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[PROJECT VOTE] <br />[Pasadena, Burbank] <br />RESOLUTION NO. 2009-62 <br />RESOLUTION RELATING TO THE AMERESCO CHIQUITA <br />LANDFILL GAS TO ENERGY PROJECT: (I) AUTHORIZING AN <br />EXTENSION OF TIME FOR COMPLETION OF THE CHIQUITA <br />LANDFILL GAS TO ENERGY PROJECT (II) AGREEING TO TOLL <br />THE OPTIONAL TERMINATION DATE UNDER AND PURSUANT TO <br />THE AMENDED AND RESTATED POWER PURCHASE AGREEMENT <br />(III) APPROVING THE EXECUTION AND DELIVERY OF A SECOND <br />LETTER EXTENSION EXTENDING THE TIM14 FOR ACHIEVEMENT <br />OF COMMERCIAL OPERATION OF THE PROJECT; (IV) <br />AUTHORIZING CERTAIN RELATED ACTIONS; AND <br />(V) AUTHORIZING THE OFFICERS OF THE AUTHORITY TO DO ALL <br />OTHER THINGS DEEMED NECESSARY OR ADVISABLE <br />WHEREAS, for several years the Southern California Public Power Authority (the <br />"Authority" or "SCPPA") and certain of its members have investigated the acquisition and <br />development of certain renewable resources including systems and methodologies associated <br />with electric generation from landfill gas resources, to provide a long-term supply of renewable <br />energy to such members for the purpose of satisfying the needs of such members and their <br />governing bodies to meet desired specified renewable energy resource goals; and <br />WHEREAS, Ameresco Chiquita Energy LLC, a Delaware limited liability company <br />(Ameresco) is currently in the process of completing the development of an approximately 10 <br />MW landfill gas to energy facility to be located in the Chiquita Canyon Landfill, at the City of <br />Valencia, Los Angeles County, California (the "Chiquita Landfill Gas to Energy Project" or the <br />"Project") . The Project is currently being developed so as to deliver energy at a point of <br />interconnection with the Southern California Edison system which is anticipated to be at the high <br />side of Ameresco's step up transformers at the Project site; and <br />WHEREAS, pursuant to investigations by SCPPA and its Participants SCPPA has <br />entered into power purchase agreements with Ameresco associated with the development of the <br />Chiquita Landfill Gas to Energy Project in order to facilitate arrangements for the potential <br />acquisition of landfill gas electric generation from the Project; and <br />WHEREAS, the Authority and Ameresco have previously entered into an original Power <br />Purchase Agreement and an Amended and Restated Power Purchase Agreement and a September <br />5, 2007 Letter Agreement (the First Letter Extension) relating to this Project and the Authority, <br />and the Cities. of Pasadena and Burbank (the "Project Participants") have entered into Power <br />Sales Agreements and First Amendments to the Power Sales Agreements; and <br />WHEREAS, Ameresco has previously met with certain delays caused by the inability to <br />expeditiously obtain air quality permits from the South Coast Air Quality Management District, <br />to obtain certain grading permits from the County of Los Angeles and to obtain certain other <br />accommodations from Southern California Edison, all of which have delayed the commercial <br />operation of the Project; and <br />