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Project Vote <br />RESOLUTION NO. 2011-039 <br />RESOLUTION RELATING TO THE LA PAZ SOLAR TOWER <br />PROJECT: (I) AUTHORIZING THE NEGOTIATION, EXECUTION, <br />RATIFICATION AND DELIVERY OF (A) A POWER PURCHASE <br />AGREEMENT, ITS ATTACH-MENTS AND RELATED DOCUMENTS, <br />AGREEMENTS AND INSTRUMENTS; (B) SEVEN SEPARATE POWER <br />SALES AGREEMENTS BETWEEN SCPPA AND THE REPSPECTIVE <br />PROJECT PARTICIPANTS; AND (C) SUCH OTHER DOCUMENTS, <br />INSTRUMENTS AND AGREEMENTS AS MAY BE NECESSARY OR <br />APPROPRIATE TO ACHIEVE THE UTILIZATION BY THE <br />AUTHORITY OF ITS ENTITLEMENT TO RESOURCES OF THE <br />PROJECT AND AS SHALL BEST CARRY FORTH THE INTERESTS OF <br />THE AUTHORITY AND THE PROJECT PARTICIPANTS AND AS <br />SHALL BEST ACHIEVE THEIR OBJECTIVES (II) AUTHORIZING <br />CERTAIN RELATED ACTIONS; AND (III) AUTHORIZING THE <br />OFFICERS OF THE AUTHORITY TO DO ALL OTHER THINGS <br />DEEMED NECESSARY OR ADVISABLE <br />WHEREAS, the Southern California Public Power Authority ("SCPPA" or "the <br />Authority") and certain of its members have taken measures to facilitate the acquisition and <br />development of certain renewable resources, including solar electric generation resources and <br />facilities, as part of the Renewable Electric Energy Resource Project created by the Board of <br />Directors pursuant to Resolution No. 2006-13, to provide a long-term supply of renewable <br />energy to the members for the purpose of satisfying the needs of the members and their <br />governing bodies to meet desired specified renewable energy resource goals; and <br />WHEREAS, pursuant to the Renewable Electric Energy Resource Project, SCPPA has <br />issued Requests for Proposals for potential renewable electric resources to address SCPPA <br />member renewable energy needs. To advance the goals of the Renewable Electric Energy <br />Resource Project SCPPA and certain of its members have carried forth the negotiations of the <br />Project Agreements related to a proposed solar tower energy generation resource contemplated to <br />be developed in La Paz County, Arizona, denominated as the La Paz Solar Tower Project. The <br />La Paz Solar Tower Project is proposed to be developed by EnviroMission (USA) Inc., a <br />Delaware Corporation (EnviroMission or the Power Purchase Provider) which in turn is a wholly <br />owned subsidiary of EnviroMission Limited, (the Parent) a corporation formed in Australia. The <br />La Paz Solar Tower Project is planned to include a generating facility anticipated to be situated <br />on a site which could entail up to 5700 acres, situated principally on Arizona state lands; and <br />WHEREAS, at the current time EnviroMission, as the potential developer of the La Paz <br />Solar Tower Project has planned for its development, construction and operation, and pursuant to <br />the La Paz Solar Tower Project Power Purchase Agreement (the "Power Purchase Agreement') <br />to sell to SCPPA a portion of the energy output from the La Paz Solar Tower Project (the <br />"Facility" or the "Project' to be developed as further described herein); and <br />