Vinton,Louisiana

                                                                                                March 29, 2011

 

                                The President and Board of Directors of the Vinton Public Power Authority, met in special session at the regular meeting place of said President and Board of Directors, in the Town Hall, Vinton, Louisiana, at 6:00 p.m., on the 29nd day of March, 2011, after full compliance with all requirements as to notice and otherwise in respect to convening of said meeting with the following members present:

 

                                                            Kenneth O. Stinson, President

Bliss Bujard, Director

Harold Douga, Director

Kevin Merchant, Director

                                                Paul Patin, Director

                                                                                                                                   

                                    ABSENT:      William “BB” Loyd, Director

 

                     ALSO PRESENT:      Thad Minaldi, Board Attorney, Ralph Gillis, Electrical Attorney and Doug Phetheon, Engineer

                                                                                               

                        Kenneth O. Stinson, President called the meeting to order and reported that the purpose of the meeting was as follows:

 

1.     To discuss and/or transact business pertinent to Cambridge Project.

 

Mr. Ralph Gillis presented to the Board a briefing and update on the 5-year effort and negotiations under the “Cambridge Project”, the informally recognized name of the work of VPPA regarding the amendment and up-dating of its relationships and agreements with and among the City of Jasper, Texas, the Jasper/Vinton Settlement Trust, Sam Rayburn Municipal Power Agency, Entergy Gulf States Louisiana, LLC, and Entergy Wholesale Operations Marketing, Inc. , regarding the generation, supply, purchase and sale of power, which agreements include, but are not necessarily limited to, the following instruments: a) Supplemental Requirements Power Supply Agreement; b) Combined Coordination Agreement; c) Second Amended And Restated Agreement For The Assignment Of Retail Load; d) Power Supply Reassignment Agreement And Instrument Of Reassignment; e) VPPA Power Supply Assignment Consent Agreement; and f) Power Sales Agreement (Amendment No. 1).  Mr. Gillis described the results generally as bringing additional revenue to VPPA, as well as the extension of guaranteed power-delivery, under the amended and up-dated agreements.  Mr. Gillis advised that VPPA’s acceptance and entry of the amended and up-dated agreements was in the economic interest of VPPA.

 

            The Board briefly discussed Mr. Gillis’ presentation.

 

            On the motion of Director Douga, seconded by Director Merchant, the Board approved the following resolution:

 

            BE IT RESOLVED that the VPPA accept and enter the amended and up-dated relationships and agreements with and among VPPA and the City of Jasper, Texas, the Jasper/Vinton Settlement Trust, Sam Rayburn Municipal Power Agency, Entergy Gulf States Louisiana, LLC, and Entergy Wholesale Operations Marketing, Inc. regarding the generation, supply, purchase and sale of power, which agreements include, but are not necessarily related to, the following instruments: a) Supplemental Requirements Power Supply Contract; b) Combined Coordination Agreement; c) Second Amended And Restated Agreement For The Assignment Of Retail Load; d) Power Supply Reassignment Agreement And Instrument Of Reassignment; e) VPPA Power Supply Assignment Consent Agreement; and f) Power Sales Agreement (Amendment No. 1), which instruments hereinafter collectively are referred to as the “Cambridge Agreements”.

 

            BE IT RESOLVED further that Board President, Kenneth O. Stinson, is authorized and empowered to enter and execute, on behalf of the VPPA, the Cambridge Agreements, together with any other documents and agreements as Mr. Stinson, in his sole discretion, deems necessary and prudent to fulfill the purposes of the Resolution in the immediately preceding paragraph. 

 

            BE IT RESOLVED further that Board Secretary, Mary O. Vice, is authorized to witness and attest to Mr. Stinson’s signatures on and to the Cambridge Agreements and agreements and documents described in the immediately preceding two (2) Resolutions.

 

            APPROVED AND ADOPTED this 29th day of March, 2011.

 

                                                                                                ____________________________   

                                                                                                Kenneth O. Stinson, President

 

ATTEST:

 

____________________________

Mary O. Vice, Secretary

 

                        There being no further business to come before the Governing Authority, it was moved by Director Douga that the meeting be adjourned.  The motion was seconded by Director Bujard and carried.

 

                                                                                    ____________________________

                                                                                    Kenneth O. Stinson, President

 

ATTEST:

 

______________________________

Mary O. Vice, Secretary