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ASSIGNMENT AND AMENDMENT NO. 2 TO <br />AMENDED AND RESTATED INTERCONNECTION AGREEMENT <br />This Assignment and Amendment No. 2 to the Amended and Restated <br />Interconnection Agreement dated October 7, 1992, including Service Schedules A through <br />E thereto, as amended by Assignment and Amendment No. 1 to the Amended and <br />Restated lnterconnection Agreement dated as of March 1, 1993 (the "Existing <br />Agreement"), among Tucson Electric Power Company ("Tucson"), Century Power <br />Corporation ("Century") and Southern California Public Power Authority ("SCPPA), is <br />dated as of the 2nd day of January, 1996, and is among Tucson, Century, SCPPA and Tri- <br />State Generation and Transmission Association, Inc., a Colorado nonprofit cooperative <br />corporation, Post Office Box 33695, 12076 Grant Street, Denver, Colorado 80233 ("Tri- <br />State"). <br />Recitals <br />WHEREAS, Century, Tucson and SCPPA have entered into the Existing <br />Agreement, which provides, among other things, for the delivery of power equivalent30 <br />Century's and SCPPA's San Juan 3 generation at various delivery points on Tucson's <br />transmission system and the systems of others; and <br />WHEREAS, Century, among other things, will be selling an 8.2% undivided interest <br />in San Juan 3 to Tri-State; and <br />WHEREAS, as part of the sale of an 8.2% undivided interest in San Juan 3 to Tri- <br />State, Century is obligated to assign to Tri-State, and Tri-State is obligated to assume, all <br />of Century's remaining rights and obligations (except for the "Obligations Not Assumed," <br />as defined in Section 3 below) under the Existing Agreement; and <br />WHEREAS, the Existing Agreement requires that Tucson, Century and SCPPA <br />amend the Existing Agreement to reflect the assignment from Century to Tri-State of an <br />interest in the Existing Agreement and to include Tri-State as a party thereto. <br />NOW, THEREFORE, for consideration paid and the mutual covenants and <br />agreements contained herein, Tucson, Century, SCPPA and Tri-State agree as follows: <br />1. This Assignment and Amendment shall become effective on the date (the <br />"Closing Date") upon which the sale by Century to Tri-State of an undivided 8.2% interest