAC/R Technician;HVAC/R Unit Repairer,HVAC/R Helper.The entire course will take approximately 36 weeks or 1260 hours. Basic course content includes:electrical theory;troubleshooting and repair;reading blueprints and schematics;electrical circuits and controls;testing circuits,system design; retrofitting systems;heat loads;installation techniques;heat pumps;oil,gas and kerosene heating systems;domestic refrigerators and freezers;small hermetic systems;refrigeration systems;heating and cooling systems;introductions to carpentry,residential wiring and computers,and industrial first aid. Power Plant Operation -This program prepares students for employment within a power plant.Approximately 60 percent of the coutse is spent operating and maintaining diesel generator sets representative of installations in rural Alaska with the remainder of time spent in classroom instruction.Certificates can be obtained in Diesel Plant Operator and Assistant Diesel Plant Operator.The entire course will cost an estimated $1,935 and take approximately 8 weeks or 280 hours. Basic course content includes:engine theory,maintenance,and troubleshooting;electrical system theory maintenance and troubleshooting;generator theory and maintenance; introduction to electrical distribution systems;operation of diesel electric sets;control panels;paralleling generator sets;load management;fuel management;waste heat recovery; plant management skills;power plant safety;industrial first aid and CPR;and job search skills. City of Nowhere Bulk Fuel Facility Business Operating Plan Appendix A-8 SAMPLE BULK FUEL BUSINESS OPERATING PLAN RESUMES/JOB DESCRIPTION City of Nowhere Bulk Fuel Facility Business Operating Plan Appendix A-9 SAMPLE BULK FUEL BUSINESS OPERATING PLAN City of Nowhere P.O.Box 1212 Nowhere,Alaska 99999 Work 907-999-9999 Fax 907-999-9998 Joe Smith Employment City of Nowhere 1999-Present City Administrator/City Clerk Manages and coordinates the day-to-day activities of the City's operations to ensure attainment of the goals and objectives set by the City Council.Develops and maintains all administrative and financial systems,develops program budgets,prepares all reports for compliance with funding agencies,assists with City Council meetings' agendas and minutes and identifies funding opportunities.Reports directly to the Mayor and City Council. Previous Employment City of Somewhere 1995-1999 City Administrator City of Nowhere 1993-1995 City Administrator State of Alaska 1985-1992 Superintendent of Water Education University of Alaska,Southeast 1990 Bachelor Business Administration Continuing Education Computer Training Community Rotary Member Alaska Municipal Managers Association City of Nowhere Bulk Fuel Facility Business Operating Plan Appendix A-10 SAMPLE BULK FUEL BUSINESS OPERATING PLAN City of Nowhere P.O.Box 1212 Nowhere,Alaska 99999 Work 907-999-9999 Fax 907-999-9998 George Xxxxx Employment City of Nowhere 1990-Present Fuel Utility Operator Responsible for inspection,operation and minor maintenance of bulk fuel facility. City of Nowhere 1990-Present Light and Power Utility Operator Responsible for inspection,operation and minor maintenance of generator plant and electrical utility. Previous Employment State of Alaska Dept.of Transportation &Public Facilities 1975-1990 Mechanic Operations and maintenance of generators.Heavy equipment operator. Training Diesel Mechanic Training State of Alaska Power Plant Operator State of Alaska Community City of Nowhere Council Member Vice Mayor Skills Diesel Mechanic Heavy Equipment Operator Minor Electrical Welding City of Nowhere Bulk Fuel Facility Business Operating Plan Appendix A-11 SAMPLE BULK FUEL BUSINESS OPERATING PLAN City of Nowhere P.O.Box 1212 Nowhere,Alaska 9999 Work 907-999-9999 Fax 907-999-9998 Tony Xxxxxx Employment City of Nowhere 1980-Present Fuel Utility Backup Operator Responsible for operation of bulk fuel facility when primary operator is not available. City of Nowhere 1980-Present Light and Power Utility Operator Responsible for inspection,operation and minor maintenance of generator plant and electrical utility. Previous Employment Nowhere Construction 2001 Temporary Heavy Equipment Operator/Driver Nowhere's airport construction project. Education 1979 Nowhere High School Diploma Additional Training Power Plant Operator Anchorage,AK Skills Heavy Equipment Operator 6-Pack Operators License City of Nowhere Bulk Fuel Facility Business Operating Plan Appendix A-12 SAMPLE BULK FUEL BUSINESS OPERATING PLAN City of Nowhere P.O.Box 1212 Nowhere,Alaska 99999 Work 907-999-9999 Fax 907-999-9998 William Xxxxxx Employment Previous Employment Education Additional Training City of Nowhere 1980-Present Electric &Fuel Utility Backup Operator Responsible for operation of bulk fuel facility when primary operator is not available. Nowhere Area School District 1996-Present Maintenance Responsible for inspection,operation and minor maintenance of Nowhere's school building,generator plant and bulk fuel tanks. State of Alaska Depart of Transportation &Public Facilities 1980-Present Airport Maintenance City of Nowhere 1985-1989 Power Plant Operator 1979 Nowhere High School Diploma Small Engine Maintenance &Repairs AVTEC Seward,AK Welding AVTEC Seward,AK Heavy Equipment Operation &Maintenance AVTEC Seward,AK City of Nowhere Bulk Fuel Facility Business Operating Plan Appendix A-13 SAMPLE BULK FUEL BUSINESS OPERATING PLAN CITY OF NOWHERE JOB DESCRIPTION BULK FUEL FACILITY MANAGER Exempt (Y/N):No Salary: Division:Bulk Fuel Location:City of Nowhere Employee:Supervisor:Mayor Approved By:City Council Date: SUMMARY:Plans and directs activities of bulk fuel facility operations.Ensures facility is maintained according to guidelines outlined in Business Plan,the Operations and Maintenance Manual,all manufacturers'recommendations for maintenance,and all State and Federal laws and regulations governing operation. ESSENTIAL DUTIES AND RESPONSIBILITIES include the following.Other duties may be assigned. Acts as point of contact for communications between the City of Nowhere,the Denali Commission,Regulatory Agencies,and other interested parties. Interprets company policies and methods and develops specific operating procedures. Delegates functional activities to workers and establishes supervisory schedules and responsibilities to ensure quality and timeliness of independent decisions required to provide continuous service to public and safety of workers. Maintains operator training program and training records to ensure that trained operators are available to maintain sustained Facility operation. Assists City Council with annual report of operations to the Denali Commission and other required reporting. Implements the spill response and related regulatory plans and ensure that required spill response and related regulatory plans are updated and available on-site:Ensures the reliability of the spill response equipment,maintains the proper records,and conducts periodic spill drills. Oversees proactive program to recognize,identify and correct operational problems withinthefacility.Investigates,evaluates,and determines best application of new developments in bulk fuel storage industry,and devises other means of securing maximum efficiency of personnel and equipment. Directs maintenance of property records and upkeep of equipment and structures. City of Nowhere Bulk Fuel Facility Business Operating Plan Appendix A-14 SAMPLE BULK FUEL BUSINESS OPERATING PLAN Job Description Bulk Fuel Facility Manager Page 2 SUPERVISORY RESPONSIBILITIES: Directly supervises employees in the Bulk Fuel Facility.Carries out supervisory responsibilities in accordance with the organization's policies and applicable laws.Responsibilities include interviewing,hiring,and training employees;planning,assigning,and directing work;appraising performance;addressing complaints and resolving problems. QUALIFICATIONS:To perform this job successfully,an individual must be able to perform each essential duty satisfactorily.The requirements listed below are representative of the knowledge,skill, and/or ability required. Education and/or Experience:Associate's degree (A.A.)or equivalent from two-year college or technical school;or six months to one year related experience and/or training;or equivalent combination of education and experience. Language Skills:Ability to read and interpret documents such as safety rules,operating and maintenance instructions,and procedure manuals.Ability to write routine reports and correspondence.Ability to speak effectively before groups of customers or employees of organization. Reasoning Ability:Ability to solve practical problems and deal with a variety of concrete variables in situations where only limited standardization exists.Ability to interpret a variety of instructions furnished in written,oral,diagram,or schedule form. PHYSICAL DEMANDS:The job will be physically demanding;will be required to push,maneuver and sometimes lift heavy objects. City of Nowhere Bulk Fuel Facility Business Operating Plan Appendix A-15 SAMPLE BULK FUEL BUSINESS OPERATING PLAN APPENDIX B:O&M AND R&R CosT ESTIMATE COST CONSULTANT HMS Inc. 4103 Minnesota Drive Anchorage,Alaska 99503 (907)561-1653 (907)562-0420 FAX City of Nowhere Bulk Fuel Facility Business Operating Plan Appendix B-1 SAMPLE BULK FUEL BUSINESS OPERATING PLAN SAMPLE BULK FUEL OPERATION &MAINTENANCE AND REPLACEMENT &RENEWAL COSTS CITY'S PORTION OF WORK NOWHERE,ALASKA HMS #xxxxxxx CLIENT AEA 813 W.Northern Lights Blvd. Anchorage,Alaska 99503 12/xx/200x SAMPLE BULK FUEL BUSINESS OPERATING PLAN BULK FUEL OPERATION AND MAINTENANCE AND REPLACEMENT AND RENEWAL COSTS-CITY'S PORTION OF WORK PAGE 1 NOWHERE,ALASKA SAMPLE DATE:December xx,20xx HMS Project No.:OOOO NOTES REGARDING THE PREPARATION OF THIS ESTIMATE These Operations/Maintenance and Replacement/Renewal costs are based on Nikolai Fuel Facility conceptual drawings and do not include costs that could incur due to unexpected events such as natural disaster,vandalism,etc. Each work item is priced using "Force Account"local labor with exception of major testing,replacement,etc.,which are priced using outside consultant/contractor rates,per diem and travel costs."Force Account"labor rates are assumed as an average hourly rate for each village scenario. O&M costs are established on yearly basis in 2002 dollars and should be projected to the initial 40 years of the facility using appropriate inflation factor over next 40 years. Renewal costs are based on repairing tank farm equipment every two to eight times over 40 years. Replacement costs are based one to four times over 40 years. Please note that this report excludes all work to the existing tank farm,O&M,and R&R costs for non-related tank farm work. ESTIMATING ASSUMPTIONS Operation/Maintenance Costs:All costs are on yearly basis for one time event only. 0 5 10 16 20 25 30 35 40 Years:|||!|| I |{|J ||1 1 Renewal/Replacement Costs:Total cost column represents one time event only.Years in parentheses indicate number of times to be renewed/replaced.Therefore,the Business Plan should apply the total dollars and multiply by the number of years item to be renewed or replaced. Note:The original draft has been revised to incorporate project manager's comments. City of Nowhere Bulk Fuel Facility Business Operating Plan Appendix B-2 SAMPLE BULK FUEL BUSINESS OPERATING PLAN BULK FUEL OPERATION AND MAINTENANCE AND REPLACEMENT AND RENEWAL COSTS -CITY'S PORTION OF WORK PAGE 2 NOWHERE,ALASKA SAMPLE DATE:December xx,20xx HMS Project No.:xxxoxxxxxx SUMMARY TOTAL COST One Time Cost (In 2002 Dollars) A.Operations &Maintenance Costs (Yearly)20,013 x 40 Years =$800,522 B.Renewal Costs (Over 40 Years)See Business Plan Table C.Replacement Costs (Over 40 Years)See Business Plan Table TOTAL O&M AND RENEWAL/REPLACEMENT COSTS (2002 DOLLARS):See Business Plan Table NOTE:Items B and C costs are for multiple events over 40 years period.See Business Plan Table for actual costs including inflation factor and number of occurrences/event. City of Nowhere Bulk Fuel Facility Business Operating Plan Appendix B-3 SAMPLE BULK FUEL BUSINESS OPERATING PLAN BULK FUEL OPERATION AND MAINTENANCE AND REPLACEMENT AND RENEWAL COSTS -CITY'S PORTION OF WORK NOWHERE,ALASKA SAMPLE HMS Project No.:»oo00Kxx PAGE 3 DATE:December xx,20xx QUANTITY MATERIAL LABOR EQUIPMENT A.Operations &Maintenance Costs (Yearly)No.of |Unit Units Meas Unit Cost Price $ MH Unit Total Hrs Rate Cost Unit Cost Price $ TOTAL NOTE:These projections are based on Nowhere fuel facility tank farm comprising (3)27,000 gallon tanks and (2)10,000 gallon tanks and (1)4,000 gallon dispensing tank with fill and dispensing lines and pumping system (total shell capacity 105,000 gallons -excludes NASD 4,000 and 12,000 gation tanks). All costs are projected on yearly basis using local labor and construction equipment rented from local resources. 1.GROUND MAINTENANCE Annual maintenance 12 Mos 6.000 72.000 20.23 1,457 1,457 SUBTOTAL 1.GROUND MAINTENANCE (YEARLY):1,457 1,457 2.TANKS,PIPELINES AND INSPECTIONS Fuel delivery (94,500 gallons - 1 time)1 LOT Perform minor repairs,replace faulty valves and gauges (1 time/year -6 tanks) . 1 LOT Annual inspection/pressure testing (1 outside person);1 LOT 750.00 750 1000.00 1,000 32.000 24.000 26.000 32.000 20.23 24.000 20.23 26.000 75.00 647 486 1,950 50.00 50 200.00 200 647 1,286 3,150 SUBTOTAL 2.TANKS,PIPELINES,ETC.(YEARLY):1,750 3,083 250 5,083 City of Nowhere Bulk Fuel Facility Business Operating Plan Appendix B-4 SAMPLE BULK FUEL BUSINESS OPERATING PLAN BULK FUEL OPERATION AND MAINTENANCE AND REPLACEMENT AND RENEWAL COSTS -CITY'S PORTION OF WORK NOWHERE,ALASKA SAMPLE HMS Project No.:»xooo0ax PAGE 4 DATE:December xx,20xx QUANTITY MATERIAL LABOR EQUIPMENT A.Operations &Maintenance Costs (Yearly)No.of |Unit Unit Cost MH Total Cost Unit Cost TOTAL Units |Meas Price $Unit Hrs 'Rate $Price $$ 3.OTHER COSTS Operator training 1 EA 16.000 16.000 45.00 720 720 Administration -clerical 12 Mos 6.000 72.000 16.80 1,210 1,210 Supervision 12 Mos 5.000 60.000 22.40 1,344 1,344 Annual audit (in Anchorage)1 EA 17.000 17.000 100.00 1,700 1,700 Tankage insurance (through put)85,000 Gal 0.10 8,500 8,500 SUBTOTAL 3.OTHER COSTS (YEARLY):8,500 4,974 13,474 .SUMMARY (YEARLY) 1.GROUND MAINTENANCE $1,457 2.TANKS,PIPELINES AND INSPECTIONS 5,083 3.OTHER COSTS 13,474 TOTAL IN PRESENT DOLLARS/YEAR:$20,013 City of Nowhere Bulk Fuel Facility Business Operating Plan Appendix B-5 SAMPLE BULK FUEL BUSINESS OPERATING PLAN BULK FUEL OPERATION AND MAINTENANCE AND REPLACEMENT AND RENEWAL COSTS -CITY'S PORTION OF WORK NOWHERE,ALASKA PAGE 5 City of Nowhere Bulk Fuel Facility Business Operating Plan Appendix B-6 SAMPLE DATE:December xx,20xx HME Brest Ne ee QUANTITY MATERIAL LABOR EQUIPMENT B.Renewal Costs (Over 40 Years)No.of Unit Unit Cost MH Total Cost Unit Cost TOTAL Units _|Meas Price $Unit Hrs Rate $Price $$ 1A.FENCE Repair fence and gates (at 10 and 30 years -2 times)380 LF 3.75 1,425 0.250 95.000 17.85 1,696 1.60 608 3,729 1B.PADS AND DIKE Grade pads (at 10 and 30 years - 2 times)3,600 SF 0.30 1,080 0.010 36.000 17.85 643 0.28 1,008 2,731 Repair steps and landings and dispenser enclosure (at 5,15,25 and 35 years «4 times)150 SF 13.50 2,025 0.800 120.000 17.85 2,142 2.00 300 4,467 SUBTOTAL 1A &B.FENCE AND PADS &DIKE:4,530 4,480 1,916 10,926 2A.TANKS Replace pumps (at 10,20,30 and 40 years -4 times -3 pumps)1 LOT 3600.00 3,600 24.000 24.000 17.85 428 170.00 170 4,198 Replace miscellaneous valves and gauges (at 10,20,30 and 40 years - 4 times -6 tanks -18 valves)1 LOT 710.00 710 10.000 10.000 17.85 179 100.00 100 989 2B.PIPELINES AND HEADERS Check barge fill line manifold and repair (at 10 and 30 years -2 times)1 LOT 600.00 600 26.000 26.000 17.85 464 200.00 200 1,264 SAMPLE BULK FUEL BUSINESS OPERATING PLAN BULK FUEL OPERATION AND MAINTENANCE AND REPLACEMENT AND RENEWAL COSTS-CITY'S PORTION OF WORK NOWHERE,ALASKA PAGE 6 SAMPLE DATE:December xx,20xx HME Project No=QUANTITY MATERIAL LABOR EQUIPMENT B.Renewal Costs (Over 40 Years)No.of |Unit Unit Cost MH Total Cost Unit Cost TOTAL Units |Meas Price $Unit Hrs Rate $Price $$ 2B.PIPELINES AND HEADERS (Continued) Check and repair tank fill lines manifold (at 10 and 30 years -2 times)1 LOT 1450.00 1,450 36.000 36.000 17.85 643 300.00 300 2,393 SUBTOTAL 2.TANKS AND PIPELINES:6,360 1,714 770 8,844 3.ELECTRICAL MAINTENANCE Check electrical systems serving pumps and fuel dispensers and repair as necessary (at 5,10,15,25, 30 and 35 years -6 times -3 pumps)1 LOT 1125.00 1,125 18.000 18.000 22.50 405 100.00 100 1,630 SUBTOTAL 3.ELECTRICAL MAINTENANCE:1,125 405 100 1,630 SUMMARY (One time cost -multiply by number of times to be renewed) 1A &B.FENCE AND DIKES $10,926 2A &B.TANKS AND PIPELINES 8,844 3.ELECTRICAL MAINTENANCE 1,630 TOTAL IN PRESENT DOLLARS FOR 40 YEARS:$21,400 City of Nowhere Bulk Fuel Facility Business Operating Plan Appendix B-7 SAMPLE BULK FUEL BUSINESS OPERATING PLAN BULK FUEL OPERATION AND MAINTENANCE AND REPLACEMENT AND RENEWAL COSTS -CITY'S PORTION OF WORK NOWHERE,ALASKA SAMPLE HMS Project No.2 .00xxxxxxxxx PAGE 7 DATE:December xx,20xx QUANTITY MATERIAL LABOR EQUIPMENT C.Replacement Costs (Over 40 Years)No.of Unit Unit Cost MH Total Cost Unit Cost TOTAL Units |Meas Price $Unit Hrs Rate $Price $$ 1A.FENCE Replace 6'0”fencing (at 20 and 40 years -2 times)380 LF 19.50 7,410 0.350 133.000 17.85 2,374 4.40 1,672 11,456 Replace 3'0"man gates (at 20 and 40 years -2 times)2 EA 275.00 550 5.000 10.000 17.85 179 729 Ditto 12'0"gate (at 20 and 40 years - 2 times)2 EA 1250.00 2,500 16.000 32.000 17.85 571 3,071 1B.PAD,DIKE AND STEPS 3"gravel surfacing to pad,40 CY (at 20 and 40 years -2 times)3,600 SF 0.45 1,620 0.030 108.000 17.85 1,928 0.30 1,080 4,628 Replace steps and grating (at 20 and 40 years -2 times)150 SF 32.50 4,875 0.450 67.500 17.85 1,205 2.50 375 6,455 Replace concrete pad (at 20 and 40 years -2 times)SF Not Required Replace concrete foundations under tanks (at 40 years -1 time)LF Not Required Excavate,replace dike liner and backfill (at 40 years -1 time)6,525 SF 6.50 42,413 0.400 2610.000 17.85 46,589 1.50 9,788 98,789 SUBTOTAL 1A &B.FENCE,PAD &DIKE:59,368 §2,845 12,915 125,127 City of Nowhere Bulk Fuel Facility Business Operating Plan Appendix B-8 SAMPLE BULK FUEL BUSINESS OPERATING PLAN BULK FUEL OPERATION AND MAINTENANCE AND REPLACEMENT AND RENEWAL COSTS-CITY'S PORTION OF WORK NOWHERE,ALASKA SAMPLE HMS Project No.:»ccoonm00K PAGE 8 DATE:December xx,20xx City of Nowhere Bulk Fuel Facility Business Operating Plan Appendix B-9 | QUANTITY MATERIAL LABOR EQUIPMENT C.Replacement Costs (Over 40 Years)No.of Unit Unit Cost MH Total Cost Unit Cost TOTAL Units _|Meas Price $Unit Hrs 'Rate $Price $$ 2A.TANKS Replace fuel dispenser (at 10,20,30 and 40 years -4 times)1 EA 7500.00 7,500 24.000 24.000 75.00 1,800 2000.00 2,000 11,300 Refurbish and repaint tanks,27,000 gallon (at 40 years -1 time)3 EA 3000.00 9,000 |125.000 375.000 75.00 28,125 1200.00 3,600 40,725 Ditto 10,000 gallon (ditto)2 EA 1500.00 3,000 70.000 140.000 75.00 10,500 700.00.1,400 14,900 Replace dual product tank,4,000 gallon (at 40 years -1 time)1 EA 1000.00 1,000 45.000 45.000 75.00 3,375 400.00 400 4,775 2B.PIPELINES AND HEADERS Replace 3"below grade barge line (at 40 years -1 time -2 pipes)1,845 LF 37.00 68,265 0.750 1383.750 17.85 24,700 5.20 9,594 102,559 Ditto 2"dispensing line (at 40 years - 1 time -1 pipe)450 LF 29.00 13,050 0.400 180.000 17.85 3,213 4.50 2,025 18,288 Replace 2"&3"diameter above grade fuel transfer line at tanks (at 40 years - 1 time -2 pipes),550 LF 32.00 17,600 0.450 247.500 17.85 4,418 2.00 1,100 23,118 SAMPLE BULK FUEL BUSINESS OPERATING PLAN BULK FUEL OPERATION AND MAINTENANCE AND REPLACEMENT AND RENEWAL COSTS -CITY'S PORTION OF WORK NOWHERE,ALASKA SAMPLE HMS Project No.:xx00000xxx PAGE 9 DATE:December xx,20xx QUANTITY MATERIAL LABOR EQUIPMENT C.Replacement Costs (Over 40 Years)No.of Unit Units Meas Unit Cost Price $ MH Unit Total Hrs Rate Cost Unit Price Cost $ TOTAL 2B.PIPELINES AND HEADERS (Continued) Replace pipeline valves at barge and tank lines (at 20 and 40 years - 2 times -18 each) 2C.INSPECTION (OUTSIDE CONTRACTOR) Major inspection of tanks by outside group including per diem and travel costs (at 10,20 and 30 years - 3 times -5 tanks)1 LOT 2370.00 2,370 1575.00 1,575 22.000 40.000 22.000 40.000 17.85 75.00 393 3,000 400.00 400 2,763 4,975 SUBTOTAL 2.TANKS,PIPELINES &INSPECTION:123,360 79,524 20,519 223,403 3.ELECTRICAL SYSTEMS Replace wiring,panets and circuit breakers for pumps,etc.at each tank (at 20 and 40 years -2 times - 3 pumps)14000.00 14,000 225.000 225.000 75.00 16,875 450.00 450 31,325 SUBTOTAL 3.ELECTRICAL SYSTEMS:14,000 16,875 450 31,325 City of Nowhere Bulk Fuel Facility Business Operating Plan Appendix B-10 SAMPLE BULK FUEL BUSINESS OPERATING PLAN BULK FUEL OPERATION AND MAINTENANCE AND REPLACEMENT AND RENEWAL COSTS-CITY'S PORTION OF WORK NOWHERE,ALASKA SAMPLE HMS Project No.:»00000000x PAGE 10 DATE:December xx,20xx QUANTITY MATERIAL LABOR EQUIPMENT C.Replacement Costs (Over 40 Years)No.of |Unit Unit Cost MH Total Cost Unit Cost TOTAL Units Meas Price $Unit Hrs Rate $Price $$ SUMMARY (One time cost -multiply by times to be replaced) 1A &B.FENCE AND DIKES $125,127 2A &B.TANKS AND PIPELINES 223,403 3.ELECTRICAL SYSTEMS 31,325 TOTAL RENEWAL:$379,854 City of Nowhere Bulk Fuel Facility Business Operating Plan Appendix B-11 SAMPLE BULK FUEL BUSINESS OPERATING PLAN HMS #xxxxxxxxx SAMPLE 'BULK FUEL OPERATION &MAINTENANCE AND REPLACEMENT &RENEWAL COSTS SCHOOL'S PORTION OF WORK NOWHERE,ALASKA COST CONSULTANT CLIENT HMS Inc.AEA 4103 Minnesota Drive 813 W.Northern Lights Blvd. Anchorage,Alaska 99503 Anchorage,Alaska 99503 (907)561-1653 (907)562-0420 FAX December xx,20xx City of Nowhere Bulk Fuel Facility Business Operating Plan Appendix B-12 SAMPLE BULK FUEL BUSINESS OPERATING PLAN BULK FUEL OPERATION AND MAINTENANCE AND REPLACEMENT AND RENEWAL COSTS -SCHOOL'S PORTION OF WORK PAGE 1 NOWHERE,ALASKA SAMPLE DATE:December xx,20xx HMS Project No.:»000xx NOTES REGARDING THE PREPARATION OF THIS ESTIMATE These Operations/Maintenance and Replacement/Renewal costs are based on Nikolai Fuel Facility conceptual drawings and do not include costs that could incur due to unexpected events such as natural disaster,vandalism,etc. Each work item is priced using "Force Account”local labor with exception of major testing,replacement,etc.,which are priced using outside consultant/contractor rates,per diem and travel costs."Force Account"labor rates are assumed as an average hourly rate for each village scenario. O&M costs are established on yearly basis in 2002 dollars and should be projected to the initial 40 years of the facility using appropriate inflation factor over next 40 years. Renewal costs are based on repairing tank farm equipment every two to eight times over 40 years. Replacement costs are based one to four times over 40 years. Please note that this report excludes all work to the existing tank farm,O&M,and R&R costs for non-related tank farm work. ESTIMATING ASSUMPTIONS Operation/Maintenance Costs:All costs are on yearly basis for one time event only. te)5 10 15 20 25 30 35 40 Years:||||||||! {||I T T ]T | Renewal/Replacement Costs:Total cost column represents one time event only.Years in parentheses indicate number of times to be renewed/replaced.Therefore,the Business Plan should apply the total dollars and multiply by the number of years item to be renewed or replaced. Note:The original draft has been revised to incorporate project manager's comments. City of Nowhere Bulk Fuel Facility Business Operating Plan Appendix B-13 SAMPLE BULK FUEL BUSINESS OPERATING PLAN BULK FUEL OPERATION AND MAINTENANCE AND REPLACEMENT AND RENEWAL COSTS -SCHOOL'S PORTION OF WORK PAGE 2 NOWHERE,ALASKA SAMPLE DATE:December xx,20xx HMS Project No.:»co00dKx SUMMARY TOTAL COST One Time Cost (In 2002 Dollars) A.Operations &Maintenance Costs (Yearly)2,318 x 40 Years =$92,738 B.Renewal Costs (Over 40 Years)See Business Plan Table C.Replacement Costs (Over 40 Years)See Business Plan Table TOTAL O&M AND RENEWAL/REPLACEMENT COSTS (2002 DOLLARS):See Business Plan Table NOTE:Items B and C costs are for multiple events over 40 years period.See Business Plan Table for actual costs including inflation factor and number of occurrences/event. City of Nowhere Bulk Fuel Facility Business Operating Plan Appendix B-14 SAMPLE BULK FUEL BUSINESS OPERATING PLAN BULK FUEL OPERATION AND MAINTENANCE AND REPLACEMENT AND RENEWAL COSTS -SCHOOL'S PORTION OF WORK NOWHERE,ALASKA SAMPLE HMS Project No.:»0oxxx PAGE 3 DATE:December xx,20xx QUANTITY MATERIAL LABOR EQUIPMENT A.Operations &Maintenance Costs (Yearly)No.of |Unit Unit Cost MH Total Cost Unit Cost TOTAL Units |Meas Price $Unit Hrs 'Rate $Price $$ NOTE:These projections are based on Nowhere fuel facility school tank farm comprising (1)12,000 gallon tank and (1)4,000 gallon intermediate tank with fill and dispensing lines and pumping system (total shell capacity 16,000 gallons) All costs are projected on yearly basis using local labor and construction equipment rented from local resources. 1.GROUND MAINTENANCE Annual maintenance 12 Mos 2.000 24.000 20.23 486 486 SUBTOTAL 1.GROUND MAINTENANCE (YEARLY):486 486 2.TANKS,PIPELINES AND INSPECTIONS Fuel delivery (14,400 gallons - 1 time)1 LOT 4.000 4.000 20.23 81 81 Perform minor repairs,replace faulty valves and gauges (1 time/year -2 tanks)1 LOT By School Annual inspection/pressure testing (1 outside person)1 LOT 250.00 250 4,000 4.000 75.00 300 50.00 50 600 SUBTOTAL 2.TANKS,PIPELINES,ETC.(YEARLY):250 381 50 681 City of Nowhere Bulk Fuel Facility Business Operating Plan Appendix B-15 SAMPLE BULK FUEL BUSINESS OPERATING PLAN BULK FUEL OPERATION AND MAINTENANCE AND REPLACEMENT AND RENEWAL COSTS -SCHOOL'S PORTION OF WORK NOWHERE,ALASKA SAMPLE HMS Project No.:xno PAGE 4 DATE:December xx,20xx QUANTITY MATERIAL LABOR EQUIPMENT A.Operations &Maintenance _ Costs (Yearly)No.of |Unit Unit Cost MH Total Cost Unit Cost TOTAL Units Meas Price $Unit Hrs Rate $Price $$ 3.OTHER COSTS Operator training .1 EA 4.000 4.000 45.00 180 180 Administration -clerical 12 Mos 2.000 24.000 16.80 403 403 Supervision 12 Mos 1.000 12.000 22.40 269 269 Annual audit (in Anchorage)1 EA 3.000 3.000 100.00 300 300 Tankage insurance (through put)14,400 Gal By School SUBTOTAL 3.OTHER COSTS (YEARLY):1,152 1,152 SUMMARY (YEARLY) 4.GROUND MAINTENANCE $486 2.TANKS,PIPELINES AND INSPECTIONS 681 3.OTHER COSTS 1,152 TOTAL IN PRESENT DOLLARS/YEAR:$2,318 City of Nowhere Bulk Fuel Facility Business Operating Plan Appendix B-16 SAMPLE BULK FUEL BUSINESS OPERATING PLAN BULK FUEL OPERATION AND MAINTENANCE AND REPLACEMENT AND RENEWAL COSTS -SCHOOL'S PORTION OF WORK NOWHERE,ALASKA SAMPLE HMS Project No.:»000000x« PAGE 5 DATE:December xx,20xx QUANTITY MATERIAL LABOR EQUIPMENT B.Renewal Costs (Over 40 Years)No.of Units Unit Meas Unit Price Cost $ MH Unit Total Hrs Rate Cost Unit Price Cost $ TOTAL 1A.FENCE Repair fence and gates (at 10 and 30 years -2 times)160 1B.PADS AND DIKE Grade pads (at 10 and 30 years - 2 times)600 Repair steps and landings and dispenser enclosure (at 5,15,25 and 35 years -4 times)30 LF SF SF 3.75 0.30 13.50 600 180 405 0.250 0.010 0.800 40.000 6.000 24.000 17.85 17.85 17.85 714 107 428 1.60 0.28 2.00 256 168 60 1,570 455 893 SUBTOTAL 1A &B.FENCE AND PADS &DIKE:1,185 1,250 484 2,919 2A.TANKS Replace pumps (at 10,20,30 and 40 years -4 times -1 pump)1 Replace miscellaneous valves and gauges (at 10,20,30 and 40 years - 4 times -2 tanks)1 2B.PIPELINES AND HEADERS Check barge fill line manifold and repair (at 10 and 30 years -2 times)1 City of Nowhere Bulk Fuel Facility Business Operating Plan Appendix B-17 LOT LOT LOT 150.00 150 4.000 4.000 17.85 71 50.00 50 By School By School 271 SAMPLE BULK FUEL BUSINESS OPERATING PLAN BULK FUEL OPERATION AND MAINTENANCE AND REPLACEMENT AND RENEWAL COSTS -SCHOOL'S PORTION OF WORK NOWHERE,ALASKA SAMPLE HMS Project No.:x000cnxxx PAGE 6 DATE:December xx,20xx QUANTITY MATERIAL LABOR EQUIPMENT B.Renewal Costs (Over 40 Years)No.of Unit Unit Cost MH Total ;Cost Unit Cost TOTAL Units Meas Price $Unit Hrs Rate $Price $$ 2B.PIPELINES AND HEADERS (Continued) Check and repair tank fill lines manifold (at 10 and 30 years -2 times)1 LOT 250.00 250 8.000 8.000 17.85 143 50.00 50 443 SUBTOTAL 2.TANKS AND PIPELINES:400 214 100 714 3.ELECTRICAL MAINTENANCE Check electrical systems serving pumps and fuel dispensers and repair as necessary (at 5,10,15,25, 30 and 35 years -6 times -1 pump)LOT 375.00 375 6.000 6.000 22.50 135 50.00 50 560 SUBTOTAL 3.ELECTRICAL MAINTENANCE:375 135 50 560 SUMMARY (One time cost -multiply by number of times to be renewed) 1A &B.FENCE AND DIKES $2,919 2A &B.TANKS AND PIPELINES 714 3.ELECTRICAL MAINTENANCE 560 TOTAL IN PRESENT DOLLARS FOR 40 YEARS:$4,193 City of Nowhere Bulk Fuel Facility Business Operating Plan Appendix B-18 SAMPLE BULK FUEL BUSINESS OPERATING PLAN BULK FUEL OPERATION AND MAINTENANCE AND REPLACEMENT AND RENEWAL COSTS -SCHOOL'S PORTION OF WORK NOWHERE,ALASKA SAMPLE HMS Project No.:»00000xx PAGE 7 DATE:December xx,20xx QUANTITY MATERIAL LABOR EQUIPMENT C.Replacement Costs (Over 40 Years)No.of Unit Unit Cost MH Total Cost Unit Cost TOTAL Units Meas Price $Unit Hrs Rate $Price $$ 1A,FENCE Replace 6'0"fencing (at 20 and 40 years -2 times)160 LF 19.50 3,120 0.350 56.000 17.85 1,000 4.40 704 4,824 Replace 3'0"man gates (at 20 and 40 years -2 times)2 EA 275.00 550 5.000 10.000 17.85 179 729 Ditto 12'0"gate (at 20 and 40 years - 2 times)EA 1B.PAD,DIKE AND STEPS 3"gravel surfacing to pad,8 CY (at 20 and 40 years -2 times)600 SF 0.45 270 0.030 18.000 17.85 321 0.30 180 771 Replace steps and grating (at 20 and 40 years -2 times)30 SF 32.50 975 0.450 13.500 17.85 241 2.50 75 1,291 Replace concrete pad (at 20 and 40 years -2 times)SF Not Required Replace concrete foundations foundations under tanks (at 40 years 1 time -1 tank)24 #LF 4.00 96 0.100 2.400 17.85 43 139 Excavate,replace dike liner and backfill (at 40 years -1 time)975 SF 6.50 6,338 0.400 390.000 17.85 6,962 1.50 1,463 14,762 SUBTOTAL 1A &B.FENCE,PAD &DIKE:11,349 8,745 2,422 22,515 City of Nowhere Bulk Fuel Facility Business Operating Plan Appendix B-19 SAMPLE BULK FUEL BUSINESS OPERATING PLAN BULK FUEL OPERATION AND MAINTENANCE AND REPLACEMENT AND RENEWAL COSTS -SCHOOL'S PORTION OF WORK NOWHERE,ALASKA SAMPLE HMS Project No.:sxcocoowonx PAGE 8 DATE:December xx,20xx QUANTITY MATERIAL LABOR EQUIPMENT C.Replacement Costs (Over 40 Years)No.of |Unit Unit Cost MH Total ;Cost Unit Cost TOTAL Units |Meas Price $Unit Hrs Rate $Price $$ 2A.TANKS Replace fuel dispenser (at 10,20,30 and 40 years -4 times)EA Refurbish and repaint tanks,12,000gallon (at 40 years -1 time)1 EA By School Ditto 4,000 gallon (ditto)1 EA By School 2B.PIPELINES AND HEADERS Replace 3"below grade barge line (at 40 years -1 time -2 pipes)275 =LF 37.00 10,175 0.750 206.250 17.85 3,682 5.20 1,430 15,287 Ditto 2”dispensing line (at 40 years - 1 time -1 pipe)LF By School Replace 2"&3”diameter above grade fuel transfer line at tanks (at 40 years - 1 time -2 pipes)LF By School City of Nowhere Bulk Fuel Facility Business Operating Plan Appendix B-20 SAMPLE BULK FUEL BUSINESS OPERATING PLAN BULK FUEL OPERATION AND MAINTENANCE AND REPLACEMENT AND RENEWAL COSTS -SCHOOL'S PORTION OF WORK NOWHERE,ALASKA SAMPLE HMS Project No.:xx00000nxx PAGE 9 DATE:December xx,20xx QUANTITY MATERIAL LABOR EQUIPMENT C.Replacement Costs (Over 40 Years)No.of Units Unit Unit Cost MH Total Meas Price $Unit Hrs Rate Cost Unit $Price Cost $ TOTAL 2B.PIPELINES AND HEADERS (Continued) Replace pipeline valves at barge and tank lines (at 20 and 40 years - 2 times -6 each) 2C.INSPECTION (OUTSIDE CONTRACTOR) Major inspection of tanks by outside group including per diem and travel costs (at 10,20 and 30 years - 3 times -2 tanks) EA LOT By School By School SUBTOTAL 2.TANKS,PIPELINES &INSPECTION:10,175 3,682 1,430 15,287 3.ELECTRICAL SYSTEMS Replace wiring,panels and circuit breakers for pumps,etc.at each tank (at 20 and 40 years -2 times - 4 pump)EA By School SUBTOTAL 3.ELECTRICAL SYSTEMS: City of Nowhere Bulk Fuel Facility Business Operating Plan Appendix B-21 SAMPLE BULK FUEL BUSINESS OPERATING PLAN BULK FUEL OPERATION AND MAINTENANCE AND REPLACEMENT AND RENEWAL COSTS -SCHOOL'S PORTION OF WORK PAGE 10 NOWHERE,ALASKA SAMPLE DATE:December xx,20xx HMS Project No.:»000000Kx QUANTITY MATERIAL LABOR EQUIPMENT C.Replacement Costs (Over 40 Years)No.of |Unit Unit Cost MH Total ;Cost Unit Cost TOTAL Units |Meas Price $Unit Hrs Rate $Price $$ SUMMARY (One time cost -multiply by times to be replaced) 1A &B.FENCE AND DIKES $22,515 2A &B.TANKS AND PIPELINES 15,287 3.ELECTRICAL SYSTEMS TOTAL RENEWAL:$37,801 City of Nowhere Bulk Fuel Facility Business Operating Plan Appendix B-22 SAMPLE BULK FUEL BUSINESS OPERATING PLAN ADDITIONAL RELATED AND ATTACHED DOCUMENTS 1.O&M Agreement 2.Secondary Operator Agreement 3.Site Control Documents 4,Grant Agreement 5.R&R Fund Account --Sample Documents SAMPLE BULK FUEL BUSINESS OPERATING PLAN OPERATIONS AND MAINTENANCE AGREEMENT City of Nowhere and Nowhere Area School District WHEREAS the Nowhere Bulk Fuel Storage Facility is to be constructed in Nowhere,Alaska,by the Alaska Energy Authority; WHEREAS the City of Nowhere will be the Primary Operator of a Bulk Fuel Storage Facility;which is being constructed for the benefit and use of the Participants,as well as for the greater benefit of the general public,and will be operated in good faith by the Primary Operator; WHEREAS the Participants are the City of Nowhere and the Nowhere Area School District; WHEREAS the Alaska Energy Authority is acting as an agent for the Denali Commission,using various Grant funding for the construction of the Bulk Fuel Storage Facility; WHEREAS the Commission has required that the Primary Operator prepare a Business Operating Plan that provides for operating and maintaining the Facility; WHEREAS the City of Nowhere,Bulk Fuel Facility Business Operating Plan,dated January 1,2002, has been prepared;and WHEREAS the Business Operating Plan intends that an agreement be entered into between the Participants of the Facility that specifies each Participant's responsibilities regarding operations and maintenance of the Facility and payment for such services and this Operations and Maintenance Agreement is such agreement. Now THEREFORE,the Parties agree as follows: SECTION 1:DEFINITIONS.For purposes of this Agreement,the following definitions apply: a."Agreement”means this Operations and Maintenance Agreement. b."Business Operating Plan”,or "Plan”,means the City of Nowhere,Bulk Fuel Facility Business Operating Plan,dated January 1,2002. c."Concept Design Report”,or "CDR”,means the concept design and construction cost estimate for the Facility submitted to AEA on December 15,2001 Acme Engineering, Inc. d."Land Lease Agreement”means the agreement,if needed,between the owner of the land upon which the Facility is located and the Primary Operator. e."Participants”mean the owners of the Facility assets,including the City of Nowhere and the Nowhere Area School District. "City”means the City of Nowhere. ."NASD”means the Nowhere Area School District. "Commission”means the Denali Commission or its successor. "AEA”means the Alaska Energy Authority. "Facility”means the Bulk Fuel Storage Facility to be constructed in Nowhere. k."Common Facilities”means Facility assets that are shared proportionately among the Participants. SAMPLE BULK FUEL BUSINESS OPERATING PLAN Nowhere Bulk Fuel Facility Operations and Maintenance Agreement Page 2 |."Primary Operator”means the Participant responsible for operating and maintaining both its own and Common Facilities. m."Operations and Maintenance”,or "O&M”,means expenses that are incurred on a regular basis (administration,audits,etc)and maintenance expenses that are incurred on an annual basis. n."O&M Account”means a separate non-interest bearing account established and maintained for holding and disbursing funds for O&M. o."Renewal and Replacement”,or "R&R”,means expenses costing greater than $5,000 and/or that are not replaced on an annual basis. p."R&R Fund”means an interest-bearing invested escrow account established and maintained for holding and disbursing funds for R&R. q."Fiscal Year”means the 12-month period from July 1*to June 31%. SECTION 2:PROJECT DESCRIPTION This project will construct the Facility in Nowhere that will replace all of the existing storage facilities of the Participants.The project is described in detail in the Plan and in the CDR (except as noted in the plan),which is a concept design and construction cost estimate for consolidation and upgrade of bulk fuel storage in the community. SECTION 3:OWNERSHIP The ownership of Facility assets is inclusive of Participants and is described in detail in the Plan, particularly Section IV.Facility Participants. SECTION 4:RESPONSIBILITY FOR OPERATION,MAINTENANCE,REPAIR AND SUSTAINABILITY The responsibilities for operation,maintenance,repair and sustainability of the Facility and its assets are outlined in the Plan,particularly Section IV.Facility Participants and Section V.Primary Operator. The Primary Operator agrees to operate and maintain the Facility in a prudent manner and to keep all Facility components (except those non-Common Facilities owned and maintained by other Participants)in good working order.The Primary Operator will be responsible for the O&M of the City facilities and for facilities that are common to both Participants,as designated in Appendix A: Participants'Operational Responsibilities. Each Participant shall have access to the premises sufficient to enable the Participant to conduct its operations,maintenance,and repairs and to enjoy its other rights and discharge its other responsibilities under this Agreement.Each Participant shall maintain the premises that it occupies or uses in an orderly,neat and clean condition,free of hazard and nuisance.No Participant shall cause,maintain,or permit any public or private nuisance to exist on the premises.Each Participant shall conduct its operations on the premises so as to avoid interference with the other Participants' operations on the premises. SECTION 5:FINANCIAL RESPONSIBILITY All Participants agtee to pay to the Primary Operator their respective share of costs as specifiedhereinandaspertheallocationformulausedinthedeterminationofcostsinthePlan,and toassumethefinancialresponsibilitiesoftheParticipantsasoutlinedinthePlan,particularly Section IV. Facility Participants and Section V.Primary Operator. At least once each year,no later than May 31°,the Primary Operator will convene a meeting of theParticipantsforthepurposeofdevelopingabudgetofsharedcostsforthecomingfiscalyearbeginningJuly1.The Participants shall use their best efforts to reach agreement on the annual SAMPLE BULK FUEL BUSINESS OPERATING PLAN Nowhere Bulk Fuel Facility Operations and Maintenance AgreementPage3 budget of shared costs.However,if no agreement is reached by May 31",the Primary Operator shall have the sole authority to establish a reasonable budget of shared costs for the coming fiscal year,based on its best estimate of actual costs for the year,and to collect from each Participant itsproportionateshareofthebudgetedcosts.Each Participant shall pay its share of the costs by June30”. The annual sum of deposit into the O&M Fund and R&R Fund will depend on actual costs,but for the first year this sum will be set at the levels specified in the Plan.Beginning in year two,the budget for the upcoming year shall be adjusted up or down by the shortfall or surplus of the prior year's budget as compared to actual O&M or R&R costs.In the event of unanticipated budget shortfalls,it may be necessary to adjust the annual budget during the course of the year. The Primary Operator shall keep the shared cost payments in a separate account,and shall use the payments only for the costs identified above.The Primary Operator shall properly account for all expenditures from this account.The Primary Operator must provide back-up documentation that fairly justifies its annual budget using the allocation methods described in the Plan.Each Participant may review the accounting records,invoices,and other documents associated with the shared costs, and the information upon which the proposed budget of shared costs is based. SECTION 6:EXCLUSIONS Operations and maintenance of the Participant's fuel dispensing facilities will be the responsibility of individual participants and are not part of this Agreement.Neither the AEA nor the Commission will take responsibility for any environmental cleanup and remediation issues;see the Plan,for a discussion of project exclusions,particularly Section II.Facility Upgrade. SECTION 7:BUSINESS OPERATING PLAN The Business Operating Plan,the "Plan”,is incorporated by reference herein and the execution of this Agreement is an agreement to adhere to all of the Terms &Conditions contained in the Plan. SECTION 8:REPORTING AND AUDITING The responsibilities and requirements for reporting and auditing are detailed in the Plan,particularly Section V.Primary Operator and Section VIII.Environmental Information.The Primary Operator shall provide all Participants with copies of the annual financial report and audit. Each Participant has a right to review and copy,at its own expense,any plans,manuals,reports,and other documents required by or submitted to,any regulatory agency by any other Participant, including but not limited to submittals to the Alaska Department of Environmental Conservation, the U.S.Coast Guard,and the U.S.Environmental Protection Agency. SECTION 9:DISPUTES If a dispute arises between the parties to this agreement,the parties will attempt to resolve thedisputethroughmediation.If that is unsuccessful,a party may bring an action to resolve the dispute in the Superior Court of the State of Alaska. SECTION 10;LAND All unresolved land issues will be resolved prior to startup of Facility construction.See Land Lease Agreement,if needed,for details of land lease terms and conditions. SAMPLE BULK FUEL BUSINESS OPERATING PLAN Nowhere Bulk Fuel Facility Operations and Maintenance Agreement Page 4 SECTION 11:SECONDARY OPERATOR The Secondary Operator,as identified in the Plan,Section VI.Secondary Operator,shall be the Secondary Operator until such time that it chooses not to act as such or the Commission designates an alternative Secondary Operator.If the Secondary Operator,as designated in the Plan,chooses not to act as Secondary Operator,its successor must be approved by the Commission. The Secondary Operator does not have any responsibilities under this Agreement unless and until it is designated to act in the role of the Primary Operator.At that time,its responsibilities will be that of the Primary Operator pursuant to this Agreement and as described in the Plan. SECTION 12:TERM This Agreement shall become effective on the date when all Participants have signed this Agreement and shall remain in effective until terminated by the Participants. SECTION 13:MODIFICATIONS AND IMPROVEMENTS Each Participant shall have the right to make such modifications,additions and repaits to its facilities as are reasonably necessary to its operations and activities. If a Participant's property on the premises is destroyed by fire,earthquake,or other cause,the Participant shall remove the debris and clean up the immediate area as soon as possible within 270 days of the occurrence. SECTION 14:COMPLIANCE WITH LAWS AND ACCEPTED PRACTICES Each Participant that is responsible for the operation and maintenance of its facilities will conduct its operations in compliance with manufacturer's recommendations and all applicable State and federal laws and regulations.In addition,each such Participant shall at all times conduct its operations in accordance with the safety,fire prevention and oil spill prevention practices generally accepted as proper for such facilities.Each Participant shall comply with the spill prevention and response procedures established in the Facility Response Plan,Operations Manual,and Spill Prevention Control and Countermeasure Plan. If a release or threatened release of oil or other hazardous substance occurs,the responsible party will promptly take whatever measures are necessary to stop or prevent the release,clean up the release,mitigate the damage caused thereby,and restore the area."Responsible party”means the Participant whose activities proximately caused the release or threatened release,or if the release or threatened release is not caused by an identifiable activity,the owner of the premises at which the release or threatened release occurs.As described in the Facility Response Plan,in the event of an oil spill,all Participants shall assist one another with manpower and equipment to cleanup spilled fuel. SECTION 15:NOTICES Any and all notices required or permitted under this Agreement,unless otherwise specified in writing by the party whose address is changed,shall be addressed as follows: City of Nowhere Primary Contact Name:Joe Smith,City Administrator Phone:(907)999-9999 Fax:(907)999-9998 Address:City of Nowhete,P.O.Box 1212,Nowhere,AK 99999 SAMPLE BULK FUEL BUSINESS OPERATING PLAN Nowhere Bulk Fuel Facility Operations and Maintenance Agreement Page 5 Nowhere Area School District Primary Contact Name:Jane Smith,Maintenance Director Phone:(907)999-9997 Fax:(907)999-9996 Additional Contact Name:Mary Jones,Superintendent Phone:(907)999-9995 Fax:(907)999-9994 Address:NASD District Office,P.O.Box 1211,Nowhere,AK 99999 City of Nowhere (Signature)(Date) (Name Printed)(Title) Nowhere Area School District (Signature)(Date) (Name Printed)(Title) SAMPLE BULK FUEL BUSINESS OPERATING PLAN Nowhere Bulk Fuel Facility Operations and Maintenance AgreementPage6 Participants'Operation and Maintenance Responsibilities Participant System Information System City NASD Total Tank volume,gross 101,000 12,000 Dispenser volume,gross 4,000 Intermediate tanks 4,000 Subtotals 105,000 16,000 121,000 Pro-ration 86.8%13.2%100% #tanks 6 2 8 #pumps 3 1 3 #valves 21 21 Responsibility for Performing the Work (an "X"means responsible) HMS Cost Category Task City NA NASD Allocation Method O&M 1 {Ground Maint.x Shared cost,prorated by gross volume 2 {Fuel delivery x Shared cost,prorated by gross volume Minor repairs,city xX City only contributes Minor repairs,school xX School only contributes Pressure test,all tanks in tank farm X Shared cost,prorated by gross volume 3__{Training xX Shared cost,prorated by gross volume 'Administration x Shared cost,prorated by gross volume Supervision xX Shared cost,prorated by gross volume Annual audit x x Shared cost,prorated by gross volume Insurance,city &village x Shared cost,prorated by gross volume Insurance,school x School only contributes Repairs 1A_{Repair fence X Shared cost,prorated by gross volume 1B |Grade pads x Shared cost,prorated by gross volume Repair steps &landings xX Shared cost,prorated by gross volume 2A_/Replace pumps,city x City only contributes Replace pumps,school xX School only contributes Replace valves &gauges,city X City only contributes Replace valves &gauges,school x School only contributes 2B Barge fill line manifold repair X Shared cost,prorated by gross volume Tank fill line manifold xX Shared cost,prorated by gross volume 3 {Electrical maintenance xX Shared cost,prorated by gross volume Replacement 1A_jFence replacement x Shared cost,prorated by gross volume 1B Pad,dike,steps replace xX Shared cost,prorated by gross volume Liner replacement x Shared cost,prorated by gross volume 2A _Dispensers,replacement xX City only contributes 'Tanks,replacement,city x City only contributes 'Tanks,replacement,school x School replaces own Dispensing tanks xX City only contributes 2B |Barge pipe &supports,replace xX Shared cost,prorated by gross volume Dispensing lines,replace X City only contributes Fuel transfer lines,replace,city xX City only contributes Fuel transfer lines,replace,school Xx School only contributes Valves-barge &tank lines,replace,city Xx City only contributes (Valves-barge&tank lines,replace,school School only contributes 2C_{Tank inspection,city X City only contributes 'Tank inspection,school x School only contributes 3 {Electrical replacement,city xX City only contributes Electrical replacement,school x School only contributes SAMPLE BULK FUEL BUSINESS OPERATING PLAN SECONDARY OPERATOR AGREEMENT FOR THE NOWHERE BULK FUEL STORAGE FACILITY WHEREAS,the Denali Commission ("Commission”)has provided,or will provide,funds to the Alaska Energy Authority ("Authority”)for a grant by the Authority to the City of Nowhere ("City”) for the upgrading of bulk fuel storage facilities at Nowhere,Alaska (the "Facility”)owned by the City;and WHEREAS,grant funds may also be provided by HUD and/or the State of Alaska,and the financial aspects of those separate grants will be managed and the Facility construction will be overseen by the Commission (which term shall include HUD and/or the State of Alaska in this Secondary Operator Agreement for the Facility,hereinafter the "Agreement”);and WHEREAS,the Commission has adopted Sustainability Criteria that apply to the use of Commission funds for the Facility,in order to ensure the long-term economic sustainability of the Facility;and WHEREAS,the Commission and the City have agreed to a Business Plan consistent with the Sustainability Criteria for the operation of the Facility,as contained in the City of Nowhere Bulk Fuel Facility Business Operating Plan dated January 1,2002 ("Plan”);and WHEREAS,the Plan specifies that the City shall act as the Primary Operator of the Facility,as specified therein,and shall operate the Facility in compliance with the terms and conditions of the Plan;and WHEREAS,the Commission and the City agree that,if the Primary Operator is not operating the Facility in compliance with the terms and conditions of the Plan,the Commission may designate a Secondary Operator to assist the Primary Operator or to take over such functions of the Facility operations that the Commission determines are necessary for such time as it determines is necessary, pursuant to the terms and conditions of this Agreement; Now THEREFORE,the Commission and the City agree as follows,in consideration for the mutual promises contained herein and the benefits to the parties resulting from the completion and operation of the Facility: 1.The Primary Operator shall operate the components of the Facility specified in the Plan in accordance with the terms and conditions of the Plan and the requirements contained herein. 2.In addition to,and consistent with its duties specified in the Plan,the Primary Operator shall,in a timely manner: 2.1 properly establish and maintain accurate books and records; 2.2 account for,bill for,and use its best efforts to collect all fuel sales and all other receivables; 2.3.deposit moneys into the appropriate accounts,including deposits into the Operations & Maintenance Fund account as well as deposits into the Renewal &Replacement invested escrow account (as such accounts are defined in the Plan); SAMPLE BULK FUEL BUSINESS OPERATING PLAN Secondary Operator Agreement for the Nowhere Bulk Fuel Storage Facility Page 2 of 4 2.4 2.5 2.6 2.7 2.8 maintain adequate cash reserves for fuel purchases so that emergency fuel shipments are not necessary; obtain annual audits showing the absence of any management or financial irregularities; perform necessary maintenance of and repairs to the Facility; provide or obtain necessary training for Facility operations;and meet its financial obligations. If the Commission determines,in the exercise of its sole discretion,that the Primary Operator has failed or is unable to operate the Facility in accordance with the Plan and this Agreement and that this failure or inability significantly threatens the long-term economic sustainability of the Facility,the Commission may contract with and utilize a Secondary Operator. The Commission has the sole right to transfer the full custody and control of the assets and business operations of the Facility,including but not limited to,the cash,receivables,and inventory of the Facility,to the Secondary Operator and assign the Secondary Operator responsibility for partial or total management of the Facility. 4.1 4.2 4.3 4.4 The Commission may appoint the Secondary Operator to assist the Primary Operator in some or all aspects of the Facility operations or to take over some or all aspects of Facility operation from the Primary Operator,in such a manner and for such period of time as the Commission determines to be necessary and appropriate for operation of the Facility in compliance with the Plan and the long-term economic sustainability of the Facility.(For example,the Secondary Operator may be asked to assist the Primary Operator for a short period of days or weeks in bringing certain aspects of the operations back into compliance. Alternatively,the Secondary Operator may be asked to replace the Primary Operator as Facility operator.The foregoing are intended only as illustrative examples,without limiting the effect of this Agreement.) If the Commission utilizes a Secondary Operator,the Primary Operator will transfer the complete control and authority over the following assets to the Secondary Operator:the books and records relating to the Facility operations,accounts receivable,and all account funds.The City agrees to cooperate with the Commission and the Secondary Operator in the release of the stated assets and the transfer of operations to the Secondary Operator. The Secondary Operator will be entitled to reasonable compensation for its services.This compensation will,at a minimum,reimburse the Secondary Operator for any and all expenses associated with their duties as Facility operator,plus a reasonable profit.The profit will not exceed what is considered normal and customary for like service,as determined by the Commission in the exercise of its sole discretion. The parties anticipate that,if a Secondary Operator is appointed,the Commission will appoint (to be determined),which will joint venture with an establish bulk fuel operator.However,the parties acknowledge that (to be determined)may not exist or be willing to serve in this capacity at the time a Secondary Operator is needed,or other circumstances may prevent (to be determined)from serving as Secondary Operator.Therefore,the City SAMPLE BULK FUEL BUSINESS OPERATING PLAN Secondary Operator Agreement for the Nowhere Bulk Fuel Storage Facility Page 3 of 4 acknowledges and agrees that the Commission may appoint any qualified entity or entities to serve as Secondary Operator.The Commission will consult with the City on the replacement to the Secondary Operator;however,the Commission maintains final approval authority for the replacement Secondary Operator. 4.5 The Commission will act reasonably and responsibly in its enforcement of the Plan and this Agreement and its designation of a Secondary Operator,consulting with the City and taking into account the needs and interests of the community of Nowhere as well as the general public interest.If the Commission employs the Secondary Operator,the Commission shall oversee the operations of the Secondary Operator to make sure that it is conducting its operations reasonably,in a cost-efficient manner,and consistent with the needs and interests of the community as well as the general public interest. 5.Ifa dispute or controversy arises between the parties to this Agreement or among the parties to an agreement with the Secondary Operator,application or enforcement of this Agreement shall be decided through mediation.If mediation is unsuccessful,any party to this Agreement may bring an action to resolve the dispute in the Superior Court of the State of Alaska. 6.This Agreement may be executed simultaneously in two (2)or more counterparts,each of which will be considered an original,but all of which together will constitute one and the same instrument.The exchange of a fully executed Agreement (in counterparts or otherwise)by fax shall be sufficient to bind the parties to the terms and conditions of this Agreement. 7.No delay on the part of a party in the exercise of any right,power,or remedy shall operate as a waiver thereof,nor shall any single or partial exercise of any right,power,or remedy preclude other or further exercise thereof or the exercise of any other right,power,or remedy.No amendment,modification,or waiver of,or consent with respect to,any provision of this Agreement shall be effective unless it shall be in writing and signed and delivered by the patties hereto. 8.All notices,demands or requests required or allowed under this Agreement or applicable law from one party to another shall be in writing and delivered in person or sent by mail,certified or registered,postage prepaid,to the parties hereto at the addresses set forth in this Agreement or to such other persons and addresses as either party may designate.Notice shall be deemed to have been given three (3)days after the day of mailing. 9.This Agreement is a contract made under and governed by the laws of the State of Alaska.All obligations and rights of the parties stated herein shall be in addition to,and not in limitation of, those provided by applicable law. 10.This Agreement shall be binding upon,and inure to the benefit of,the parties hereto,and their respective heirs,successors,and assigns. 11.This Agreement represents the entire agreement between the parties,and there are no otheragreements,either oral or written,with respect to the subject matter of this Agreement. This AGREEMENT has been reviewed,agreed to,and executed by the following parties: SAMPLE BULK FUEL BUSINESS OPERATING PLAN Secondary Operator Agreement for the Nowhere Bulk Fuel Storage Facility Page 4 of 4 for the CITY OF NOWHERE by (Signature)(Date) (Name Printed)(Title) for the DENALI COMMISSION by (Signature)(Date) (Name Printed)(Title) for (TO BE DETERMINED) by (Signature)(Date) (Name Printed)(Title) SAMPLE BULK FUEL BUSINESS OPERATING PLAN GROUND LEASE This lease is entered into this day of 20___,between Nowhere Corporation,hereinafter,called the Lessor,whose address is 140 Glenn Highway,Suite 100, Anchorage,AK 99503 and City of Nowhere,hereinafter called the Lessee,whose address is P.O. Box 1212,Nowhere,AK 99999. The parties agree as follows: 1.The Premises.The Lessor agrees to lease to the Lessee the exclusive right to construct, operate,and maintain a power plant,bulk fuel transfer and storage site and related facilities on the surface estate of the following real property,which is located in the State of Alaska. The surface estate of certain land within Section xx,Township xxxx,Range xxx,xxxxx Meridian,xxxxx Recording District,xrd Judicial District and more particularly described in Appendix A attached to this lease.Some of the bearings and distances are based on ptotractions from aerial photos and are subject to redescription upon survey and possible amendments to the description necessary to reflect as built alignments of improvements. 2.Term of Lease.The lease term shall be in perpetuity provided the premises are used for power plant,bulk fuel storage and transfer and related facilities,and,provided further than the other provisions of the lease are complied with. 3.Automatic Termination.The lease shall automatically terminate if the premises cease to be used for a bulk fuel transfer and storage site and related facilities. 4.Rent.Because of mutual benefits to both the Lessor and the Lessee and in consideration of the benefits from construction and operation of the bulk fuel storage facilities,no rent will be charged. 5.Reservation of Rights.The Lessor reserves the right to grant to others the rights and privileges to use the premises not specifically and exclusively granted to the Lessee.The rights and privileges granted to the Lessee in this lease are the only rights and privileges granted to the Lessee by this lease.The Lessee has no easements,rights or privileges,expressed or implied, other than those specifically granted by this lease. 6.Valid Existing Rights.This lease is entered into and made subject to all valid existing rights, including easements,rights-of-way,reservations,or other interests in the premises,in existence on the date the lease is entered into. 7 Encumbrance of Premises.During the term of this lease,the Lessee may not assign this lease or sublet the premises,nor enter into any lease,easement,or other obligation of the Lessor's title without the prior written approval of the Lessor.Any such act,without prior written approval of the Lessor,is void against the Lessor's title to the premises. 8.Subleases.The Lessee shall provide the Lessor with copies of all applications for subleases, assignments,proposals for development,and construction as-builts,as they become available. City of Nowhere Site Control Documents Page 1 of 8 10. 11. 12. 13. 14. 15. SAMPLE BULK FUEL BUSINESS OPERATING PLAN Successors Bound.All covenants and provisions in this lease extend to and bind the legal representatives,successors,sublessees,and assigns of the parties. Access to Premises.The Lessor or its authorized representatives reserve the right of ingress to and egress from the premises. Operation and Maintenance.At no cost to the Lessor,the Lessee will provide all utilities, services,and maintenance necessary for the Lessee's use of the premises.The Lessee will take reasonable steps to protect the surface of the leased area and natural resources,and improvements thereon,and maintain the premises in a reasonably neat and clean condition. Surface Reservation.Unless otherwise stated in this lease,the Lessee may not sell or remove for use elsewhere any of the surface resources of the premises. Breach and Remedies. (a)The premises are to be used only for purposes of power plant,bulk fuel storage and transfer and related facilities.The premises are to be used only for purposes related to developing,operating and protecting the power plant and bulk fuel storage system and other activities that will serve the greater good of the community of Nowhere and for no other purpose without specific written authorization of the Lessor.The Lessor retains the right to terminate this lease upon 30 days written notice if the premises are used for unauthorized purposes. (b)Time is of the essence in this lease.If the Lessee breaches any provision of this lease, other than a breach for improper use of the premises which is governed by subparagraph (a),and the breach is not remedied within 30 days after written notice of it has been served on the Lessee,the Lessee is subject to any legal action that the Lessor considers appropriate,including the termination of this lease.The Lessor ts not liable for any expenditures made by the Lessee in the event of the termination of this lease. (c)If this lease is terminated by summary proceeding or in any other manner,or if the premises or any part of it is abandoned by the Lessee during the term of this lease,the Lessor,after written notice to the Lessee,may immediately,or at any time afterwards, enter or re-enter and take possession of the premises,or any part of it,without liability for any damage,and may remove all persons and property from it either by summary proceeding or by legal action.The words "entry"and "re-entry"are not restricted to their technical legal meaning. No waiver.The failure of the Lessor to insist on any one or more instance upon the strict performance by the other party of any provision in this lease may not be considered as a waiver for the future;the provision will continue in full force. Indemnity of Lessor.The Lessee shall indemnify and hold the Lessor harmless from: (a)all claims and demands for loss or damage,including property damage,personal injury, wrongful death,and wage or employment claims,arising out of or in connection with City of Nowhere Site Control Documents Page 2 of 8 16. 17. 18. 19. SAMPLE BULK FUEL BUSINESS OPERATING PLAN the use or occupancy of the premises by the Lessee or his successor,or at his invitation;and (b)any accident or fire on the premises;and (c)any nuisance on the premises;and (d)any failure of the Lessee to keep the premises in a safe and lawful condition consistent with applicable laws,regulations,ordinances,or orders;and (e)any assignment,sublease,or conveyance,attempted or successful,by the Lessee which is contrary to the provisions of this lease. The Lessee will keep all goods,materials,furniture,fixtures,equipment,machinery,and other property on the premises at his sole risk,and will hold the Lessor harmless from any claim of loss or damage to them by any cause. Notice of Claim.The parties agree to immediately notify each other of any claim,demand,or lawsuit arising out of or affecting the Lessee's occupation or use of the premises.Both parties will fully cooperate in the investigation and litigation of any claim,demand,or lawsuit affecting the premises. Laws and Taxes.At no expense to the Lessor,the Lessee will conduct all activities authorized by this lease in compliance with all Federal,State,and local laws,ordinances,rules and regulations now or hereafter in force,which apply to the activities authorized herein or to the use,Care,operation,maintenance,and protection of the facilities,including but not limited to matters of health,safety,sanitation,and pollution.The acquisition of any necessary licenses or permits and payment of any taxes and special assessments accruing against the premises during this lease term will be the responsibility of the Lessee or its sublessees and not that of the Lessor. Notices.All notices and other writings required or permitted by this lease must be sent by registered or certified mail,postage prepaid,to the parties at the following addresses.A party must notify the other in writing of any change in address. Lessor:Nowhere Corporation 140 Glenn Highway,Suite 100 Anchorage,AK 99503 Lessee:City of Nowhere P.O.Box 1212 Nowhere,AK 99999 Denial of Warranty Concerning Title or Conditions.The Lessor make no specific warranties, expressed or implied,concerning the title or condition of the premises,including survey,access,of suitability for any use,including those uses authorized by this lease.The Lessee City of Nowhere Site Control Documents Page 3 of 8 SAMPLE BULK FUEL BUSINESS OPERATING PLAN leases the premises subject to any and all of the covenants,terms,and conditions affecting the Lessor's title to the premises. 20.Integration and Modification.This lease,including all documents,which by reference areincorporatedinitormadeapartofit,contains the entire agreement between the parties.This lease may not be modified or amended except by a document signed by both parties to this lease.Any amendment or modification,which is not in writing and signed by both parties,is of no legal effect. 21.Severability of Clauses of Lease.If any provision of this lease is adjudged to be invalid,that judgment does not affect the validity of any other provision of this lease,nor does it constitute any cause of action in favor of either party as against the other. 22.Headings.The heading of the numbered paragraphs in this lease shall not be considered in construing any provision of this lease. BY SIGNING THIS LEASE,the Lessor and the Lessee,agree to be bound by its provision as set out above. Appendix A:Property Description Appendix A-1:Corporation Board Resolution Appendix A-2:Village Resolution Lessor: By: ACKNOWLEDGEMENT STATE OF ALASKA ) )Ss. JUDICIAL DISTRICT) This is to certify that on ,20 ,before me appeared ,known by me to be the ,of ,who is authorized to sign this lease as shown by the attached resolution (Appendix A-1),and who executed this lease and acknowledged voluntarily signing it on behalf of as Lessor. (SEAL)Notary Public in and for the State of Alaska City of Nowhere Site Control Documents Page 4 of 8 SAMPLE BULK FUEL BUSINESS OPERATING PLAN My commission expires: Lessee: ACKNOWLEDGEMENT STATE OF ALASKA ) JUDICIAL DISTRICT This is to certify that on ,20 ,before me appeared ,known by me to be the ,of ,who is authorized to sign this lease as shown by the attached resolution (Appendix A-2),and who executed this lease and acknowledged voluntarily signing it on behalf of as Lessee. (SEAL) Notary Public in and for the State of Alaska My commission expires: City of Nowhere Site Control Documents Page 5 of 8 SAMPLE BULK FUEL BUSINESS OPERATING PLAN APPENDIX A :q SCAE:NONEmowerBULKFUELSTORAGEme |ag rigs of canisartESramie DeetorentDESINEDbs.www DAE:sp any ve a,pMDEA/AEA ALAFILENAME'SHEET or Energy Group KA COMMUNITY SITE PLAN i A 'rae otiswrtmepane UBB oblch ese City of Nowhere Site Control Documents Page 6 of 8 SAMPLE BULK FUEL BUSINESS OPERATING PLAN NOWHERE CORPORATION BOARD RESOLUTION WHEREAS,the Nowhere Corporation (hereinafter as CORPORATION)is the Native village corporation for the Village of Nowhere,having incorporated and organized in accordance with Section 8 of the Alaska Native Claims Settlement Act (hereinafter as ANCSA)and the laws of the State of Alaska;and WHEREAS,the City of Nowhere needs to secure an interest in landin order to meet site controlrequirementsforabulkfuelstorageproject;and WHEREAS,the Board has reviewed this proposed ground lease for the project area; WHEREAS,the Board believes the best interests of the CORPORATION would be served by issuing this lease;therefore IT IS NOW RESOLVED by the Board of Directors of the CORPORATION that it approves the attached lease,and that the President and CEO of the CORPORATION is hereby authorized and empowered to sign said lease on behalf of the CORPORATION. ADOPTED AND DATED this ____day of ,20__,at Alaska. ATTEST: by:by: its Secretary its: President and CEO CERTIFICATE The Undersigned,,Secretary of ,an Alaska Corporation,does hereby certify that at a meeting of the Board of Directors of said Corporation duly called and held on the day of ,20___at which a quorum was at all times present and voting,the foregoing resolution was duly adopted. Dated this _____day of ,20__,at ,Alaska. (Corporation Seal) by: its Secretary APPENDIX A-1 CITY OF NOWHERE City of Nowhere Site Control Documents Page 7 of 8 SAMPLE BULK FUEL BUSINESS OPERATING PLAN RESOLUTION WHEREAS,the City of Nowhere needs to secure an interest in land in order to meet site control requirements for a bulk fuel storage project;and WHEREAS,the City of Nowhere has reviewed this proposed lease which will serve as site control for this phase of the project;and WHEREAS,the City of Nowhere believes the best interests of the residents of Nowhere would be served by issuing this lease;therefore IT IS NOW RESOLVED by the City of Nowhere that it approves the attached lease,and that the is hereby authorized and empowered to sign said lease on behalf of the City of Nowhere. ADOPTED AND DATED this ____day of ,20__,at Alaska. The foregoing resolution was adopted at a duly convened meeting of on ,20 By: President Attest: Secretary -Treasurer APPENDIX A-2 City of Nowhere Site Control Documents Page 8 of 8 SAMPLE BULK FUEL BUSINESS OPERATING PLAN State of Alaska Alaska Energy Authority Sample Grant Agreement ==>ALASKA/GE =ENERGY AUTHORITY Grant Agreement Number Amount of Funds XXXXXXXXX $XXXXXXXXXXK Collocation Code(s)Encumbrance Number/AR Project Title Nowhere Bulk Fuel Upgrade .Grantee Authority Contact Person © Name Name City of Nowhere Mark Schimscheimer Street/PO Box Title P.O.Box 1212 Project Manager City/State/Zip Street/PO Box Nowhere,Alaska 99999 813 W.Northern Lights Blvd Contact Person City/State/Zip John XXXXX,Mayor Anchorage,AK 99503 Phone Fax Phone Fax 907-999-9999 907-999-9998 907-269-4689 907-269-3044 AGREEMENT The Alaska Energy Authority (hereinafter 'Authority')and the City of Nowhere (hereinafter 'Grantee')agree as set forth herein. Section I.The Authority shall grant to the Grantee funds for the construction of the Project and performance of the Project work under the terms outlined in this agreement.The Authority shall grant funds to pay for expenses incurred by the Grantee that are authorized under this Agreement,in an amount not to exceed $xxxxxxxxx,unless the grant amount is amended as provided herein. Section II.The Grantee shall apply the grant funds to the construction of the Project and perform all of the work and other obligations required by this Agreement. Section ITI.Performance under this agreement begins upon signature by the Authority's Executive Director and shall be completed no later than December 31,2003. Section IV.The agreement consists of this page and the following: ATTACHMENTS Article A:Definitions Article B:Special Provisions Article C:General Provisions AMENDMENTS:Any fully executed amendments to this Agreement APPENDICES Appendix 1:Notice of Project Completion Appendix 2:Funding Sources Appendix 3:In-Kind Contributions = _.Grantee Authority | Signature Signature Printed Name and Title Printed Name and Title John XXXXXX,Mayor Robert Poe,Jr._Executive Director Date Date SAMPLE SAMPLE SAMPLE SAMPLE SAMPLE SAMPLE SAMPLE BULK FUEL BUSINESS OPERATING PLAN City of Nowhere Bulk Fuel Upgrade ProjectGrantAgreementNumber20000KxxxPage2of17 ARTICLE A.DEFINITIONS In this Grant Agreement: a)"Authority”means the Alaska Energy Authority,a public corporation of the State of Alaska.The Authority is herein charged with the role and responsibility as both the Grantor and as an agent of the Grantee. b)"Denali Commission”means the federal-state commission established under 42 USC 3121 and its successors or assigns. c)"Executive Director'means the Executive Director of the Authority or authorized designee. d)"Grantee”means the City of Nowhere. e)"Grantor”means the Alaska Energy Authority. f)"Project”means the Nowhere Bulk Fuel Upgrade Project. g)"Procurement Manager”means the employee of the Authority who determines disputes as provided in Article C.Section 3. h)"State”means the State of Alaska. i)"Project Manager”means the employee of the Authority in charge of the Project. j)"Design Documents”are the technical documents and drawings specifying how the Project is constructed. k)"Construction Manager”means the on-site supervisor of the Project as assigned by the Authority.The Construction Manager may or may not be an employee of the Authority. |)"Substantial Completion”means the Project is ready for beneficial occupancy by the Participant(s).At the point of Substantial Completion,the work may not be complete and the Grant may not be closed. m)"Project Completion”means the Project is complete,the work is complete,and all Project costs have been billed and paid as determined by the Authority. n)"Grants Manager”means the employee of the Authority in charge of managing the Grant. SAMPLE SAMPLE SAMPLE SAMPLE SAMPLE SAMPLE SAMPLE BULK FUEL BUSINESS OPERATING PLAN City of Nowhere Bulk Fuel Upgrade Project Grant Agreement Number x00000Kxx Page 3 of 17 ARTICLE B.SPECIAL PROVISIONS Subject to appropriation and availability of funds,the Authority agrees to grant to the Grantee the amounts stated herein,and the Grantee agrees to expend grant funds only for eligible costs to perform the Scope of Work stated herein. Section 1.Description of Project and Scope of Work. This grant provides funding to be used for the design and construction of a new code compliant consolidated bulk fuel tank farm in Nowhere,Alaska,as described more fully in the Conceptual Design Report dated December 15,2001,the Business Operating Plan (draft)dated January 1,2001 which is attached hereto,and detailed design documents and specifications to be prepared by the Authority. Section 2.Project Funding Sources. This Grant is subject to appropriation and availability from the sources of funding listed in Appendix 2.The Authority may redesignate the sources and the amount of the total Grant funding shown in Appendix 2. If the Project costs exceed the Grant funds and if additional funds are available to perform the work described in this Agreement,the Authority may grant additional funds to the Grantee to perform this work by issuing and providing to the Grantee an amended Appendix 3 showing the amended grant amount.Grantee acknowledges that such a grant of additional funds will be pursuant to the terms and conditions of this Agreement,and acknowledges that by accepting the grant funds and the grant-funded Project work it is accepting them subject to the terms and conditions of this Agreement. Section 3.Grant Disbursements. a)The Authority will disburse grant funds as eligible costs are incurred. b)The Authority may engage an accounting firm (Trustee)to provide Project related services.If engaged,the Trustee may receive and disburse a portion of Grant funds to cover various project costs which may include payroll and related obligations, including taxes and workers compensation insurance,and other selected project costs as the Authority directs.If engaged,the Trustee may be used to prepare quarterly and annual payroll tax reports for the IRS and the State of Alaska, Department of Labor,as applicable,and W-2 Forms for the Project employees.If engaged,the Trustee will submit such reports and pertinent checks to the appropriate federal and state offices. if the Authority retains the services of the Trustee,the Authority will be the liaison between the Grantee and the Trustee.The Authority will follow the procurement regulations specified by the funding sources. SAMPLE SAMPLE SAMPLE SAMPLE SAMPLE SAMPLE SAMPLE BULK FUEL BUSINESS OPERATING PLAN City of Nowhere Bulk Fuel Upgrade Project Grant Agreement Number ».000000xx Page 4 of 17 c)The Authority,as agent for the Grantee,will account for and disburse selected Grant funds for any Project costs not covered under (b)of this section in accordance with the funding sources referenced in Appendix 3.The Authority as agent for the Grantee will disperse Grant funds as required by the funding sources. d)Upon Project Completion: 1.any Grant funds not expended under this agreement and any interest accruing on the grant funds belong to the Authority and shall be returned to the Authority; 2.the Authority may apply to other projects any other grant monies authorized for the Project but not expended or obligated under this agreement. Section 4.Eligible Costs Under This Grant. a)The Authority,as Grantor,shall have sole discretion to determine which projectcostsareeligibletobepaidforfromGrantmoniesunderthisagreement.No workshallbeperformedorinitiatedwithoutthepriorapprovalfromtheAuthority.UponapprovalbytheAuthority,the following necessary reasonable,actual expensesassociatedwiththedesignandconstructionoftheProjectareeligibleforpaymentor reimbursement from grant funds: 1.Payroll Costs.Payroll costs are comprised of wages paid to Grantee personnel fortimeworkeddirectlyontheProject,plus payroll taxes and insurance,as well asvacation,holiday,sick leave and retirement benefits,if any. 2.Direct Non-Salary Costs.These costs must be directly attributable to the Projectandshallincludethefollowing: i.The costs associated with consultants,inspectors,surveyors,contractors, vi. subcontractors,and other services required to design and construct the Project. i.The cost of materials,supplies and freight purchased by,or on behalf of,theGranteeandusedintheconstructionoftheProject. The Grantee's costs of reproducing plans,specifications,maps,reports,and other documents. The cost of long distance communication and other utilities needed for construction. Purchase or rental of small equipment or tools needed in the construction of the Project. Insurance covering the Grantee and the Authority. 3.The Authority may pay for costs not specifically listed in this section from Grantmonies,if in the determination of the Authority the costs are necessary. SAMPLE SAMPLE SAMPLE SAMPLE SAMPLE SAMPLE SAMPLE BULK FUEL BUSINESS OPERATING PLAN City of Nowhere Bulk Fuel Upgrade ProjectGrantAgreementNumber10000dXxxPage5of17 b)Costs not in listed in subsection a)of this section or not deemed eligible by theAuthorityundera),3)of this section are not eligible to be paid for from moneygrantedunderthisagreement. Section 5.Authority as Grantee's Agent. a)The Authority will serve as the Grantee's agent for the design and construction management of the Project,including,but not limited to,where applicable,issuing Invitations to Bid and selecting contractors.The Authority will be responsible for all matters related to the Project design and construction,including,but not limited to: approval of plans and specifications;choices of scheduling,manpower,and methods;procedures for administering the Project;procurement of materials; insurance during construction;disposition:of surplus equipment;payment of all Project billings;complying with all federal reporting requirements (except as provided in Article C section 12 or elsewhere herein);performance of final project inspection;and issuance of a Notice of Project Completion.Permitting and other items specified herein are the responsibility of the Grantee.The Construction Manager,who serves as an on-site representative of the Authority,has the right to hire and fire,and establish wage rates and work hours of Project employees. The Authority shall not be responsible for environmental investigation or remediation of the existing bulk fuel facilities or properties,or for any other environmental matters.In addition,the Authority will not be responsible for the removal and decommission of any existing facilities. If the funding sources for the Project include Indian Community Development Block Grant monies or Community Development Block Grant monies granted to the Grantee,the Authority may enter into a Grant Management Agreement with the Grantee in relation to some or all of those monies.If such agreement is entered into, the Authority may have additional duties as the agent of the Grantee as outlined in those Agreements which will be attached as an appendix hereto. Section 6.Grantee's Responsibilities a)Prior to the start of construction,the Grantee will agree to a Bulk Fuel Farm Business Operating Plan,in a form and with terms approved by the Denali Commission.The Business Operating Plan will identify the major cost components necessary for the operations,maintenance,and long term sustainability of the Project and will include a business plan for funding those costs.If required by the Denali Commission,the Grantee also will enter into a Secondary Operator Agreement with the Denali Commission,which incorporates by reference Grantee's responsibilities contained in the Business Operating Plan.If required by the Denali Commission or the Authority,the Grantee also will enter into a Bulk Fuel Tank Farm Operations and Maintenance Agreement with the other Project Participants,andleaseagreement(s)for the premises on which the project is located,in a form and with terms approved by the Denali Commission or the Authority. SAMPLE SAMPLE SAMPLE SAMPLE SAMPLE SAMPLE SAMPLE BULK FUEL BUSINESS OPERATING PLAN City of Nowhere Bulk Fuel Upgrade ProjectGrantAgreementNumberx00000KxxxPage6of17 b) d) f) The Grantee is responsible for securing the real property interests necessary for the construction and operation of the Project,through ownership,leasehold,easement, or otherwise as addressed in the Business Operating Plan.The Grantee also is responsible for obtaining the required permits and approvals.These permits may include,but are not limited to,Corps of Engineers'Wetlands Permit,State Fire Marshal approval,rights-of-way for the pipelines,and site control,including any necessary Coastal Zone Management coordination through the Division of Governmental Coordination (DGC).The Authority will assist the Grantee in obtaining these permits and approvals. The Grantee will assist the Authority in obtaining qualified local labor for the Project and will provide necessary local administration assistance,including recommending qualified local personnel;assisting in obtaining necessary personnel information; assisting in obtaining housing for nonresident workers;facilitating communications between the Authority,the community and local employees;and serving as a liaison between the Authority and the community The Grantee will provide,as an in-kind contribution,local equipment (excluding operator,fuel and maintenance)and tools as available to support the Project,and the contribution specified in Appendix 3.The Grantee will not be paid for its contributions of the use of equipment,tools,supplies,materials,or its contributions of services except as agreed to in writing by the Authority.The Authority requires in- kind contributions to demonstrate that the grantee and the community are committed to and invested in the proposed project.The specific details of in-kind contributions from the grantee or the community will be laid out in the final grant agreement. Typical in-kind contributions include,but are not limited to:land for the tank farm, the use of heavy equipment as available,lodging,etc.The Authority encourages the grantee and the community to support this project with in-kind contributions to the greatest extent possible. The Grantee is responsible for obtaining training as outlined in the Business Operating Plan (see section 6a above). The Grantee is responsible for reviewing project documents and monitoring the Project work to the extent necessary for Grantee to determine that the work is proceeding satisfactorily and to undertake its responsibilities described in the Business Operating Plan.The Grantee will promptly raise with the Authority any concerns or issues it may have regarding the Project,and if those concerns or issues are not satisfactorily resolved will promptly give written notice with a detailed description of the concerns or issues to the Authority's contact designated in Article C,section 18. Section 7.Substantial Completion. Upon substantial completion of the Project,as defined herein,the Authority will issue aCertificateofSubstantialCompletionperSectionVoftheBusinessOperatingPlan. When this Certificate is issued,the Primary Operator assumes all responsibility associated with operating and maintaining the Project.Failure by the Grantee to provide SAMPLE SAMPLE SAMPLE SAMPLE SAMPLE SAMPLE SAMPLE BULK FUEL BUSINESS OPERATING PLAN City of Nowhere Bulk Fuel Upgrade ProjectGrantAgreementNumber10000xxxxPage7of17 to the Authority a written description of remaining work within 15 days of delivery of the Certificate constitutes acceptance of the Certificate and the Project. Section 8.Project Completion Notice. The Grantee shall sign the Notice of Project Completion located at Appendix 1 within 15 days after it is delivered by the Authority.Upon receipt of the signed signature page, the Authority will close the Grant.The Grant will automatically be closed if the Grantee fails to return the Notice of Project Completion within 30 days after it is delivered by the Authority. Section 9.Grantee Responsibilities After Project Completion. a)The Grantee will not sell,transfer,encumber,or dispose of any of its interest in the facilities constructed with this grant funding during the economic life of the Project without prior written Authority approval. b)The Grantee agrees that upon completion of the Project it will be responsible for and will perform those activities and functions required of it in the Business Operating Plan,and,if applicable to this project,the Secondary Operator Agreement and the Operations and Maintenance Agreement.See Section B.6.a above.These responsibilities may not be altered or transferred without the prior written approval of the Denali Commission. SAMPLE SAMPLE SAMPLE SAMPLE SAMPLE SAMPLE SAMPLE BULK FUEL BUSINESS OPERATING PLAN City of Nowhere Bulk Fuel Upgrade Project Grant Agreement Number x0000KxxxPage8of17 ARTICLE C.GENERAL PROVISIONS Section 1.Inspection and Retention of Records. The Grantee shall allow the Authority or its designees to examine all Project related records at any reasonable time for the purpose of copying,audit or inspection.The Grantee shall ensure that the Authority,its contractors and consultants,and any Secondary Operators have reasonable access to Project facilities during construction of the Project,and reasonable access for performance analysis and testing over the life of Project facilities for no cost.The Grantee shall retain all Project related records for four years following the completion date of the Project or until final resolution of any audit, negotiation,claim or other action related to the Project which is started prior to the end of the four year period,whichever is later. Section 2.State and Authority held harmless. As a condition of this Grant,the Grantee agrees to defend,indemnify,and hold harmless the Authority and the State of Alaska,and their agents,servants,contractors, and employees,from and against any and all claims,demands,causes of action, actions,and liabilities arising out of,or in any way connected with this grant or the project for which the grant is made,howsoever caused,except to the extent that such claims,demands,causes of action,actions or liabilities are the proximate result of the sole negligence or willful misconduct of the Authority or the State of Alaska. Section 3.Disputes. a)The parties agree that any dispute arising out of this agreement which cannot be resolved by mutual agreement shall be addressed as set forth in this Section.It is further agreed and understood that compliance with this Section shall be a condition precedent to bringing or filing an action or court proceeding for determination of any dispute.The intent of the dispute process set forth in this Section is to facilitate the timely resolution of disputes arising from or out of this agreement. b)Disputes which cannot be resolved by agreement shall be decided by the Procurement Manager.The decision shall be in writing and be made not more than 60 days after receipt by the Procurement Manager of all appropriate information (as determined by the Procurement Manager)from the Grantee.Failure of the Grantee to furnish appropriate information (as determined by the Procurement Manager)to the Procurement Manager within 21 days of the receipt of the Procurement Manager's request constitutes a waiver of the Grantee's claim. c)The time for issuing the Procurement Manager's decision may be extended for good cause by the Executive Director.The Procurement Manager shall notify the Grantee in writing that the time for the issuance of a decision has been extended and of the date by which a decision shall be issued.The Procurement Manager shall furnish a copy of the decision to the Grantee by certified mail or other method that provides evidence of receipt.Pending a final decision,the Grantee shall proceed with diligent SAMPLE SAMPLE SAMPLE SAMPLE SAMPLE SAMPLE SAMPLE BULK FUEL BUSINESS OPERATING PLAN City of Nowhere Bulk Fuel Upgrade Project Grant Agreement Number xx2.00000xx Page 9 of 17 d) f) 9) h) j) k) performance of the agreement in accordance with the Procurement Manager's decision notwithstanding any disagreement with that decision. The Procurement Manager's decision is final unless,within 30 days of receipt of the decision,the Grantee delivers a Notice of Appeal to the office of the Executive Director.The Grantee shall provide a copy of the appeal to the Procurement Manager.' The appeal must contain a copy of the decision being appealed and identification of the factual or legal errors in the decision that form the basis for the appeal.General assertions that the Procurement Manager's decision is contrary to law or facts are not sufficient. Except as provided in subsection (g)of this section,a hearing on an appeal to the Executive Director shall be conducted according to the procedures set out in (h)of this article. Within 15 days after receipt of an appeal on a dispute,the Executive Director may adopt the decision of the Procurement Manager as the final decision without a hearing,if the Executive Director determines that there are no material issues of fact. The Executive Director may act as the hearing officer and upon hearing the evidence,render findings of fact and conclusions of law,or the Executive Director may appoint an impartial hearing officer to conduct the hearing. The hearing officer shall arrange for a prompt hearing and notify the parties in writing of the time and place.The hearing will be conducted in an informal manner and will be held in Anchorage,Alaska.Participants outside Anchorage may attend by phone.The hearing officer may conduct the hearing as set forth in AS 36.30.670(b), which is incorporated herein by reference. If the Executive Director is not acting as the hearing officer,the hearing officer shall recommend a decision to the Executive Director based on the evidence presented. The recommendation must include findings of fact and conclusions of law.The Executive Director may affirm,modify,or reject the hearing officer's recommendations in whole or in part,may remand the matter to the hearing officer with instructions,or take other appropriate action. The Executive Director's decision shall be sent within 20 days after the hearing to all parties by personal service or certified mail.The decision of the Executive Director is final and conclusive unless appealed to superior court,Third Judicial District at Anchorage within 30 days of receipt of the decision.The laws of the state of Alaska govern this agreement. SAMPLE SAMPLE SAMPLE SAMPLE SAMPLE SAMPLE SAMPLE BULK FUEL BUSINESS OPERATING PLAN City of Nowhere Bulk Fuel Upgrade ProjectGrantAgreementNumberx00000xxPage10of17 Section 4.Termination. a)The Grantee shall have no rights to compensation or damages for termination except as provided in this Section. b)In addition to all other rights available under law,the Authority may terminate this d) Agreement or stop work on the Project for the convenience of the Authority or for cause upon ten (10)days written notice. "Cause"for termination shall exist when the Grantee has failed to perform under this Agreement,has provided incorrect or misleading information or has failed to provide information which would have influenced the Authority's actions.In order for termination to be for cause,the Grantee's failure to perform or the Grantee's provision of incorrect,misleading,or omitted information must be material. If this Agreement is terminated for cause,the Grantee shall be entitled to no compensation.The Grantee shall reimburse the Authority for all grant funds expended under this Agreement by the Grantee or on the Grantee's behalf including interest accrued from the date of disbursement.The Grantee shall also reimburse the Authority for any costs incurred to collect funds subject to reimbursement,and for any damages incurred by the Authority as a result of the Grantee's failure to perform or provision of incorrect or misleading information.The:Authority may require the Grantee to return to the Authority some or all of the project assets if this Agreement is terminated for cause. If this Agreement is terminated at the sole request of the Authority for the sole reason of its convenience,the Grantee is not required to reimburse the Authority for funds expended prior to the date of termination.If the Grantee has incurred costs under this agreement,the Grantee shall only be reimbursed by the Authority for eligible costs the Grantee incurred prior to the date of termination of the Agreement. However,prior to making any claim or demand for such reimbursement,the Grantee shall use its best effort to reduce the amount of such reimbursement through any means legally available to it.The Authority's reimbursement to the Grantee shall be limited to the encumbered,unexpended amount of funds available under this Agreement. Section 5.Sovereign Immunity. By execution of this grant agreement,the Grantee irrevocably waives any sovereign immunity which it may possess,and consents to suit against itself or its officials,under the laws of the State of Alaska,in the courts of the State of Alaska as to all causes of action by the Authority arising out of or in connection with this agreement.If the Grantee is an entity which possesses sovereign immunity,it shall provide the Authority with a resolution of the Grantee's governing body waiving sovereign immunity,and such resolution shall be incorporated into this agreement as an Appendix. SAMPLE SAMPLE SAMPLE SAMPLE SAMPLE SAMPLE SAMPLE BULK FUEL BUSINESS OPERATING PLAN City of Nowhere Bulk Fuel Upgrade ProjectGrantAgreementNumberxx00000xx Page 11 of 17 Section 6.Binding Effect. This Agreement and all of its terms,covenants,conditions and appendices represent the entire Agreement of the parties and shall extend to and be binding upon the respective heirs,executors,administrators,grantees,successors and assigns of the parties to this Agreement. Section 7.No Assignment or Delegation. Unless otherwise allowed by this Agreement or in writing by the Authority,any assignment by the Grantee of its interest in any part of this Agreement or any delegation of its duties under this Agreement without such approval shall be void. Section 8.Grantee Shall Not Act as an Agent of the Authority. The Grantee,its officers,agents,servants and employees shall act in an independent capacity and not as agents of the Authority in the performance of this Agreement. Section 9.Rights of Other Parties. The parties agree that no person is a third party beneficiary of this Agreement and this Agreement creates no third party rights.Specifically,any person who is not a party to this Agreement shall be precluded from bringing any action asserting the liability of a party or asserting any right against a party to this Agreement,through the terms of this Agreement.No person,other than a party to this Agreement,may bring any action based upon this Agreement for personal injuries,property damages,or otherwise. Section 10.Compliance with Applicable Law and Funding Source Requirements. The Grantee shall comply with all applicable local,state and federal statutes, regulations,ordinances and codes,whether or not specifically mentioned herein including,but not limited to:the Americans with Disabilities Act (ADA)of 1990;Equal Employment Opportunity Executive Orders;Copeland Anti-Kickback Act;Davis-Bacon Act;Contract Work Hours and Safety Standards Act;Clean Air and Clean Water Act; and 15 C.F.R.Part 24.The Grantee agrees to comply with all applicable grant terms and conditions imposed by the Denali Commission and any other funding sources. Section 11.Audit Requirements. The Grantee agrees that it will be bound by any audit requirements that may apply to this agreement including 2 AAC 45.010 commonly referred to as the "Single Audit Regulation”and any applicable federal audit requirements.The Grantee acknowledgesthatitisresponsibleforcompliancewithfederalandstatesingleauditrequirementsand all other applicable audit requirements,and agrees to obtain all required audits. SAMPLE SAMPLE SAMPLE SAMPLE SAMPLE SAMPLE SAMPLE BULK FUEL BUSINESS OPERATING PLAN City of Nowhere Bulk Fuel Upgrade ProjectGrantAgreementNumberxxxXxxxxxxPage12of17 Section 12.Severability. If any section,paragraph,clause or provision of this Agreement or any agreement referred to in this Agreement shall be finally adjudicated by a court of competent jurisdiction to be invalid or unenforceable,the remainder of this Agreement shall be unaffected by such adjudication and all the remaining provisions of this Agreement shall remain in full force and effect as if such section,paragraph,clause or provision or any part thereof so adjudicated to be invalid had not been included herein. Section 13.Declaration of Public Benefit. The parties acknowledge and agree that the Project shall be constructed,owned and operated for the benefit of the general public and will not deny any person use and/or benefit of Project facilities due to race,religion,color,sex,marital status,age or national origin. Section 14.Nonwaiver. The failure of either party at any time to enforce a provision of this Agreement shall in no way constitute a waiver of the provision,nor in any way affect the validity of this Agreement,or any part hereof,or the right of such party thereafter to enforce each and every provision hereof. Section 15.Amendment. This Agreement may only be modified or amended in writing,executed by the authorized representatives of the parties with the same formality as this Agreement was executed.For the purpose of any amendment,modification or change to the terms and conditions of this Agreement,the authorized representatives are the Executive Director of the Authority or designee,and the Mayor of the Grantee or written designee of record. Section 16.Integration. This instrument and all appendices,amendments,and attachments hereto embody the entire Agreement of the parties concerning the grant funds granted hereunder.There are no promises,terms,conditions,or obligations regarding said funds other than those contained in the documents described above;and such documents shall supersede all previous communications,representations or agreements,either oral or written, between the parties hereto. Section 17.Applicable Law. This Agreement is to be construed according to the laws of the State of Alaska.AnycivilactionarisingfromthisAgreementshallbebroughtintheSuperiorCourtforthe Third Judicial District of the State of Alaska at Anchorage. SAMPLE SAMPLE SAMPLE SAMPLE SAMPLE SAMPLE SAMPLE BULK FUEL BUSINESS OPERATING PLAN City of Nowhere Bulk Fuel Upgrade Project Grant Agreement Number xx000000xx Page 13 of 17 Section 18.Notices. Any notice required of either party shall be in writing and,unless proof of receipt of such notice is expressly required by another term of this Agreement,shall be deemed served when deposited in the mail in a sealed envelope,with sufficient first class postage affixed,and addressed to the appropriate party.The notices shall be sent to each party's place of business,which in the case of the Authority shall be: Deputy Director,Rural Energy Alaska Energy Authority 813 West Northern Lights Boulevard Anchorage,Alaska 99503 Phone 907-269-3000 Fax 907-269-3044 and in the case of the Grantee shall be: John XXXXXX,Mayor City of Nowhere P.O.Box 1212 Nowhere,Alaska 99999 Phone 907-999-9999 Fax 907-999-9998 SAMPLE SAMPLE SAMPLE SAMPLE SAMPLE SAMPLE SAMPLE BULK FUEL BUSINESS OPERATING PLAN City of Nowhere Bulk Fuel Upgrade Project Grant Agreement Number 10000Kxxxx Page 14 of 17 Appendix 1 NOTICE OF PROJECT COMPLETION ALASKA ENERGY AUTHORITY Date: Project Name Nowhere Bulk Fuel Upgrade Project Contracting Party City of Nowhere Authority Contract No.XXXXXX Agreement Execution Date The ALASKA ENERGY AUTHORITY certifies and acknowledges that the Project referenced above has been completed,and that all tasks have been satisfactorily carried out in accordance with the terms and conditions of Agreement No.xxxxxxxx. Project Manager Date Alaska Energy Authority SAMPLE SAMPLE SAMPLE SAMPLE SAMPLE SAMPLE SAMPLE BULK FUEL BUSINESS OPERATING PLAN City of Nowhere Bulk Fuel Upgrade Project Grant Agreement Number 0000cKxxxx Page 15 of 17 The City of Nowhere certifies that the Project named above is complete in accordance with the terms and conditions of Authority Agreement No.xxxxxxx. The City of Nowhere acknowledges and certifies that all expenses incurred by the City under the Agreement have been paid in full.,The City further acknowledges that it can make no further claims for reimbursement. Authorized Signature(Title) (Name Printed)Date SAMPLE SAMPLE SAMPLE SAMPLE SAMPLE SAMPLE SAMPLE BULK FUEL BUSINESS UPERATING PLAN City of Nowhere Bulk Fuel Upgrade Project Grant Agreement Number »x00000xxx Page 16 of 17 APPENDIX 2 FUNDING SOURCES AND TOTAL PROJECT BUDGET Denali Commission $x,XXX,XXX Community Code xxxxxx Total AEA Grant BX,XXX,XXX ICDBG Grant $XXX,XXXX XXXXXXXXXXXX Total Other Funding $XXX,XXXX Project Budget $x,XXX,XXX SAMPLE SAMPLE SAMPLE SAMPLE SAMPLE SAMPLE SAMPLE BULK FUEL BUSINESS UPERATING PLAN City of Nowhere Bulk Fuel Upgrade Project Grant Agreement Number xxxxxxxxxx Page 17 of 17 APPENDIX 3 GRANTEE IN KIND CONTRIBUTIONS TO THE PROJECT The Grantee will provide,at no cost to the project the following: (To be inserted) SAMPLE SAMPLE SAMPLE SAMPLE SAMPLE SAMPLE SAMPLE BULK FUEL BUSINESS OPERATING PLAN First National Bank Alaska Renewal and Replacement Account Escrow Managed "First Investment”Account Agreement Dated:Account No. The parties to this deposit account agreement are ,TIN'No. (hereinafter "depositor”)and First National Bank Alaska (hereinafter "bank”).The agreement of the parties is as follows: 1.Money paid to bank for credit to the above account and interest earned thereon and credited to the above account shall constitute the "Renewal and Replacement Account”of depositor specified under the terms of depositor's agreement with the Denali Commission intended for use by depositor for replacement and repair of capital expenditure items that are part of depositor's Energy Facility as contemplated under that agreement.Depositor hereby represents and warrants, which representations and warranties shall be continuing and shall be deemed to be reaffirmed upon each instruction given by depositor,that:(a)depositor is duly organized and existing under the laws of the jurisdiction of its organization,with full power to carry on its business as now conducted,to enter into this agreement and to perform its obligations hereunder;(b)this agreement has been duly authorized,executed and delivered by depositor,constitutes a valid and legally binding obligation of depositor,enforceable in accordance with its terms,and not statute, regulation,rule,order,judgment or contract binding on depositor prohibits depositor's execution or performance of this agreement;(c)the Taxpayer Identification Number shown above (TIN)is depositor's correct taxpayer identification number;and (d)depositor is not subject to backup withholding because taxpayer is an exempt recipient under the Internal Revenue Service Regulations. 2.Under the terms of its agreement with Denali Commission,depositor is obliged to pay to bank the sum of $and a like sum,not later than the last day of each and every month thereafter until the expiration of this agreement,equal to 1/12 of the annual deposit required in the respective year,as set forth in Attachment D entitled "40 Year Renewal and Replacement Cashflow”and any revisions thereof to be administered by FNBA in accordance with the terms hereof..Bank will furnish to depositor payment coupons that may be submitted by depositor with a payment to bank for credit to the above account.Bank will give only provisional credit until collection is final for any item,other than cash,bank accepts from depositor (including items drawn "on us”).Actual credit for payments of,or payable in,foreign currency will be at the exchange rate in effect on final collection in U.S.dollars.Bank is not responsible for transactions by mail or at an outside depository until it actually record them at it Escrow Department.Bank will treat and record all transaction received after bank's "daily cutoff time”on a business day bank is open,or received on a day bank's escrow department is not open for business on the next following day bank's Escrow Department is open. 3.Bank shall credit to the above account interest earned on the account balance in accordance with the provisions of bank's "First Investment Account”agreement,as amended by bank from time to time. City of Nowhere 1 R&R Fund Account -Sample Documents SAMPLE BULK FUEL BUSINESS OPERATING PLAN 4.Bank shall disburse credit to the account to the order of depositor when it receives a resolution from depositor in the form of Attachment A hereto.Any two officers of depositor,acting together, may execute a resolution in the form of Attachment A to withdraw or transfer all or any part of the above account balance at any time.Bank may require not less than 7 days after receiving such a resolution before a withdrawal.Depositor authorizes any officer of depositor to endorse any item payable to depositor or depositor's order for deposit to the above account or any other transaction with bank.Bank may require the governing body of the legal entity opening this account to give bank a separate authorization telling bank who is authorized to act on its behalf.Bank will not honor the authorization until bank actually receives at its Escrow Department written notice of a change from the governing body of depositor. 5.Bank's current fee schedule for its services hereunder is attachment B hereto.Bank's set-up fee and first year's annual fee have been paid to bank as of the date of acceptance of this account by bank specified below.Future annual fees shall be due and payable by depositor to bank on the same day each consecutive year of the term hereof.An annual fee is due and earned when an account year begins.The first account year begins on the effective date hereof.Any fee due and payable to bank hereunder may be charged against the above account when due.Bank may amend Exhibit B hereto from time to time on thirty days prior written notice to depositor. 6.0n the last calendar day of each month of the term hereof,bank shall furnish to depositor and Denali Commission a written statement of the above account specifying the account balance,and any payment(s)received and interest earned credited to the account,as well as all disbursements of credit to the account to the order of depositor and fees charged to the account by bank,since the last statement date.Until further instructed in writing statements shall be furnished to depositor and Denali Commission by mailing the same in a first class postage prepaid envelope addressed as follows: To Depositor:To Denali Commission Depositor must examine its statement of account with "reasonable promptness.”If depositor discovers (or reasonably should have discovered)any unauthorized signatures or alterations, depositor must promptly notify bank of the relevant facts.As between depositor and bank,if depositor fails to do either of these duties,depositor will either share the loss with bank,or bear the loss entirely itself (depending on whether bank used ordinary care and,if not,whether bank substantially contributed to the loss).The loss could be not only with respect to items on the statement but other items with unauthorized signatures or alterations by the same wrongdoer. Depositor agrees that the time it has to examine its statement and report to bank will depend on the circumstances,but will not,in any circumstance exceed a total of 30 days from when the statement is first sent or made available to depositor.Depositor further agrees that if depositor fails to report any unauthorized signatures,alterations,forgeries or any other errors in its account within 30 days of when bank first sends or makes the statement available,depositor cannot assert a claim against bank on any items in that statement,and as between depositor and bank the loss will be entirely depositor's. City of Nowhere 2 R&R Fund Account -Sample Documents SAMPLE BULK FUEL BUSINESS OPERATING PLAN 7.Bank's duties are determined from these instructions alone and without reference to other agreements,including,without limitation,any agreement between depositor and Denali Commission,and no covenant or obligation shall be implied against bank in connection with this agreement. 8.The effective date hereof is the date of acceptance of the account as specified by bank below. Money received by bank prior to acceptance is deemed to be received on the date of acceptance. 9.Bank may assign its duties hereunder (and thereby be released from its duties)to any corporation regularly engaged in the business of providing,in Alaska,the service bank is required to provide hereunder. 10.Bank may terminate the above account upon 30 days written notice to depositor and Denali Commission.After such termination bank will pay any account balance to the order of depositor. 11.Bank is deemed to have notice only when notice is actually received at its Escrow Department office,which does not include any branch office of bank. 12.A claim against bank is unenforceable unless an action is commenced within 90 days after termination of this agreement. 13.Bank shall not be liable for any costs,expenses,damages,liabilities or claims including attorneys'and Accountants'fees (collectively,"Losses”)incurred by or asserted against depositor except those Losses arising out of the negligence or willful misconduct of bank.In no event shall bank be liable to depositor or any third party for special indirect or consequential damages,or lost profits or loss of business,arising in connection with this agreement. 14.Bank has no duty to look to the propriety or application of any payment or distribution made to depositor,or to the order of depositor,and depositor agrees to indemnify bank and hold bank harmless from and against any and all Losses sustained or incurred by or asserted against bank by reason of or as a result of any action or inaction,or arising out of bank's performance hereunder,including reasonable fees and expenses of counsel incurred by bank in a successful defense of claims by depositor;provided,that depositor shall not indemnify bank for those Losses arising out of bank's negligence or willful misconduct.This indemnity shall be a continuing obligation of depositor,its successors and assigns,notwithstanding the termination of this agreement. 15.Bank shall have no duty or responsibility to inquire into,make recommendations,supervise,or determine the suitability of any transactions affecting the above account. 16.Bank shall be entitled to rely upon any resolution in the form of Attachment A actually received by bank and reasonably believed by bank to be duly authorized and delivered. 17.Bank is authorized to supply to any third party any information regarding the above account which is required by any law,regulation,rule or court order (including without limitation any subpoena)now or hereafter in effect. City of Nowhere 3 R&R Fund Account -Sample Documents SAMPLE BULK FUEL BUSINESS OPERATING PLAN 18.Bank shall not be responsible for preparing or filing any tax report or return nor for the payment of any tax assessed against,or with respect to,any of the assets of the above account or any transaction for the account of depositor. 19.Each and every right granted to either party hereunder or under any other document delivered hereunder or in connection herewith,or allowed it by law or equity,shall be cumulative and may be exercised from time to time.No failure on the part of either party to exercise,and no delay in exercising,any right will operate as a waiver thereof,nor will any single or partial exercise of any other right. 20.In case any provision in or obligation under this agreement shall be invalid,illegal or unenforceable in any jurisdiction,the validity,legality and enforceability of the remaining provisions shall not be amended or modified in any manner except by a written agreement executed by both parties.This agreement shall extend to and shall be binding upon the parties hereto,and their respective successors and assigns. 21.This agreement shall be construed in accordance with the substantive laws of the State of Alaska,without regard to conflicts of laws principles thereof.Depositor and bank hereby consent to the jurisdiction of a state or federal court situated in the Third Judicial District,State of Alaska, in connection with any dispute arising hereunder.Depositor hereby irrevocable waives,to.the fullest extent permitted by applicable law,any objection which it may now or hereafter have to the laying of venue of any such proceeding brought in such a court and any claim that such proceeding brought in such a court has been brought in an inconvenient forum.Depositor and bank each hereby irrevocably waives any and all rights to trial by jury in any legal proceeding arising out of or relating to this agreement.To the extent that in any jurisdiction depositor may hereafter be entitled to claim,for itself or its assets,immunity from suit,execution,attachment (before or after judgment)or other legal process,depositor irrevocably agrees not to claim,and it hereby waives,such immunity. 22.This agreement and the attachments hereto constitute the entire agreement of the parties. Bank has not made representations or assurances to depositor not stated herein. Date: Depositor By: By: First National Bank Alaska accepted this account on By: City of Nowhere 4 R&R Fund Account -Sample Documents SAMPLE BULK FUEL BUSINESS OPERATING PLAN Wells Fargo Renewal and Replacement Account Escrow Managed "Regular Savings”Account Agreement ,2002 Account No. 1.The parties to this agreement are (Owner),and Wells Fargo.Owner hereby appoints Wells Fargo,acting through its Trust Department,as the Invested Escrow Agent for the investment and disbursement of the funds in accordance with this agreement.Wells Fargo agrees to serve as Invested Escrow Agent,pursuant to the terms set forth in this agreement. 2.Monies deposited by the Owner with Wells Fargo shall be for the purpose of establishing an R&R Account,which shall be used for replacement and repair of capital expenditure items with regard to the Owner's Energy Facility,which is partially or fully funded with monies from the Denali Commission. 3.Onor before ,2002,Owner shall deposit the sum of $and a like sum,not later than the last day of each and every month thereafter,until the expiration of this agreement,equal to 1/12 of the annual deposit required in the respective year,as set forth in Attachment D entitled "40 Year Renewal and Replacement Cashflow”and any revisions thereof to be administered in accordance with the terms of this Agreement. 4.The funds shall be deposited into an interest bearing "Regular Savings”account. Disbursements from this account will be restricted and can only be approved by Wells Fargo's Escrow Department pursuant to this agreement. 5.Upon written instruction from Owner,in the form of a Resolution identical to Attachment A, signed by two parties,Wells Fargo's Escrow Department shall disburse funds to the Owner. 6.The interest earned on the account shall accrue for the benefit of the Owner. 7.Wells Fargo will assess the fees and charges set forth in the fee schedule which is attached as Attachment B. 8.Wells Fargo will compile a "Monthly Report”,at the end of each calendar month,on all Renewal and Replacement Accounts that are established under similar agreement.This report will show all account activity by each Owner including;deposit amounts,date of deposits,disbursements,and date of disbursements.Monthly reports shall be sent to: Denali Commission Attn:Chief of Staff 510 L Street Suite 410 Anchorage,AK 99501 City of Nowhere 5 R&R Fund Account -Sample Documents SAMPLE BULK FUEL BUSINESS OPERATING PLAN 9.Wells Fargo shall have no duties not expressly provided for herein,and will not incur liability if it substantially complies with the instructions contemplated herein,using reasonable care in executing transactions,and in safekeeping the funds. Wells Fargo By:Date Its: (Owner) Date By: Its: Taxpayer ID # Address: City of Nowhere R&R Fund Account -Sample Documents WWational Bank'Alaska SAMPLE BULK FUEL BUSINESS OPERATING PLAN PLEASE COMPLETE THIS AREA TO INSURE CORRECT ROUTING | ORIGINATED BY ESCROW AGREEMENT ACCEPTED COPY Acct.#RETURN TO TO:WELLS FARGO BANK ALASKA (WF), its successors and assigns Date: Thang you herewith the fotlowing described item(s): Beginning Batance $Pay of $Maturity Date Qa Monthly Oo Quarterty a Semi-Annually a Annually First payment due:interest start date a Payments made in excess of the regular scheduled amount a will Cs will not satisfy future payments due. Excess funds Qo will inj will not be applied to prior mortgag Interest based on a 360 days Oo 365days. Attached:C sExtibit A Special Payment Provisions QO Exhibit 8 Multiple Disbursements QO Exhibit C Partial Releases Q _sExhibit D Reserves Additional Instructions: You are authorized to charge my WF Account #Cs for the scheduled escrow payments,0 __sbaiioon payments. Payer Signature Remit payments to payee: Address Or Credit Payments to:O Cashier's Check OQ EF.T.(Enclose voided check) Qo Checking Gs Savings:WF Acct.No.(Oi fees paid by payee per payment/transaction) Upon execution of this agreement the parties herein agree to pay feesin accordance with the current fee schedule,fees are collected perOopaiapaymenttransaction.Set up fee: (Fees Subject to Change Without Notice) Q_scollect from first payment.Fees Paid by: O We request late payment monitoring (additional fee) Unless otherwise instructed,all service charges and fees will be charged to Payee. O Payee GO Payer ©sDiwide Equatly WE is hereby authorized to deliver,by git mad oraddressasanyoneofthePayeesshall desigi At Payee's request when: (a)Any payment is delinquent 30 days or more;or (b) fegistered or certified mail. At WF's option when: (a) )herein Payee fumishes WF evidence that Payer has received at least 20 days'written notice of Payee's intent to terminate,delivered by One payment has been delinquent for three months and WF has provided 10 days'prior notice to Payee and Payer.Upon 30 days'prior written notice by WF to Payee and Payer. ,the and/or to any one of the undersigned Payees for and on behall of alt Payees at any address given below or such otherinwritinguponPayee's request or at WF':$option under the following conditions: We the undersigned have read this Agreement,including the Terms and Conditions set forth on the reverse side,and understand the contents thereof and acknowledge that the terms of the Agreement are satisfactory todandtheeachofus.Upon receipt by the Sank of the final payment,the B:jank will deem the contract andor )wilt be Employer !.D.Number provided below is true,correct and complete,and |am not subject to backup withholding. Oae Date to the Payer.Under penaity of perjury,|certifythattheSocial Securityor PLEASE PRINT NAME X SOCIAL SECURITY NO.OR EMPLOYEE I.0.NO.PLEASE PRINT NAME X SOCIAL SECURITY NO.OR EMPLOYEE 1.0.NO. PAYEE (SELLER)SIGNATURE PAYER (BUYER)SIGNATURE AODRESS ADORESS PLEASE PRINT NAME SOCIAL SECURITY NO.OR EMPLOYEE iO.NO. X PLEASE PRINT NAME xX PAYEE (SELLER)SIGNATURE SOCIAL SECURITY NO.OR EMPLOYEE 1.0.NO. PAYER (BUYER)SIGNATURE ADDRESS Received above item(s)subject to conditions herein mentioned. Weills Fargo Bank Alaska. By AOORESS. PLEASE COMPLETE THIS AREA TO INSURE CORRECT ROUTING City of Nowhere R&R Fund Account -Sample Documents National SAMPLE BULK FUEL BUSINESS OPERATING PLAN Bank'Alaska WELLS FARGO BANK ALASKA ESCROW AGREEMENT Terms and Conditions Payments.Payer shall pay all sums due Payee from time to time in the manner set forth herein to WF Escrow Service Department,at P.O.Box 100600,Anchorage,Alaska 99510-0600 or such other address as may be directed by WF in the future.WF shall accept all payments tendered on this transaction,regardless of whether they are partial, full,or additional payments or whether they are tendered before or after the payment due date.WF shall have no duty or obligation to refuse any payment nor shall it be responsible for determining the sufficiency of any such payment unless otherwise agreed in writing by WF.WF will credit the account for payments as received and will disburse funds the following business day,but shall not be required to disburse to Payee prior to the time WF determines the payment is from collected funds.If any checkreceivedbyWFisdishonoreduponpresentmentforanyreason,WF may notify Payee of such dishonor and the amount of funds which WF has disbursed to Payee or other named Payees in reliance upon Payer's dishonored payment.Upon receipt of such notice,Payee shall promptly remit to WF the amount of such funds so disbursed by WFtogetherwithWF's then customary charge for the handling of returned checks,which charge shall be stated in the notice sent to Payee.WF is hereby given authority to reverse the credit to an account to which it has disbursed funds and/or to deduct from Payee's account the amount of the charge plus the amount of funds it has disbursed in reliance upon said dishonored payment.If two (2)checks are dishonored during any calendar year for any reason,WF may without notice terminate this account,cancel this Agreement and return the documents to Payee. interest Computation.interest will be computed on a 365-day factor,except for leap year.Payments will be applied first to WF's fees,then to interest,the remainder,if any,to principal.The parties shall have 30 days in which to dispute the application of payments as computed by WF.WF shall be notified of any such dispute in writing within 30 days. lf WF does not receive such notice within 30 days,all computations made by WF shalt be conclusively deemed correct.Nothing in this paragraph shall modify or change any of the agreements between,or rights and remedies of Payer and Payee,as between the two.Any modification to this method of computation must be agreed to in writing by WF. Service Charge.WF may deduct its fees and service charges from payments received or credited to Payee's account.if fees or service charges are not received within 30 days of their due date,WF is authorized to terminate this Agreement without notice and deliver the documents to Payee.The expenses of closing of this collection may be deducted from the proceeds of the final payment.Service charges and fees are set forth in WF's published rates,which are subject to change from time to time without notice. Olsputes.In the event of any dispute or misunderstanding,WF shall have the option to close the escrow and deliver instruments or documents to any one of the Payees or on behalf of the Payees upon 30 days prior written notice by WF to Payee and Payer or to hold undisbursed funds,or to require settiement by a neutral party,such as an arbitrator for determination,or to pursue any legal remedies which may be available to it,including the right to deposit the subject matter hereof in interpieader in the appropriate court of the Third Judicial District,Anchorage,Alaska,and upon so doing to be absolved from all further obligations or liability hereunder.Payee and Payer jointly and severally agree to pay to WF all costs and expenses incurred by WF,including actual attorney's fees,in any interpleader action. Limitation of WF's Responsibility.WF shall be responsible only for the exercise of ordinary care in performing the duties set forth in this Agreement.WF shail be relieved from any further or additional liability beyond the performance of the duties expressly set forth herein.The parties hereto jointly and severally agree to defend,indemnify,and hold WF,its officers,employees,shareholders,attorneys,directors,agents and representatives harmless from and against,and to pay on demand all claims,costs,damages, judgments,attorney's fees,expenses,obligations and liabilities of every kind and nature suffered or incurred in connection with this Agreement except any liability founded upon WFP's failure to exercise ordinary care in performing the duties contained herein.Payee and Payer agree that WF will not be responsible for any of the following. (a)To notify any party of nonpayment or deciaration of default,condemnation or the condition of any property; (b)Toconstrue,enforce or determine the performance or nonperformance of any terms of the documents underlying the transaction; (c)To determine if any agreement or document is in compliance with local,state,or federal laws and regulations; (d)To determine the authenticity,validity,enforceability or sufficiency of any document deposited,or for the accuracy of description of any such document,the description having been furnished by the parties; (e}To give notice of any change of ownership or to enforce any due-on-sale or similar provisions;(f)|To determine if any payment schedule will amortize any obligation:(g)To determine the sufficiency or verification of the account balances on any other previously or subsequently-recorded encumbrance or security interest against the Property,including security interests which this collection agreement may,in whole or in part,satisfy;further,WF does not assume any responsibility for determining if any payments being made by this escrow to satisfy,in whole or in part,any other obligation will,in fact,amortize the obligation receiving the payments hereunder at or before the satisfaction of this escrow; (h)To pay or notify any party regarding recording of documents,perfection of security interests,or nonpayment of insurance premiums,taxes or other assessments or encumbrances; (i)To assess,bill,collect or pay any late charges due under the terms of the documents deposited herewith uniess otherwise agreed in writing by WF;(i)For the determination of balances to third parties or overpayments to them where instructed to credit payments to persons other than the Payee; (k)To verify or determine whether the assignment of the payments under this escrow for security purposes or otherwise does not create a default in the terms of the documents undertying this transaction; ()To account or give credit for any payment made or received outside this collection; (m)To vote or exercise any of the rights of ownership of corporate stock or similar items deposited herewith;or(n)To perform any act not expressly set forth in this Agreement even though contained in any documents deposited herewith. The liability of WF for negligent performance,or negligent non-performance,shall be limited to the amount of charges or fees charged to the parties hereto,under thisAgreement,for the month in which any damages are incurred.Under no circumstances will WF be liable for any special,consequential,or punitive damages.NotwithstandinganyotherprovisionofthisAgreement,WE will not be liable for any damage,loss,liability,or delay caused,directly or indirectly,in whole or in part,by those items set forth above. Lien-Offset.WF shail have a first and paramount lien on all documents,monies and things deposited in connection with this Agreement and the right of offset against any WF account of any party hereto to secure payment of all costs,expenses,obligations and fees due WF. Agreement Controls.In the event of conflict or omission between the documents deposited in connection with this Agreement,this Agreement shalt control as to WF.WF shail not be responsible for determining the existence of any such conflict or omission. Authority to Rel t tf any party to this Agreement sells or contracts to sell the property described in the documents deposited herewith,or applies for financingsecuredbytheproperty,WF is authorized to furnish to the lender,closing agent,or any other interested party,any information conceming the status of this account,including the payment records and copies of the documents deposited. Authority to Transfer.WF is authorized to assign,delegate and/or transfer all its duties and the documents held hereunder to another institution upon ten (10)days'priorwrittennoticetoPayerandPayee.Upon such transfer,WF shail be relieved of all further duties and liabilities under or related to this Agreement. Notice.Any notice to WF required or permitted hereunder shall be sent certified or registered mail to Wells Fargo Bank Alaska Escrow Service Department,P.O.Box 100600,Anchorage,Alaska 99510-0600,or such other address as may be designated by WF.Notice shall be effective only when received in the Escrow Service Department. General.This Agreement may be modified or amended only by written instructions accepted by WF and payment of the applicable fee.This Agreement is intended for the solebenefitofthepartieshereto,and shall not be construed to create any rights in third parties.This Agreement shall be governed and interpreted in accordance with the laws oftheStateofAlaska,and any litigation arising out of or relating to this Agreement to which WF is a party shall be commenced and maintained only in the appropriate court of the Alaska State Court System,Third Judicial District,at Anchorage. City of Nowhere 8 R&R Fund Account -Sample Documents SAMPLE BULK FUEL BUSINESS OPERATING PLAN ATTACHMENT A Resolution for Disbursement of Renewal and Replacement Funds for Energy Facility An Identical Resolution to This Must be Passed and Signed by the Community To Withdraw Fundsfrom The R&>R Account COMMUNITY OF RESOLUTION No. WHEREAS,the Community of has established an escrow managed interest bearing renewal and replacement account with the financial institution of for the purpose of renewal and-replacement expenditures related to the facility,which was partially ot fully funded by the Denali Commission,and WHEREAS,pursuant to the communities approved business plan for facility the community has agreed that funds deposited into this renewal and replacement account will only be used for the renewal and replacement of facility,and WHEREAS,eligible withdrawal of funds from this account must be for the labor,transportation, equipment rental,professional services,materials,equipment and other costs for the replacement and repair of assets essential to the on-going sustainability of the facility. For energy facilities this is including but not limited to:Access Roads,Buildings,Poles, Transformers,Generators,Radiators,Electrical Systems,Wires,Meter Systems,Pumps,Fencing, Fuel Storage Tanks,Fuel Distribution Systems,Walkways,Access Roads Dispensers,Fill Stations, Tank Liners,Fencing,Pad,Valves,Pipelines,Piling,Decks,Manwalks,Headers,Ground Maintenance and Containment Systems THEREFORE,the Community of hereby attests that the funds being requested from the escrow managed interest bearing renewal and replacement account with the financial institution of is for renewal and replacement expenses related to the facility as outlined above and is not being used for any other purpose,and THEREFORE,the Community of requests the total sum of $for the following detailed expenses Signed by two people representing the community, City of Nowhere 9 R&R Fund Account -Sample Documents SAMPLE BULK FUEL BUSINESS OPERATING PLAN ATTACHMENT B How to Establish a Renewal and Replacement Account for DENALI COMMISSION FUNDED PUBLIC INFRASTRUCTURE Background Under the guidelines of Denali Commission funding a community is required to have a business plan that outlines how the Denali Commission funded project will be operated and maintained. One of the conditions required in the business plan is a community established Renewal and Replacement (R&R)Account.An R&R account will provide a mechanism for the community to save money for the inevitable renewal and replacement costs associated with the facility. General Guidelines of a Renewal and Replacement Account e Allows community to make monthly deposits e Must be an interest bearing account e Only allows withdrawal of funds for Renewal and Replacement costs of the facility. ©Requires a Resolution from the community certifying funds are being used for Renewal and Replacement expenses related to the facility that was partially or wholly funded by the Denali Commission. e Account must allow for Denali Commission and other Auditing agencies to monitor deposit and withdrawal activity (Monthly Reports on account activity must be sent to Denali Commission) Financial Institutions The Denali Commission has negotiated terms with two Financial Institutions that will allow for the unique guidelines of these R&R accounts.Other institutions that will allow accounts that meet the guidelines above are acceptable. First National Bank Wells Fargo Contact Person Lorraine O'Neal Jackie Zuspan St.Escrow Officer Escrow Manager ° First National Bank Wells Fargo Operations Center 301 West Northern Lights 1751 Gambell St.Blvd. Anchorage,AK 99501 Anchorage,AK 99503 Phone:(907)777-3424 Phone:(907)265-2162 Fax:(907)777-3446 Fax:(907)265-2170 City of Nowhere 10 R&R Fund Account -Sample Documents SAMPLE BULK FUEL BUSINESS OPERATING PLAN Type of Account Escrow Managed "First Escrow Managed "Regular Investment”Account Savings”Account Set-Up Fee $30.00 $35.00 Annual/Monthly Fee $50.00 Annual Fee and $5 $3 Monthly Fee untl monthly fee until account account balance is above balance is above $2,500 $300 Disbursement Fee $25.00 each time a $5.00 each time (for a Money community requests funds Order)when a community (through approved requests funds (through resolution)approved resolution) Check Writing None None Reports Monthly Report to Denali Monthly Report to Denali Commission on Deposit and |Commission on Deposit and Withdrawal activity (.50 Withdrawal activity (No Charge)Charge) Requirement for Withdrawal |Approved Resolution Approved Resolution of Funds Identical to Attached Identical to Attached Template must be submitted |Template must be submitted to Escrow Department to Escrow Department Interest First Investment Account Based on the Regular Savings Tiered depending on balance |account: of account (based on current Treasury Bill).Below are 1/02/02 rates: $0-$2,499 557% $2,500-$4,999 778% $5,000-$24,999 .825% $25,000-$49,999 .846% $50,000-$99,999 .887% $100,000+.917% 5/20/02 rate =1% To establish an account: 1,Contact one of the representatives above 2.Tell them you need to establish a "Denali Commission Renewal and Replacement Account” 3.Sign the Account Agreement for the institution. 4.Pay set-up fee and fill out other general information to establish account Sample documents attached include: ©Business plan language that requires R&R accounts ©Account agreements (between institution and community)templates o Example of the resolution that is required to withdraw funds from a R&R account City of Nowhere R&R Fund Account -Sample Documents 11 SAMPLE BULK FUEL BUSINESS OPERATING PLAN ATTACHMENT C EXAMPLE OF LANGUAGE IN ALL DENAI COMMISSION FUNDED ENERGY FACILTIES Financial Responsibilities There are two cost categories that will be incurred in the ongoing operation and upkeep of the Electric Utility equipment -operations and maintenance ("O&M”)and renewals and replacements ("R&R”). The Primary Operator will incur a number of expenses relating to the O&M of the equipment.O&M items are defined as expenses that are incurred on a regular basis (administration,audits,etc)and maintenanceexpensesthatareincurredonanannualbasis.O&M expenses are detailedin Table B:Annual O&M Schedule and a narrative detailis providedin Section VIL:Financial Information to address estimates and assumptions. R&R costs are those expenses defined as items costing greater than $5,000 and/or that are not replaced on an annual basis.Tab D:40 Year R¢>R Schedule details the anticipated items,the frequency of their replacement and their present day value. The Primary Operator will maintain separate O&M and R&R accounts and will maintain a sufficient account balance to meet the O&M and R&R financial goals in this Plan.The O&M account may be an active non- interest bearing account.The Manager will be authorized to draw against the O&M funds for routine expenses of the Facility;however,individual expenditures in excess of $5,000 will require authorization of the Primary Operator's management or governing body.See Appendix A:Statement ofQualifications for an overview of the Primary Operator's fiscal controls and accounting procedures.The R&R account must be an interest-bearing,managed savings account,which requires two signatories and a community resolution for withdrawals,until such time as the cash balance makes an escrow account more cost effective;then the R&R account may be transferred to an interest-bearing invested escrow account that is acceptable to the Denali Commission.See Attachment 5:R¢*R Fund Account --Sample Documents,for examples of acceptable R&R account agreements and a sample community resolution that limits the use of the funds to R&R expenses only. At least once a year,no later than November 30,the Primary Operator will develop a budget for theupcomingfiscalyear,January 1 through December 31,for both O&M and R&R.This will include an updateofactualexpensesandprojectionsandassumptionsusedinthisPlan,as described in Section VIII,Financial Information,Subsequent Operating Year Revisions.Additionally,Tables A-I should be updated. Operations and Maintenance Guidelines The Primary Operator will establish an account to fund the Facility O&M so that the O&M schedule can be completed and the Utility operations can be sustained into the future (this is anticipated to be an active non- interest bearing account).Section VIII:Financial Information provides Table B:Annual OC*M Schedule as a guide to plan for annual maintenance activities and Table C:40 Year OM Cashflow as a guide to estimated yearly O&M required contributions. Renewal and Replacement Guidelines The Primary Operator shall establish an interest bearing escrow managed renewal and replacement accountacceptabletotheDenaliCommission,which will ensure capitalization of an amount sufficient to maintain the R&R Schedule (see R&R Fund Account -Sample Documents for "How to Establish a R&R Account').Section VIII:Financial Information provides Table D:40 Year R&R Schedule as a guide to plan for annual R&R activities and Table E:40 Year R&R Cashflow as a guide to estimated annual R&R required contributions.These costs are based on the R&R cost estimate provided by HMS,Inc.See Appendix B: O&M and R&R Cost Estimate. The Primary Operator will use the estimates in this Plan for year one contributions,and in subsequent years will recalculate contributions based upon actual costs. City of Nowhere 12 R&R Fund Account -Sample Documents SAMPLE BULK FUEL BUSINESS OPERATING PLAN ATTACHMENT D 40 YEAR RENEWAL AND REPLACEMENT CASHFLOW City Initial Cost per gallon ($/gallon):|) City 20 Year R&R:5 year step cost increase : 20 Year Loan Proceeds:City Initial Throughput (gallons):NASD 40 Year R&R:NASD Ininal Throughput (gallons)Initial Cost per gallon ($/gallon):[-$- 40 Year Loan Proceeds:NA Initial Throughput (gallons):5 year step cost increase :}- NA Inicial Cost per gallon ($/gallon):|" 5 year step cost increase :[-! R &R Fund Balance Assumed Throughput (Gallons)Per Gallon Payment Beg.of Annual Deposit .Interest End ofYearYerPrincipal|Debr Service |_Renewals'|eaenings (Net Year City NASD NA City NASD NA Balance City NASD NA Tonal Received Replacements |"¢Fees)Balance ;1][$s -$2,550 |$675 |$$3,225 $-|$-|3 3,225 85,000 15,000 :$0.030 |$0.045 |$|2 ||$3,225 |$2,561 |$675 1 $$3,236 $-|$9T1$6,558 85,363 15,000 -|45 0.030 |$0.045 |§|3 |{$s 6,558 |$2,572 |$675 |§§3,247 $-|$197 1$10,001 85,727 15,000 :$0.030 |$0.045 |$|44 [$s 10,001 |$2,583 |$675 |$$3,258 $-($300 |$13,559 86,092 15,000 :$0.030 |$0.045 |$;57 18 13,559 |$2,594 |$675 |$$3,269 $8,013 |$166 |$8,981 86,460 15,000 -$0.030 |$0.045 1 $6 $8,981 |$5,210 |$1,125 |$$6,335 $-{$269 |$15,585 86,829 15,000 :$0.060 |$0.075 1$Pails 15585/$5232/$1,125 |$6357 $-|s 468|$22,410 87,200 15,000 -|{s 0.060 |§0.075 |$|8 |{$22,410 |$5,254 |$1,125 {$$6379 $-1$8 672|$29,461 87,573 15,000 -by 0.060 |$0.075 1 $9 §29,461 |§5,277 |§$1,125 |$$6,402 $-|[$8843 36,747 87,947 15,000 :$0.060 |$0.075 |$P10}[s36,747|$5299[$1,125 |$$6,424 541,743 15 95|$1,524 88,323 15,000 -|[3 0.060 |§0.075 |$"11|Ts 1,524 [§7,983 |$1,575 |$$9,558 -$-|$132]§11,214 88,700 15,000 -|[s 0.090 |$0.105 |$|12][$11,214]$8,017 [|$1,575 |$$9,592 $-|[$§336 |$21,142 89,080 15,000 -$0.090 |$0.105 |$;134 4$21,1424 $8,051 |$1,575 |$$9,626 $-{$6341 $31,403 89,461 15,000 :$0.090 |$0.105 |$|14 |'1s 31,403 |$8,086 |$1,575 |$$9,661 $-4$942 |$42,006 89,844 15,000 -$0.090 |$0.105 |$,15]/$42,006 |$8,121 |§1,575 |$$9,696 $9,300 |$981 |$43,383 90,229 15,000 :$0.090 |§0.105 |§116]1%43,383 |§$10,874 |$2,025 |$$12,899 $-|$1,302 |$$7,584 90,615 15,000 :$0.120 |$0.135 |$P17][$57,584]$10,9201 §2,025 |$$12,945 $-|$$,7281$72,257 91,003 15,000 "118 0.120 |$0.135 {$|18]1$72,257 |$10,967 |$2,025 |$$12,992 $-|$2,168 |$87,416 91,393 15,000 -$0.120 |§0.135 |$191 1S 87,416 |$11,014 |$2,025 1 $$13,039 $-[$2,623 {$103,078 91,785 15,000 :$0.120 |$0.1351 §|20]1 $103,078 |$11,061 |$2,025 |$$13,086 |$65,198 $118,767 |$343 1$62,938 92,179 15,000 :$0.120 |$0.135 |$|217 18 62,938 |$13,886 |$2,475 |$$16,361 $8,650 |$-|$1,629 1 $72,278 92,574 15,000 :$0.150 |$0.165 |§|22)13 72,278}$13,946 |$2,475 |$$16,421 $8,650 |$-|$1,909 |$81,958 92,971 15,000 :$0.150 |$0.165 |$|23|[$81,958 1 $14,006 |§2,475 |$$16,481 $8,650 |§$-{1$2,002 |$91,792 93,370 15,000 :$0.150 |$0.165 |$|24/18 91,792 |$14,066 |$2,475 |$$16,541 $8,650 |$-|$2,269|$101,951 93,771 15,000 :$0.150 |§0.165 |$P25}{3 101,951 |§$14,126 |$2,475 |$$16,601 $8,650 |$10,793 |$2,241 [$3 101,351 94,174 15,000 -$0.150 |$0.165 |$126)78 101,351 15 17,024 |$2,925 |$$19,949 $8,650 |$-{$2,518 /$115,168 94,578 15,000 -}-[$0.180 |$0.195 1$|27]|$115,168 |$17,097 |$2,925 |$$20,022 $8,650 |$-{§2,130]$128,671 94,984 15,000 :$0.180 |$0.195 1 $)28||$128,671 |$17,171 |$2,925 |$$20,096 $8,650 |$-1$2,400 [$142,518 95,393 15,000 :$0.180 |$0.195 |$,297 8 142,518]$17,244/$=2,925 /1$$20,169 $8,650 |$-{$2,677 |$156,715 95,803 15,000 -|18 0.180 |$0.195 |§;30]{$156,715}§17,319 |$2,925 |$$20,244 $8,650 |$56,222 |$1,837 |$113,924 96,215 15,000 -f [5 0.180 |$0.195 |§|314)4$ 113,924]$20,292 |§3,375 |$$23,667 $-1$2,278 |$139,870 96,629 15,000 -|[s 0.210 |$0.225 |$|324 |$139,870 |$20,379 |§3,375 |$$23,754 $-/$2,797 |$166,421 97,044 15,000 :$0.210 |§0.225 |$1331 {$166,421 1 $20,467 |$3,375 |$$23,842 $-|3 3,328]$193,592 97,462 15,000 :$0.210 |$0.225/$ P34)4$193592]$ 20,555[$3,375 1 §$23,930 $-|[$3,872 $221,394 97,882 15,000 -|[8 0.210 |$0.225 [$ 35|1$22139418 20,6041 $§3,375 |$$24,019 $12,525 $41771 $237,064 98,303 15,000 -}[s 0.210 |§0.225 |$36 11% 237,064|5 23,094 {§3,825 [$§$27,519 $-|$474i [$269,325 98,727 15,000 -l|ds 0.240 |§0.2551537|[$269325] 23,797/$3,825 |$$27,622 $-|$5,386 |§302,333 99,152 15,000 -|Ts 0.240 |$0.255 |§38}1S 302,333 1 $23,899 |$3,825 |$$27,724 $-[$6,047 |$336,104 99,579 15,000 :$0.240 1 $0.255 |$39 |{[$336,104]$§24,002 |$3,825 |$$27,827 $-[$6,722]$370,653 100,009 15,000 :$0.240 |$0.255 |§40 |$370,653]$24,106 |$3,825 1$$27,931 |$407,557 $ 746,5751$-}$59,565 100,440 15,000 :$0.240 |$0.255 |$ City of Nowhere R&R Fund Account -Sample Documents 13